Platform Operator Agreement

Effective Date: October 9, 2026
Last Updated: October 15, 2026
Version: 3.2

This Platform Operator Agreement ("Agreement") is between Lesuto Technologies, Inc., a Texas corporation, with its principal office at 600 Congress Ave, STE 1400, Austin, TX 78701 ("Lesuto"), and the entity identified during operator onboarding ("Operator").

1. Merchant of Record

Lesuto is the merchant of record for all customer transactions on the Platform, including white-label Tenants. Lesuto processes payments, refunds, chargebacks, tax calculation at checkout, and customer receipts. The Operator must not collect End User payments outside Lesuto's payment rails.

The Operator is a branded Platform Operator with a contractual revenue share. The Operator is not the merchant of record and is not the controller of shopper checkout data.

2. Roles for personal data

• Lesuto is the controller for customer checkout, accounts, payments, and order records.
• The Operator receives aggregated analytics only (no individual customer names, emails, addresses, payment details, or order-level PII).
• Merchants and Suppliers remain separate controllers for their own B2B catalog, fulfillment, and staff data.

3. Revenue share and payouts

Revenue share percentages are configured per Tenant. Payouts follow the Payment Processing Terms (holdback, minimum threshold, Stripe Connect or Wise). Lesuto may adjust share terms with 60 days written notice, except where an Executed Agreement says otherwise.

4. Operator obligations

Operate the Tenant lawfully. Do not misrepresent the relationship with Lesuto. Notify Lesuto at legal@lesuto.com within 72 hours after becoming aware of a security incident affecting the Tenant. Cooperate on End User complaints and regulatory inquiries.

5. Confidentiality

Each party will keep the other's non-public information confidential, use it only to perform this Agreement, and disclose it only to personnel and advisers who need to know it and are bound by similar duties, for 3 years after this Agreement ends. Disclosure required by law is permitted after prompt notice where lawful.

6. Liability

Neither party is liable for indirect, incidental, special, consequential, or punitive damages, or lost profits. Each party's total aggregate liability under this Agreement will not exceed the greater of (i) the revenue share paid or payable to the Operator in the 12 months before the event giving rise to the claim, or (ii) five thousand dollars ($5,000). These limits do not apply to revenue share that has become payable, a party's fraud or willful misconduct, or liability that cannot be limited by law.

7. Term and termination

Either party may terminate this Agreement on 30 days' written notice, or immediately for the other's uncured material breach (30 days after notice), insolvency, or fraud. On termination, Lesuto pays revenue share that has become payable within 60 days, and Customer data remains with Lesuto as controller.

8. Governing law and order of precedence

This Agreement is governed by the laws of the State of Texas, United States, without regard to its conflict of laws principles. Exclusive venue: the state or federal courts located in Travis County, Texas. Each party waives any right to a jury trial. The CISG does not apply. A current Executed Agreement controls over this Agreement, and this Agreement controls over the Platform Terms of Service for the operator relationship. The Data Processing Agreement forms part of this Agreement.

Questions: legal@lesuto.com

Appendix A. Digital Acceptance and Electronic Signature

Read this before you click. This document is executed electronically. No paper counterpart and no handwritten signature will be collected.

By clicking "I Agree" (or any equivalently labelled control) in the Lesuto Command Center, Lesuto Hub, or Lesuto Seller, you, [Accepting User], acting under channel [Channel Code] on [Acceptance Date]:

(a) acknowledge that this document, version [Document Version], was made available to you in full before you accepted, and that you were able to read, print, download, and take independent legal advice on it;
(b) agree to be bound by this document on behalf of [Company Name], and represent and warrant that you are authorised to bind that entity;
(c) consent to transact business with Lesuto by electronic means and to receive contracts, notices, and disclosures electronically rather than on paper; and
(d) adopt the click as your signature.

Legal effect. The parties intend this electronic acceptance to be a signed writing. Under the United States Electronic Signatures in Global and National Commerce Act (15 U.S.C. sections 7001 to 7031, the "ESIGN Act") and the Uniform Electronic Transactions Act ("UETA") as enacted in Texas (Texas Business and Commerce Code chapter 322), an electronic signature and an electronic record have the same legal force and effect as a handwritten signature on paper. Neither party will contest the validity, admissibility, or enforceability of this document, or of the acceptance record described in Appendix B, on the ground that it was accepted electronically, that it bears no handwritten signature, or that it is not an original writing.

Hardware and software you need. To view and retain this document you need a current web browser or the Lesuto mobile app, an internet connection, an active Lesuto account, and the ability to print or store a PDF or HTML file. If you cannot meet these requirements, do not click "I Agree"; write to legal@lesuto.com instead.

Withdrawing consent. You may withdraw your consent to transact electronically by writing to legal@lesuto.com. Withdrawal operates prospectively only. It does not unwind this acceptance, and it does not discharge any obligation that has already accrued. Because Lesuto operates no paper contracting channel, withdrawing consent may require Lesuto to suspend the access or services this document governs.

Retrieving what you accepted. The version you accepted, and the date you accepted it, remain available to you at any time from Legal and Compliance in the dashboard. You may also request a copy from legal@lesuto.com at no charge.

Later versions. Lesuto may publish a new version of this document. When the version string changes, the dashboard marks this document as requiring re-acceptance and tells you which version you previously accepted. A later version does not retroactively displace the version you accepted; your earlier acceptance stays on record exactly as made.

Appendix B. Digital Enforceability Note

This appendix describes how Lesuto records and proves your acceptance. It is a statement of Lesuto's logging practice and part of the record of this document. It grants no rights and creates no obligation beyond the body of this document.

Document code. platform-operator-agreement

What is captured when you click. Accepting this document writes a row to the Lesuto agreement acceptance ledger containing:

Captured server-side. The timestamp, IP address, and user agent are recorded by Lesuto's servers from the request that carried your acceptance. They are not read from form input, so the accepting party cannot alter them.

Where the record lives. The current acceptance is held in the agreement_acceptance ledger, one row per user per document. Before any row is overwritten by a re-acceptance, the superseding write copies the prior row, including its version, timestamp, IP address, and user agent, into the append-only agreement_acceptance_history table. The history table is never updated or deleted in the ordinary course, so the full chain of every version you accepted survives.

Erasure requests. If you exercise a right of erasure, Lesuto removes the IP address and user agent from these records but retains the document code, version, user identity, and timestamp. Those four fields are the evidence that a binding agreement was formed, and Lesuto retains them on the basis of its legitimate interest in establishing and defending legal claims, and where applicable to comply with a legal obligation.

Version integrity. The version string in the ledger is copied from the document that was rendered to you, not supplied by the client. If Lesuto publishes new text, it publishes it under a new version string, so a stored acceptance always points at the wording that was actually on screen.

Producing the record. To obtain a certified copy of your acceptance record, including the document text as it stood at the version you accepted, write to legal@lesuto.com.