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Nova Academy
USA (Toll Free) 1-888-370-6682

NOVA POINT OF SALE USER AGREEMENT Last Modified: [08/01/16]

BY CLICKING THE “I ACCEPT” CHECKBOX AND/OR SIGNING THIS NOVA POINT OF SALE USER AGREEMENT BELOW, YOU AGREE TO THE FOLLOWING TERMS AND CONDITIONS, WHICH CONSTITUTE A LEGALLY ENFORCEABLE SOFTWARE AS A SERVICE (“SaaS”) AGREEMENT GOVERNING YOUR USE OF THE NOVAPOS ONLINE SERVICE (THE “SERVICE”). IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY, YOU REPRESENT THAT YOU ARE OVER THE AGE OF 18, HAVE REACHED THE AGE OF LEGAL MAJORITY IN YOUR JURISDICTION OF RESIDENCE, YOU HAVE THE COMPLETE AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF YOUR COMPANY, AND YOU ARE NT A DIRECT COMPETITOR OF OURS (OR OTHERWISE REPRESENT, DRECTLY OR INDIRECTLY, THE INTERESTS AF A DIRECT COMPETITOR). IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF YOURSELF, YOU REPRESENT THAT YOU ARE OVER THE AGE OF 18 AND HAVE REACHED THE AGE OF LEGAL MAJORITY IN YOUR JURISDICTION OF RESIDENCE.

AS USED IN THIS AGREEMENT, THE TERM “GRANTEE” MEANS THE ENTITY OR PERSON RESPONSIBLE FOR THE ACCOUNT ESTABLISHED PURSUANT TO THIS AGREEMENT AND EACH USER ACCESSING THE SERVICE BY MEANS OF A VALID ACCOUNT ESTABLISHED BY GRANTEE. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY, THE TERM “GRANTEE” MEANS ALL EMPLOYEES OF YOUR COMPANY WHO ARE GIVEN ACCESS TO THE SERVICE. IF YOU DO NOT HAVE THE REQUISITE AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF YOUR COMPANY, OR IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS CONTAINED HEREIN, OR IF YOU ARE A DIRECT COMPETITOR OF OURS (OR REPRESENT THE INTERESTS, DIRECTLY

OR INDIRECTLY, OF A DIRECT COMPETITOR) YOU MAY NOT USE THIS SERVICE.

* * *

  1. DEFINITIONS

As used in this Agreement:

Agreement” means this User Agreement, the original Order Form, any subsequent Order Forms, whether written or submitted online via the NovaPOS Order Center, and any materials available on http://www.novapointofsale.com specifically incorporated by reference herein, as such materials, including the terms of this Agreement, may be updated by NovaPOS from time to time in its sole discretion pursuant to the provisions of this Agreement;

Billing Automation” means the software feature enabling Grantees to have access to edit their billing information, activate/deactivate locations, and add/edit payment methods;

NovaPOS Order Center” means the NovaPOS online application that allows the Authorized Administrator designated by Grantee to, among other things, add additional Users to the Service;

Authorized Administrator(s)” means the person(s) designated by Grantee to register for the Services online using the NovaPOS Order Center or by executing written Order Forms and to create User accounts and otherwise administer Grantee’s use of the Service;

Client Data” means any of Grantee’s customer’s or other individual’s personal data, credit data, biometric data, transaction data, system data, other data, information or

material that Grantee accepts, utilizes, processes or collects from customers or individuals and/or submits to NovaPOS in the course of using the Service;

Client Record” means specific data contained with Client Data, specifically invoice and customer record data;

Content” means the information, documents, software, products and services made available under this Agreement to Grantee and any User in connection with their use of the Service;

NovaPOS” means NovaPOS, Inc., a Florida corporation, having its principal place of business at: 2125 Biscayne Blvd, Suite 240, Miami Beach FL, 33137;

NovaPOS SaaS Technology” means all of the proprietary technology of NovaPOS (including software, hardware, products, business concepts, and processes, logic algorithms, graphical user interfaces (GUI), techniques, designs and other tangible or intangible technical material or information) made available to Grantee by NovaPOS in providing the Service;

Effective Date” means the earlier of either the date this User Agreement is accepted by Grantee as indicated by Grantee’s clicking the “I ACCEPT” checkbox or signing below, or the date Grantee begins using the Service;

“Flexible Nova Subscriber” means the Grantee has chosen to work with a Nova-approved merchant service provider, has been approved by the merchant service provider and had his NovaPOS software linked and locked to that merchant account by the merchant service provider;

Hosting Server Provider” means any third party hosting computer server provider(s) where the Services reside.

Intellectual Property Rights” means all rights, title and interest in and to the NovaPOS SaaS Technology, the Content, the Service and all copyrights, patents, trade secrets, trademarks, service marks or other intellectual property or proprietary rights and any corrections, bug fixes, improvements, enhancements, updates, releases, or other modifications, including custom modifications made by NovaPOS relating thereto, and the media on which same are furnished;

Locations” means those Locations at which the Service will be used as designated on the Order Form (as may be changed or modified in accordance with the terms of this Agreement);

Order Form(s)” means the form evidencing the initial designation of Service and any subsequent Order Forms, specifying, among other things, the edition of the Service selected and covered by the Grant (as defined in Section 2.1, below), the Term, the number of Locations, the applicable Use Fee (as defined below), the billing period, and other services and Charges (as defined below), as agreed to between NovaPOS and Grantee, each such Order Form to be incorporated into and to become a part of this Agreement. In the event of any conflict between the terms of this Agreement and the terms of any such Order Form, the terms of this Agreement shall prevail;

Service(s)” means the specific edition of the NovaPOS POS Solution, or other offerings developed, operated, and maintained by NovaPOS, accessible via http://www.novapointofsale.com or another designated web site or IP address, or ancillary services rendered to Grantee by NovaPOS, to which Grantee is being granted access under this Agreement;

Term(s)” means the period(s) during which a specified number of Users have the right to use the Service pursuant to the Grant and as designated on an Order Form(s);

User(s)” means Grantee’s employees, representatives, consultants, contractors or agents who are authorized under the Grant made by this Agreement to gain access to and use the Service and who have been supplied User identifications and passwords by Grantee (or by NovaPOS at Grantee’s request).


  1. GRANT OF RIGHTS; TERM AND RESTRICTIONS

2.1 Grant of Rights. Subject to Grantee’s compliance with the terms and conditions of this Agreement and solely during the Term of this Agreement, NovaPOS hereby grants Grantee a limited, revocable, non-exclusive, non-sublicensable, non-transferable license to use the Service solely for Grantee’s own internal business purposes (“Grant”).

2.2 Term of Grant. The Grant shall be for the Term Grantee selects on the Order Form attached hereto and made a part hereof, which shall not be less than one (1) month, and shall commence on the Effective Date (“Initial Term”), and will be automatically renewed for successive terms of the same period of time (each a “Renewal Term”) unless terminated by either party in accordance with the terms of this Agreement.

2.3 Restrictions.

2.3.1 NovaPOS and its licensors reserve all rights not expressly granted to Grantee. The Grant cannot be shared or used in any Locations other than those referenced in the Order Form referenced above. However, the Grant may be reassigned from time to time to new Locations that are replacing former Locations which have terminated and no longer use the Service, so long as Grantee obtains the prior written consent of NovaPOS with respect to any such reassignment, which consent shall not be unreasonably withheld. The Grant is conditional on Grantee’s continued compliance with this Agreement and will terminate if Grantee does not comply with any term or condition of this Agreement.

2.3.2 Grantee shall not, and shall not attempt to, directly or indirectly:

(i) License, grant, sell, resell, transfer, assign, distribute, or otherwise commercially exploit or make available to any third party the Service or any part of its Content in any way;

(ii) Use the Service to submit, store, transmit or process malicious code, worms or viruses;

(iii) Use the Service to submit, store, transmit or process Client Data that is or may be: (a) threatening, harassing, degrading, hateful or intimidating; (b) libelous or defamatory; (c) fraudulent, tortious or unlawful; (d) obscene, indecent, pornographic or otherwise objectionable; or (e) infringing of any person’s rights, any applicable laws or Grantee’s obligations to any third party;

(iv) Use the Service to submit, store, transmit, process, or otherwise disclose Client Data.

(v) Use the Service to submit, store, transmit or process Client Data that would violate state or federal privacy laws, or in a way that would give rise to criminal or civil liability or that encourages unlawful activity;

(vi) Use the Service to submit, store, transmit or process User data that would violate state or federal labor laws, or in a way that would give rise to criminal or civil liability or that encourages unlawful activity;

(vii) Gain unauthorized access to the Service or to the systems or networks of NovaPOS or its customers;

(viii) Except as otherwise expressly permitted by this Agreement, reproduce, duplicate, copy, sell, resell, rent, sublicense, transfer, lease, make available or exploit the Service (or any part of the Service), use of the Service, or access to the Service;

(ix) Publish or disclose any benchmarks of the Service to third parties;

(x) Interfere with or disrupt the integrity or performance of the Service or third-party content contained therein;

(xi) Impersonate any person or entity or misrepresent Grantee’s affiliation with any person or entity in connection with the Service;

(xii) Modify, alter, tamper with, repair, or create derivative works of any Content or any software included in the Service;

(xiii) Reverse engineer, disassemble, or decompile the Service or apply any other process or procedure to derive the source code of any software included in the Service;

(xiv) Access, use or attempt to modify the Service in a way intended to avoid incurring fees or exceeding usage limits or quotas;

(xv) Copy, frame, mirror or link to any part or content of the Service, other than on Grantee’s own intranets or otherwise solely for Grantee’s own internal business purposes;

(xvi) Access the Service in order to (a) build a competitive product or service, (b) build a product or service using ideas, features, functions, or graphics similar to those of the Service, or (c) copy any ideas, features, functions, or graphics of the Service;

(xvii) Remove any copyright, trademark or other proprietary rights notice from the Service; or

(xviii) Provide access to the Service to a third party(-ies) who does or attempts to do any of the foregoing.


  1. THE SERVICE

3.1 Use of the Service. NovaPOS will provide Grantee with use of the Service, including a browser interface and data encryption, transmission, access and storage in the edition selected by Grantee in the Order Form.

3.2 Availability of the Service. NovaPOS makes no guarantees as to the continuous availability of the Service or of any specific features of the Service. NovaPOS may change or discontinue the Service or change or remove any features or functionalities of the Service from time to time. If Grantee does not agree to any such change, its only recourse is to terminate this Agreement in accordance with Section 12.

3.3 Access to the Service.

3.3.1 NovaPOS operates a web Portal (“Portal”) to provide you with access to the Service, which will be available to Grantee through the Internet via a secured, password-protected computer interface or access code. Grantee agrees to access the Portal at its own risk and that it is solely responsible for ensuring that the method of access, content and scope, and your use off the Service is compatible with its own business needs and requirements.

3.3.2 Following the Effective Date of this Agreement and Grantee’s completion of any applicable set-up forms and other documents that may be required by NovaPOS, NovaPOS will electronically deliver, or otherwise make available, to Grantee instructions on how to establish a connection with the Portal for access to and use of the Service.

3.3.3 Grantee agrees that only the designated User(s) will be permitted to access the Services and that Grantee is responsible for any unauthorized access. In addition,
Grantee shall assume full responsibility that its Users abide by the terms and conditions of this Agreement and Grantee understands and agrees that any passwords and access codes are for use only by Grantee and its designated User(s) and are strictly prohibited from being shared with other individuals or entities. Finally, Grantee agrees that the unauthorized sharing of any passwords and/or User access codes may cause NovaPOS irreparable harm and that, in addition to NovaPos’s right to pursue available remedies including, but not limited to injunctive relief and the collection of monetary damages, such breach shall, at NovaPOS’s option, result in the immediate suspension or termination of this Agreement and Grantee’s access to the Services. Grantee agrees to defend, indemnify and hold harmless NovaPOS from any and all losses, costs, damages, liabilities and expenses (including, without limitation, reasonable attorney’s fees) incurred or arising from any claim, demand or cause of action relating to any breach of the promises made to NovaPOS in Sections, 3.3.1, 3.3.2 and this Section 3.3.3.

3.3.4 NovaPOS will use commercially reasonable efforts to maintain the active status of the Portal, the Service, and any Hosting Server Provider computer servers, but Grantee agrees that NovaPOS will not be liable for any loss, cost, damage or expense resulting from or relating to your lack of access to the Portal or the Services including, without limitation: (i) times that we, our Licensor and/or our Hosting Server Provider may be updating or maintaining the Services, the Software, and/or any hardware; and (ii) during such times as the Portal and/or the Services may be inaccessible for any reason (or for no identifiable reason) whatsoever, within or outside of our control.

3.3.5 Grantee agrees that NovaPOS does not and will not provide Grantee with hardware or software necessary for Grantee to gain access to the Portal and the Services. Rather, Grantee is solely responsible for: (a) obtaining and maintaining such hardware and software (including, but not limited to, acquiring, installing and maintaining all telephone equipment, modems, routers, scanning devices, and other hardware and communication equipment) necessary to gain access to the Services, and the performance and security of such devices; (b) contracting with an internet service provider or telecommunications carrier for services necessary to establish your connection and access to the internet, the Portal, and the Services. In addition, Grantee agrees that it is solely responsible for all costs, charges and expenses associated with the foregoing.




  1. INTERNET DELAYS

The Service may be subject to limitations, delays, and other problems inherent in the use of the Internet and electronic communications. NovaPOS is not responsible for any delays, failures, or other damage resulting from such problems.



  1. SUPPORT

NovaPOS shall provide support per the Nova POS “Contact Us” page at http://www.novapointofsale.com/contact/, excluding on public holidays, which are New Year’s Day, Thanksgiving Day, Christmas Eve and Christmas Day. Email and telephonic requests for hard-copy documentation, upgrades, enhancements, and service modifications will not be granted, unless Grantee specifically contracts for such materials and/or services. The Service will be unavailable from time to time for routine maintenance.



  1. GRANTEE’S RESPONSIBILITIES

Grantee is responsible for all activity occurring under Grantee’s User accounts and for Users’ (at every Location) compliance with the terms and conditions of this Agreement. Grantee shall fully comply with all applicable local, state, federal, and foreign laws, treaties, rules, and regulations in connection with Grantee’s use of the Service, including, without limitation, those related to data privacy, data security, breach notification, international communications, and the collection, transmission, processing, cross-border transfer, and disclosure of Client Data, including technical and personal data. Grantee shall: (i) notify NovaPOS immediately of any known or suspected violation of any law relating to Client Data, (ii) notify NovaPOS immediately of any unauthorized use of any password or account or any other known or suspected breach of Service security; and (iii) report to NovaPOS immediately and use reasonable efforts to stop immediately, any copying or distribution of Content that is known or suspected by Grantee or any User under this Grant.




  1. CLIENT DATA

7.1 Client Data. Grantee shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of any of its Client Data and agrees that any support provided by NovaPOS in the provision of the Services shall not be construed by grantee of the accuracy, quality, integrity, legality, reliability, or appropriateness of any of its Client Data..

7.2 Re-set Account Feature. All use by Grantee of the “reset account” feature will reset Grantee’s account back to original settings saved on NovaPOS servers.

7.3 Grantee Responsibilities. NovaPOS shall not be responsible or liable for: (i) the deletion, correction, destruction, and/or damage, to any Client Data; or (ii) Grantee’s or User’s collection, use, storage, cross-border transfer, or disclosure of the Client Data.

7.4 Disclosure and Use of Client Data. Grantee agrees that NovaPOS may use and disclose the Client Data as stated in the NovaPOS Privacy Policy found at http://www.novapointofsale.com/privacy-policy/. Without limiting the generality of the foregoing, and with the exclusion of fingerprint scans, Grantee agrees that NovaPOS may use and disclose the Client Data for its own marketing purposes and that it may disclose the Client Data in the event of any reorganization, merger, sale, joint venture,
assignment, transfer or other disposition of all or any portion of the NovaPOS business, assets or stock. Grantee represents and warrants to NovaPOS that the receipt by NovaPOS of the Client Data and the use and/or disclosure of the Client Data by NovaPOS in accordance with this Agreement, including the aforementioned Privacy Policy, shall not violate any applicable law, rule, or regulation; any privacy policy or other representation regarding data use or disclosure applicable to the Client Data; or any right of any person.

7.5 Review of Client Data. NovaPOS does not have any obligation to monitor or review Client Data for any purpose. Notwithstanding the foregoing, NovaPOS reserves the right to take steps it believes are reasonably necessary to enforce and/or verify compliance with this Agreement. Without limiting the foregoing, NovaPOS may, without notice (unless required by law) or liability to Grantee, access, use and/or preserve Grantee’s account information and/or Client Data and disclose Grantee’s account information and/or Client Data to law enforcement authorities, government officials and/or any other party as NovaPOS reasonably believes necessary or appropriate: (i) if NovaPOS is required to do so to comply with legal process or governmental request, (ii) to enforce this Agreement, (iii) to detect or prevent security, fraud or technical issues, (iv) to protect the rights, property and/or safety of NovaPOS, its users, Grantee, or any other person, or (v) as permitted by law. NovaPOS also reserves the right to notify the appropriate authorities, without prior notice to Grantee, if NovaPOS reasonably believes that Grantee’s Client Data violates any applicable law. GRANTEE agreeS to HOLD NOVAPOS HARMLESS FROM and against any losses, costs, damages liabiities and expenses, and waives (to the extent permitted by applicable law) any claims, GRANTEE or other third party may have against NOVAPOS, resulting from any disclosure, investigation or act or omission of NOVAPOS in the course of conducting or cooperating with an inSPECTION as set forth in this section. GRANTEE FURTHER AGREES TO KEEP THE FACT AND DETAILS OF ANY SUCH INSPECTION CONFIDENTIAL, UNLESS GRANTEE IS COMPELLED BY APPLICABLE LAW TO DISCLOSE SUCH FACT and/or details.




  1. INTELLECTUAL PROPERTY OWNERSHIP

8.1. Ownership. NovaPOS (and its licensors, where applicable) owns all rights, title and interest, including all related Intellectual Property Rights, in and to the NovaPOS SaaS Technology, the Content, the Service, and any suggestions, ideas, improvements, enhancement requests, feedback, recommendations or other information provided by Grantee or any User relating to the Service. The NovaPOS name, the NovaPOS logo, and the product names associated with the Service are trademarks of NovaPOS or third parties, and no right or license is granted to use them. This Agreement is not a sale and does not convey to Grantee any rights of ownership in or related to the Service, the NovaPOS SaaS Technology, the Content or the Intellectual Property Rights owned by NovaPOS. Grantee acknowledges that, except as specifically provided under this Agreement, no other right, title, or interest in these items is granted.

8.2 Use of Trademarks and other Intellectual Property. Grantee agrees that NovaPOS may use Grantee’s name, trademarks, service marks, and/or logos in any advertising or promotional materials for the Service or NovaPOS .



  1. THIRD PARTY INTERACTIONS AND LINKS

During use of the Service, Grantee or its User(s) may enter into correspondence with, purchase goods and/or services from, or participate in promotions of advertisers or sponsors showing their goods and/or services through the Service. Any such activity, and any terms, conditions, warranties or representations associated with such activity, are solely between Grantee and the applicable third-party. NovaPOS and its licensors shall have no liability, obligation or responsibility for any such correspondence, purchases or promotions between Grantee and any such third-party. NovaPOS does not endorse any sites on the Internet that are linked through the Service. NovaPOS provides these links to Grantee only as a matter of convenience, and in no event shall NovaPOS or its licensors be responsible for any content, products, or other materials on or available from such sites. The Grant does not provide any license or agreement that may be required by third-party providers of ancillary software, hardware, or services prior to Grantee’s use of or access to such software, hardware, or services.




  1. PAYMENT OF FEES AND CHARGES

Grantee shall pay all fees or charges in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable. The fee for the Grant (“Use Fee”) will be equal to the Use Fee currently in effect under the current NovaPOS schedule of Use Fees for the edition selected in the Order Form. If Grantee is a monthly subscriber, the initial Use Fee will be payable in advance on the first business day following an order, and, thereafter, NovaPOS will automatically bill Grantee’s credit card, debit card or bank account on the first of each month during the Term or issue an invoice to Grantee five (5) days in advance of the end of a calendar month for payment by the first of the following month, as applicable. If Grantee is a yearly subscriber, the Yearly Subscription Addendum attached to this Agreement applies, and, in the event of any conflict between this Agreement and the Yearly Subscription Addendum, the terms of the Yearly Subscription Addendum shall govern. If Grantee is a Flexible Nova Subscriber, the Flexible Nova Addendum attached to this Agreement applies, and in the event of any conflict between this Agreement and the Flexible Nova Addendum, the Flexible Nova Addendum shall govern. New accounts may be eligible for a ten (10)-day trial period, after which Grantee will be charged according to the terms of this Section. Eligible “new” accounts are those included in new separate accounts in NovaPOS’s subscriptions for NOVA Account Management, Billing, and CRM. Grantee is responsible for paying all User Fees ordered for the entire Term, without regard to whether all Users are active. Grantee must provide NovaPOS with a valid credit card,

debit card, bank account number or approved purchase order as a condition to signing up for the Service. An Authorized Administrator may add additional Locations by executing an additional written Order Form or using the NovaPOS Order Center. Added Locations will be subject to the following: (i) the use Term of added Locations will be contemporaneous with the Term of the existing Grant; (ii) the Use Fee for the added Locations will be the then current, applicable Use Fee at the time ordered; and (iii) Locations added in the middle of a billing month will be charged in full for that billing month.

The current NovaPOS User pricing model is based on a flat rate, which per-User fee may be changed from time to time at NovaPOS’s sole discretion. Information is available at http://www.novapointofsale.com/pricing. A flat discount per location may be applied, depending on Grantee’s total amount of active locations and pricing plan and Usage Fee.
NovaPOS will charge $50 per IP camera installation (featured in Nova’s “Mission Control” feature) by Nova’s technicians.

Grantees who request that NovaPOS allow access to a Location’s Client Data after Termination of this Agreement through the closure of that Location, may do so by prepaying for a Client Data saving plan. The Location’s Client Data shall remain accessible, while the Location is inactive and not receiving Service. The metric used for billing shall be the number of invoices or the number of customer records, whichever shall be the larger number (singularly “Client Record” and collectively the “Client Records”).

The following fees are on a per Location per month basis:

  • 6 months: $.008 per Client Record
  • 12 months: $.005 per Client Record
  • 24 months: $.003 per Client Record
  • 36 months: $.0025 per Client Record

All fees shall be prepaid by Grantee. If Grantee chooses to reactivate Location, a credit of the balance of the plan shall be provided to the Grantee in subsequent monthly Use Fees. If Grantee chooses not to save Client Data after Termination, NovaPOS has no obligation to retain the Client Data as stated in Section 12.5 NovaPOS will charge any software customization fees as mutually agreed upon in writing mutually by NovaPOS and Grantee. Customization fees for creation of and assistance with Dynamic Reporting start at $50 per occurrence. Fees for integration development will be available in proposals provided to Grantee.
NovaPOS reserves the right to modify its fees and charges and to introduce new charges at any time, upon at least thirty (30) days’ prior notice to Grantee. The Use Fee for a renewal Grant will be equal to the number of total Locations then in effect, times the User Fee in effect at the time of renewal. Charges for other services (“Charges”) will be made on an as-quoted basis. The Use Fee and Charges are exclusive of all taxes, levies, or duties imposed by taxing authorities, and Grantee shall be responsible for payment of all such taxes, levies, or duties, excluding only federal or state taxes based solely on NovaPOS's income.




  1. NON-PAYMENT AND SUSPENSION

11.1 Suspension / Termination for Delinquent Accounts. NovaPOS reserves the right to suspend or terminate this Agreement and Grantee’s access to the Service immediately if Grantee’s account becomes delinquent or Grantee is otherwise unable to provide proper payment. In the event a Grantee’s account is suspended as a result of non-payment, a $25 reactivation fee will be applied upon the reactivation of the account, plus, to the fullest extent permitted by law, all expenses and legal fees incurred by NovaPOS while collecting fees and Charges from Grantee. Grantee agrees that, if Grantee’s use of the Service is suspended but not terminated, Grantee will be obligated for and agrees to pay the Use Fee for the number of Users for the balance of the full Term. NovaPOS reserves the right to impose a reconnection fee in the event Grantee’s rights are suspended and thereafter requests access to the Service. NovaPOS will charge a $25 reconnection fee for each suspended or deactivated location, should NovaPOS be asked by Grantee to reactivate a specific location and NovaPOS so agrees. Grantee agrees and acknowledges that NovaPOS has no obligation to retain Client Data and that such Client Data may be irretrievably deleted if Grantee’s account is delinquent.

11.2 Late Payment Charges. Invoices and accounts that are not paid in full within fifteen (15) days of the applicable due date are subject to a late payment charge equal to ten percent (10%) of the aggregate Use Fee then due or the maximum charge permitted by applicable law, whichever is lower.

11.3 Increases in Reactivation, Reconnection and Late Payment Fees. The foregoing reactivation and reconnection fees and late payment charges are subject to increase by NovaPOS at any time, with or without prior notice to Grantee, to reflect NovaPOS’s then current policies, procedures and charges.



  1. TERMINATION

12.1 Termination for Convenience. NovaPOS may terminate this Agreement, or reduce the number of Locations, effective upon the expiration of the then current Term, by notifying Grantee in writing at least five (5) business days prior to the end of the current Term. Grantee may terminate this Agreement, update billing information, or reduce the number of Locations, effective upon the expiration of the then current Term, by contacting NovaPOS at 1-888-370-6682 and choosing option 3 for Customer Care at least five (5) business days prior to the end of the current Term. Grantee may terminate a free trial account without incurring a charge by notifying NovaPOS by contacting NovaPOS at 1-888-370-6682 and choosing option 3 for Customer Care prior to the date that the free trial period ends. The foregoing contact numbers may be changed at any time by NovaPOS, which changes(s) shall be posted on NovaPOS’s website

12.1 Termination for Cause. NovaPOS may, in its sole discretion, immediately suspend or terminate Grantee’s password, account and use of the Service if NovaPOS believes in its sole discretion that Grantee or any User has breached any provision of this Agreement.

12.3 Termination of Free Accounts. NovaPOS may terminate a Free account at any time in its sole discretion, with or without prior notice to Grantee.

12.4 Termination of Flexible Accounts. NovaPOS may terminate a Flexible account at any time in its sole discretion, with or without prior notice to Grantee.

12.5 Access to Client Data Upon Termination. In the event this Agreement is terminated (other than by reason of Grantee’s breach), causing the Location to become inactive, NovaPOS shall immediately deactivate all Client Data connected with that Location. Grantee may request NovaPOS keep Grantee’s Client Data active by choosing a plan as described in Section 10. Payment of Fees and Charges. Grantee agrees and acknowledges that NovaPOS has no obligation to retain the Client Data, and may delete, without incurring any liability. NovaPOS reserves the right to withhold, remove and/or discard Client Data, without notice or liability, for any breach of this Agreement by Grantee, including, without limitation, Grantee’s non-payment. Upon termination due to Grantee’s breach, Grantee’s right to access or use Client Data shall immediately cease, and NovaPOS shall have no obligation to maintain or provide any Client Data.

12.6 Survival. Sections 2, 6-8, 11-17, 20-21 and 23 shall survive the termination of this Agreement.



  1. REPRESENTATIONS & WARRANTIES

13.1 Representations and Warranties. Each party represents and warrants that it has the legal power and authority to enter into this Agreement. NovaPOS represents and warrants that it will provide the Service in a manner consistent with general industry standards reasonably applicable to the provision thereof and that the Service will be capable of performing substantially in accordance with the online NovaPOS Help Center documentation under normal use and circumstances. In addition to its other representations and warranties contained herein, Grantee represents and warrants that Grantee has not falsely identified Grantee or any User nor provided any false information to gain access to the Service and that Grantee’s billing information is correct.



  1. DISCLAIMER OF WARRANTIES

14.1 Services provided on an “AS IS” Basis. THE SERVICE AND ALL CONTENT, INCLUDING, WITHOUT LIMITATION, ANY THIRD-PARTY PRODUCTS OR SERVICES MADE AVAILABLE THROUGH THE SERVICE, ARE PROVIDED TO GRANTEE STRICTLY ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY REPRESENTATIONS, WARRANTIES, OR GUARANTEES OF ANY KIND, OTHER THAN THOSE EXPRESSLY MADE ELSEWHERE IN THIS AGREEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NOVAPOS AND ITS LICENSORS DO NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE SERVICE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OROPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM, OR DATA, (B) THE SERVICE WILL MEET GRANTEE’S REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY GRANTEE THROUGH THE SERVICE WILL MEET GRANTEE’S REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS WILL BE CORRECTED, OR (F) THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

14.2 Exclusions. ALL CONDITIONS, REPRESENTATIONS, AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY NOVAPOS AND ITS LICENSORS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. SOLELY TO THE EXTENT SUCH LAW APPLIES TO GRANTEE, SOME OR ALL OF THE EXCLUSIONS SET FORTH ABOVE MAY NOT APPLY TO GRANTEE, AND GRANTEE MAY HAVE ADDITIONAL RIGHTS.



  1. LIMITATION OF LIABILITY

15.1 Liability Exclusions. IN NO EVENT SHALL NOVAPOS, ITS PARENT ORGANIZATIONS, AFFILIATES, SUBSIDIARIES, AND LICENSORS, OR EACH SUCH ENTITY’S RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS (THE “NOVAPOS ENTITIES”) BE LIABLE TO GRANTEE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY TYPE OR KIND UNDER ANY CONTRACT, NEGLIGENCE, STRICTLIABILITY, OR OTHER THEORY, (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF DATA, REVENUE, PROFITS, USE, SECURITY OF DATA (INCLUDING BUT NOT LIMITED TO CLIENT DATA) IN THE POSSESSION, CONTROL, OR STORAGE OF GRANTEE, GOODWILL, OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE SERVICE OR CONTENT, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE SERVICE (INCLUDING AS A RESULT OF ANY TERMINATION OR SUSPENSION OF GRANTEE’S ACCOUNT), OR FOR ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE NOVAPOS ENTITIES BE LIABLE FOR NEGLIGENCE, INTENTIONAL MISCONDUCT OR MISHANDLED BUSINESS BY GRANTEE UNDER ANY CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, SUCH CONDUCT BETWEEN GRANTEE AND (1) THE IRS OR ANY GOVERNMENT AGENCY; (2) ANY ACCOUNTING AUDIT SERVICE; (3) ANY EMPLOYEE OF GRANTEE; (4) ANY SUPPLIER OF GRANTEE; (5) ANY END CONSUMERS OR USERS OF GRANTEE (INCLUDING IN CONNECTION WITH REFUNDS AND CHARGEBACKS); AND (6) ANY MERCHANT SERVICES.

15.2 Limit of Liability. IN ANY CASE, THE AGGREGATE LIABILITY OF THE NOVAPOS ENTITIES UNDER THIS AGREEMENT OR ARISING FROM OR RELATED TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY AND DUE FROM GRANTEE IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO ANY SUCH LIABILITY.

15.3 Legal Limitations. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. SOLELY TO THE EXTENT SUCH LAW APPLIES TO GRANTEE, SOME OR ALL OF THE EXCLUSIONS OR LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO GRANTEE, AND GRANTEE MAY HAVE ADDITIONAL RIGHTS.




  1. MUTUAL INDEMNIFICATION

16.1 Grantee Indemnification. Grantee shall defend, indemnify and hold harmless the NovaPOS Entities from and against any and all third-party claims, causes of action, costs, damages, losses, liabilities and expenses (including reasonable attorneys' fees and costs) arising out of or in connection with (i) Grantee’s or any User’s use of the Service or collection, use, disclosure, or cross-border transfer of any Client Data; (ii) Grantee’s or any User’s use of the Service or collection, use, disclosure, or cross-border transfer of any User Data; or (iii) the breach or alleged breach by Grantee or any User(s) of any of Grantee’s obligations, representations, or warranties under this Agreement; provided in any such case, that the NovaPOS Entity(-ies) (a) gives written notice of the claim promptly to Grantee (except that the NovaPOS Entity’s failure to promptly notify Grantee will not limit, impair, or otherwise affect the NovaPOS Entity’s rights under this Section 16 unless Grantee is prejudiced by that failure and then only to the extent of the prejudice); (b) gives Grantee sole control of the defense and settlement of the claim (except Grantee may not settle any claim without the NovaPOS Entity’s prior written consent, unless the settlement includes a full and final release of all claims against the NovaPOS Entity and does not impose any obligations on the NovaPOS Entity); (c) provides to Grantee reasonable assistance (including reasonable access to information in the possession or control of the NovaPOS Entity); and (d) has not compromised or settled such claim.

16.2 NovaPOS Indemnification. NovaPOS shall defend, indemnify and hold harmless Grantee and its parent organizations, subsidiaries, affiliates, officers, directors, employees, attorneys and agents from and against any and all third-party claims, causes of action, costs, damages, losses, liabilities and expenses (including reasonable attorneys' fees and costs) arising out of or in connection with an allegation that the Service directly infringes a copyright, a U.S. patent issued as of the Effective Date, or a trademark of a third party; provided in any such case, that Grantee (a) promptly gives written notice of the claim to NovaPOS (except that Grantee’s failure to promptly notify NovaPOS will not limit, impair, or otherwise affect Grantee’s rights under this Section 16 unless NovaPOS is prejudiced by that failure and then only to the extent of the prejudice); (b) gives NovaPOS sole control of the defense and settlement of the claim (except NovaPOS may not settle any claim without Grantee’s consent, unless the settlement includes a full and final release of all claims against Grantee and does not impose any obligations on Grantee); (c) provides to NovaPOS all available information and assistance; and (d) has not compromised or settled such claim. NovaPOS shall have no indemnification obligation, and Grantee shall indemnify the NovaPOS Entities, for claims arising from any infringement alleged to be caused by the combination of the Service with any of Grantee’s products, services, hardware, software and/or business process.




  1. LOCAL LAWS AND EXPORT CONTROL

The Service provided on the NovaPOS Service site includes services and uses software and technology that may be subject to United States labor and privacy laws, as well as export controls administered by the U.S. Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, and other U.S. agencies and the export control regulations of the European Union. Grantee acknowledges and agrees that the Service shall not be used, and none of the underlying information, software, or technology may be transferred or otherwise exported or re-exported to countries as to which the United States and/or the European Union maintains an embargo (collectively, “Embargoed Countries”), or to or by a national or resident thereof, or any person or entity on the U.S. Department of Treasury's List of Specially Designated Nationals or the U.S. Department of Commerce's Table of Denial Orders (collectively, “Designated Nationals”). The lists of Embargoed Countries and Designated Nationals are maintained and made available to the public by the relevant government agency, and are subject to change without notice. By using the Service, Grantee represents and warrants that Grantee is not located in, under the control of, or a national or resident of an Embargoed Country or Designated National. Grantee agrees to comply strictly with all U.S. and European Union export laws and assume sole responsibility for obtaining any necessary licenses to export or re-export. The Service provided on the site may use encryption technology that is subject to licensing requirements under the U.S. Export Administration Regulations, 15 C.F.R. Parts 730-774 and Council Regulation (EC) No. 1334/2000. NovaPOS and its licensors make no representation that the Service is appropriate or available for use in other locations. If Grantee uses the Service from outside the United States of America and/or the European Union, Grantee is solely responsible for compliance with all applicable laws, including without limitation export and import regulations of other countries. Any diversion of the Content contrary to United States or European Union (including European Union Member States) law is prohibited. None of the Content, nor any information acquired through the use of the Service, is or will be used for nuclear activities, chemical or biological weapons or missile projects, unless specifically authorized by the United States government or appropriate European body for such purposes.



  1. NOTICE

NovaPOS may give notice to Grantee by means of a general notice on the Service, electronic mail to Grantee’s e-mail address on record in NovaPOS's account information, or by written communication sent by first class mail or pre-paid post to Grantee’s address on record in NovaPOS's account information. Such notice shall be deemed to have been given upon the expiration of forty-eight (48) hours after mailing or posting (if sent by first class mail or pre-paid post) or twelve (12) hours after sending (if sent by email). Grantee may give notice to NovaPOS (deemed given upon receipt by NovaPOS) at any time by any of the following: letter sent by confirmed facsimile to NovaPOS at the following fax number: (888) 370-0329; letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail to NovaPOS at the following address: NovaPOS, Inc., 2125 Biscayne Blvd, Suite 240, Miami Beach FL, 33137; addressed to the attention of: Customer Service Department; or by electronic mail tocustomerservice@novapointofsale.com; or to such other location(s) as may be designated by NovaPOS from time to time.



  1. MODIFICATION TO TERMS

NovaPOS reserves the right to modify the terms and conditions of this Agreement or its policies relating to the Service at any time effective upon posting of an updated version of this Agreement on the Service. Grantee is responsible for regularly reviewing this Agreement. Continued use of the Service after any such changes shall constitute Grantee’s consent to such changes. Notwithstanding the foregoing, any changes to this Agreement shall not apply to any dispute between Grantee and NovaPOS arising prior to the effective date of any such change(s).



  1. ASSIGNMENT

Except as otherwise provided in this Agreement, this Agreement may not be assigned by Grantee without the prior express written consent of NovaPOS. This Agreement may be assigned without Grantee’s consent by NovaPOS to (i) a parent or subsidiary, (ii) an acquirer of the NovaPOS business or assets, or (iii) a successor by merger. Any purported assignment in violation of this section shall be void.



  1. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of Florida without regard to its conflict of law’s provisions. Should any provision of this Agreement be declared illegal or unenforceable and cannot be modified to be enforceable, such provision shall immediately become null and void, leaving the remainder of this Agreement in full force and effect.



  1. DISPUTE RESOLUTION

In the event of any dispute among the parties under this Agreement, and if the dispute cannot be settled through negotiation between the parties, such dispute shall be finally settled by arbitration administered by the American Arbitration Association (“AAA”) in accordance with the provisions of its Commercial Arbitration Rules. NovaPOS and Grantee agree that such arbitration shall be the exclusive means of finally resolving any disputes, claims, questions, or differences arising under or related to this Agreement. In furtherance of the foregoing, NovaPOS and Grantee further agree not to file any complaint, writ of summons, suit, or other proceeding on such party’s own behalf in the future, based upon claims arising from, or attributable in any way to this Agreement, or due to any other disputes, claims, questions, or differences, before any federal, state or local court, arbitral or administrative agency, or to initiate or participate in any complaint, claim, suit, investigation or proceeding that may be made by any person on such party’s behalf related to this Agreement.
The arbitration shall be conducted by a single arbitrator. If NovaPOS and Grantee cannot agree upon an arbitrator, an arbitrator shall be selected in accordance with the applicable rules and procedures of the AAA. The place of arbitration shall be exclusively in Miami-Dade County, Florida. Judgment upon the award of the arbitrator shall be final and binding on NovaPOS and Grantee. Judgment upon the award rendered may be entered in any court having jurisdiction, or application may be made to such court for confirmation of the award. The fees and costs of the arbitration shall be paid equally by NovaPOS and Grantee. Each party shall be responsible for its own attorney’s fees, costs and expenses.




  1. FORCE MAJEURE

The NovaPOS Entities will not be liable for any delay or failure to perform any obligation under this Agreement where the delay or failure results from any cause beyond such entities’ reasonable control, including, without limitation, acts of God, labor disputes or other industrial disturbances, systemic electrical, telecommunications, or other utility failures, earthquake, storms or other elements of nature, blockages, embargoes, riots, acts or orders of government, acts of terrorism, or war.



  1. MISCELLANEOUS

No joint venture, partnership, employment, or agency relationship exists between Grantee or any User and NovaPOS as a result of this Agreement or use of the Service. The failure of NovaPOS to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by NovaPOS in writing. This Agreement, together with any applicable Order Form, comprises the entire agreement between Grantee and NovaPOS and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein. Grantee consents to receiving electronic communications and notifications from NovaPOS in connection with Grantee’s use of the Service and this Agreement. Grantee agrees that any such communication will satisfy any legal communication requirements, including that such communications be in writing.



NovaPOS POINT OF SALE USER AGREEMENT

YEARLY SUBSCRIPTION ADDENDUM

All purchasers of yearly subscriptions are subject to the NovaPOS Point of Sale User Agreement (located at http://www.novapointofsale.com/user-agreement/) (“User Agreement”), as well as to this Yearly Subscription Addendum. Capitalized terms have the definitions given them in the User Agreement.

  1. Services

If Grantee pre-pays for twelve (12) months of the Service, Grantee will in accordance with the term of the User Agreement, receive an active account, and access to customer service, tech support, implementation, updates and access through the NovaPOS mobile app. In addition, if Grantee is a new yearly subscriber, Grantee will receive the “yearly subscriber package,” which is valued at $520 and includes:

  • Free upgrade to Nova PRO – Valued at $220
  • Free extra month of the Service (the twelfth month of Service) – Valued at $150
  • Free fingerprint device to help ensure secure login – Valued at $150

 

  1. Transfer of Pre-Paid Months

If Grantee wishes to “roll over” its pre-paid months of the Service to a different Location that Grantee currently has on the month-to-month plan or to a new Location, Grantee may do so, provided that notification is provided by contacting NovaPOS at 1-888-370-6682 and choosing option 3 for Customer Care at least three (5) business days prior to the proposed change.
Grantee may not transfer pre-paid months to a different customer. The transfer of months to a different customer can only be done by transferring the entire account to a different owner. Such transfer is subject to the prior express written consent of NovaPOS.

  1. Term and Renewal

The yearly subscription shall remain in effect for one (1) year beginning upon the effective date of the User Agreement. Unless terminated in accordance with the terms hereof one (1) year after Grantee’s pre-payment for the initial twelve (12) months of the Service, and for each renewal period thereafter, NovaPOS will automatically bill Grantee’s credit card, debit card or bank account at the then-current rate for the Service and enroll you in another year of the Service. NovaPOS will continue to bill Grantee for the Service on the same date each year, unless and until the User Agreement is terminated. Grantee may terminate the User Agreement by contacting NovaPOS at 1-888-370-6682 and choosing option 3 for Customer Care at least three (3) business days prior to the end of your current term.
Payment is final. NovaPOS will not issue full or partial refunds.
No delay of the billing date is available. Grantee may, however, temporarily or permanently deactivate one or more Location at any time by sending an email to NovaPOS at stop@novapointofsale.com. NovaPOS will not issue a full or partial refund for any deactivated Location.

  1. Price

The price for one year of Service is determined according to the NovaPOS pricing model, set forth in Section 10 of the User Agreement (“Payment of Fees and Charges”). 
Pricing is based on the number of your active Locations, multiplied by eleven (11). As set forth above in this Addendum, the twelfth month is free for Yearly Subscribers.

  1. General Terms
  • Every sale is final. No full or partial refunds.
  • A 10-day free trial is available for new customers only.
  • Accepted payment methods are credit card, debit card and U.S.-based ACH.
  • All purchasers of a yearly subscription to the Service are subject to the NovaPOS Point of Sale User Agreement.

 

ALL NOTIFICATION TELEPHONE NUMBERS AND ADDRESSES, AS SET FORTH ABOVE, MAY BE CHANGED BY NOVAPOS FROM TIME TO TIME, WHICH CHANGES SHALL BE POSTED ON NOVAPOS’S WEBSITE.

NovaPOS POINT OF SALE USER AGREEMENT

FREE NOVA ADDENDUM

All Grantees who are Free Nova Subscribers are subject to the NovaPOS Point of Sale User Agreement (located athttp://www.novapointofsale.com/user-agreement/) (“User Agreement”, as well as to this Free Nova Addendum. Capitalized terms have the definitions given to them in the User Agreement.

  1. Pricing

If Grantee subscribes to the Service as a Free Nova Subscriber, Grantee will in accordance with the terms of the User Agreement receive an active account, and access to customer service, tech support, implementation, updates and access through the NovaPOS mobile app.
In addition, Grantee agrees that the Free Nova Subscriber pricing model is based on the dollar amount processed at each individual Grantee location on a calendar month basis. The Free Nova Subscriber access fees are based on the minimum processing levels as follows:

Monthly Fee $ Processing Levels

Free Nova: $10,000 and above
$79.99: $2,001-10,000
$129.99: $0-2,000 processed

No delay of the billing date is available. Grantee may, however, temporarily or permanently deactivate one or more Location at any time by sending an email to NovaPOS at stop@novapointofsale.com. NovaPOS will not issue a full or partial refund for any deactivated Location.
NovaPOS reserves the right to modify its fees and charges and to introduce new charges at any time, upon at least thirty (30) days’ prior notice to Grantee.

  1. General Terms
  • Every sale is final. No full or partial refunds.
  • A 10-day free trial is available for new customers only.
  • Accepted payment methods are credit card, debit card and U.S.-based ACH.
  • Merchant Service Provider will determine if processing rates qualify for Free Nova
  • Processing amounts are based per Location, and not on the entire account.
  • Each location’s processing amounts are autonomous, and no averaging is allowed within accounts. Monthly rates per location may fluctuate based on the location’s processing amounts
  • Location charges will be tallied based on end-of-month processing amounts. The total amount processed through Nova (*this excludes payment processed through external terminals) is calculated at the end of every month, and the bill shall be in accordance to the processing levels provided in the Free Nova Addendum.
  • If a location closes prior to the end of the month, the final bill shall be equal to the amount processed up to the date the location is closed, and the payment will be processed on the day of closure.
  • Locations using Free Nova agree to take part in NovaPOS marketing initiatives which may include promotional emails, banners, printed coupons, pop-up ads, etc.
  • For any other Terms not identified in this Free Nova Addendum, the Terms of the User Agreement shall govern.

 

FLEXIBLE NOVA ADDENDUM

All Grantees who are Flexible Nova Subscribers are subject to the NovaPOS Point of Sale User Agreement (located athttp://www.novapointofsale.com/user-agreement/) (“User Agreement”, as well as to this Flexible Nova Addendum. Capitalized terms have the definitions given to them in the User Agreement.

  1. Pricing

If Grantee subscribes to the Service as a Flexible Nova Subscriber, Grantee will in accordance with the terms of the User Agreement receive an active account, and access to customer service, tech support, implementation, updates and access through the NovaPOS mobile app.
In addition, Grantee agrees that the Flexible Nova Subscriber pricing model is a flat monthly fee. The Flexible Nova Subscriber access fee is based on the Grantee agreeing to processes credit card payments using an approved NovaPOS processing partner

Monthly Fee $89.99

No delay of the billing date is available. Grantee may, however, temporarily or permanently deactivate one or more Location at any time by sending an email to NovaPOS at stop@novapointofsale.com. NovaPOS will not issue a full or partial refund for any deactivated Location.
NovaPOS reserves the right to modify its fees and charges and to introduce new charges at any time, upon at least thirty (30) days’ prior notice to Grantee.

  1. General Terms
  • Every sale is final. No full or partial refunds.
  • A 10-day free trial is available for new customers only.
  • Accepted payment methods are credit card, debit card and U.S.-based ACH.
  • Locations using Flexible Nova agree to process credit card transaction through a NovaPOS merchant service provider
  • No minimum processing volume is required
  • If a location closes prior to the end of the month, the final bill shall be equal to the monthly fee of $89.99, and the payment will be processed on the day of closure.
  • Locations using Flexible Nova agree to take part in NovaPOS marketing initiatives which may include promotional emails, banners, printed coupons, pop-up ads, etc.
  • For any other Terms not identified in this Free Nova Addendum, the Terms of the User Agreement shall govern.