Merchant Agreement

Effective date: 2026-05-08 (v0.1) Provider: Raveno Pty Ltd · ABN 17 697 807 239

This Merchant Agreement applies in addition to our Terms of Service and governs the merchant side of the Raveno marketplace. By using Raveno as a merchant — paying suppliers through the marketplace, or sharing shopper-behavioural data with suppliers as part of a brief — you agree to this Agreement.

1. Eligibility

To use Raveno as a merchant you must:

• Operate a lawful online retail business.
• Comply with our Acceptable Use Policy, including Stripe's Restricted Businesses list.
• Maintain a valid card on file with Stripe to fund accepted quotes.
• Be authorised to enter into binding contracts on behalf of the merchant entity.

2. Payment authorisation

By accepting a supplier's quote in the chat thread:

• You authorise Stripe to charge your default Payment Method on file for the quoted amount in the quoted currency.
• You acknowledge the funds will be held in Raveno's Stripe platform balance until release per our Refunds & disputes policy.
• You accept the platform fee disclosed at quote time (see §3 below).

If your card is declined, the project returns to quoted and you may retry with a different card. Repeated declines may result in account suspension under our AUP.

3. Platform fee — take-rate disclosure

Raveno charges a platform fee of 5% all-in. Plus GST where applicable.

The 5% is deducted from the supplier's payout at release (not added on top of your quoted amount). Stripe processing fees (typically ~1.7% Visa/Mastercard AU domestic, ~2.7% AmEx) are absorbed by Raveno from within the 5% — the supplier sees a single clean fee line. There are no marketplace subscription fees in the current model.

The take-rate is disclosed at quote acceptance and recorded as application_fee_cents on every project record.

4. Service Agreement with the supplier

When you accept a supplier's quote, a Service Agreement is formed between you and the supplier for the scope described in the quote. Raveno is not a party to that Service Agreement — we facilitate. The contractual record consists of:

• The quote message, with amount, currency, and scope text.
• All subsequent messages and file attachments in the chat thread.
• The delivery message, with delivery files (where provided).
• The approval, dispute, or auto-release event.

The chat thread, taken together, is the source of truth for what was agreed and what was delivered.

5. Shopper-data sharing in briefs

Raveno's defining feature is that briefs come with behavioural context that Raveno generates about your shoppers — sessions, journey funnels, frustration patterns. When you share a brief with a supplier, you may include this context.

In doing so:

• You instruct Raveno to disclose the relevant data to the supplier solely for the purpose of executing the agreed scope.
• You acknowledge that the supplier becomes bound by the obligations in Supplier Agreement §8, including confidentiality, purpose-limitation, and deletion-on-completion.
• You retain responsibility for your own privacy notices to your shoppers, including any disclosures required to share their data with sub-processors or recipients.
• You warrant that you have the legal basis to share the data for this purpose under Australian Privacy Principles, GDPR (where applicable), and any other applicable law.

6. Approval, cancellation, dispute

• Pre-delivery cancel — full refund to your card.
• Post-delivery approval — release to supplier (less platform fee).
• Post-delivery dispute within the auto-release window — admin review.

Full mechanics in Refunds & disputes. Auto-release window during beta: 48 hours from supplier delivery action.

7. Chargeback responsibility

If you initiate a card-network chargeback, we will respond with the in-thread audit trail as evidence. Where you have approved a delivery and then chargeback externally without basis, you remain responsible for the underlying obligation. Raveno may pursue collection of unrecovered chargebacks under applicable Australian debt-recovery law.

We strongly prefer the in-platform dispute flow over external chargebacks — we can resolve faster and more flexibly within the platform.

8. Off-platform circumvention

You agree not to engage a supplier introduced via Raveno on the same project off-platform during the engagement, and for 12 months after the project's last touch in the chat thread, in order to avoid the platform fee. This restriction does not prevent ongoing direct relationships that pre-existed Raveno or that develop wholly outside the Platform.

9. Termination of merchant access

Either party may terminate the merchant relationship in line with the Terms of Service §11. On merchant termination, in-flight projects are handled per our Refunds & disputes policy.

10. Australian Consumer Law and small-business protections

Most merchants are businesses but some sole-traders may qualify as consumers under the Australian Consumer Law. Where Australian Consumer Law (or any other non-excludable law) applies, our handling will be at least as protective as that law requires. Nothing in this Agreement excludes, restricts, or modifies any non-excludable consumer guarantee, right, or remedy.

11. Contact

hello@raveno.ai. Subject [MERCHANT] for merchant-specific issues.