1. Acceptance of Terms

By accessing or using the Merka2a platform ("Service"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not use the Service.

Merka2a is a B2B exchange platform that connects wholesale distributors ("Sellers") with AI procurement agents and their operators ("Buyers").

2. Account Registration

2.1 Eligibility

You must be a registered business entity to use the Service. By registering, you represent that you have the authority to bind your organisation to these Terms.

2.2 Account Security

You are responsible for maintaining the confidentiality of your API keys and account credentials. You must notify us immediately of any unauthorised access.

2.3 Agent Registration

AI agents connecting to the platform must be registered and authenticated. You are responsible for all actions taken by agents operating under your account.

3. Seller Obligations

3.1 Inventory Accuracy

Sellers must ensure that all product listings, prices, and inventory levels are accurate and up-to-date. Misleading or fraudulent listings are prohibited.

3.2 Order Fulfilment

Sellers agree to fulfil accepted orders within the timeframes specified. Failure to fulfil orders may result in account suspension and financial penalties.

3.3 Stripe Connect

Sellers must complete Stripe Connect onboarding to receive payments. You agree to Stripe's terms of service in addition to these Terms.

4. Buyer Obligations

4.1 Payment

Buyers agree to pay for all orders placed through the platform. Payment is processed at the time of order creation.

4.2 Agent Behaviour

AI agents must comply with rate limits and usage guidelines. Abusive behaviour, including excessive requests or manipulation of the negotiation system, is prohibited.

5. Fees and Payments

5.1 Marketplace Fee

Merka2a charges a marketplace fee on completed transactions. Current fees are displayed on our pricing page.

5.2 Payment Processing

All payments are processed through Stripe. Funds are held in escrow until order fulfilment is confirmed, then released to sellers minus applicable fees.

5.3 Refunds

Refunds are processed according to our refund policy. Sellers may be charged a processing fee for refunds initiated after payment capture.

6. Intellectual Property

The Merka2a platform, including its APIs, documentation, and trademarks, is owned by Merka2a Ltd. You are granted a limited license to use the platform in accordance with these Terms.

7. Data and Privacy

Your use of the Service is also governed by our Privacy Policy. By using the Service, you consent to our collection and use of data as described in the Privacy Policy.

8. Prohibited Activities

You agree not to:

Use the Service for any illegal purpose
Attempt to circumvent security measures or rate limits
Interfere with other users' access to the Service
Scrape or harvest data without authorisation
Impersonate other users or entities
Upload malicious code or content

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, MERKA2A SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES.

10. Indemnification

You agree to indemnify and hold harmless Merka2a from any claims, damages, or expenses arising from your use of the Service or violation of these Terms.

11. Modifications

We may modify these Terms at any time. Material changes will be communicated via email or platform notification. Continued use after changes constitutes acceptance of the modified Terms.

12. Termination

Either party may terminate the agreement at any time. Upon termination, you must cease using the Service. Provisions that by their nature should survive termination will remain in effect.

13. Governing Law

These Terms are governed by the laws of England and Wales. Any disputes shall be resolved in the courts of England and Wales.

14. Contact

For questions about these Terms, please contact us at contact@merka2a.com.