Seller Terms of Service
Effective from: [DATE]
1. Definitions
1.1 In these terms:
- (a) "Acceptable Use Policy" or "AUP" means the policy published at [URL] as amended from time to time;
- (b) "Customer" means a person who pays for or attempts to pay for Goods or Services through a Stall;
- (c) "Goods" means the physical goods you list for sale through your Stall;
- (d) "Personal Information" has the meaning given by the Privacy Act 1988 (Cth);
- (e) "Service" means the Mantis Checkout platform, including the website, applications, payment processing integrations, dashboards, and related services;
- (f) "Stall" means a digital stall you operate on the Service;
- (g) "Stripe" means Stripe Payments Australia Pty Ltd or its successor;
- (h) "Subscription" means the monthly recurring fee for use of the Service set out in clause 7.
2. The Service
2.1 Mantis Checkout provides a software platform that enables small retailers, stallholders, and similar operators to take payments from Customers via QR-code-led self-checkout, supporting cash, PayID, and card / wallet payments through Stripe.
2.2 Mantis Checkout is not a bank, payment processor, or merchant of record. Card and digital wallet payments are processed by Stripe, which is the regulated payment service provider for those transactions. Cash and PayID payments occur directly between the Customer and you; Mantis Checkout records them but does not handle the funds.
2.3 You are the merchant of record for all sales made through your Stall. You are responsible for the Goods or Services you sell, including their description, quality, compliance with applicable law, and customer service.
3. Eligibility
3.1 To create an account and operate a Stall you must:
- (a) be at least 18 years of age;
- (b) be an Australian resident or an Australian-registered business;
- (c) hold a valid Australian Business Number (ABN) if you are not selling for purely incidental, non-business, personal purposes;
- (d) be legally entitled to sell the Goods or Services you list;
- (e) comply with all licences, registrations, and approvals required by law for your activity (including food safety registrations, council permits, and any state-specific obligations); and
- (f) complete Stripe's onboarding and identity verification process before taking card payments.
3.2 We may decline an application, suspend an account, or terminate a Stall at our discretion if we reasonably believe the eligibility requirements are not met.
4. Account creation and security
4.1 You must provide accurate, current, and complete information when creating your account and keep that information up to date.
4.2 You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. Notify us immediately if you become aware of any unauthorised access.
4.3 We may verify your identity, including by requesting documentation. We may also share your information with Stripe and other service providers to the extent required to provide the Service.
5. Operating a Stall
5.1 You may list Goods and Services through your Stall provided they comply with the Acceptable Use Policy and all applicable laws.
5.2 You must ensure that:
- (a) product descriptions, prices, and any other information are accurate and not misleading;
- (b) all photos and content you upload are owned by you or used with permission and do not infringe third-party rights;
- (c) you accurately disclose the identity of the seller (you or your business) to Customers;
- (d) you respond promptly to Customer enquiries and complaints relating to your Stall;
- (e) you comply with applicable tax laws including GST registration and remittance where required;
- (f) you comply with applicable food safety, weights and measures, fair trading, and consumer law obligations in your state or territory; and
- (g) your Stall and its content remain compliant with the Acceptable Use Policy at all times.
5.3 We may at our discretion remove a Stall, listing, or content that we reasonably believe breaches these terms or the AUP, or that may expose Mantis Checkout to liability.
6. Payments and Stripe
6.1 Card, Apple Pay, and Google Pay payments through your Stall are processed by Stripe under a separate agreement between you and Stripe (the "Stripe Connected Account Agreement"). By creating a Stall that accepts these payment methods, you also agree to Stripe's terms.
6.2 Stripe is responsible for the processing and settlement of card and wallet payments to your Stripe account. Stripe's fees, payout schedules, dispute handling, and account-level decisions are governed by your agreement with Stripe, not these terms.
6.3 Cash and PayID payments do not transit Mantis Checkout or Stripe. The Service records the payment as completed when the Customer confirms payment, but the actual funds movement is between the Customer and you directly.
6.4 You must promptly resolve any disputes that arise with Customers regarding Goods, Services, or payments you have received. Mantis Checkout is not party to those transactions but may facilitate communication in accordance with the Refund and Dispute Policy.
6.5 We may pause or suspend your ability to take payments through the Service if we reasonably believe doing so is necessary to comply with the law, protect Customers, or address a breach of these terms, the AUP, or your Stripe agreement.
7. Fees
7.1 The fees for the Service are set out below and may be amended from time to time on at least 30 days' notice:
- (a) Subscription: $7 (AUD) per month per active Stall, billed monthly in advance via Stripe;
- (b) Card / wallet transaction fee: 2.5% + $0.30 (AUD) per transaction, taken as an application fee on the Stripe Checkout Session;
- (c) Cash and PayID transaction fee: nil.
7.2 A free trial period of 30 days applies to the Subscription for new Stalls. During the trial, the monthly Subscription is waived; per-transaction card fees described in clause 7.1(b) continue to apply on each card transaction. At the end of the trial, your Subscription will commence automatically using the payment method you have provided unless you cancel.
7.3 You authorise us (directly or through Stripe Billing) to charge your nominated payment method for the Subscription. If a charge fails, we may retry and may suspend or downgrade your access until the failure is resolved.
7.4 All fees are quoted in Australian dollars and include GST where applicable. We will provide tax invoices for the Subscription and platform fees through the dashboard.
7.5 Fees are non-refundable except as required by Australian Consumer Law.
8. Tax
8.1 You are responsible for your own tax obligations, including any GST or income tax payable on sales made through the Service.
8.2 Mantis Checkout is not a tax invoice or GST collection agent for sales made through Stalls. You must issue your own tax invoices to Customers if required.
8.3 We may provide reporting and exports to help you reconcile your sales, but the accuracy and completeness of your tax position remain your responsibility.
9. Acceptable Use
9.1 You must comply with the Acceptable Use Policy, which forms part of these terms. The AUP sets out prohibited Goods, prohibited conduct, and the consequences of breach.
9.2 Without limiting the AUP, you must not use the Service for any unlawful purpose, to defraud Customers, to launder funds, to circumvent Stripe's terms, or in any way that may harm Customers or Mantis Checkout.
10. Intellectual property
10.1 We retain ownership of the Service, including the website, applications, software, branding, and documentation.
10.2 You retain ownership of your Stall content (product listings, descriptions, photos, branding). You grant Mantis Checkout a non-exclusive, royalty-free, worldwide licence to host, display, reproduce, and adapt that content to the extent necessary to provide the Service and to promote the platform.
10.3 You warrant that you have all rights necessary to grant the licence in clause 10.2 and that your content does not infringe third-party rights.
11. Confidentiality
11.1 Each party must keep the other party's confidential information confidential and use it only for the purposes of these terms. This obligation does not apply to information that is or becomes publicly available other than by breach of these terms.
12. Customer privacy
12.1 We collect, use, and disclose Personal Information in accordance with our Privacy Policy. You must comply with the Privacy Act 1988 (Cth) and the Australian Privacy Principles in relation to any Personal Information you collect or receive through your Stall.
12.2 You must not use Customer information for marketing or other purposes beyond what is necessary to fulfil the order, except where you have obtained the Customer's separate consent.
13. Term and termination
13.1 These terms commence when you create an account and continue until terminated.
13.2 You may terminate by cancelling all Stalls and your account at any time through the dashboard. Outstanding fees remain payable; pre-paid fees are not refundable except as required by law.
13.3 We may terminate or suspend your account on reasonable notice (or immediately for serious breach, suspected fraud, or risk to Customers) by written notice to you.
13.4 On termination, your right to use the Service ceases. Clauses that by their nature survive termination (including those relating to fees owed, liability, indemnity, and dispute resolution) continue to apply.
13.5 We may retain your data after termination for the period required by law or for legitimate business purposes (typically 7 years for tax records). On request and subject to legal obligations, we will delete your Personal Information from our systems.
14. Liability
14.1 Nothing in these terms excludes, restricts, or modifies any consumer guarantee, right, or remedy under the Australian Consumer Law that cannot be excluded by contract.
14.2 To the maximum extent permitted by law, our total liability to you in any 12-month period is limited to the total fees you have paid us in that period.
14.3 To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential, or punitive damages, lost profits, lost revenue, or lost data.
14.4 We are not liable for the conduct of Customers, the quality or fitness of Goods or Services you sell, disputes between you and a Customer, or for failures of third-party services (including Stripe) outside our reasonable control.
14.5 We use reasonable efforts to keep the Service available, but we do not guarantee uninterrupted access. The Service may be unavailable due to scheduled maintenance, unscheduled maintenance, failures of third-party providers (including Stripe, Google Firebase, hosting providers, and internet service providers), software defects, or events outside our reasonable control (including but not limited to: acts of God, natural disasters, pandemic, war, terrorism, civil unrest, strikes, government action, internet outages, and infrastructure failures).
Subject to clause 14.1, we are not liable for any loss, damage, or expense (including lost sales, lost profits, lost data, or business interruption) arising from any unavailability of the Service or from any cause described in this clause. This clause does not limit any rights or remedies you have under the Australian Consumer Law that cannot be excluded by contract.
15. Indemnity
15.1 You indemnify Mantis Checkout against any loss, liability, cost, or expense (including reasonable legal costs) we suffer or incur arising from:
- (a) your breach of these terms or the AUP;
- (b) your breach of any applicable law in connection with your use of the Service;
- (c) any claim by a Customer or third party in connection with Goods or Services you have sold;
- (d) any claim relating to the content you upload or display through your Stall.
16. Variation
16.1 We may vary these terms from time to time. Material changes will be notified to you by email and through the dashboard at least 30 days before they take effect.
16.2 Your continued use of the Service after the effective date constitutes acceptance of the varied terms. If you do not accept a variation, you may terminate under clause 13.2 before the variation takes effect.
17. Notices
17.1 Notices to you may be given by email to the address on your account, by message in the dashboard, or by post to your registered address.
17.2 Notices to us must be sent to [LEGAL@COMPANY.COM] or to our registered office at [REGISTERED OFFICE].
18. Dispute resolution
18.1 If a dispute arises between you and Mantis Checkout, the parties must first attempt to resolve it in good faith by negotiation. If unresolved within 30 days, either party may refer the dispute to mediation administered by the Australian Mediation Association before commencing court proceedings.
18.2 This clause does not prevent a party from seeking urgent injunctive relief.
19. Governing law
19.1 These terms are governed by the laws of South Australia. Each party submits to the non-exclusive jurisdiction of the courts of that state and courts of appeal from them.
20. General
20.1 These terms, together with the AUP and Privacy Policy, constitute the entire agreement between the parties. If any provision is found to be unenforceable, the remaining provisions continue in full force.
20.2 Our failure to enforce any provision does not constitute a waiver of that provision. Neither party may assign these terms without the other's consent, except that we may assign to an acquirer of our business.