THIS SERVICE AGREEMENT ("AGREEMENT") IS A LEGAL AGREEMENT BETWEEN DRAGONPOS POS INC. ("DRAGONPOS") AND THE INDIVIDUAL OR LEGAL ENTITY IDENTIFIED BELOW ("CUSTOMER"). PLEASE READ THIS AGREEMENT CAREFULLY BEFORE AGREEING TO THESE TERMS. BY AGREEING TO THESE TERMS OR USING THE DRAGONPOS PRODUCT, WHICHEVER OCCURS EARLIER, CUSTOMER IS AGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT.

Subscription to DragonPOS Product - Section 1

Customer hereby agrees to license the DragonPOS product(s) (each a "Product") identified on the web form in the case of a Product trial or in the subscription documentation (i.e., the quote or invoice)(the "Subscription") exchanged by the parties in conjunction with Customer's acceptance of this Agreement. The specific Products and the fees payable with respect to such Products are set forth in the Subscription. Each Product may include updates, cloud-based services, support services, applications or documentations, each of which is subject to the terms of this Agreement as applicable. DragonPOS may add to, change or discontinue any component of the Products at any time; provided however, that no such change shall materially increase Customer's obligations or materially decrease Customer's entitlements under this Agreement. Customer is responsible for all actions taken under its DragonPOS account credentials, regardless of whether such actions are taken by Customer, its employees or a third party. DragonPOS is not liable for any loss or damage arising from any unauthorized use of Customer's account.

Grant of License - Section 2

During the Term (as defined below), DragonPOS grants Customer a limited, non-exclusive, non-transferable, non- sub-licensable, revocable license to use, and, in the case of DragonPOS Products that permit additional Users (as set forth in the Product specific terms below), to allow such Users to use, the Products on the terms set forth in this Agreement. Customer agrees that all rights, title and interest in and to all the intellectual property rights in the Products, and all modifications, extensions, scripts and other derivative works of the Products provided or developed by DragonPOS are owned exclusively by DragonPOS or its licensors. All rights not granted to Customer in this Agreement are reserved by DragonPOS. DragonPOS may refuse or discontinue services or products at its sole discretion.

License Restrictions - Section 3

Customer and any Users shall not (and shall not allow any third party to): (i) decompile, disassemble, or otherwise reverse engineer or attempt to reconstruct or discover any source code, underlying ideas, algorithms, file formats or programming or interoperability interfaces of the Products, by any means whatsoever; (ii) distribute viruses or other harmful or malicious computer code via or into the Products; (iii) engage in any conduct that disrupts or impedes a third party's use and enjoyment of the Products; (iv) remove any product identification, copyright or other notices from the Products; (v) sell, lease, lend, assign, sublicense, grant access or otherwise transfer or disclose the Products in whole or in part, to any third party; (vi) use the Products for timesharing, service bureau or hosting purposes or otherwise use, resell, sublicense, distribute or transfer or allow others to use the Products to or for the benefit of third parties; (vii) modify or incorporate into or with other software or create a derivative work of any part of the Products; (viii) use the output or other information generated by the Products for any purpose other than as contemplated by this Agreement; (ix) use the Products for any use other than Customer's internal business use; (x) use unauthorized modified versions of the Products, including without limitation, for the purpose of building a similar or competitive product or service or for the purpose of obtaining unauthorized access to the Product; or (xi) use the Products in any way that is contrary to applicable local, state/provincial, federal and foreign laws, including without limitation those relating to privacy, data protection, electronic communications and anti-spam legislation. DragonPOS retains all title to, and, except as expressly licensed herein, all rights to the Products, all copies, derivatives and improvements thereof and all related documentation and materials.

Term of Agreement - Section 4

The "Initial Term" shall mean the number of months in the term as specified in the Subscription beginning on the date specified in the Subscription ("Activation Date"). Upon expiration of the Initial Term and unless otherwise stated in the Subscription, this Agreement will automatically renew (each a "Renewal Term", and the Initial Term and all Renewal Terms collectively, the "Term") until terminated by Customer or DragonPOS. In the case of Products licensed on a trial basis, the Term of this Agreement shall be limited to the duration of the trial period identified in the Subscription. Except as specified in Section 12.1 below.

Fees and Payment - Section 5

Customer shall pay DragonPOS the annual or monthly fees ("Fees") specified in the Subscription, in accordance with the timing and currency specified in the Subscription. All payments by Customer to DragonPOS under this Agreement are non-refundable, and made via the automatic payment method specified by Customer in the Subscription, or as otherwise agreed by the parties. Customer shall undertake any additional actions reasonably requested by DragonPOS to implement the foregoing automated fee payment process. Any amounts past due from Customer under this Agreement shall accrue interest at a rate which is the lesser of two percent (2%) per month or, if less, the maximum rate allowable by law. Any applicable federal, state, provincial, or other goods and services or sales taxes will be added to fees owing pursuant to this Agreement. DragonPOS may at any time during any Renewal Term increase fees to the then-current list price upon 30 days' prior notice.

Merchant Processing and Payment Gateway - Section 5.1. Subscribers of DragonPOS paid editions may use DragonPOS processing and pay no transaction fee. If you choose to use your existing or external processor, you will need to provide a merchant gateway such as Authorize.net or Payflow Pro. There will be a 1% monthly transaction fee for payments received via DragonPOS separate from any third party fees. Cancellations and/or refunds made via DragonPOS are not excluded.

Refunds and Cancellations - Section 5.2. Subscribers of DragonPOS may cancel subscriptions at any time by calling our support desk at 877-241-3724 option 2 during business hours. DragonPOS does not issue prorated refunds, and as such, services will terminate at the end of the subscribed period.

Confidential Information - Section 6

DragonPOS and Customer (and its Users) shall each retain in confidence all information received from the other party pursuant to or in connection with this Agreement that the disclosing party identifies as being proprietary and/or confidential or that, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as proprietary and/or confidential ("Confidential Information"), and will make no use of such Confidential Information except as necessary to fulfill their respective obligations under the terms and during the term of this Agreement. Each party shall treat the terms and conditions of this Agreement as confidential; however, either party may disclose such information in confidence to its immediate legal and financial consultants as required in the ordinary course of that party's business. Notwithstanding the foregoing, the restrictions set forth above will not apply to (i) information previously known to the receiving party without reference to the disclosing party's Confidential Information, (ii) information which is or becomes publicly known through no wrongful act of the receiving party, (iii) information that is independently developed by either of the parties, or (iv) information required to be disclosed pursuant to applicable law. The foregoing shall also not prevent DragonPOS from using Customer data on an aggregate, anonymized basis.

Customer's Representations and Indemnification - Section 7

Customer represents and warrants that currently and throughout the Term (i) it is fully authorized to enter into this Agreement and that Customer and any Users are fully authorized to utilize the Products, (ii) Customer and any Users are and will remain in compliance with all applicable laws and regulations with respect to its and their activities related to this Agreement, including but not limited to privacy laws; and (iii) if Customer or any of its Users imports lists into the Products for the purpose of sending electronic communications (e.g., emails, texts) to such list, or otherwise collects electronic addresses for the purpose of sending electronics messages, then Customer warrants that each person on such list has previously opted-in to receive promotional electronic communications from Customer and that the content of such communications by Customer will comply with applicable laws and regulations. Customer shall indemnify, defend and hold harmless DragonPOS and its officers, employees, agents and affiliates from and against all losses, expenses, liabilities, damages and costs including, without limitation, reasonable attorneys' fees (collectively "Costs"), to the extent that such Costs are attributable to any breach by Customer or any User, employee, independent contractor, or affiliate thereof, of any representations, warranties or other obligations set forth in this Agreement. Customer and each of its Users agree to comply with all DragonPOS policies and all laws, rules and regulations relating to the use of the Products. Any violation of this section may result in loss of features, up to and including termination of Customer's account. Customer will indemnify DragonPOS for any costs, fines or damages incurred by DragonPOS due to Customer's or its User's failure to comply with this section.

Privacy - Section 8

DragonPOS uses and protects Customer information, including information transmitted via the Products, in accordance with the DragonPOS Privacy Policy, located at www.DragonPOS.com/privacy_policy.html ("Site"), and hereby incorporated by reference. You agree to allow DragonPOS to use and share with third parties non-personal data to build anonymous data profiles, provide segmented marketing information, create aggregate statistical reports, and to improve current and new products and services.

Submissions - Section 9

Customer agrees that any materials that it provides to DragonPOS, including but not limited to questions, comments, suggestions, ideas, plans, notes, drawings, original or creative materials or other information regarding DragonPOS or the Products, whether such materials are provided in email, feedback forms, or any other format, shall belong exclusively to DragonPOS, without any requirement to acknowledge or compensate Customer.

Third Party Services - Section 10

Customer may decide to enable, access or use any Third Party Services (as defined below). Customer agrees that access and use of such Third Party Services shall be governed solely by the terms and conditions of such Third Party Services, and that DragonPOS is not responsible or liable for, and makes no representations as to any aspect of such Third Party Services, including, without limitation, their content or the manner in which they handle data (including Customer's data) or any interaction between Customer and the provider of such Third Party Services, regardless of whether or not such Third Party Services are provided by a third party that is a member of a DragonPOS partner program or otherwise designated by DragonPOS as "certified", or "approved" by DragonPOS. Any use by Customer of Third Party Services shall be solely between Customer and the applicable third party provider. Customer irrevocably waives any claim against DragonPOS with respect to such Third Party Services. DragonPOS is not liable for any damage or loss caused or alleged to be caused by or in connection with Customer's enablement, access or use of any such Third Party Services, or Customer's reliance on the privacy practices, data security processes or other policies of such Third Party Services. "Third Party Services" means third party products, applications, services, software, products, networks, systems, directories, websites, databases and information which one or more Products link to, or which Customer may connect to or enable in conjunction with one or more Products.

Maintenance activities - Section 11

It may be necessary for DragonPOS to perform scheduled or unscheduled repairs or maintenance, or remotely patch or upgrade the Product, which may temporarily degrade the quality of the services or result in a partial or complete outage of the Product. DragonPOS will endeavor to carry out such repairs or maintenance during times that will cause the least disruptions to Customer's business. Customer shall cooperate, if necessary, to perform maintenance or repair work. During this period DragonPOS is not liable for any loss.

Termination and Suspension - Section 12

Termination for Breach - Section 12.1. In the event of a material breach of this Agreement by either party, the non- breaching party may terminate this Agreement by giving the breaching party written notice specifying the nature of the breach in reasonable detail and the non-breaching party's intention to terminate (a "Termination Notice"). If the breach has not been cured within the period ending thirty (30) days following delivery of the Termination Notice, then this Agreement shall automatically terminate. Notwithstanding the foregoing, if Customer is in breach of any material provisions of this Agreement, including the license restrictions of Section 3, the payment terms of Section 5, or the confidentiality restrictions of Section 6, then DragonPOS may immediately suspend or terminate Customer's use of the Products. Any such suspension shall not relieve Customer of any of its obligations under this Agreement or entitle Customer to any refund of payments previously made.

Suspension - Section 12.2. DragonPOS may suspend Customer's access to the Products immediately without notice at its sole discretion.

Effect of Termination - Section 12.3. Upon termination of this Agreement, Customer shall discontinue its use of the Product(s). Notwithstanding the foregoing, termination of this Agreement by DragonPOS shall not limit Customer's obligation to pay all of the applicable fees, nor restrict DragonPOS from pursuing any other remedies available to it, including injunctive relief. Sections 3, 5, 6, 7, 9-14, and 16-20 shall survive termination of this Agreement, along with any other provisions that are intended by their terms to survive.

Customer Data - Section 12.4. Customer understands and agrees that DragonPOS has no control over the content of the data processed by DragonPOS on Customer's behalf. Customer is responsible for taking its own steps to maintain appropriate security. Customer understands and agrees that DragonPOS is not responsible for any loss or corruption of Customer data or other software. Customer agrees that following termination of Customer's account and/or use of the Product, DragonPOS may immediately deactivate Customer's account and delete Customer data. Customer further agrees that DragonPOS shall not be liable to Customer nor to any third party for any termination of Customer access to the Product or deletion of Customer data.

Limitation of Liability - Section 13

DRAGONPOS AND ITS AFFILIATES' AGGREGATE LIABILITY UNDER THIS AGREEMENT SHALL BE LIMITED TO THE FEES PAID BY CUSTOMER DURING THE THREE MONTH PERIOD IMMEDIATELY PRECEDING THE DATE THE CLAIM GIVING RISE TO SUCH LIABILITY WAS FIRST ASSERTED. EXCEPT WITH RESPECT TO (i) ANY WILLFUL OR DELIBERATE INFRINGEMENT OR MISAPPROPRIATION BY CUSTOMER OF ANY OF DRAGONPOS'S, ITS AFFILITIATES' OR SUPPLIERS' INTELLECTUAL PROPERTY RIGHTS, AND (ii) CUSTOMER'S INDEMNIFICATION OBLIGATIONS UNDER THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, RELIANCE OR PUNITIVE DAMAGES OR LOST OR IMPUTED PROFITS OR ROYALTIES, LOST DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER FOR BREACH OF CONTRACT, WARRANTY, TORT, STATUTORY REMEDY OR ANY OBLIGATION ARISING THEREFROM OR OTHERWISE AND IRRESPECTIVE OF WHETHER EITHER PARTY HAS ADVISED OR BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH LOSS OR DAMAGE. CUSTOMER HEREBY WAIVES ANY CLAIM THAT THESE EXCLUSIONS DEPRIVE IT OF AN ADEQUATE REMEDY. THE PARTIES ACKNOWLEDGE THAT THE PROVISIONS OF THIS SECTION FAIRLY ALLOCATE THE RISKS UNDER THIS AGREEMENT AS BETWEEN THEM. THE PARTIES ACKNOWLEDGE THAT THE LIMITATIONS SET FORTH IN THIS SECTION ARE INTEGRAL TO THE AMOUNT OF FEES CHARGED IN CONNECTION WITH MAKING THE PRODUCTS AVAILABLE TO CUSTOMER AND THAT, WERE DRAGONPOS TO ASSUME FURTHER LIABILITY OTHER THAN AS SET FOR HEREIN, SUCH FEES WOULD OF NECESSITY BE SET SIGNIFICANTLY HIGHER.

Disclaimer of Warranties - Section 14

CUSTOMER ACKNOWLEDGES THAT (i) DRAGONPOS CANNOT GUARANTEE THE RESULTS GENERATED THROUGH THE PRODUCTS, OR THAT THE PRODUCTS WILL BE CONTINUOUSLY AVAILABLE FOR USE WITHOUT INTERRUPTION, AND (ii) THE PRODUCTS (POS, EMAIL, SMS, ECOMMERCE, ROUTING, PAYMENTS, ETC) ARE PROVIDED "AS-IS", ON AN "AS AVAILABLE" BASIS WITHOUT ANY REPRESENTION, WARRANTY OR CONDITION OF ANY KIND, AND DRAGONPOS HEREBY DISCLAIMS ALL CONDITITIONS, REPRESENTATIONS AND ALL WARRANTIES WHETHER EXPRESS OR IMPLIED, ARISING BY LAW OR OTHERWISE WITH RESPECT TO THE PRODUCTS, INCLUDING, BUT NOT LIMITED TO, ANY (a) IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, (b) IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE, (c) WARRANTY OF TITLE OR NON-INFRINGEMENT; OR (d) STATUTORY REMEDY.

Assignment and Contractors - Section 15

Customer may not assign any of its rights or obligations under this Agreement without DragonPOS's prior written consent. DragonPOS may, without Customer's prior consent, assign its rights and obligations under this Agreement. Subject to the foregoing, the provisions of this Agreement shall be binding on and inure to the benefit not only of the parties hereto but also to their successors and assigns. DragonPOS shall be free to perform all or any part of this Agreement through one or more subcontractors.

Governing Law, Venue and Attorneys' Fees - Section 16

This Agreement and your use of the Product is governed by, construed and enforced in accordance with the internal substantive laws of the State of New York (notwithstanding the state's conflict of laws provisions) applicable to contracts made, executed and wholly performed in New York, and, for the purposes of any and all legal or equitable actions, you specifically agree and submit to the exclusive jurisdiction and venue of the State and Federal Courts situated in the State and County of KINGS and agree you shall not object to such jurisdiction or venue on the grounds of lack of personal jurisdiction, forum non conveniens or otherwise. IN ANY CLAIM, ACTION OR PROCEEDING COMMENCED (collectively a "Claim") TO ENFORCE ANY RIGHT OR OBLIGATION OF THE PARTIES UNDER THIS AGREEMENT, YOUR USE OF THE PRODUCT OR WITH RESPECT TO THE SUBJECT MATTER HEREOF, YOU HEREBY WAIVE ANY RIGHT YOU MAY NOW HAVE OR HEREAFTER POSSESS TO A TRIAL BY JURY. If DragonPOS prevails in any Claim brought under this Agreement, then DragonPOS shall be entitled to recover from Customer, in addition to all other relief, its reasonable attorneys' and other experts' fees and expenses incurred with respect to such action or proceeding. Customer agrees to waive any right Customer may have to commence or participate in any class action or representative proceeding against DragonPOS related to any Claim and, where applicable, Customer also agrees to opt out of any class or representative proceedings against DragonPOS

Severability, Force Majeure, Entire Agreement, Amendment - Section 17

If one or more of the provisions of this Agreement is held to be invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, then the validity, legality and enforceability of the remaining provisions of this Agreement shall be unaffected. Neither party shall be deemed in default or otherwise liable for any delay in or failure of its performance under this Agreement (other than payment obligations) by reason of any act of God, fire, natural disaster, accident, act of government, shortage of materials or supplies, failure of transportation or communication or of suppliers of goods or services, or any other cause to the extent it is beyond the reasonable control of such party. This Agreement constitutes the entire agreement and understanding between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous written, electronic or oral communications, representations, agreements or understandings between the parties with respect thereto. DragonPOS may amend this Agreement at any time upon reasonable prior notice. Any terms or conditions appearing on the face or reverse side of any purchase order, acknowledgment, or confirmation that are different from or in addition to those set forth in this Agreement shall not be binding on the parties, even if signed and returned, unless expressly stated that such other terms and conditions take precedence over conflicting terms of this Agreement.

Miscellaneous - Section 18

Customer has reviewed, understood and accepted the terms and conditions set forth in this Agreement and has either consulted with legal counsel prior to executing this Agreement or has knowingly forgone its right to consult with legal counsel prior to such execution. DragonPOS may provide any and all notices, statements and other communications to Customer through either e- mail, posting on its Site, or by mail or express delivery service. The provisions of this Agreement shall not be construed against either party by virtue of their authorship. The parties acknowledge that they require that this Agreement be drawn up in the English language, that the English language version prevails and that any translation is for information purposes only.

Provisions Applicable to Specific DragonPOS Products - Section 19

DragonPOS - Section 19.1

Users - Section 19.1.1. The DragonPOS Product may be utilized by additional, specifically-identifiable devices accessing such Product ("Users") as specified in the Subscription. Customer shall be responsible for managing User access to Products.

Web Store - Section 19.2

Users - Section 19.2.1. The DragonPOS Web Store or eCommerce Product may be utilized by additional users ("Users").

License from Customer - Section 19.2.2. Customer hereby grants DragonPOS a royalty-free, limited, non-exclusive right, authorization and license to use the name, logos, trademarks, copyrights and related intellectual property of Customer, its Users, or its licensors, solely as necessary to fulfill the purposes contemplated in this Agreement.