General Terms and Conditions

1Introduction and scope

These General Terms and Conditions (the "General Terms") are the master agreement for access to and use of SupplyBoard websites, applications, accounts, directories, RFQ tools, quoting tools, CAD tools, analytics, advertising, partner tools, and related services (together, the "Platform"). They apply together with the service-specific terms identified below and the Privacy Policy.

This document is a counsel-ready draft. It is not in force. Until Canadian and Québec counsel approve this suite and SupplyBoard publishes an effective date, the previously published Terms of Service dated 1 July 2026 remain the last operative public terms.

These General Terms are a legal document, not a marketing statement. They do not certify legal compliance of SupplyBoard, the Platform, or any transaction. Compliance depends on facts, approved policies, and operational controls that sit outside this page.

A complete French version must be available before a Québec adhering party is asked to choose English. No approved French legal text has been published. See the language notice on this page.

2Contracting entity and contact information

The Platform is operated under the name SupplyBoard. The complete legal entity name, jurisdiction and form of incorporation, registered address, and enterprise numbers have not been confirmed for publication. Until those details are approved, notices may be sent to info@supplyboard.io or through the Contact page.

The Privacy Officer named in the Privacy Policy may be reached at info@supplyboard.io. Whether a distinct legal-notice or privacy mailbox should be published is an open decision.

• Operating name: SupplyBoard
• Website: https://www.supplyboard.io
• Email: info@supplyboard.io

3Business-only eligibility, legal age, and organizational authority

The Platform is intended for business and professional use in connection with industrial sourcing, manufacturing, and related services. You must be at least 18 years old and have legal capacity to contract.

If you use the Platform for an organization, you represent that you are authorized to bind that organization. In that case, "you" includes the organization. SupplyBoard may request evidence of authority.

Whether consumers are technically and contractually prevented from placing orders is not confirmed. These General Terms do not claim that consumer orders are impossible. If consumer transactions are later permitted, mandatory consumer protections apply and cannot be waived by this draft.

4Definitions

Agreement

These General Terms, the applicable service-specific terms, the Privacy Policy, an accepted order or work order, and any separately signed agreement, in the order of precedence in Section 6.

CAD Files

CAD models, drawings, specifications, CAM data, renderings, and other technical files you upload or receive through the Platform.

Content

Information, files, listings, messages, logos, and other material submitted or displayed on the Platform.

Customer

A person or organization that requests quotes, places orders, or buys Platform services.

Order Confirmation

A record issued after an order is accepted, identifying commercial and technical details of that transaction.

Partner

A manufacturer or industrial service provider admitted to fulfil work through SupplyBoard.

Quote

A statement of proposed price, lead time, or other commercial terms. A quote is not an order.

RFQ

A request for quote submitted through the Platform.

Supplier

A business listed on, or interacting through, the Platform as a provider of manufacturing or industrial services, whether or not it is a Partner.

User

Anyone who accesses the Platform, with or without an account.

5Documents forming the agreement

The following documents may form part of the Agreement. Each is presented and linked so that it can be reviewed before acceptance. SupplyBoard does not rely only on hidden incorporation by reference.

1. These General Terms
2. Terms of Use
3. Terms and Conditions of Sale
4. RFQ Terms and Conditions
5. Partner Terms and Conditions
6. Privacy Policy
7. An accepted order, work order, order confirmation, or quote, but only for transaction-specific commercial and technical details
8. A separately negotiated agreement signed by authorized representatives, if any
9. Documented Platform rules that are presented at or before the relevant action, such as acceptable-use or advertising specifications

A document applies only when the activity it describes occurs. Browsing this page is not acceptance of a manufacturing contract.

6Order of precedence

If documents conflict, they apply in this order, unless a later document expressly states that it overrides an earlier one for a defined point:

1. a separately negotiated agreement signed by authorized representatives;
2. an accepted order, work order, order confirmation, or quote, but only for transaction-specific commercial and technical details;
3. the applicable service-specific terms (Terms of Use, Terms and Conditions of Sale, RFQ Terms, or Partner Terms);
4. these General Terms and Conditions;
5. referenced policies and documented Platform rules that were presented before the relevant acceptance.

Customer or supplier purchase-order boilerplate, invoice terms, acknowledgement terms, portal terms, or similar unilateral documents do not modify the Agreement unless SupplyBoard expressly accepts them in a writing signed by an authorized representative.

7Electronic contracting, communications, signatures, and acceptance records

You consent to receive notices electronically, including by email to the address on your account, by in-product notice, or by posting on the applicable legal page. A clickwrap, checked box, or electronic signature may form a contract if the law recognizes that method.

Where the law requires a record of acceptance, SupplyBoard intends to store the user and organization identifiers, document identifiers and versions, language selected, UTC timestamp, transaction identifier, and acceptance context. That durable record is not yet implemented as a public API. Client-only storage is not an acceptance record.

If a Québec party is asked to accept a standard-form contract, SupplyBoard must first make an approved French version available and record the language actually chosen. This draft does not authorize an English-only adhesion process.

8SupplyBoard's role by service

SupplyBoard’s role depends on the service. The same “platform only” statement does not apply where SupplyBoard sets a price, accepts an order, charges a customer, or is the contractual seller. The table below is a drafting aid for counsel. Instant-quoting fulfilment roles remain unresolved.

9Accounts, team accounts, administrators, and credential security

Some features require an account. You must provide accurate information and keep it current. You are responsible for credentials, devices, and activity under your account, except for activity SupplyBoard causes through a proven security failure on its side.

An organization may have administrators who add or remove users. Administrators are responsible for keeping access limited to people who are authorized. SupplyBoard may treat an administrator’s instructions as the organization’s instructions.

Google sign-in, if offered, is used for authentication. SupplyBoard does not request Gmail, Drive, or Calendar access unless a separate, clearly described authorization is given. Google’s own terms also apply to Google’s services.

Notify SupplyBoard promptly if you believe an account is compromised. SupplyBoard may suspend accounts that present legal, security, fraud, or abuse risk.

10Fees, taxes, billing, and paid services

Directory browsing may be free. Advertising, subscriptions, paid profile features, transaction fees, manufacturing orders, and other paid services are charged only as disclosed before purchase or in an accepted order.

Prices, currency, taxes, and billing frequency must be shown before you pay. SupplyBoard does not use this document to hide mandatory charges. Tax collection depends on the identified seller and on tax law. Those details are pending confirmation for some services.

Unless a paid offering’s checkout states otherwise, fees for advertising or software services are not refundable after the service period starts, except where law requires a refund. Manufacturing cancellation is governed by the Sale Terms and the accepted order.

11Customer and user content

You retain ownership of Content you submit, including company profile material, messages, and CAD Files, except for SupplyBoard’s own Platform materials. You grant SupplyBoard a limited licence to host, store, process, display, transmit, convert, and render that Content only as needed to operate the requested service, prevent fraud or abuse, provide support, and comply with law.

You represent that you have the rights needed to submit the Content and that it is not unlawful, infringing, or misleading. SupplyBoard may remove Content that appears to violate the Agreement or the law.

Profile Content may be public. CAD Files and RFQ packages are not public directory listings. Sharing with a matched supplier, Partner, or processor happens only as needed for the requested workflow.

12CAD files, drawings, specifications, and technical data

You keep ownership of CAD Files. The default licence to SupplyBoard is limited to operating the requested service, producing a quote, fulfilling an accepted order, providing support, preventing fraud or abuse, and complying with law.

That default licence does not include a right to use identifiable CAD Files to train machine-learning or other automated models, to build a public part library, or to “improve the Platform” in a way that reuses your identifiable geometry. If SupplyBoard ever seeks that right, it will require a separate, explicit authorization.

Aggregated or de-identified analytics may be used only if they are genuinely non-identifying and permitted by applicable privacy law and the Privacy Policy. SupplyBoard does not claim that any processing is completely anonymized without a documented method.

SupplyBoard does not verify that a file is manufacturable, that dimensions are correct, or that you have IP rights in the design. Those remain your responsibility unless an accepted order states a different allocation.

13Confidentiality

RFQ packages, CAD Files, quotes, and similar non-public information received through the Platform must be used only for the relevant request, quote, order, or support purpose. You must not copy or share that information for a competing bid outside the workflow, for product copying, or for any other unauthorized purpose.

Platform access control is not a substitute for a non-disclosure agreement between a buyer and a supplier. Users are responsible for putting an NDA in place when the work requires one. Optional NDA workflows, if offered, will be described in the RFQ Terms or the relevant product.

14Privacy and data protection

Personal information is handled as described in the Privacy Policy. These General Terms are not a privacy compliance program and do not replace privacy-impact assessments, processor contracts, or incident procedures required by law.

If CAD Files or personal information are processed outside Québec, SupplyBoard must not rely on this page as the only safeguard. Written processor terms and, where required, a privacy-impact assessment remain open operational duties.

15SupplyBoard intellectual property

SupplyBoard and its licensors own the Platform, software, branding, databases, documentation, and other materials they create, excluding User Content. SupplyBoard grants you a limited, revocable, non-exclusive, non-transferable right to access and use the Platform according to the Agreement.

You must not copy, scrape, resell, reverse engineer (except to the extent the law prohibits a ban), or create a competing service from Platform materials except as the Agreement allows.

16Feedback

If you give SupplyBoard ideas or suggestions about the Platform, SupplyBoard may use them without restriction or payment. Feedback does not include your CAD Files or confidential RFQ content.

17Prohibited conduct and Platform security

You must not, and must not attempt to:

• use the Platform for unlawful, fraudulent, misleading, or abusive purposes;
• misrepresent identity, authority, capabilities, certifications, or location;
• upload Content you do not have the right to share;
• interfere with, overload, scan, or compromise the Platform;
• circumvent access controls, rate limits, or authentication;
• use bots, scrapers, or automated harvesting except as a documented public API expressly allows;
• send spam, malware, or unauthorized commercial messages;
• probe security except through a channel SupplyBoard publishes for that purpose.

SupplyBoard does not represent that the Platform is free from vulnerability or interruption. It uses reasonable administrative, technical, and organizational measures described in more detail on the Security page.

18Export controls, sanctions, controlled goods, and prohibited projects

You must not use the Platform to request, quote, make, sell, or ship items or technical data that would violate Canadian sanctions, export or import controls, the Controlled Goods Program, or other applicable law.

SupplyBoard may reject, pause, screen, or report projects where reasonably necessary for legal compliance, including projects involving listed persons, military or dual-use technical data, weapons or weapon components, classified or government-restricted information, unlawful surveillance products, counterfeit or infringing parts, or unsafe prohibited end uses.

Accepting these terms does not replace SupplyBoard’s own screening, due-diligence, recordkeeping, or compliance program. Those operational programs must exist independently. High-risk categories such as weapons, nuclear, medical-device, or aerospace work require an express approved compliance route before they may proceed.

19Third-party services

The Platform may link to or use third-party services, including hosting, payments, analytics, email, authentication, maps, and file processing. Those services have their own terms. SupplyBoard is not responsible for third-party content, availability, or security except to the extent the law makes it responsible for its own choice of processor.

20Suspension and termination

SupplyBoard may suspend or end access if you breach the Agreement, create legal or security risk, fail to pay amounts that are due, provide false information, or if the law requires it. You may stop using the Platform at any time and may request account closure through the contact channels.

SupplyBoard does not promise that all Content can be deleted immediately. Backups, legal holds, accepted orders, and records that must be kept by law may remain for a limited period. The retention period for CAD Files, RFQs, quotes, orders, and acceptance records is not stated as a number of months in this draft.

Provisions that by their nature should survive do survive, including IP, confidentiality, privacy referrals, disclaimers, liability limits that are lawful, indemnities, and governing law.

21Disclaimers

Except for commitments that the applicable Sale Terms or an accepted order actually make, the Platform is provided as available. SupplyBoard does not warrant that listings, quotes, automated DFM, carbon estimates, rankings, or third-party content are complete, current, or fit for a particular purpose.

Automated outputs are decision-support tools. They are not professional engineering, legal, tax, inspection, or certification advice. You must have qualified people review them before relying on them for manufacture, safety, or regulatory filings.

22Indemnification

You will defend and indemnify SupplyBoard and its directors, officers, employees, and service providers against claims, damages, and reasonable legal costs arising from your Content, your use of the Platform, your violation of the Agreement or law, your infringement of third-party rights, or a dispute with another user, except to the extent caused by SupplyBoard’s intentional or gross fault.

23Limitation of liability

To the extent permitted by Québec and Canadian law, SupplyBoard is not liable for indirect loss, lost profits, lost data, or lost business opportunity arising from use of the Platform as a software and information service.

Nothing in the Agreement excludes or limits liability that cannot be excluded or limited under the Civil Code of Québec or other applicable law, including liability for death or bodily injury, moral injury, or intentional or gross fault.

A numeric liability cap, including any historical twelve-month amount-paid figure or a one-hundred Canadian dollar figure, is not adopted in this draft. Any cap for a particular service must be approved by counsel and, where it applies to a sale of goods or services, stated in the applicable Sale Terms or order. Until then, this section does not invent a cap amount.

Liability allocation for manufacturing nonconformity, delay, or shipping is addressed in the Sale Terms and Partner Terms, not by a single Platform-wide number.

24Changes to the terms

SupplyBoard may update the Agreement. The updated version will show a revised last-updated date and version. Material changes operate prospectively. SupplyBoard will give notice of material changes by posting on the legal pages and, where it has an email on file, by email or in-product notice.

Where a material change affects an existing contract, SupplyBoard will request renewed acceptance when the law or the nature of the change makes that appropriate. Continued use is not the only mechanism by which a material change takes effect.

This draft has no approved effective date. Publishing a later version without counsel approval does not make it in force.

25Notices

Legal notices to SupplyBoard may be sent to info@supplyboard.io until a registered address is approved for publication. Notices to you may be sent to the email on your account or posted on the relevant legal page. Notices are effective when sent, if that method is reasonable under the circumstances, or when posted if you no longer have a working email on file.

26Governing law and courts

The Agreement is governed by the laws of the Province of Québec and the federal laws of Canada that apply in Québec, without regard to conflict-of-law rules that would point to another jurisdiction, except where a mandatory rule of another jurisdiction cannot be displaced.

Subject to any mandatory legal rights you may have, the courts of Québec, Canada have jurisdiction. This draft does not include US-style mandatory arbitration or a waiver of collective proceedings of the kind found in some US consumer contracts.

27Assignment, waiver, severability, survival, and entire agreement

You may not assign the Agreement without SupplyBoard’s prior written consent, except that an organization may assign it to a successor in a merger or sale of the relevant business if the successor is not a sanctioned party and assumes the obligations. SupplyBoard may assign the Agreement to an affiliate or successor that continues the Platform.

A failure to enforce a term is not a waiver. If a term is unenforceable, the rest remains in effect, and the unenforceable term is adjusted only as far as needed to make it enforceable.

The Agreement is the entire agreement for Platform use, except for a separately signed contract. It supersedes prior oral statements about the same subject. It does not supersede the previously published Terms of Service dated 1 July 2026 until this suite is approved and in force.

28Contact

Questions about these General Terms: SupplyBoard, info@supplyboard.io, https://www.supplyboard.io, or the Contact page.