SourceUSA Buyer Agreement

SourceUSA Buyer Agreement Effective Date: July 1,2026 This Buyer Agreement ("Agreement") governs the use of the SourceUSA Platform by buyers, purchasers, procurement professionals, engineers, product developers, contractors, distributors, retailers, government agencies, educational institutions, and other organizations seeking products or manufacturing services ("Buyer," "you," or "your"). By using the SourceUSA Platform, you agree to this Agreement in addition to the Terms of Service, Privacy Policy, and other applicable SourceUSA policies. 1. Purpose SourceUSA connects Buyers with American manufacturers capable of supplying products, components, assemblies, and custom manufacturing services. SourceUSA provides technology and marketplace services designed to simplify supplier discovery and facilitate commercial relationships. Unless expressly stated otherwise, SourceUSA is not the seller, manufacturer, distributor, importer, exporter, or contracting party for transactions conducted through the Platform. 2. Buyer Eligibility You represent and warrant that: • you are at least eighteen (18) years of age; • you have authority to act for your organization, where applicable; • information you provide is accurate and complete; • you will use the Platform only for lawful business purposes. 3. Buyer Account You are responsible for: • maintaining accurate account information; • protecting login credentials; • all activity conducted through your account; • promptly notifying SourceUSA of unauthorized access. 4. Supplier Discovery SourceUSA provides search tools to identify manufacturers based on factors such as: • manufacturing capabilities; • certifications; • equipment; • materials; • industries served; • production capacity; • geographic location; • product offerings. While SourceUSA strives to maintain accurate information, Buyers are responsible for conducting their own commercial, technical, financial, and legal due diligence before selecting a supplier. 5. Product Purchases When purchasing products through the Platform: • contracts are formed directly between Buyer and Manufacturer unless SourceUSA is expressly identified as the seller; • pricing, inventory, lead times, warranties, shipping, taxes, and fulfillment are determined by the Manufacturer; • SourceUSA does not guarantee product availability, delivery schedules, or product performance. 6. Requests for Quotation (RFQs) Buyers may submit RFQs to identify manufacturers capable of producing products or providing manufacturing services. By submitting an RFQ, you represent that: • you have the legal right to disclose the submitted information; • your submission does not infringe third-party rights; • the information is accurate to the best of your knowledge. SourceUSA may distribute RFQs to manufacturers whose published capabilities appear relevant. Submission of an RFQ does not guarantee responses, quotations, pricing, or contract awards. 7. Confidential Information Buyers should exercise discretion before sharing confidential business information, trade secrets, or proprietary technology. Where confidentiality is essential, Buyers should execute appropriate non- disclosure agreements directly with prospective manufacturers before sharing sensitive information beyond what is reasonably necessary for evaluation. 8. Intellectual Property Buyers retain ownership of all drawings, CAD files, specifications, product concepts, trademarks, patents, copyrights, trade secrets, and other intellectual property submitted through the Platform. SourceUSA receives only the limited rights necessary to transmit and display submitted materials for the purpose of providing Platform services. 9. Communications Buyers agree to communicate professionally and respectfully with manufacturers and other users. Harassment, abusive conduct, fraudulent inquiries, or misuse of the Platform's communication tools is prohibited. 10. Due Diligence SourceUSA encourages Buyers to evaluate manufacturers based on factors including: • quality systems; • production capacity; • financial stability; • insurance; • certifications; • references; • sample production; • pricing; • delivery performance. Final supplier selection remains solely the Buyer's responsibility. 11. Payments Where payments are facilitated through the Platform, payment processing may be provided by independent third-party payment processors. SourceUSA is not responsible for payment processor errors, banking delays, or financial institution policies. 12. Disputes Between Buyers and Manufacturers Commercial disputes regarding pricing, quality, delivery, warranties, specifications, payment, or contract performance are generally the responsibility of the Buyer and Manufacturer. SourceUSA may, at its discretion, assist in facilitating communication but is not obligated to mediate or resolve disputes. 13. Prohibited Conduct Buyers shall not: • submit fraudulent RFQs; • misuse confidential information; • infringe intellectual property; • interfere with Platform operations; • scrape Platform data without authorization; • submit malicious software; • impersonate another person or organization; • engage in unlawful or deceptive conduct. 14. Limitation of SourceUSA's Role SourceUSA provides technology services designed to facilitate connections between Buyers and Manufacturers. Except where expressly agreed in writing, SourceUSA does not guarantee: • manufacturer capability; • supplier performance; • pricing; • manufacturing quality; • regulatory compliance; • project success; • commercial outcomes. 15. Suspension and Termination SourceUSA may suspend or terminate Buyer accounts for violations of this Agreement, fraudulent activity, misuse of the Platform, unlawful conduct, or actions that threaten the security or integrity of the Platform. 16. Indemnification You agree to defend, indemnify, and hold harmless SourceUSA, its affiliates, officers, directors, employees, and agents from claims, liabilities, damages, costs, and expenses arising from: • your use of the Platform; • your RFQs or submissions; • your violation of this Agreement; • infringement of third-party rights; • your negligent or unlawful conduct. 17. Limitation of Liability To the fullest extent permitted by law, SourceUSA shall not be liable for indirect, incidental, consequential, special, exemplary, or punitive damages arising from your use of the Platform. Where liability cannot legally be excluded, SourceUSA's total liability shall not exceed the greater of (a) the fees you paid to SourceUSA during the twelve (12) months preceding the claim or (b) US$100. 18. Governing Law This Agreement shall be governed by the laws of the State of Montana, without regard to conflict-of-law principles, except where mandatory law requires otherwise. Any legal proceeding not subject to arbitration shall be brought in the state or federal courts located in Montana. 19. Amendments SourceUSA may revise this Agreement from time to time. Continued use of the Platform after the effective date of revised terms constitutes acceptance of those changes. 20. Entire Agreement This Agreement, together with the Terms of Service, Privacy Policy, Manufacturer Participation Agreement (where applicable), RFQ & Intellectual Property Policy, and other incorporated policies, constitutes the complete agreement governing your use of the Platform as a Buyer. 21. Contact Information SourceUSA Legal Department Email: legal@sourceusa.co Website: https://sourceusa.co Mailing Address: 21 Mission Lane, Lakeside, Montana 59922