Seller Terms
This Seller Agreement (“Agreement”) is entered into on the date of submission by the user/customer (hereinafter referred to as the “Seller”), through their duly authorized representative, and Your MCI Marketplace (hereinafter referred to as the “Company”), collectively referred to as the “Parties” and individually as a “Party.” This Agreement becomes effective as of the first day trading commences between the Parties.

Whereas: 
A. The Seller is engaged in the business of e-commerce sales.
B. The Company operates the Your MCI Marketplace, accessible at: https://www.maplecraft.ca/marketplace , which is an online marketplace with a growing number of registered users and a variety of offered services.
C. The Seller intends to create an account on the Your MCI Marketplace and offer its products for sale through the platform. The Company agrees to facilitate the creation of this account in accordance with the terms outlined herein.
D. The Parties wish to outline their mutual understanding and respective obligations with respect to the Seller’s participation in the Marketplace.
No part of this document may be reproduced or distributed in any form without prior written consent from the copyright owner, except in the case of brief quotations used in reviews.
No part of this document may be reproduced or distributed in any form without prior written consent from the copyright owner, except in the case of brief quotations used in reviews.

1. Definitions
For the purposes of this Agreement, the terms defined in this Article shall have the meanings ascribed to them herein.
Company
Referring to Your MCI Marketplace, the e-commerce platform owned and operated by the Company.
Customer
Refers to any individual, group, business, organization, or other entity that places an order to purchase the Seller’s products through the MCI Marketplace.
Effective Date
The date on which this Agreement becomes binding, marked by the Company’s receipt of the Seller’s first shipment.
Form
Refers to the “E-Commerce Service Agreement Form” that must be completed and signed by the Seller upon entering this Agreement.
Seller
Refers to the individual, company, or legal entity—identified in the above section and further detailed in the attached Form—that offers products for sale on the MCI Marketplace platform.
Order
Denotes a confirmed request made by a customer to purchase products listed by the Seller, under the terms, conditions, and pricing displayed on the Seller’s online store page.
Products
Refers to the merchandise or goods listed and offered for sale online by the Seller through the Marketplace.
Price
Denotes the selling price of a product, whether inclusive or exclusive of applicable taxes and delivery fees, as specified by the Seller
Shipping Charges
Means the total cost incurred for logistics, courier, or postal services required to deliver the product(s) to the Customer, inclusive of any applicable taxes.
Commission
Refers to the transaction-based fee or percentage retained by the Company from the Seller, at a mutually agreed rate, for each successful product sale made through the Marketplace.

2. Arrangement
 2-1. Company Services and Commission Structure
The Company agrees to provide the Seller with services to support the online sale of the Seller’s products through the Marketplace. Under this arrangement, the following commission structures will apply:
B2B Transactions (Fulfilled by the Company):
When the Company handles fulfillment and logistics for B2B orders, a commission of 25% will be deducted from the final sale price of each product. 
This commission rates are established in accordance with this Agreement and may be reviewed and adjusted periodically at the discretion of the Company.

2-2. Facilitation of Sales through E-Distribution
Following mutual agreement, both Parties acknowledge and agree that the Company will support the sale of the Seller’s products via its online platform, including applicable categories and sales channels, through an e-distribution model. This arrangement shall be governed by the terms and conditions set forth in this Agreement.

The Seller further agrees and acknowledges:
1. All transactions conducted through the Marketplace shall be subject to the Terms of Use of your MCI Marketplace and any additional policies applicable to individual sales channels.
2. The commission structure will vary based on the Seller’s chosen shipping method:
Fulfilled by the Company: A 25% commission will be applied to products sold and shipped by the Company on behalf of the Seller.

3. Consideration and Payment Terms
The Company agrees to provide the Seller with services to enable the online sale of the Seller’s products through its platform. In connection with this arrangement, the following commission structure shall apply:
3-1. Fulfilled by the Company
A commission of 25% will be deducted from the sale price for B2B transactions in which the Company manages both the facilitation and fulfillment of the order.
3-2. Sale Facilitation
Following mutual agreement, the Parties acknowledge and agree that the Company will facilitate the sale of the Seller’s products via its online platform, categories, and other sales channels through an e-distribution model. This arrangement is subject to the terms and conditions outlined herein.

The Seller further agrees and acknowledges that:
1. All shopping transactions will be governed by the Terms of Use of Your MCI Marketplace, as well as any additional terms that apply to individual sales channels.
2. The Company will manage the collection of payments for orders placed through the Marketplace on behalf of the Seller.

3-3. Commission Deduction
The Company shall apply commissions to the Seller based on the rates specified in this Agreement.

In the event an order is reversed due to manufacturing defects, quality issues, or non-compliance, the Seller acknowledges and agrees that the Company will still deduct the specified commissions on the transaction.

4. Obligations of the Seller
4-1. Content Management:
The Seller shall upload accurate product descriptions, logos, and relevant details via the interface provided by the Company, ensuring that all information displayed on the platform is correct and up to date.
4-2. Prohibited Content:
The Seller shall not upload, list, or sell any unlawful, illegal, objectionable, or prohibited content, including product descriptions, images, or graphics that infringe upon intellectual property rights or violate any applicable Canadian laws.
4-3. Accurate Descriptions:
The Seller is required to provide accurate and truthful product descriptions to ensure customers can make well-informed purchasing decisions.
4-4. Product Responsibility:
 The Seller shall be solely responsible for the quality, quantity, guarantees, and warranties of the products they offer for sale.
4-5. Compliance:
The Seller shall be responsible for complying with all applicable laws and regulations, including fulfilling all tax obligations at the local, provincial, and federal levels.

5. Company’s Right
5-1. Content Moderation:
The Company reserves the right to remove, block, or modify any content uploaded by the Seller that is found to be in violation of this Agreement, the platform’s policies, or any applicable laws and regulations.
5-2. Disclaimers:
The Company reserves the right to display appropriate disclaimers, terms of use, and other legal notices on its website and associated sales channels, as deemed necessary.

6. No Liability
6-1. Facilitation Role:
The Company acts solely as a facilitator for the sale of the Seller’s products and shall not be held liable for the quality, design, functionality, or performance of any products listed by the Seller.
6-2. Seller Responsibility:
The Seller agrees to indemnify, defend, and hold harmless the Company from and against any and all claims, liabilities, damages, losses, or expenses (including legal fees) arising out of or related to product-related issues, including but not limited to product quality, warranties, regulatory compliance, and customer complaints.
6-3. Negligence:
The Company shall not be held liable for any damages, losses, or claims resulting from the Seller’s negligence, misconduct, or failure to comply with the terms of this Agreement or applicable laws.
6-4. Damage During Storage:
While the Company is responsible for maintaining the condition of products stored in its warehouse, the Seller shall remain liable for any damage resulting from inadequate or defective packaging of the products prior to delivery to the Company. 

7. Terms, Termination and Effects of Termination
7-1. Agreement Term:
This Agreement shall remain in force unless and until terminated by either Party. Termination may be affected by providing thirty (30) days’ prior written notice to the other Party.
7-2. Post-Termination:
Upon termination of this Agreement, the Company will promptly remove the Seller’s products and associated links from the Marketplace. The Company shall not be liable for any direct or indirect losses incurred by the Seller because of such removal.
7-3. Inventory Retrieval Upon Termination:
In the event the Seller decides to discontinue or terminate their participation on the platform, the Seller shall be solely responsible for arranging and covering all costs associated with the retrieval of any remaining inventory. The Company (MCI Marketplace) shall not bear any shipping, handling, or transportation expenses related to the return or removal of the Seller’s products.

8. Intellectual Property Rights
Each Party retains ownership of its respective intellectual property rights, including trademarks, logos, and any other proprietary materials, unless otherwise explicitly stated in this Agreement.

9. Limitation of Liability
Neither Party shall be held liable for any indirect, incidental, or consequential damages, except in cases of breach of contract or intentional wrongdoing.