TechPOS Terms of Service (Master Online Agreement)

Effective: October 5, 2025
Last Updated: October 5, 2025
1) Introduction & Contract Formation
These Terms of Service (“Terms”) govern access to and use of the TechPOS platform, websites, and related products and services (collectively, the “Services”) provided by TechPOS International Corp. (“TechPOS,” “we,” “us”). By creating an account, executing an order form, clicking “Accept,” or using the Services, you agree to these Terms on behalf of the customer entity you represent (“Customer,” “you”).
If an Order Form, MSA, or Data Processing Addendum (DPA) is executed, those documents govern and take precedence over these online Terms to the extent of any conflict. Our Privacy Policy forms part of these Terms.

2)Definitions

• Account: Customer’s tenant and associated user logins.
• Customer Data: Data submitted to or collected by the Services on Customer’s behalf (e.g., product, inventory, pricing, sales, and end-customer data).
• Anonymized/Aggregated Data: Data derived from Customer Data or service telemetry that does not identify a natural person or a Customer (de-identified and/or aggregated).
• Order Form: A TechPOS ordering document (including online checkout) specifying plan, term, and fees.
• Retailer Services: Modules that integrate with point-of-sale systems, e-commerce/menu systems, ESL, digital signage, analytics, and retail advertising features.
• Subprocessors: Third parties engaged by TechPOS to process Customer Data for the Services.

3) The Services

TechPOS provides cloud software for regulated retail verticals (including cannabis), enabling inventory, POS integrations, menus/e-commerce, electronic shelf labels, analytics, and targeted retail advertising. We may serve ads or enable ad distribution on retailer sites and third-party channels as configured by Customer and in accordance with the Privacy Policy and applicable law.
Beta/Preview features may be offered at our discretion. Betas are provided AS IS, may change, and can be withdrawn at any time.
4) Accounts & Customer Responsibilities
4.1 Registration & Credentials. Customer must maintain accurate Account information, secure credentials, enforce MFA where offered, and promptly notify TechPOS of suspected unauthorized access.
4.2 Compliance & Consents. Customer is solely responsible for obtaining any legally required notices and consents (including for tracking pixels, marketing, and data capture at point-of-sale) and for complying with laws applicable to its use of the Services (e.g., retail regulations, marketing, privacy).
4.3 Acceptable Use. You will not:

• use the Services in violation of law, for unlawful advertising, or to process prohibited data (e.g., PHI under HIPAA unless explicitly permitted by DPA);
• infringe, reverse engineer (except where permitted by law), scrape, mine, or probe the Services;
• upload malicious code or interfere with Service integrity;
• use the Services to build a competing product; or
• share logins or circumvent technical restrictions.
• We may suspend access for breach, security risk, non-payment, or legal necessity.

5) Data Ownership, Use & Privacy
5.1 Ownership. As between the parties, Customer owns Customer Data. TechPOS owns the Services, software, and Anonymized/Aggregated Data.
5.2 Our Use of Customer Data. TechPOS processes Customer Data to provide, secure, support, and improve the Services, to generate Anonymized/Aggregated Data, and as otherwise described in the Privacy Policy or Order Form.
5.3 Sharing & Retail Ecosystem. Upon Customer configuration or instruction, TechPOS may share data (including Anonymized/Aggregated Data and, where configured, certain retail POS attributes) with producers, brands, and advertising/measurement partners to power analytics and campaigns, subject to applicable law and these Terms. No end-customer Personal Information is disclosed to third-party subscribers unless Customer has lawfully obtained consent and instructs us to do so.
5.4 Privacy & DPA. TechPOS will process Personal Information in accordance with our Privacy Policy and applicable laws (e.g., PIPEDA, GDPR, CCPA/CPRA) to the extent they apply. Upon request, TechPOS will execute a DPA with standard controller-processor terms, including international transfer mechanisms (e.g., SCCs).
5.5 Data Return & Deletion. During the term, Customer may export available Customer Data via standard tools/APIs. Within 30 days after termination or expiry, upon written request, TechPOS will provide a final export (reasonable assistance may be billable). Thereafter, Customer Data will be deleted from active systems and, within standard backup cycles, from backups, unless retention is required by law or for legitimate business purposes (e.g., fraud prevention, dispute resolution).

6) Security, Compliance & Subprocessors
6.1 Security Program. TechPOS maintains a documented information security program aligned with SOC 2 controls, including (a) access control & least privilege; (b) encryption in transit and at rest; (c) vulnerability management; (d) logging & monitoring; (e) secure SDLC; and (f) incident response and business continuity.
6.2 Incident Response. For confirmed security incidents impacting Customer Data, TechPOS will notify Customer without undue delay and provide information reasonably available for Customer’s assessment and compliance obligations (e.g., GDPR 72-hour clock where applicable).
6.3 Subprocessors. TechPOS may use Subprocessors (e.g., hosting, analytics, support). We impose data protection obligations substantially similar to those herein. A current list is available upon request; we will provide notice of material changes where contractually required.
6.4 Audits & Reports. Upon request and under NDA, TechPOS will make available third-party audit reports (e.g., SOC 2 Type II when available) as evidence of controls. Customer agrees audits will primarily be satisfied by such reports.

7) Availability & Support
We aim for high availability and continuity using reputable cloud infrastructure. Planned maintenance will be scheduled to minimize disruption. Support levels are as stated in your plan or Order Form. Credits (if any) are Customer’s sole remedy for availability issues.

8) Fees, Taxes & Payment
Fees, billing frequency, and term are defined on the Order Form or in your online plan. Taxes (except on our net income) are additional where applicable. If auto-renew is enabled, your subscription renews for successive terms unless canceled per Section 11. Late or failed payments may result in suspension. We may update list prices for future terms; we will not change fees mid-term unless you change usage or plan.

9) Intellectual Property & Feedback
All rights in and to the Services are reserved by TechPOS and its licensors. Customer receives a non-exclusive, non-transferable right to use the Services during the term in accordance with these Terms and the Order Form. If you give us Feedback, we may use it without restriction and without attribution or compensation.

10) Third-Party Services
The Services may interoperate with third-party platforms (e.g., POS, payments, ad networks). Third-party terms apply to those products, and TechPOS is not responsible for their content or performance. Enabling an integration constitutes Customer’s instruction to share data as needed for that integration.

11) Term, Renewal & Termination
11.1 Term. The initial subscription term is stated on the Order Form or plan page. If none is stated, the term is month-to-month.
11.2 Renewal. Subscriptions auto-renew for successive terms of equal length unless either party gives notice of non-renewal at least 30 days (monthly plans) or 60 days (annual/multi-year) before the end of the then-current term.
11.3 Termination for Cause. Either party may terminate upon written notice if the other party materially breaches these Terms and fails to cure within 30 days after notice. TechPOS may terminate immediately for unlawful use or risk to the Service or third parties.
11.4 Effect of Termination. Fees due and payable remain due. Prepaid fees are non-refundable unless otherwise stated in the Order Form or required by law. Sections intended to survive (including 5, 6, 8–10, 12–17) will survive.

12) Warranties & Disclaimers
12.1 Mutual Authority. Each party represents it has the authority to enter into these Terms.
12.2 Service Warranty. During a paid term, TechPOS will provide the Services in all material respects as described in applicable documentation. Exclusive Remedy: if the Services fail to conform and Customer notifies us, we will use commercially reasonable efforts to correct the non-conformity; if we cannot, Customer may terminate the affected Order Form and receive a pro-rated refund of prepaid fees for the remainder of the term for the non-conforming Service.
12.3 General Disclaimer. Except as expressly provided in Section 12.2, the Services and all related materials are provided “AS IS” and “AS AVAILABLE.” TechPOS disclaims all other warranties, including merchantability, fitness for a particular purpose, non-infringement, and uninterrupted or error-free operation.

13) Indemnification
13.1 By TechPOS (IP Claims). TechPOS will defend Customer against third-party claims alleging the Services infringe a patent, copyright, or trademark, and pay resulting damages and costs finally awarded, provided Customer: (a) promptly notifies us; (b) gives us sole control of the defense/settlement; and (c) provides reasonable cooperation. We may (i) modify or replace the Services, (ii) procure rights, or (iii) if those are not commercially reasonable, terminate the affected Services and refund prepaid fees pro-rata. This Section does not apply to claims arising from combinations, Customer Data, or use contrary to documentation.
13.2 By Customer. Customer will defend and indemnify TechPOS against third-party claims arising from Customer Data, illegal or unauthorized use of the Services, or Customer’s breach of law or these Terms.

14) Limitation of Liability

To the fullest extent permitted by law, neither party is liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or loss of profits, revenues, goodwill, or data, even if advised of the possibility.
Except for (a) Customer’s payment obligations; (b) either party’s infringement/misappropriation of the other party’s IP; or (c) liability that cannot be limited by law, each party’s total aggregate liability arising out of or relating to these Terms is limited to the amounts paid or payable by Customer to TechPOS for the Services giving rise to the claim in the 12 months before the event giving rise to liability.

15) Confidentiality
Each party may receive Confidential Information from the other. The receiving party will (a) use it only to perform under these Terms; (b) protect it with industry-standard safeguards; and (c) not disclose it except to its personnel and providers under confidentiality obligations or as required by law (with notice where lawful). Customer Data is Customer’s Confidential Information; Anonymized/Aggregated Data is TechPOS Confidential Information.

16) Export, Sanctions & Anti-Corruption
You will comply with applicable export, re-export, sanctions, and anti-corruption laws (including Canadian and U.S. regimes). You will not permit access to or use of the Services in violation of such laws.

17) Modifications to these Terms
We may update these Terms for legitimate business, legal, or security reasons. If a material change is made, we will provide notice (e.g., in-product or email). Changes take effect at the start of the next renewal term or 30 days after notice for month-to-month plans. Continued use after the effective date constitutes acceptance.

18) Governing Law & Venue
These Terms are governed by the laws of the Province of British Columbia and the federal laws of Canada applicable therein, without regard to conflicts of law. The parties submit to the exclusive jurisdiction of the courts in Vancouver, British Columbia.

19) General
Assignment (by Customer) requires TechPOS’s consent, not unreasonably withheld; TechPOS may assign to an affiliate or in connection with merger, acquisition, or asset transfer. If any provision is unenforceable, the remainder remains in effect. No waiver is implied by delay. Notices must be in writing; for Customer, to the Account email; for TechPOS: legal@techpos.ca. English language governs.

20) Contact
Questions or notices: info@techpos.ca or via our contact form at techpos.ca/get-connected.

Exhibit A – Data & Advertising Mechanics (Retail-Specific)

1. POS & Inventory Feeds.Customer configures integrations to send inventory, pricing, and sales data into the Services.
2. End-Customer Data. Where Customer collects end-customer contact or preference data through TechPOS modules, Customer represents it has lawful basis/consent and will honor opt-out requests.
3. Analytics & Insights. TechPOS may create Anonymized/Aggregated Data for benchmarking, insights, and product improvement.
4. Advertising & Pixels. If enabled by Customer, TechPOS and partners may deploy pixels, tags, or clean-room matching to deliver or measure advertising on Customer’s channels or third-party properties, consistent with disclosed consent and applicable law. Customer is responsible for maintaining cookie banners/consent records where required.
5. Data Residency. Primary processing occurs in Canada unless otherwise agreed; international transfers may occur under recognized transfer mechanisms (e.g., SCCs).