1. Acceptance of Terms

By creating an account or using the Sourcemarking platform ("Service"), you agree to be bound by these Terms of Service ("Terms") and our Privacy Policy. If you are using the Service on behalf of a business, you represent that you have authority to bind that business to these Terms. If you do not agree to these Terms, do not use the Service.

These Terms constitute a legally binding agreement between you and Sourcemarking LLC, an Illinois limited liability company ("Sourcemarking," "we," "us," or "our").

2. Description of Service

Sourcemarking is a procurement price benchmarking and vendor management platform designed for small and medium businesses in the United States. The Service allows you to track items you source, compare prices across vendors, manage vendor preferences, identify cost-saving opportunities, and track confirmed savings over time. You may also upload invoices and other documents, which are processed using automated and artificial-intelligence ("AI") tools to extract item and pricing details.

Vendor pricing data is generated using automated web search and AI tools that query publicly available vendor sources. Prices are estimates provided for informational and benchmarking purposes only. Sourcemarking does not guarantee the accuracy, completeness, or timeliness of any pricing data, and actual prices may differ from those displayed.

3. Modifications to the Service

Sourcemarking is offered on an early-access basis and is actively evolving. We may add, change, suspend, or discontinue any feature or part of the Service at any time, with or without notice, and we may impose or change usage limits (such as search credits or the number of saved items available on a given plan). We are not liable to you or any third party for any modification, suspension, or discontinuation of the Service or any feature. If we discontinue a paid plan entirely, we will provide reasonable advance notice to affected subscribers.

4. Accounts and Eligibility

To use Sourcemarking you must:

• Be at least 18 years old
• Be a business located in, and operating from, the United States
• Be using the Service for lawful business purposes
• Provide accurate and complete information when creating your account
• Maintain the security of your account credentials

Sourcemarking is offered solely to U.S.-based businesses and is intended only for use within the United States. The Service is not directed to, and is not available for use by, individuals or businesses located outside the United States. By using the Service you represent that you are accessing it from within the United States.

You are responsible for all activity that occurs under your account. Notify us immediately at legal@sourcemarkinglabs.com if you suspect unauthorized access to your account. We reserve the right to terminate accounts that violate these Terms.

5. Subscriptions and Billing

Sourcemarking offers free and paid subscription plans. Paid plans are billed on a monthly or annual basis as selected at signup.

• Free plan: Available at no charge with feature and usage limitations as described on our pricing page. Searches on the Free plan use search credits, described in Section 6 (Search Credits)
• Paid plans: Billed in advance. Fees are non-refundable except as required by law or as described below
• Trials: Free trials do not require a credit card and never charge you automatically. When a trial ends, access to paid features stops unless you actively choose to subscribe — if you take no action, your account moves to the Free plan. No payment is collected unless and until you start a paid subscription yourself
• Cancellation: You may cancel a paid subscription at any time from your account settings. Your paid access continues through the end of the current billing period, after which your account reverts to the Free plan. Canceling a subscription does not delete your data — see Section 18 (Termination) for how account deletion works
• Automatic renewal: Paid subscriptions renew automatically at the end of each billing period — monthly plans every month, annual plans every year — for another period of the same length, charged to your payment method at the then-current price for your plan, until you cancel. You may cancel at any time from Settings → Subscription; cancelling stops the next renewal and your paid access continues to the end of the period you have already paid for.
• Annual renewal reminder: If you are on an annual plan, we will email you at least 30 days before each renewal. That reminder states the exact amount you will be charged, the length of the renewal term, and how to cancel, and it links directly to the cancellation flow.
• Changing plans: Upgrades take effect immediately and are charged on a prorated basis for the remainder of the current period. Downgrades — including a move from a paid plan to Free — take effect at the end of the period you have already paid for, so you keep the plan you bought until it expires. We do not refund or credit unused time on the plan you are leaving, and you may cancel a scheduled change from Settings at any time before it takes effect.
• Price changes: We will give you at least 30 days notice before increasing subscription prices. An increase applies from your next renewal, never mid-term.

All payments are processed by Stripe. By providing payment information, you authorize Sourcemarking to charge your payment method for the applicable subscription fees.

6. Search Credits

On the Free plan, price searches use search credits. Each new price search, price re-check, or search for additional vendors uses one credit. Viewing results you have already received does not use a credit. Paid plans include searches and do not use search credits.

• Starter credits: A new Free account receives a one-time allotment of starter credits, in the amount shown on our pricing page at the time. Starter credits do not refill, have no cash value, cannot be refunded or transferred, and are not applied toward any plan invoice
• Purchased credits: You may buy additional credits in the pack sizes and at the prices shown at the time of purchase. Each purchase is a one-time charge of the price shown plus any applicable sales tax, processed by Stripe. A purchase is not a subscription and does not renew. Credits are added to your account once your payment is confirmed
• No expiration: Search credits, starter and purchased, do not expire while your account remains open. We apply credits to your searches automatically and determine the order in which your credits are used
• Refunds: You may request a refund of unused purchased credits by contacting support@sourcemarkinglabs.com. Refunds cover unused purchased credits only, at the price per credit you paid for that pack (plus the related tax). Credits that have already been used are not refundable. Refunded credits are removed from your balance
• Chargebacks: If you dispute a credit purchase with your card issuer, the unused credits from that purchase are removed from your account
• Upgrading to a paid plan: If you upgrade to a paid plan within 30 days of purchasing credits, the value of the unused credits from purchases made in that 30-day period (at the price per credit you paid) is applied as a credit to your paid plan's invoices, starting with the first; any amount greater than an invoice carries over to the following invoices until it is used. Those credits are removed from your account. If your plan starts with a free trial, the credit applies from the first invoice you are charged for.
• Returning to the Free plan: If you move from a paid plan back to the Free plan, any starter credits you had remaining are available again. Purchased credits that were applied to a plan invoice are not restored
• Account closure: Remaining credits are forfeited if you delete your account, so request a refund of any unused purchased credits first. Credits are also forfeited if we terminate your account for violating these Terms, except where a refund is required by law
• Other terms: Search credits may be used only within the Service. They are not currency, have no value outside the Service except as described above, and may not be sold, transferred, or exchanged. We may change credit pack sizes and prices for future purchases; changes do not affect credits you have already purchased. We may remove credits obtained through fraud, error, or abuse

7. Referral and Promotional Programs

We may offer referral rewards, promotional codes, discounts, credits, and similar offers. Each offer is subject to any additional terms presented with it and to the following:

• Rewards and promotional credits have no cash value, are non-transferable, and cannot be exchanged for cash except where required by law. Search credits you purchase are governed by Section 6 (Search Credits)
• Referral rewards are earned only for referrals of genuine new users who create a qualifying account. We may withhold or revoke rewards for referrals we reasonably determine to be fraudulent, self-referrals, duplicate or fabricated accounts, or otherwise abusive
• Promotional codes may be single-use, time-limited, tied to a specific plan, and may not be combined with other offers unless we state otherwise
• We may modify, suspend, or end any referral or promotional program, or change its terms, at any time

We reserve the right to disqualify any user and revoke any reward for abuse of these programs or violation of these Terms.

8. Electronic Communications

By creating an account, you consent to receive communications from us electronically. This includes service and transactional messages — such as account, billing, security, and trial notices — that are necessary to provide the Service and that you cannot opt out of while your account is active. You may also receive optional product and marketing emails; you can opt out of those at any time using the unsubscribe link or your notification settings, without affecting transactional messages. You agree that electronic communications satisfy any legal requirement that such communications be in writing.

9. Acceptable Use

You agree not to:

• Use the Service for any unlawful purpose or in violation of any applicable laws or regulations
• Scrape, crawl, or systematically extract data from the platform using automated means
• Reverse engineer, decompile, or attempt to extract source code from the Service
• Resell, sublicense, or provide access to the Service to third parties without our written consent
• Interfere with or disrupt the integrity or performance of the Service or its infrastructure
• Attempt to gain unauthorized access to any part of the Service or other users' accounts
• Upload or transmit malicious code, viruses, or any software designed to damage or interfere with the Service
• Use the Service to harass, defame, or harm any individual or business
• Impersonate any person or entity or falsely represent your affiliation with any person or entity

We reserve the right to investigate suspected violations and may suspend or terminate your account without notice for violations of this section.

10. Your Data

You retain ownership of all data you upload to or create within Sourcemarking, including your procurement catalog, vendor data, pricing information, and saved items ("Your Data"). By using the Service, you grant Sourcemarking a limited, non-exclusive license to store, process, and display Your Data solely to operate and provide the Service to you.

We do not sell Your Data. To operate the Service, Your Data — including item descriptions, vendor names, and the contents of documents you upload — may be processed by our third-party service providers, including AI providers, solely to provide their services to us; these providers do not use Your Data to train their models. We may use aggregated, anonymized data derived from the platform — in a form that does not identify you or your business — to improve the Service and develop new features. See our Privacy Policy for the full list of providers and how your data is handled.

You are responsible for ensuring that any data you enter into the platform is accurate, that you have the right to share it, and that doing so does not violate any third-party agreements or confidentiality obligations.

11. Feedback

If you send us feedback, suggestions, or ideas about the Service ("Feedback"), you grant Sourcemarking a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate that Feedback into the Service or our business without any obligation, attribution, or compensation to you. Feedback is provided voluntarily, and you should not send us any information you consider confidential.

12. Intellectual Property

The Sourcemarking platform, including its software, design, features, and content (excluding Your Data), is owned by Sourcemarking LLC and protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, or create derivative works from any part of the Service without our express written permission.

The Sourcemarking name, logo, and marks are trademarks of Sourcemarking LLC. You may not use our trademarks without prior written consent.

13. Pricing Data and Accuracy

Vendor pricing data displayed in Sourcemarking is generated using automated web search and AI tools that query publicly available information, and represents estimates only. Because these results are produced by automated and AI systems, they may be inaccurate, incomplete, or out of date. We make no representations or warranties that pricing data is current, accurate, or complete, and prices may differ from actual vendor pricing at the time of purchase.

Some plans display prices labeled "verified," meaning we checked the price against a live vendor listing at the time of the check. "Verified" reflects that check only; it is not a guarantee that the price is current, available, or accurate at the time of your purchase, and all pricing data remains an estimate provided for benchmarking purposes. Sourcemarking is a benchmarking tool — all purchasing decisions and vendor relationships remain your responsibility, and we are not a party to any transaction between you and any vendor.

14. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SOURCEMARKING DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY DEFECTS WILL BE CORRECTED.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SOURCEMARKING, LLC AND ITS MEMBERS, MANAGERS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO SOURCEMARKING IN THE TWELVE MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

16. Indemnification

You agree to indemnify, defend, and hold harmless Sourcemarking LLC and its members, managers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in connection with your use of the Service, your violation of these Terms, or your violation of any rights of a third party.

17. Governing Law and Disputes

Sourcemarking is a United States company, and the Service is controlled and operated from the United States. These Terms are governed by the laws of the State of Illinois and the United States, without regard to conflict of law provisions. Any disputes arising from or relating to these Terms or the Service shall be resolved exclusively in the state or federal courts located in Illinois, and you consent to the personal jurisdiction of such courts. We make no representation that the Service is appropriate or available for use outside the United States.

Before initiating any formal legal proceeding, you agree to first contact us at legal@sourcemarkinglabs.com and attempt to resolve the dispute informally for at least 30 days.

18. Termination

Either party may terminate this agreement at any time. You may cancel a paid subscription, or permanently delete your account, at any time from your account settings.

Canceling a paid subscription does not delete your data — your account moves to the Free plan and your data remains available to you.

If you delete your account, we permanently remove your personal and business data — including your catalog, vendors, saved items, and uploaded documents — from our active systems promptly. Deletion is immediate and cannot be undone; there is no recovery period. A limited set of records may be retained where we have a legal obligation or legitimate need to keep them — for example, records used for tax, accounting, dispute resolution, or fraud and abuse prevention (such as security and enforcement logs) — and only for as long as necessary for those purposes.

We may suspend or terminate your access immediately, without notice, if you violate these Terms or if we are required to do so by law. If we suspend or terminate your account for a suspected violation, you may appeal by contacting support@sourcemarkinglabs.com within 14 days.

Upon termination, your right to use the Service ceases immediately. Sections 10 (Your Data ownership), 11 (Feedback), 12 (Intellectual property), 13 (Pricing data and accuracy), 14 (Disclaimer of warranties), 15 (Limitation of liability), 16 (Indemnification), and 17 (Governing law) survive termination.

19. Changes to These Terms

We may update these Terms from time to time. When we make material changes, we will notify you by email at least 14 days before the changes take effect. Your continued use of the Service after the effective date constitutes acceptance of the updated Terms. If you do not agree to the changes, you must stop using the Service and cancel your account before the effective date.

20. General

These Terms, together with our Privacy Policy, are the entire agreement between you and Sourcemarking regarding the Service and supersede any prior agreements on that subject. If any provision of these Terms is held unenforceable, the remaining provisions remain in full effect. Our failure to enforce any provision is not a waiver of it. You may not assign or transfer these Terms without our prior written consent; we may assign them without restriction, including in connection with a merger, acquisition, or sale of assets. Neither party is liable for any failure or delay in performance caused by events beyond its reasonable control. These Terms do not create any partnership, agency, or employment relationship between you and Sourcemarking, and there are no third-party beneficiaries.

21. Contact

Questions about these Terms should be directed to legal@sourcemarkinglabs.com.