POS Pro Yearly Subscription Terms

These POS Yearly Subscription Terms (the “Terms”) constitute additional terms applicable to your use of the Point of Sale (POS) Pro Services (“POS Pro”). These Terms are between Shopify Inc., with an address at 151 O’Connor Street, Ground Floor, K2P 2L8 ("Shopify") and you, Merchant (“you”, “your” or “Merchant”). Shopify and Merchant are referred to individually as a “Party”, and collectively as the “Parties”.

By clicking “Approve Subscription” or similarly named button you agree to be bound by these Terms.

In consideration of the mutual covenants and promises set forth herein and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, Shopify and Merchant agree as follows:

1. Agreement and Order of Priority

These Terms incorporate the Shopify Terms of Service, and the Shopify Privacy Policy. In the event of a conflict or inconsistency between these Terms, the Shopify Terms of Service or the Shopify Privacy Policy, these Terms will prevail solely with regards to the subject matter contained in these terms. These Terms supplement and do not amend any of the terms referenced above and incorporated into these Terms. Unless addressed specifically in these Terms, all terms, provisions, conditions, covenants, obligations, and representations and warranties contained in the Shopify Terms of Service, the Shopify Privacy Policy remain unchanged and in full force and effect. Your access and use of the Shopify POS Services are subject to the Shopify Terms of Service. Terms not defined herein will have the meaning assigned to them in the Shopify Terms of Service or the Shopify Privacy Policy.

These Terms constitute the complete and entire agreement of the parties with respect to the subject matter, and supersedes all prior oral and written agreements, understandings, and communications regarding such subject matter.

2. Yearly Subscription

a. Yearly Subscription. These Terms describe the Incentives and payment requirements for a reoccurring and renewable 12-Month (as defined below) subscription for POS Pro Services (a “Yearly Subscription”). The Yearly Subscription will begin on the date of acceptance of these Terms and will automatically renew after 12-Months (the “Yearly Subscription Term”) unless canceled in accordance with these Terms.

b. Incentives. The purchase of an Yearly Subscription to POS Pro, includes certain incentives as provided in your Shopify administrative console for POS associated with your Account (the “Admin”) and in Exhibit A (“ Incentives”). Incentives include a discount on the POS Pro fees (“Yearly Subscription Incentive”) and one-time Incentives provided at or during the launch of the POS Pro Services (“Launch Incentives”). Launch Incentives are only available for the first Yearly Subscription and do not apply to any Renewal Terms.

c. Locations. If you select an Yearly Subscription, the Yearly Subscription Fees (as defined below) will apply to every retail Location added through the Shopify Admin. Locations are defined by the business address of a retail location that accepts in-store payments (each a “Location”). Launch Incentives only apply to Locations added within 7 calendar days of purchasing your first Yearly Subscription. You may add a maximum of 10 total Locations under an Yearly Subscription.

d. Adding Locations. Additional Locations may be added to your Yearly Subscription in your Shopify Admin after 7 calendar days of acceptance and agreement to these Terms (“Additional Locations”). Any Additional Location added will automatically be subject to these Terms and may not be on a Monthly (month-to-month) subscription. All Additional Locations added will have the same 12-Month Yearly Subscription Term and will receive Yearly Subscription Incentives. Any Renewal Term will include all Additional Locations regardless of when they were added during the prior Yearly Subscription Term. Launch Incentives are not available for any Additional Locations.

e. Payment and Billing. Yearly Subscriptions are billed Monthly with the first initial Monthly payment charged to you when you approve and agree to these Terms, and then Monthly thereafter. For purposes of these Terms, “Monthly” or “Month” means a 30 calendar day period and a “Year” means 12 Months.

By purchasing an Yearly Subscription to POS Pro, you agree to an initial Monthly fee and a recurring Monthly subscription fee (together, “Subscription Fees”) as provided in your Shopify Admin. You authorize and accept responsibility for all recurring Monthly fees and any fees that apply if your Yearly Subscription is canceled prior to the 12 month term. All Monthly Fees will be charged to the Authorized Payment Method in accordance with Section 5 of the Shopify Terms of Service. You will be charged the Monthly Fee for your Yearly Subscription for each Location. If you are currently subscribed to any free or discounted trial periods, these will end immediately upon your purchase of an Yearly Subscription.

f. Automatic Renewal. Your Yearly Subscription will renew automatically for an additional 12 Month period (a “Renewal Term”) unless canceled by you at least 7 calendar days before the end of the Yearly Subscription Term. You may cancel your Yearly Subscription by canceling your Yearly Subscription within your Admin or by contacting Shopify Support. Any Yearly Subscription Renewal will be at the Monthly Yearly Subscription Fee published in your Admin. Renewal Subscriptions do not include Launch Subscription Incentives.

g. Cancellation. Your Shopify Account and/or your Yearly Subscription may not be canceled or terminated during the Yearly Subscription Term. Termination or cancellation of your Shopify Account or your Yearly Subscription will result in pre-payment of any remaining Months in your Yearly Subscription.

h. Existing Offers and Promotions. Any prior offers and promotions including but not limited to no cost, or $1 monthly fees for POS Pro will terminate automatically upon your purchase of an Yearly Subscription.

i. Non-payment of Subscription Fees. If we are not able to process payment of Yearly Subscription Fees either Monthly or in the event of Cancellation prior to the end of the Yearly Subscription using an Authorized Payment Method, we may make subsequent attempts to process payment using any Authorized Payment Method. If we are unable to successfully process payment of Subscription Fees using an Authorized Payment Method within 28 days of our initial attempt, we may suspend and revoke access to your Account and Services including but not limited to POS Pro. Your Account will be reactivated upon your payment of any outstanding Yearly Subscription Fees. You may not be able to access your Shopify Account or your storefront during any period of suspension. If the outstanding Subscription Fees remain unpaid for 60 days following the date of suspension, Shopify reserves the right to terminate your Account in accordance with Section 14 of the Shopify Terms of Service.

j. Fee Increases and Yearly Subscription Incentives. For any Renewal Term, Shopify may in its sole discretion introduce new fees for POS Pro, and increase or modify Yearly Subscription Fees and applicable Subscription Incentives. Any changes to the Yearly Subscription Fee will be provided in the Shopify Admin.

The purchase of an Yearly Subscription to POS Pro, includes Yearly Subscription Incentives and Launch Incentives as provided in your Shopify Admin and below.

A. Yearly Subscription Incentive

The Yearly Subscription Incentive is a discount on the standard POS Pro monthly fee as published in the Shopify Admin. The Yearly Subscription Incentive applies to each Location and to any Renewal Term.

B. Launch Incentives

Launch Incentives are only available for the initial Yearly Subscription Term and to Locations added within 7 calendar days of acceptance of these Terms. Launch Incentives are not available for Renewal Terms or for Locations added after 7 calendar days from the acceptance of these Terms. They are only provided if your Shopify Account Subscription Fees are paid and current.

1. POS hardware per Location Each eligible Location will be provided a purchase voucher in the form of a discount code that may be used to purchase any Shopify payment processing hardware available up to the value of the voucher. The value of the POS hardware voucher is indicated in the Shopify Admin. The voucher is a unique code that must be redeemed in the Shopify hardware store within 60 days of acceptance of these Terms. It may not be used for the purchase of hardware such as printers or scanners.

2. Complimentary Launch Assistance Complimentary launch assistance is available to eligible Locations for the first 90 days after these Terms are agreed and accepted.

3. Yearly Subscription Fee Credit per Location Receive a credit for three Months of Yearly Subscription Fees for each Location that processes $10,000 or greater USD (or equivalent value in local currency) in Gross Payment Volume within 90 days of acceptance of these Terms. This credit will be automatically credited Monthly to cover the Monthly POS Pro Fee after $10,000 or greater USD (or equivalent value in local currency) is processed within 90 days of acceptance of these Terms. For purposes of this incentive, Gross Payment Volume means the total value of all transactions processed inclusive of tax and shipping.