Inter-Source Marketplace Contractor Terms of Service

1. Overview

These Terms of Service ("Terms") govern contractor use of the Inter-Source Marketplace platform ("Marketplace"), operated by Intersource Technologies Incorporated ("Inter-Source"). By purchasing materials or engaging with suppliers through the Marketplace, the contractor ("Buyer") agrees to these Terms.

2. Role of Inter-Source

Inter-Source operates as a third-party technology provider that connects independent suppliers and contractors. Inter-Source does not produce, inspect, sell, own, or guarantee any materials listed.

All transactions occur directly between Buyer and Supplier, who remain independent parties.

3. Supplier Responsibility

Suppliers listed on the Marketplace are solely responsible for:

Inter-Source does not verify, endorse, or guarantee supplier claims or fulfillment timelines, and shall not be held liable for supplier non-performance or delayed delivery.

• The quality, condition, and specifications of materials delivered.
• The accuracy and completeness of descriptions, quantities, and pricing.
• The timing and logistics of shipments or deliveries.

4. Buyer Obligations

By using the Marketplace, Buyers agree to:

• Conduct due diligence before purchasing.
• Communicate directly with suppliers regarding order details, specifications, and delivery expectations.
• Resolve disputes, damages, or delays directly with the supplier.

5. Disclaimer of Liability

To the fullest extent permitted by law, Inter-Source disclaims all responsibility and liability for:

Inter-Source's role is limited to providing the Marketplace interface and facilitating connection; it does not participate in or control any transactions.

• Any defects, damages, or delays in materials or deliveries.
• Lost profits, business interruption, or consequential damages.
• Misrepresentations, omissions, or unauthorized actions by suppliers.

6. Payment and Fees

Payments processed through Inter-Source's systems are transferred directly to suppliers. Inter-Source does not hold Buyer funds beyond what is necessary for transaction facilitation.

All payment disputes should be addressed between Buyer and Supplier.

6A. Order Cancellations

Marketplace orders that include multiple suppliers are cancellable per supplier part. Buyer cancellation eligibility expires 24 hours after order placement.

If a supplier changes the expected delivery date for a delivery shipment, Buyer cancellation eligibility reopens for that supplier part for 24 hours from the change time.

Supplier parts that are fulfilled or in final shipment states (including delivered, picked up, failed, or already cancelled) cannot be cancelled.

Partial cancellations do not refund the Intersource marketplace fee.

7. Termination and Access

Inter-Source may suspend or terminate a Buyer's account for breaching these Terms or engaging in fraudulent, abusive, or unlawful marketplace behavior.

8. Privacy and Data Handling

All Buyer data is handled in accordance with the Inter-Source Privacy Policy and applicable Ontario privacy laws (including PIPEDA). Buyer data used to facilitate transactions may be shared with suppliers involved in those transactions.

9. Limitation of Liability

In no event shall Inter-Source's total aggregate liability to the Buyer exceed the lesser of (a) CAD $500 or (b) the transaction fees paid by the Buyer within the past twelve (12) months.

Under no circumstances shall Inter-Source be liable for indirect, incidental, or special damages.

10. Governing Law

These Terms are governed by and construed in accordance with the laws of the Province of Ontario, Canada, without regard to conflict of law principles.

11. Amendments

Inter-Source may amend these Terms at any time with thirty (30) days' written notice. Continued use of the Marketplace following notice constitutes acceptance of the revised Terms.