Vendor Agreement

§ 1 Subject of the Agreement

This Vendor Agreement governs the use of the Ubuntu Market platform, operated by ImpaTechs IT-Services & Consulting, Oberhausenerstr. 66, 45476 Mülheim an der Ruhr (hereinafter "Platform Operator"), by all providers of goods, services, and profiles (hereinafter "Vendor"). Ubuntu Market is an open marketplace, business directory, and startup discovery platform for African entrepreneurs in Germany and Europe. By registering as a vendor, the provider accepts this agreement in its current version.

Important Notice: Ubuntu Market acts as an intermediary and payment facilitator. The vendor is the customer's contract partner and the seller of the vendor's own products. For card payments, Ubuntu Market facilitates the payment via Stripe Connect: the charge is processed on the vendor's own Stripe account, making the vendor the merchant of record. Ubuntu Market is not a party to the vendor's purchase contracts with customers and is not the seller.

§ 2 Permitted Vendor Types & Verification System

Ubuntu Market opens its platform to a broad range of providers. To ensure transparency and consumer protection in accordance with § 5a UWG (Unfair Competition Act) and the requirements of the EU Consumer Rights Directive, the following verification and labeling system applies:

§ 3 Registration & Profile Creation

• The provider must be of legal age (at least 18 years) and capable of entering into legally binding contracts.
• All information regarding person, business, contact details, and offerings must be truthful and up to date.
• A vendor profile is only activated after manual review and approval by the platform operator.
• Only one vendor profile is permitted per natural or legal person.
• The platform operator reserves the right to reject a registration without giving reasons.
• The provider is obliged to immediately update any changes to their data (e.g., address, business form, registration status).

§ 4 Vendor Obligations

• The vendor is responsible for the accuracy, completeness, and currency of their product descriptions, prices, and stock levels.
• All offered products and services must comply with applicable German and European law.
• When selling to consumers, statutory cancellation rights (§ 355 BGB), warranty rights, and information obligations (§ 312d BGB) apply in full.
• Price information must be clear, including VAT and, where applicable, shipping costs (Price Indication Regulation — PAngV).
• The vendor must respond to customer inquiries promptly and professionally (max. 2 business days).
• The vendor is responsible for the correct tax treatment of their revenue (UStG, EStG).
• The vendor's own terms and conditions must be compatible with the Ubuntu Market terms of use.
• Vendors without commercial or trade register entries may not present themselves as registered businesses.

§ 5 Prohibited Items & Content

The following products, services, and content are strictly prohibited on Ubuntu Market:

• Illegal, counterfeit, or copyright-protected goods
• Weapons, ammunition, explosives, or military equipment
• Narcotics, prescription-only pharmaceuticals without authorization
• Racist, discriminatory, or youth-endangering content
• Products without adequate labeling (e.g., missing ingredients, allergens, CE marking)
• Services that violate applicable German or European law
• False business information or misleading representation of verification status

Violations result in immediate suspension of the profile and may have civil and criminal consequences.

§ 6 Consumer Protection & Legal Obligations

All vendors — regardless of their registration status — are obliged, when offering to consumers (B2C):

• To grant a statutory right of withdrawal of 14 days (§ 355 BGB) and to clearly inform customers about it.
• To provide a complete cancellation policy (Art. 246a § 1 EGBGB).
• To respect statutory warranty rights (2 years, §§ 434 ff. BGB).
• Not to engage in unfair commercial practices (UWG).
• To fulfill contact data and imprint obligations if they operate an independent online presence (§ 5 DDG / § 18 MStV).

§ 7 Commissions & Fees

• The current commission structure and any marketplace fee collected via Stripe Connect are communicated to the vendor upon registration and can be reviewed on request.
• The platform operator reserves the right to adjust fees with 30 days' notice.
• For card payments facilitated via Stripe Connect, the platform collects a 8% application fee (platform commission) on each direct charge. This fee is calculated on the gross order volume (items subtotal plus shipping, before any discount deduction) and is automatically deducted by Stripe from each card transaction and routed to Ubuntu Market; the remaining 92% is settled directly to the vendor's Stripe account. Ubuntu Market does not hold, escrow, or possess the customer's payment at any time.
• The raw third-party credit-card and network payment-processing fees charged directly by Stripe (Standard European card rates: approximately 1.2% to 1.5% + €0.25 per transaction, or applicable international/business card rates) are separate from the platform commission. These raw processing fees are entirely absorbed by the vendor and are automatically deducted by Stripe from the vendor's remaining 92% payout balance.
• In the event of a customer dispute, refund, or chargeback, the contract obligation remains strictly between the buyer and the vendor. Platform commissions already processed on successfully completed sales are non-refundable to the vendor, including in the case of partial refunds, unless a structural platform technical error is explicitly proven.

§ 8 Data Protection & Customer Data (GDPR)

• Customer data transmitted to the vendor in the context of orders or inquiries may be used exclusively for order fulfillment.
• Disclosure to third parties or use for marketing purposes without the customer's express consent is prohibited (Art. 6 GDPR).
• The vendor is obliged to comply with the General Data Protection Regulation (GDPR) and the Federal Data Protection Act (BDSG).
• In the event of a data breach, the vendor is obliged to inform the platform operator immediately (Art. 33 GDPR).

§ 9 Liability

The vendor is fully liable for all damages arising from their products, services, content, or conduct towards customers. The platform operator assumes no liability for the vendor's actions, product defects, delivery delays, or incorrect information regarding verification status. The vendor indemnifies the platform operator against all third-party claims arising from the vendor's breach of this agreement or applicable law. This applies expressly also to claims based on misleading representation of the business or verification status (§ 5 UWG).

§ 10 Term & Termination

• This agreement is indefinite and may be terminated by either party with 14 days' notice in text form (email is sufficient).
• The platform operator is entitled to suspend or delete the vendor profile immediately in case of serious violations.
• A serious violation includes, in particular, providing false information about the business or verification status.
• Upon termination, all pending orders and agreements with customers must still be fully fulfilled.

§ 11 Changes to the Agreement

The platform operator reserves the right to amend this Vendor Agreement at any time. Changes will be communicated to the vendor by email or via the platform. If the vendor does not object in writing within 14 days of notification, the changes are deemed accepted. For material changes that affect the vendor's rights, express consent is required.

§ 12 Applicable Law & Jurisdiction

The law of the Federal Republic of Germany applies exclusively, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). Place of jurisdiction for all disputes arising from or in connection with this agreement is Mülheim an der Ruhr, provided the vendor is a businessperson or has no general place of jurisdiction in Germany. The statutory jurisdiction rules apply to consumers.

Contact & Platform Operator

ImpaTechs IT-Services & Consulting
Oberhausenerstr. 66, 45476 Mülheim an der Ruhr
Email: info@ubuntumarket.de
Phone: +49 (0) 208 41 17 02 79