Insider Marketplace Agreement

1. Who you are

"Insider" means any individual approved by InsiderMatch to offer paid consultation calls through the Service. You are an independent contractor — not an employee, agent, partner, or joint venturer of Frey Labs, LLC or InsiderMatch. You are responsible for your own taxes, licensing, professional credentials, and compliance with the laws of your jurisdiction.

2. Payments and platform fee

2.1 How money flows

Founders pay InsiderMatch's platform Stripe account at the time of booking. We hold the funds until the call is marked complete and a 48- hour dispute window has passed, at which point we transfer your share to your Stripe Connect Express account.

2.2 Platform fee

InsiderMatch retains a platform fee of twenty percent (20%) of each completed booking. You receive eighty percent (80%). The fee covers payment processing, matching, dispute handling, and platform operations.

2.3 Stripe Connect

To receive payouts you must complete onboarding with Stripe Express. By doing so you separately accept Stripe's Connected Account Agreement and Stripe's Services Agreement. Stripe is the entity that holds and disburses your funds and you authorize InsiderMatch to instruct Stripe on your behalf for transfers tied to your bookings.

3. Refunds and chargebacks (Insider liability)

Stripe places refund and chargeback liability on the platform that collects the charge. InsiderMatch handles every dispute on your behalf, but the economic loss is borne where it originated:

3.1 Refunds

If we refund a Founder for a call that did not occur (e.g. a no-show by you, you canceled and the Founder did not get a replacement slot, you misrepresented your background), the refund is debited against your account. If the payout has not yet been transferred, we will not transfer it. If the payout has already been transferred, we will deduct an equivalent amount from your next payout. If your balance is insufficient, you agree to repay the amount within thirty (30) days.

3.2 Chargebacks

A "chargeback" is when a Founder's card issuer (not us) reverses a payment after the fact. Stripe levies a non-refundable dispute fee on the platform whether we win or lose. As an Insider, you acknowledge:

• We will respond to disputes using the records of the call. We may reach out to you for evidence (transcripts, scheduling history, outcome notes); cooperating with that request is a condition of your account staying in good standing.
• If we lose a chargeback, the chargeback amount plus the Stripe dispute fee may be recovered from your future payouts (or, if no future payouts are forthcoming, billed to you directly).
• Excessive chargebacks (above industry-standard thresholds) may result in suspension, removal from the directory, or closure of your account.

3.3 Fines

Card networks (Visa, Mastercard, etc.) may assess fines against the platform when a merchant's dispute ratio is excessive. If those fines are attributable to your activity (e.g. a pattern of complaints tied to your calls), the fines may be passed through to you under the same recovery mechanism described above.

4. Restricted business categories

Stripe maintains a list of restricted businesses that are not permitted on Connect platforms. By selling on InsiderMatch you represent and warrant that:

• You and your work do not fall within any restricted category, including but not limited to: financial services without proper licensing, gambling, adult content, weapons or controlled substances, multi-level marketing, debt-collection services, or any business involving sanctioned countries or persons.
• You will not use the Service to solicit, recruit, or transact for any such restricted purpose.
• You hold all professional licenses required to provide your stated expertise in your jurisdiction (for example: a registered investment adviser license if you are giving investment advice; a state-registered legal license for legal advice). You acknowledge that consultation calls on InsiderMatch are intended as informational, not as professional advice creating a fiduciary relationship.

Misrepresenting your eligibility under this section is grounds for immediate suspension, forfeiture of pending payouts, and potential legal action.

5. Compliance and risk inquiries

As a Connect platform we are required to monitor seller activity for fraud, abuse, and regulatory compliance. By selling on InsiderMatch you agree to:

• Respond truthfully and within five (5) business days to any risk-related question we send you (e.g. about a disputed call, a suspicious booking pattern, or an identity-verification request from Stripe).
• Provide additional documentation Stripe or InsiderMatch reasonably request to satisfy KYC, AML, or sanctions-screening obligations.
• Cooperate with any remediation steps we ask you to take to maintain good standing — for example, updating your profile to clarify what you will and won't cover on a call, refunding a Founder voluntarily, or temporarily pausing new bookings.

Failure to cooperate may result in payouts being held, account suspension, or termination.

6. Conduct on the call

You agree to show up on time, bring relevant expertise to the Founder's topic, and treat the Founder professionally regardless of the rate paid. You agree not to:

• Pitch your own products or services in lieu of providing the consultation you were paid for;
• Collect a fee outside of InsiderMatch for services that were originally scoped on InsiderMatch;
• Disclose confidential information shared by the Founder during the call;
• Use information learned about the Founder's product, ICP, or roadmap in a way that materially harms their interests (e.g. forwarding to a competing company);
• Make any factual claim about your former employer that you are not permitted to disclose under your existing obligations to that employer.

7. Confidentiality

Information shared on a call (Founder's product strategy, customer lists, financials, hiring plans, etc.) is confidential. You will use it only to provide the consultation requested and not for any other purpose. This obligation survives termination of your account.

8. Independent contractor; taxes

Nothing in this agreement creates an employment, partnership, or agency relationship. You are responsible for filing your own taxes, paying any self-employment tax, and maintaining any required business licenses. Stripe will issue a 1099 form where U.S. law requires.

9. Termination

Either party may terminate this agreement at any time. We may also suspend or terminate your access without notice for any breach of these terms, of our Terms of Service, of Stripe's connected-account terms, or for excessive disputes or complaints. Sections 3, 4, 5, 7, and 10 survive termination.

10. Limitation of liability

The limitations in Section 8 of our Terms of Serviceapply equally here. In no event shall the Company's total liability to you under this agreement exceed the platform fees we have collected from your bookings in the 12 months preceding the claim.

11. Changes

We may update this agreement from time to time. We will notify you by email and through the Service when we do. Continued use of the Service after the update constitutes acceptance. If you do not agree, your remedy is to stop accepting new bookings and request closure of your Stripe Connect account.

12. Contact

Questions about this agreement, refunds, chargebacks, or risk inquiries: daniel@insidermatch.co.

Frey Labs, LLC
Daniel Frey
1207 Delaware Ave #1404
Wilmington, DE 19806
United States