Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Stock Marketing Inc. (operating as Enlisted.ca), a corporation incorporated under the laws of the Province of Ontario, Canada ("Enlisted," "we," "us," or "our").

These Terms govern your access to and use of the Enlisted.ca website, web application, application programming interfaces, and all associated services (collectively, the "Platform").

By clicking "I agree," by creating an account, or by otherwise accessing or using the Platform, you represent that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and any other policies or guidelines incorporated herein by reference.

To use the Platform you must:

• Be at least 18 years of age;
• Have the legal capacity to enter into binding contracts in your jurisdiction;
• Not be prohibited from using the Platform under applicable law; and
• If registering as an Executive User, hold an active executive or officer role (CEO, CFO, COO, IRO, Corporate Secretary, President, or equivalent) at a company listed on the TSX, TSXV, CSE, or Cboe Canada exchange; or
• If registering as a Provider User, be authorised to bind the firm or entity on whose behalf you register.

We reserve the right to verify eligibility at any time and to suspend or terminate accounts that do not meet these criteria. Providing false eligibility information is a material breach of these Terms.

You must provide accurate, complete, and current information during registration and keep that information updated. You are solely responsible for:

• Maintaining the confidentiality of your account credentials;
• All activity that occurs under your account, whether or not authorised by you; and
• Notifying us immediately at legal@enlisted.ca if you become aware of any unauthorised access to your account.

You may not share your login credentials, transfer your account, or permit any third party to access the Platform through your account. One account per natural person is permitted for Executive Users.

Access to the Platform is provided to Executive Users at no charge. This free access is a core and permanent feature of the Platform for verified executives of TSX, TSXV, CSE, and Cboe Canada listed companies. We will provide not less than 90 days' written notice before introducing any fees for Executive Users.

Executive Users may:

• Search and browse the service provider directory;
• View profiles of Connected and Featured providers;
• Send Requests for Quotation ("RFQs") to eligible providers;
• Maintain a private vault of preferred providers;
• Access the auto-generated compliance calendar; and
• Use any additional tools made available to Executive Users from time to time.

Executive Users must not use the Platform to solicit business from service providers, to re-sell directory information, or for any purpose other than obtaining services for their listed company.

5.1 Plans. Service providers may list on the Platform under the following tiers (pricing in Canadian dollars unless otherwise indicated):

5.2 Billing. Subscriptions are billed in advance on an annual basis. Payment is processed by our third-party payment processor, Stripe, Inc., pursuant to Stripe's own terms of service. By providing payment information, you authorise us to charge the applicable subscription fee on a recurring basis until your subscription is cancelled.

5.3 Cancellation. You may cancel a subscription at any time through your billing dashboard. Cancellation takes effect at the end of the current billing period. We do not provide prorated refunds for partial periods, except where required by applicable law.

5.4 Price Changes. We may change subscription fees upon not less than 30 days' written notice to the email address on your account. Continued use of a paid plan after the effective date of a price change constitutes acceptance of the new fee.

5.5 Taxes. All fees are exclusive of applicable taxes including Goods and Services Tax / Harmonized Sales Tax ("GST/HST"). You are responsible for all applicable taxes arising from your subscription.

Provider Users represent and warrant that all information submitted to the Platform, including company name, description, contact details, team profiles, case studies, and exchange coverage, is:

• Accurate, complete, and not misleading;
• Owned by or licensed to the Provider User;
• Compliant with all applicable laws, including securities laws, advertising standards, and professional conduct rules of any applicable self-regulatory organisation; and
• Free from content that is defamatory, discriminatory, harassing, or otherwise unlawful.

We reserve the right to review, edit, suspend, or remove any listing that we determine, in our sole discretion, violates these standards or is otherwise harmful to the Platform or its users.

The Platform facilitates the exchange of Requests for Quotation between Executive Users and Provider Users. Enlisted is not a party to any transaction, engagement, or agreement arising from an RFQ. We do not guarantee that an Executive User will engage a provider, nor that a provider will respond to any RFQ.

Provider Users receiving an RFQ must not use Executive User contact information for any purpose other than responding to that specific RFQ, unless the Executive User provides separate written consent.

You must not use the Platform to:

• Violate any applicable federal, provincial, or municipal law or regulation;
• Infringe the intellectual property rights of any person;
• Transmit spam, unsolicited commercial electronic messages, or any message that violates the Canadian Anti-Spam Legislation (CASL);
• Scrape, crawl, or systematically extract data from the Platform without our prior written consent;
• Reverse-engineer, decompile, or disassemble any part of the Platform;
• Introduce malware, viruses, or other harmful code;
• Attempt to gain unauthorised access to any account, system, or network associated with the Platform;
• Impersonate any person or entity or misrepresent your affiliation with any person or entity;
• Manipulate or falsify any profile, review, or listing; or
• Engage in any conduct that, in our reasonable opinion, damages the reputation or interests of Enlisted or the Platform's user community.

9.1 Our IP. The Platform, including its software, design, trademarks, trade dress, and content created by Enlisted, is owned by or licensed to Enlisted and is protected by Canadian and international intellectual property laws. Nothing in these Terms grants you any right, title, or interest in the Platform other than the limited licence to use it in accordance with these Terms.

9.2 Your Content. You retain ownership of content you submit to the Platform ("User Content"). By submitting User Content, you grant Enlisted a worldwide, non-exclusive, royalty-free, sublicensable licence to use, reproduce, distribute, display, and adapt that User Content solely to operate and promote the Platform.

9.3 Feedback. Any feedback, suggestions, or ideas you provide regarding the Platform may be used by Enlisted without restriction or compensation to you.

The Platform integrates or links to third-party services including Stripe (payment processing), Supabase (data infrastructure), Resend (email delivery), and Anthropic (AI features). Your use of those services is governed by their respective terms. Enlisted is not responsible for the acts or omissions of any third-party service provider.

THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR UNINTERRUPTED OR ERROR-FREE OPERATION.

Enlisted does not verify the professional qualifications, licences, regulatory standing, or suitability of any service provider listed on the Platform. The presence of a provider listing is not an endorsement or recommendation by Enlisted. You are solely responsible for conducting your own due diligence before engaging any service provider.

The compliance calendar is provided for informational purposes only and does not constitute legal advice. Filing deadlines may vary based on your specific circumstances. You must consult qualified legal counsel to confirm your regulatory obligations.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ENLISTED, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY:

• INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES;
• LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY;
• DAMAGES ARISING FROM YOUR RELIANCE ON ANY PROVIDER LISTING, RFQ RESPONSE, OR COMPLIANCE CALENDAR INFORMATION; OR
• DAMAGES EXCEEDING, IN AGGREGATE, THE GREATER OF (A) THE AMOUNT YOU PAID TO ENLISTED IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR (B) ONE HUNDRED CANADIAN DOLLARS ($100 CAD).

Some jurisdictions do not permit the exclusion or limitation of certain damages. To the extent such limitations are not enforceable in your jurisdiction, our liability is limited to the minimum extent permitted by law.

You agree to defend, indemnify, and hold harmless Enlisted and its directors, officers, employees, agents, and licensors from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to:

• Your use of the Platform;
• Your User Content;
• Your breach of these Terms; or
• Your violation of any applicable law or the rights of any third party.

14.1 By You. You may close your account at any time by contacting us at legal@enlisted.ca. Closing your account does not entitle you to a refund of any prepaid subscription fees.

14.2 By Us. We may suspend or terminate your account, with or without notice, if we reasonably determine that:

• You have breached these Terms;
• You no longer meet the eligibility requirements;
• Continuation of your account poses a risk to the Platform, other users, or Enlisted; or
• We are required to do so by law.

14.3 Effect of Termination. Upon termination, your right to use the Platform ceases immediately. Sections 9, 11, 12, 13, 15, and 16 survive termination.

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles.

Any dispute arising from these Terms or your use of the Platform that cannot be resolved by good-faith negotiation shall be submitted to binding arbitration administered by the ADR Institute of Ontario under its National Arbitration Rules, as amended. The seat of arbitration shall be Toronto, Ontario. The language of arbitration shall be English. The arbitral award shall be final and binding.

Notwithstanding the above, either party may seek interim or injunctive relief from a court of competent jurisdiction in Toronto, Ontario to prevent irreparable harm pending arbitration.

You agree to resolve disputes with Enlisted on an individual basis and waive any right to participate in a class action or class-wide arbitration.

Entire Agreement. These Terms, together with the Privacy Policy and any applicable Subscription Order, constitute the entire agreement between you and Enlisted concerning the Platform and supersede all prior agreements or understandings.

Severability. If any provision of these Terms is held to be unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

Waiver. Our failure to enforce any provision of these Terms shall not constitute a waiver of our right to enforce it in the future.

Assignment. You may not assign your rights or obligations under these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of substantially all of our assets.

Notices. Legal notices to Enlisted must be sent by email to legal@enlisted.ca and by registered mail to the address below. We may send notices to the email address on your account.

We may amend these Terms at any time by posting the revised version on the Platform. We will provide not less than 14 days' notice of material changes by email or by a prominent notice on the Platform. Your continued use of the Platform after the effective date of an amendment constitutes acceptance of the revised Terms.

Questions regarding these Terms should be directed to: