This Vendor Agreement (the "Agreement") is a binding contract between EzMedSource LLC ("EzMedSource") and the vendor organization identified during signup ("Vendor"). It governs Vendor's listing activity, RFQ participation, and content contributions on the EzMedSource marketplace at shop.ezmedsource.com (the "Service"). It supplements, rather than replaces, the Terms of Service and Privacy Policy.
1. Approval and eligibility
Approval to list is at EzMedSource's sole discretion. Vendor represents that it is organized and operating under applicable law, holds the registrations and licenses required for the equipment it sells or services, and is not subject to FDA import alert, CMS exclusion, or similar disability.
2. Listings
- Listings must be accurate, current, and refer to a canonical product in the EzMedSource catalog.
- Condition (New, Refurbished, Used, Parts-Only), availability, and pricing fields must reflect actual inventory and pricing policy.
- Vendor may not list equipment for which it lacks the right to sell or service, including items under export control without the required licenses.
- EzMedSource may remove listings that appear materially inaccurate, non-compliant, or harmful to buyers.
3. RFQ response standards
- Vendor will respond to quote requests within five (5) business days, or decline, so buyers can plan.
- Quote terms (price, lead time, warranty, return policy) are binding on Vendor for the validity period stated in the quote, or 14 days if unstated.
- If Vendor cannot fulfill an accepted quote, Vendor will notify the buyer and EzMedSource promptly and coordinate a refund or substitution at no additional cost to the buyer.
4. Transparency and non-circumvention
Vendor agrees not to redirect buyers off-platform specifically to avoid marketplace fees once introduced. Ordinary business conversations that arise from a marketplace introduction are permitted and encouraged; inducing buyers to cancel in-flight RFQs to re-route them to a direct channel is not.
5. Content licenses
Vendor grants EzMedSource a worldwide, non-exclusive, royalty-free, sublicensable license to host, display, index, and feature Vendor- contributed content (catalog descriptions, images, documents, specifications) for the purposes of operating, promoting, and documenting the Service. Vendor may revoke this license for any item upon written notice; EzMedSource will remove the item within a reasonable time.
Vendor represents that it owns or has authority to license all content it uploads, and that the content does not infringe third- party rights or contain protected health information (PHI).
6. Fees
The current vendor application does not collect a payment card or activate automated subscription billing. Starter, Growth, and Enterprise selections shown on /pricing are non-binding launch-plan preferences used to scope onboarding; choosing one is not a purchase order, proof of payment, or authorization to charge Vendor.
Before introducing a vendor fee, commission, paid subscription, or custom-services charge, EzMedSource will provide the applicable scope, rate, and effective date in writing and at least 30 days' advance notice. No new charge applies retroactively to an RFQ or quote already in progress. A Vendor may decline future paid terms by ending use of the affected paid service before those terms take effect.
7. Fulfillment and refunds
Fulfillment is a direct Vendor-to-buyer transaction. Vendor is the merchant of record for tax, payment processing, shipping, and returns unless EzMedSource provides a facilitated checkout in the future (not at MVP). Buyer-initiated refunds are handled per Vendor's stated return policy.
8. Compliance
- Vendor will comply with FDA regulations applicable to the equipment listed (including 21 CFR Part 807 establishment registration where applicable).
- Vendor will honor FDA recalls, Class I / II / III, for equipment it has sold through the Service.
- Vendor will not list devices under open recall without clearly disclosing the recall status.
- Vendor will comply with export controls (EAR, ITAR as applicable), sanctions screening, and anti-corruption law.
9. Data and privacy
- Buyer and RFQ data shared with Vendor is confidential and may be used solely to respond to the RFQ and fulfill any resulting order.
- Vendor will not scrape, bulk-extract, or enrich third-party databases with buyer information obtained from the Service.
- Vendor will notify EzMedSource of suspected data-security incidents within 72 hours.
10. Reputation and removal
EzMedSource may display vendor-reputation indicators (quote-response SLA, fulfillment completeness, dispute rate) and may demote, suspend, or remove Vendor for sustained poor performance, buyer complaints with substance, or breach of this Agreement.
11. Indemnification
Vendor will indemnify and hold harmless EzMedSource, its officers, employees, and agents from claims arising out of (a) Vendor's listings, (b) transactions Vendor originates on the Service, (c) breach of representation, (d) infringement by Vendor-contributed content, or (e) regulatory violations.
12. Termination
Either party may terminate on 30 days' written notice. EzMedSource may terminate immediately for breach, regulatory concern, or loss of approval. Upon termination, Vendor's listings are deactivated and Vendor remains responsible for outstanding quotes and orders.
13. Governing law and venue
Kansas law governs this Agreement, without regard to conflict-of- laws rules. Exclusive venue is the state or federal courts in Wyandotte County, Kansas.
14. Contact
Questions: vendors@ezmedsource.com. Legal: legal@ezmedsource.com.