Terms of Service

These Terms of Service (the “Terms”) govern your access to and use of the R3·POS platform and related services (the “Service”) operated by R3 Lab Inc.(“R3·POS,” “we,” “us,” or “our”), a company registered in Ontario, Canada with a registered office at Toronto, Ontario, Canada. By creating an account, accessing, or using the Service you agree to be bound by these Terms.

1. Acceptance of these Terms

By signing up for, accessing, or using the Service, you confirm that you have read, understood, and agree to these Terms and to our Privacy Policy and Cookie Policy, which are incorporated by reference. If you are entering into these Terms on behalf of a business, you represent that you have the authority to bind that business. If you do not agree, you may not use the Service.

2. Description of the Service

R3·POS is a café-commerce platform for independent merchants. The Service includes, in various combinations depending on your plan:

• Point of Sale (POS) — in-store order entry, cash and card checkout, receipts, inventory, and reporting, including offline-first operation.
• Online store — an order-ahead storefront where end-customers browse a menu, pay up front, and select a pickup time.
• Loyalty — digital stamp cards and a consumer wallet that records earned rewards.
• Payments — card payment acceptance facilitated through our payments partner (see Section 6).

We may add, change, or remove features over time. We are not responsible for, and do not guarantee, any particular result from your use of the Service.

3. Merchant and end-customer roles

The Service distinguishes between two types of users. A Merchant is a business that subscribes to the Service to sell its goods and services. An end-customer is a person who purchases from a Merchant through the storefront, POS, or loyalty experience. The Merchant is solely responsible for its own goods, services, pricing, fulfillment, refunds, tax collection, and its relationship with its end-customers. R3·POS provides the software platform; it is not a party to any transaction between a Merchant and an end-customer.

4. Acceptable use

You agree not to, and not to permit any third party to:

• use the Service for any unlawful, fraudulent, or deceptive purpose;
• sell goods or services prohibited by law or by our payments partner’s acceptable use policies;
• attempt to gain unauthorized access to the Service, other accounts, or our systems;
• interfere with, disrupt, reverse-engineer, or place undue load on the Service or its infrastructure;
• upload malicious code, or infringe the intellectual-property or privacy rights of others.

We may suspend or terminate access for conduct that violates this section or that creates risk or legal exposure for us, our partners, or other users.

5. Fees and billing

Access to paid features is provided on a subscription basis. You agree to pay all applicable subscription fees for your plan, billed in advance on a recurring basis, plus any applicable taxes. Subscription fees are non-refundable except where required by law. Separate card-processing fees are charged by our payments partner and are not subscription fees (see Section 6). We may change subscription pricing on reasonable prior notice; continued use after a price change constitutes acceptance.

6. Payment processing via Stripe

Card payments are processed by Stripe and its affiliates, not by R3·POS. R3·POS is not a payment processor, money transmitter, or acquirer. Your use of payment functionality is subject to the Stripe Connected Account Agreement and Stripe’s applicable terms, which you must accept to enable payments. Card-network processing fees are set and collected by Stripe at Stripe’s rates. R3·POS does not store full card numbers; payment is handled by Stripe’s systems. We are not responsible for the acts or omissions of Stripe, for payout timing, holds, reserves, or chargebacks, which are governed by your agreement with Stripe.

7. Data ownership

As between you and R3·POS, you retain ownership of the data you and your end-customers submit through the Service (“Your Data”), including catalog, order, and loyalty records. You grant us a worldwide, non-exclusive licence to host, process, and transmit Your Data solely to operate, secure, and improve the Service and as described in our Privacy Policy. You are responsible for the accuracy of Your Data and for having the rights and consents necessary to provide it to us.

8. Warranties and disclaimers

The Service is provided on an “as is” and “as available” basis. To the maximum extent permitted by law, we disclaim all warranties, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Service will be uninterrupted, error-free, or secure, or that offline data will always reconcile without loss.

9. Limitation of liability

To the maximum extent permitted by law, R3·POS will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, or goodwill, arising out of or relating to the Service. Our aggregate liability arising out of or relating to these Terms or the Service will not exceed the amount of subscription fees you paid to us in the twelve (12) months preceding the event giving rise to the claim. Nothing in these Terms limits liability that cannot be limited under applicable law.

10. Termination

You may stop using and cancel the Service at any time through your account settings. We may suspend or terminate your access if you breach these Terms, fail to pay fees when due, or where required to protect the Service, our partners, or other users. On termination, your right to use the Service ceases. We will make Your Data available for export for a reasonable period after termination, after which it may be deleted in accordance with our Privacy Policy and retention practices.

11. Governing law

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-laws rules. You agree to the exclusive jurisdiction of the courts located in Ontario, Canada for any dispute arising out of or relating to these Terms or the Service, subject to any non-waivable rights you may have as a consumer under applicable law.

12. Changes to these Terms

We may update these Terms from time to time. When we make material changes, we will update the effective date above and, where appropriate, provide additional notice. Your continued use of the Service after changes take effect constitutes acceptance of the revised Terms.

13. Contact

Questions about these Terms can be sent to [email protected], or by mail to R3 Lab Inc., Toronto, Ontario, Canada.