Vega Platform – Commercial Terms

Last updated: December 9, 2025

These Commercial Terms ("Commercial Terms") form a part of the Vega Platform Terms of Use (the “Terms”) and govern (along with the Terms and other applicable policies referenced herein or therein) your access to and use of the commercial features of the Vega Platform (the “Commerce Features”) made available to you by Vega. In the event of any conflict between these Commercial Terms and any other terms, these Commercial Terms shall govern with respect to your use of the Commerce Features.

By offering, displaying, marketing, promoting, or selling any item, ticket, pass, or other product or service (each, a “Product”) through the Platform, you agree to these Commercial Terms. Capitalized terms not defined in these Commercial Terms have the meanings assigned to them in the Terms.

You further agree that you will ensure that any third party on whose behalf you access or use the Vega Platform for any business or commercial purpose will abide by these Commercial Terms, the Terms, and any other applicable terms, and you represent and warrant that you have the authority to bind that third party to such terms.

1. Eligibility and Authorization

To use the Commerce Features, you must (a) have an active Vega account in good standing; (b) provide accurate and complete business and tax information; and (c) comply at all times with these Commercial Terms, the Terms, the Payments Policy, the Content Standards, and any additional policies referenced or provided by Vega.

2. Listing and Sale of Products

You may list, promote, and sell Products through the Commerce Features only as permitted by Vega. You are solely responsible for the description, pricing, availability, and fulfillment of your Products. You must ensure that all listings are truthful, not misleading, and comply with applicable law, these Commercial Terms, and the Content Standards.

You grant us a non-exclusive, perpetual, irrevocable, transferable, sub-licensable, royalty-free, worldwide license to host, use, distribute, modify, run, copy, publicly perform, make available, display, translate, and create derivative works of your Product listings and any other content, data, or information shared by you or on your behalf or accessed by us in connection with the Commerce Features. You also will ensure that you own or have secured all rights necessary to grant the licenses and rights you grant to us under these Commercial Terms, including permission to display, distribute and deliver your content within the Platform.

Vega may impose requirements or restrictions on the type of Products that may be sold and their presentation. Vega reserves the right to review, remove, or suspend any Product listing or transaction at any time for noncompliance or risk of harm to users, Vega, or third parties.

3. Order Processing and Fulfillment

When a user purchases a Product through the Platform, the transaction is deemed to occur between you and that user ("Customer"). You are solely responsible for required disclosures, fulfilling the Customer’s order, delivering the applicable Product, and providing any associated customer service (including refunds, if applicable).

4. Pricing, Taxes, Refunds, and Disputes

You set your own prices for Products. You are responsible for determining, collecting, and remitting any taxes, duties, or other governmental charges arising from your sales.

You must clearly disclose to Customers any refund or cancellation policies. If you fail to honor your stated refund policy or applicable law, Vega may (but has no obligation to) issue a refund to the Customer and offset such amount (including related transaction fees) against amounts otherwise payable to you.

You are responsible for resolving all order and service issues with Customers. Vega may, but is not obligated to, mediate or facilitate dispute resolution. If a Customer initiates a chargeback or dispute, Vega may deduct the disputed amount and any associated fees from your account balance or future payouts. Vega’s determination regarding Customer disputes is final and binding with respect to any amounts payable to you.

5. Payments and Fees

Payments for Products sold through the Platform will be processed in accordance with our Payments Policy (including Vega’s collection and retention of its designated processing fees). Vega (or its designated payment processor) may collect amounts from Customers on your behalf and remit the proceeds to you, net of applicable fees, chargebacks, refunds, or adjustments.

You authorize Vega and its payment processors to act as your limited payment collection agent solely for the purpose of receiving, holding, and remitting payments to you. Receipt of payment by Vega or its processor from a Customer will constitute payment to you for that transaction. You agree that you will not seek payment directly from any Customer for any transaction made through the Platform.

Vega may set off or withhold amounts from any payments due to you if Vega determines that (a) a transaction is invalid or disputed; (b) you breached these Commercial Terms or applicable law; or (c) such action is reasonably necessary to protect Vega, its users, or third parties from risk or loss.

6. Use of Data and Analytics

You acknowledge that Vega may access, use, and share transaction data, Customer data, and analytics related to your use of the Commerce Features for purposes of (a) providing and improving the Platform; (b) preventing fraud or misuse; (c) supporting payment, marketing, or operational partners; and (d) developing aggregated or de-identified insights.

Your collection and use of Customer data must comply with all applicable laws, your own posted privacy disclosures, and these Terms. You may use Customer data only for the transaction for which it was provided and not for any unrelated marketing or resale purposes without the Customer’s consent.

You may not send us, or use the Commerce Features to collect from people, information that (a) you know or reasonably should know is from or about children under the age of 13 or (b) includes health, financial, biometrics, or other categories of similarly sensitive information; except in cases where you are sending financial information for the express purpose of effecting a financial transaction either with us or as enabled by the Vega Platform.

7. Intellectual Property

You retain ownership of your trademarks, logos, and other intellectual property ("Seller IP") that you make available through the Commerce Features. You grant Vega a non-exclusive, worldwide, royalty-free license to use, display, reproduce, and distribute Seller IP, Product content, and related materials for purposes of operating, promoting, and improving the Platform and the Commerce Features.

You represent and warrant that your Product listings, marketing materials, and other content do not infringe or misappropriate any third party’s intellectual property rights.

8. Prohibited and Restricted Products

You may not sell, promote, or distribute any Products that (a) violate applicable law or third-party rights; (b) involve illegal, unsafe, or deceptive activities; (c) fall within categories prohibited by Vega’s policies; or (d) otherwise present reputational or operational risk to Vega or its users. Vega may publish additional prohibited or restricted categories from time to time, which are incorporated by reference into these Commercial Terms.

9. Compliance with Laws

You are responsible for complying with all applicable laws and regulations in connection with your Products and activities on the Platform, including but not limited to consumer protection, privacy, data security, export control, sanctions, and tax obligations.

10. Suspension and Termination

Vega may suspend or terminate your access to the Commerce Features, with or without notice, if you violate these Commercial Terms, applicable law, or any policy referenced herein, or if necessary to protect Vega or others from risk or harm.

Upon termination, all outstanding obligations, including delivery of Products, refunds, and payment of any fees or chargebacks, shall survive. Vega may withhold or delay final payout of funds until all pending transactions are resolved.

11. Indemnification

In addition to your obligations under the Terms, you agree to defend, indemnify, and hold harmless Vega and its affiliates, officers, directors, employees, contractors, and agents from and against all claims, damages, liabilities, losses, or expenses (including reasonable attorneys’ fees) arising out of or related to your Products, listings, transactions, or breach of these Commercial Terms.

12. Modification

Vega may revise or update these Commercial Terms at any time. Updated versions will be posted on the Platform and become effective upon posting. Your continued use of the Commerce Features following any update constitutes your acceptance of the revised terms.

13. Miscellaneous

Your use of the Commerce Features does not create any partnership, joint venture, franchise, sales representative, agency or exclusive relationship between you and Vega.

If any portion of these Commercial Terms are found to be unenforceable, then that portion will be severed and the remaining portion will remain in full force and effect.

Sections 5 through 13 of these Commercial Terms, together with any rights and obligations that by their nature should survive termination, shall survive termination or expiration of your use of the Commerce Features.