DRAFT FOR LEGAL REVIEW — NOT FINAL LEGAL ADVICE.
1. Vendor Relationship
A vendor approved to sell on CintaMart operates as an independent marketplace seller and remains responsible for its products, product descriptions, pricing, inventory, fulfilment, regulatory compliance and obligations to buyers.
Approval to sell may be subject to verification and compliance review.
2. Vendor Base Price
The vendor determines the vendor base price of each product.
Under the currently configured marketplace model, the vendor's earning is calculated from that vendor base price rather than from the total amount charged to the buyer.
3. Marketplace Pricing
CintaMart may apply marketplace charges to the vendor base price in accordance with the marketplace's current fee schedule.
At the date of this draft, the platform is configured around:
- vendor base price: 100%;
- CintaMart marketplace component: 10% of the vendor base price;
- Payment Platform Fee: 3% of the vendor base price;
- resulting standard markup: 13% of the vendor base price.
The final document should state whether these percentages may be changed by CintaMart and what notice must be given before changes take effect.
4. Payment Platform Fee
The Payment Platform Fee is a marketplace charge associated with providing and administering the payment infrastructure, payment processing, reconciliation and related transaction services used by CintaMart.
Under the current commercial model, the Payment Platform Fee is calculated as 3% of the vendor base price.
The Payment Platform Fee is separate from CintaMart's marketplace markup component and does not reduce the vendor's agreed base price.
Costs associated with operating the payment infrastructure may be absorbed within the Payment Platform Fee according to CintaMart's commercial arrangements.
5. Vendor Earnings
Following confirmation of a successful customer payment, CintaMart records the vendor's applicable earning.
An earning may initially remain pending and is not necessarily immediately withdrawable.
6. Delivery Confirmation
A vendor may indicate that an item has been delivered.
A vendor's own delivery declaration does not by itself make the related earnings available for payout.
The buyer may subsequently confirm receipt.
Where a buyer does not respond within the applicable auto-confirmation period and there is no qualifying open return, refund or dispute, CintaMart may automatically treat the delivery as confirmed.
At the time of this draft, the configured automatic-confirmation period is 7 days.
7. Earnings Hold
Once delivery is confirmed, the vendor earning enters an additional 7-day earnings hold period.
Accordingly, where the buyer does not manually confirm receipt and automatic confirmation occurs after seven days, a vendor may in some circumstances wait approximately fourteen days from the vendor's delivery declaration before the earning becomes available.
A buyer who confirms receipt earlier may cause the seven-day earnings hold to begin earlier.
The hold exists to provide time for matters including disputes, returns, refunds, fraud review and transaction reconciliation.
8. Availability for Payout
An earning may become available for payout only after applicable requirements are satisfied, including:
- successful payment;
- qualifying delivery confirmation;
- expiry of the applicable earnings hold;
- absence of restrictions preventing payout;
- applicable minimum payout threshold;
- a valid verified payout account;
- accounting adjustments, refunds or vendor debts where applicable.
Availability does not itself mean that money has already been transferred to the vendor's bank account.
9. Minimum Payout
Vendor payout requests may be subject to a minimum payout threshold.
The platform discloses the applicable threshold to the vendor before a payout request is submitted.
Counsel should insert the final amount, or permit CintaMart to configure it according to published marketplace rules.
10. Verified Payout Account
Before receiving payouts, a vendor may be required to provide a bank account and complete account verification through CintaMart's supported payment infrastructure.
The account holder name may be obtained from the payment-service provider rather than manually entered by the vendor.
A change to bank or account details may require reverification.
11. Payout Requests
Eligible vendors may request payout of available earnings through the platform.
Submitting a payout request does not by itself mean that the payout has been completed.
Payout requests may be subject to administrative review and approval.
12. Current Payout Method
Under the current implementation, CintaMart's vendor payout process includes administrative approval, while the final bank transfer may be performed manually outside the platform.
A payout is marked paid only after appropriate transfer evidence or bank reference has been recorded.
CintaMart may introduce automated payout infrastructure in the future, subject to appropriate notice, controls and payment-service arrangements.
13. Refunds, Reversals and Vendor Debt
Where a refund or reversal occurs before vendor funds have been paid, CintaMart may reduce the vendor's unpaid or available earnings accordingly.
Where a qualifying refund or reversal occurs after the vendor has already received payment, CintaMart may record the corresponding amount as an amount owed by the vendor and recover or offset it against future vendor earnings or payouts, subject to applicable law and the final legal terms.
14. Product and Fulfilment Obligations
Vendors are responsible for:
- accurately describing products;
- supplying authentic and lawful goods;
- maintaining stock information;
- fulfilling accepted orders;
- delivering goods in the condition represented;
- responding appropriately to buyer disputes;
- complying with applicable product, consumer and business laws.
15. Marketplace Moderation
CintaMart may review vendor applications, stores and products and may reject, suspend, deactivate or remove content that violates marketplace requirements.
16. Records and Audit Trail
CintaMart may retain transaction, order, earning, settlement, refund and payout records for accounting, audit, security and legal purposes, even where a product or account is later deactivated.
17. Fee Changes
CintaMart may revise marketplace fees subject to the notice requirements contained in the final legally reviewed agreement.
Fee changes should apply prospectively unless otherwise permitted by law and clearly agreed.
18. Suspension and Termination
CintaMart may suspend or terminate vendor access where there is suspected fraud, serious policy breach, unlawful activity, repeated fulfilment failure or another material breach of the marketplace agreement.
The final agreement should specify the effect of suspension on pending orders, refunds and legitimately accrued earnings.
19. Privacy
Vendor personal and business information is handled according to the CintaMart Privacy Policy.
20. Acceptance
By submitting a vendor application, or continuing to sell after accepting an applicable version of these Vendor Terms, the vendor confirms that the vendor has read, understood and agreed to them.