Legal

ALPINE IQ SERVICES AGREEMENT

This Services Agreement is between Alpine IQ Inc., a Delaware corporation (“Alpine IQ”), and the subscriber set forth on the applicable Service Order (“Subscriber”). Alpine IQ and Subscriber may be referred to herein, individually, as a “party” or, collectively, as the “parties”.

PLEASE REVIEW THIS AGREEMENT CAREFULLY. BY ACCEPTING THIS AGREEMENT OR UTILIZING ANY PART OF THE ALPINE IQ SERVICES. YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS

The parties agree as follows:

1. Term and Termination.

1.1. Term. The Agreement begins on the Effective Date and will continue for the period identified in the Service Order as the Initial Term, or if no such period is identified in the Service Order, for a period of 1-year (such period, the “Initial Term”), and thereafter shall automatically renew for consecutive (1) year periods (each a “Renewal Term”, and each Renewal Term and the Initial Term, the “Term”), unless either party provides written notice to the other party at least thirty (30) days prior to the end of the then-current Term that it has elected not to renew the Agreement.

1.2. Additional Orders. The parties may execute additional or amended Service Orders for additional Services, upgraded tiers, service levels, or packages, and/or Supplemental Services during the Term (collectively, “Additional Orders”). Except as expressly set forth in such Additional Orders, the initial term of any Additional Order shall begin on the date of execution of Additional Order and end upon the expiration of the then in effect Term, and the Additional Order shall thereafter renew for subsequent Renewal Terms until terminated in accordance with the terms of the Agreement and such Additional Order. Subscriber is permitted to downgrade their Services or remove any in-effect Additional Orders only upon the commencement of an additional Renewal Term by delivering written notice to Alpine IQ (whether by altering the settings in Subscriber’s account or otherwise) 30 days prior to the effective date of any such Renewal Term for which the requested downgrades are to take effect.

1.3. Termination For Cause. Either party may terminate the Agreement before the end of the then current Term if the other party materially breaches the Agreement and fails to cure such breach within thirty (30) days after the non-breaching party provides written notice to the breaching party of such material breach and the actions required to cure such breach.

1.4. Effect of Termination. Upon termination of the Agreement: (a) any amounts owed by Subscriber to Alpine IQ will be immediately due and payable, (b) all rights granted to Subscriber and its Authorized Users by Alpine IQ will immediately terminate, and (c) Subscriber shall immediately cease using the Services. Except when terminated by Subscriber pursuant to and in strict compliance with Section 1.3, Section 1.4, or Section 14, all Fees that would otherwise be due and payable by Subscriber under this Agreement for the remainder of the Term shall become immediately due and payable to Alpine IQ. Such payment obligation shall be in addition to and not in lieu of any other rights and remedies available to Alpine IQ. This Section 1.4 and Sections 7, 8, 9, and 11 - 15 shall survive the termination or expiration of the Agreement.

2. Services.

2.1. Provision of Services. Subject to the terms and conditions of the Agreement and solely to extent such services are selected in the applicable Service Order, during the Term or until the earlier expiration of Subscriber’s subscription to the same, Alpine IQ will provide to Subscriber: (a) the Hosted Services through a Supported Web Browser, (b) to the extent provided by and subject to the execution of an Additional Order, addendum or amendment to the Agreement (each such addendum or amendment concerning Supplemental Services, “Supplemental Terms”), the Supplemental Services described in such Supplemental Terms, and (c) the Support Services during Business Hours (such Hosted Services, Supplemental Services, and Support Services so selected, the “Services”).

2.2. Feedback; Intellectual Property;. Alpine IQ shall have a royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual license to use or incorporate into the Services any suggestions, enhancement requests, recommendations or other feedback provided by Subscriber relating to the operation of the Services. Subscriber agrees that all right, title and interest in and to the Services and any copies, modifications, alterations or derivative works thereof, and that all right, title and interest in and to any existing or future copyrights, trade secrets, and other proprietary rights embodied therein shall vest and/or remain exclusively with Alpine IQ.

2.3. Publicity. Alpine IQ may reference Subscriber as a customer of Alpine IQ and may use Subscriber’s name, trademarks, identifying marks and/or logo (the “Marketing Information”) to identify Subscriber as such in any marketing materials and advertising, and for the purposes of providing the Services to Subscriber (the “Marketing Information Uses”). Subscriber hereby grants Alpine IQ a limited, revocable, non-exclusive, sublicensable right to use the Marketing Information for the Marketing Information Purposes during the Term.

2.4. Messaging Credit Plans. Subscriber shall be required to purchase Credit Fees in the amounts and at the times and frequency as are set forth in the applicable Service Order. Subscriber shall be entitled to exchange the purchased Credit Fees for the type and amount of credits for the Messaging Services (“Messaging Credits”) in the amounts and at the rate per credit initially set forth in the Service Order, or if not so set forth in the Service Order, than as set forth in the Documentation. Messaging Credits shall expire one (1) month from the date Subscriber is required to purchase such Messaging Credits. If Subscriber uses Messaging Services in excess of its Credit Fees, Subscriber shall be obligated to purchase additional Messaging Credits for such Messaging Services at the rate or rates specified for Overage Fees in the Service Order, or if not so set forth in the Service Order, in the amount(s) of Overage Fees set forth in the Documentation. Alpine IQ may modify the Messaging Services and the rates at which the Credit Fees are exchangeable for a given number of Messaging Credits in its sole discretion with thirty (30) days’ notice to Subscriber. Credit Fees are fully earned and payable to Alpine IQ in the amounts and at the times and frequency set forth in the Service Order, regardless of any expiration or failure by Subscriber to use the Messaging Credits.

2.5. Product Roadmap. Notwithstanding anything else herein, Alpine IQ reserves the right to make changes, updates, and modifications to the Services as it determines necessary or appropriate in its reasonable discretion. Alpine IQ may make improvements, revisions and additional features in the Services available to Subscriber in its sole discretion; such improvements, revisions and additional features shall be subject to the Agreement, but Alpine IQ shall have no obligation to continue to provide or make available such improvements, revisions, and additional features except as expressly set out in a written agreement between the parties. Notwithstanding anything else herein, Alpine IQ shall have no obligation to provide or make available any Services, features, applications, or functionality of the Services, including the Hosted Services, and shall have sole discretion to remove, sunset, or discontinue any Services, feature, application, or functionality (a “Sunset Feature”) during the Term upon the earlier of: (i) the conclusion of the then in effect Term, provided, however, that Alpine IQ shall have given Subscriber written notice of such Sunset Feature no less than forty-five (45) days prior to the conclusion of the then in effect Term, or (ii) one (1) year following the disclosure of such Sunset Feature on Alpine IQ’s product roadmap made available to Subscriber through Services or publicly online, and currently available at: https://help.aiq.com/en/articles/15020491-sunset-features

2.6. Third Party Integrations and Services. From time to time, Alpine IQ may offer third party applications, data and services integrated with its Services (for example, payment processing). Alpine IQ is not responsible for any third party applications or integrations and Subscriber agrees that Alpine IQ shall not be liable, or otherwise responsible, for the accuracy, performance, reliability, availability or any other feature, failure or damage caused by any third party service, plugin, software, platform or other functionality that is not directly supplied by Alpine IQ. Each such third party service, platform, software or plugin may contain additional terms and conditions. Subscriber agrees that if it is damaged or has any issue with such third party service, platform, software or plugin, it will contact the vendor/supplier of that third party service, platform, software or plugin directly and will seek all remedies directly with such third party vendor/supplier.

3. Obligations of the Parties.

3.1. Hosted Services. Subject to the terms and conditions of the Agreement, Alpine IQ grants to Subscriber and each of its authorized employees and agents that are identified as named users on the settings page for Subscriber’s account in the Hosted Services (each such user, an “Authorized User”) a nonexclusive, nontransferable, limited right to use and access the Hosted Services. Subscriber may change, add, or remove an Authorized User in accordance with the procedure set out in the user Documentation. Alpine IQ shall provide the necessary login information, passwords, security protocols (the “Access Protocols”) to permit the Subscriber to access the Hosted Services in accordance with this Agreement. Subscriber shall be responsible for safeguarding the Access Protocols, and ensure that only authorized employees and agents of Subscriber are added as Authorized Users and shall remain responsible for all actions, omissions, or breaches of the Agreement of or by any Authorized User. Subscriber is responsible for maintaining the confidentiality of any accounts made available to Authorized Users and for any unauthorized use or disclosure of the Hosted Services. Subscriber shall promptly notify Alpine IQ, but in any event no later than forty-eight (48) hours, following its discovery of any unauthorized use of any Access Protocols or any other known or suspected breach of the Hosted Services. Subscriber acknowledges and agrees that it shall be responsible for uploading any Subscriber Data to the Hosted Services that is required for the Hosted Services to function properly.

3.2. Support Services. In accordance with the Support Services selected in the applicable Service Order, Alpine IQ shall make available one or more support emails, phone-numbers, or email-based help-desks for Subscriber to request and receive Support Services. Alpine IQ shall respond in a commercially reasonable time and manner to all such requests properly received for any Support Services, but Alpine IQ makes no representation or guarantees of any specific timing or availability of the Support Services or any specific resolution.

3.3. Supplemental Services. Any Supplemental Services shall be governed by the Supplemental Terms in addition to the terms and conditions of the Agreement. In the event of a conflict between the Supplemental Terms and the Agreement, the Supplemental Terms shall control.

4. Usage Restrictions; Federal Cannabis Law.

4.1. Subscriber Restrictions. Except to the extent expressly permitted by the Agreement or as otherwise required by law, Subscriber shall not:

a) Sublicense its right to access and use of the Services;

b) Fail to take commercially reasonable steps to prevent any unauthorized access or use of the Services;

c) Republish or redistribute any content or material from the Services without the prior written consent of Alpine IQ;

d) Use the Services in any way that causes, or would reasonably be expected to cause, damage to the Services or impairs the availability or accessibility of the Services;

e) Use the Services in any way that violates the rights of any third party, that is unlawful, illegal, fraudulent, or harmful, or in connection with any unlawful, illegal, fraudulent, or harmful purpose or activity;

f) Conduct or request that any other person conduct any load testing or penetration testing on the Hosted Services;

g) Use the Services to send hostile communications or any communication intended to insult any particular person or group of people, including but not limited to any Alpine IQ personnel;

h) Use the Services to send spam or any unlawful marketing communications;

i) Use the Services in a way that is likely to result in the blacklisting of Alpine IQ’s IP addresses or websites;

j) Upload purchased end-user consumer lists obtained from third-parties, including for the purposes of messaging any consumers who have not expressly consented to receiving marketing communications initiated by Subscriber through the Hosted Services.

k) Use the Services for the purpose of building a similar or competitive product or service.

l) Conduct any automated data scraping, data mining, data extraction, data harvesting, or similar activity through or on the Services; and

m) Reverse engineer the Services and/or any Hosted Services technology.

4.2. Federal Cannabis Law. Notwithstanding anything else herein, the violation of Federal Cannabis Laws shall not be, on its own and without connection to a violation of any other applicable law or term of the Agreement, considered a breach of the Agreement, or any party’s obligations hereunder, including references to applicable law and/or illegal conduct, where such party is otherwise in material compliance with all state, local, and/or Canadian provincial laws pertaining to the sale, manufacture, licensing, production, and possession of cannabis and marijuana.

4.3. Transactions. Alpine IQ does not offer cannabis retail services, or delivery services, set prices for Subscriber’s products, or maintain any inventory of cannabis. Subscriber acknowledges and agrees that any reservations or transactions using the Services are made between Subscriber and the end-user consumer.

5. Service Level Requirements.

5.1. Uptime and Reliability. Subject to any limits described in the Documentation, Alpine IQ will use commercially reasonable efforts to make the Hosted Services available and operational to Subscriber with an uptime of 99.99%, calculated on a Quarterly, per-minute basis (“Required Uptime” and the actual amount of uptime as calculated in accordance with the Agreement, the “Calculated Uptime”). “Quarter” means each of the 3-month periods beginning on February 1, May 1, August 1, and November 1 and ending on the day preceding the beginning of the next Quarter, and “Quarterly” shall have a corresponding meaning.

5.2. Exclusions. Any determination of whether Alpine IQ has met the Required Uptime shall not include any unavailability or disruption to the Hosted Services due to: (i) Subscriber’s use of the Services in a manner not authorized in the Agreement or the Documentation, (ii) problems affecting internet connectivity or internet infrastructure not solely provided by and under the direct control of Alpine IQ, or any force majeure event or other factor outside of the reasonable control of Alpine IQ (including but not limited to, denial of service attacks or third-party service outages), (iii) Subscriber’s (or one of its agents’ or venders’) equipment, software, network connections, utilities or other infrastructure, (iv) third party systems, acts or omissions or (v) Scheduled Maintenance (as defined below) or reasonable emergency maintenance. “Scheduled Maintenance” means maintenance that may affect the availability of the Hosted Services the scheduled time of which has been disclosed or made available to Subscriber through the Documentation or otherwise in writing at least 72 hours in advance thereof. Scheduled Maintenance will not exceed six (6) hours per month in the aggregate and, to the extent practicable, will be scheduled during the evening hours between 11:00pm and 4:00am Central Time the following day. In the event of any unavailability described above, Alpine IQ will use commercially reasonable efforts to minimize any disruption, inaccessibility and/or inoperability of the Hosted Services in connection with outages, whether scheduled or not.

5.3. Service Level Credits. If Alpine IQ does not meet the Required Uptime specified above for any full Quarter during the Term, Subscriber will be eligible for a service level credit (“Service Level Credit”) to be calculated, as follows: (i) if the Calculated Uptime is more than 99.50%, Subscriber will not be eligible to receive a credit for the Hosted Services or any Supplemental Services; (ii) if the Calculated Uptime is 99.25% to 99.49% (inclusive) of the Quarter’s minutes, Subscriber will be eligible for a credit in an amount equal to 5% of Subscriber’s Average Monthly Subscription Fees for each month of the following Quarter; or (iii) if the Calculated Uptime is 99.00% to 99.24% (inclusive) of the Quarter’s minutes, Subscriber will be eligible for a credit in an amount equal to 7.5% of Subscriber’s Average Monthly Subscription Fees for each month of the following Quarter; or (iv) if the Calculated Uptime is less than 98.99% of the Quarter’s minutes, Subscriber will be eligible for a credit in an amount equal to 10% of Subscriber’s Average Monthly Subscription Fees for each month of the following Quarter. Subscriber’s “Average Monthly Subscription Fees” will be equal to the aggregate Subscription Fees actually paid by Subscriber to Alpine IQ during the twelve (12) months preceding the calculation divided by twelve; provided, that if Subscriber has not paid Subscription Fees for a period of twelve months prior to the date of calculation then Alpine IQ shall calculate the Average Monthly Subscription Fees on any reasonable basis, including the average of Subscription Fees actually paid over the number of months preceding the calculation during which Subscriber paid Subscription Fees. Subscriber shall only be eligible to receive Service Level Credits with respect to any Quarter if Subscriber notifies Alpine IQ in writing within thirty (30) days after the end of the Quarter for which the Service Level Credits are claimed. In the event after such notification Alpine IQ determines that Service Level Credits are not due, or that different Service Level Credits are due, Alpine IQ shall notify Subscriber in writing of that finding. Service Level Credits will be applied to the next invoice following Subscriber’s written request therefor and Alpine IQ’s confirmation of available credits.

6. Subscriber Data.

6.1. License. Subscriber hereby grants Alpine IQ a limited, non-revocable, non-transferable right and license to receive, store, process, and transfer the Subscriber Data solely for the Permitted Uses. The “Permitted Uses” shall include the processing, storage, and use of the Subscriber Data by Alpine IQ and its authorized agents, employees, and subprocessors acting under the authority of Alpine IQ, including Subscriber Personal Information: (i) for the purpose of providing the Services and as otherwise permitted under the Agreement, (ii) as specifically instructed by Subscriber in writing or by Subscriber creating a digital request to transfer or send data via the Services to any outside party or connected integration service provider, (iii) in accordance with any Service Order or Supplemental Services that specifically contemplate or require additional processing or sharing, (iv) for the purposes of ensuring the security, integrity and lawful operation of the Services, (v) to troubleshoot, repair, and develop or improve the Services and any additions thereto, (vi) for the development, operation, and training of large language models and similar artificial intelligence, machine learning, and neural network applications, (vii) for the development and use of Analytics Data more particularly described in Section 6.4, and (viii) as required by applicable law, including Data Protection Laws, to which Alpine IQ is subject. For the avoidance of doubt, other than the license expressly set forth herein, Subscriber shall retain ownership of their Subscriber Data.

6.2. Subscriber Data Representations and Warranties. Subscriber represents and warrants to Alpine IQ that the Subscriber Data will not: (i) infringe the intellectual property rights, privacy rights, or other legal rights of any person, (ii) be libelous, obscene, indecent, or maliciously false, (iii) depict excessive graphic or gratuitous violence, (iv) contain pornographic or sexually explicit content, (v) be deliberately or recklessly false, inaccurate, or misleading, (vi) contain any legal, financial, investment, tax, accounting, medical or other professional advice, (vii) contain advice, instructions, or information that could cause death, illness, or personal injury, (viii) promote any pyramid schemes, multi-level marketing schemes, or similar letters, schemes, or programs, or (ix) breach any applicable law, statute, or regulation.

6.3. Partner Data. Alpine IQ may make available information concerning product and store level sales information (for example, price and volume) of third-party branded products sold by Subscriber to the owners and manufacturers of such third-party brands (“Partner Data”). Subscriber may elect to opt-out of the distribution of any Partner Data identifiable to Subscriber and/or its stores to such third-party brand owners and manufacturers by delivering written notice of such election to Alpine IQ.

6.4. Analytics Data. Notwithstanding anything to the contrary herein, Alpine IQ may process the Subscriber Data including any Personal Information, for the development of anonymous analytics, statistics and log data that may be published, sold, or otherwise shared (such data, “Analytics Data”), but for the avoidance of doubt Alpine IQ may not sell any Personal Information. Subscriber hereby grants Alpine IQ an unlimited, non-revocable, transferable license in and to any and all the Analytics Data for use by Alpine IQ for any and all purposes.

6.5. Data Retention. Alpine IQ shall have no obligation to store or make available any Subscriber Data to Subscriber more than ninety (90) days from the termination or expiration of the Agreement or any applicable Service Order, whichever occurs earliest.

6.6. Public Data. For the avoidance of doubt, none of the representations or restrictions herein shall prevent Alpine IQ from processing, selling, or otherwise using in any manner in its sole discretion any publicly available data, including publicly available data that may pertain to Subscriber and its sales.

7. Fees, Taxes, and Payment Terms.

7.1. Fees. Subscription Fees, Credit Fees, Overage Fees, Service Charges, taxes, and any other amounts owed by Subscriber to Alpine IQ (collectively, “Fees”) shall initially be as stated in the applicable Service Order. Fees (and any applicable taxes) paid are non-refundable and are fully earned by and payable to Alpine IQ upon execution of any Service Order or renewal of any Term, regardless of the date of any termination of this Agreement or any applicable Service Order. Alpine IQ may assess interest on unpaid Fees and taxes from the due date until the date paid at the lesser of one and one-half percent (1.5%) per month or the maximum amount allowed by applicable law. Except as set forth the Service Order, Subscription Fees and Credit fees are due and payable on the monthly anniversary of the Effective Date. All other Fees are due upon invoice by Alpine IQ. If payment of any Fee or tax is overdue, Alpine IQ may suspend provision of the Services, until the overdue amounts have been paid in full. Subscriber shall be responsible for all payments owed during the course of the Term, even in case of a termination of the Subscriber’s account. Subscriber acknowledges that the failure to settle invoices past a two (2) month period will result in the suspension or termination of access to the Services, and the outstanding amount, and that remaining on the Term of the Agreement, shall be referred to Alpine IQ’s designated collection agency. Subscriber agrees to pay all costs incurred by Alpine IQ in collecting overdue Fees, taxes, and interest, including reasonable attorneys’ fees. Alpine IQ may modify Subscription Fees, Credit Fees, Overage Fees, and any other fees (other than Service Charges, taxes, and similar fees subject to Section 7.3) in its sole discretion, with such modifications taking effect after the conclusion of the then in-effect Term, or thirty (30) days following notice by Alpine IQ of such Fee changes, whichever is later. Alpine IQ may charge a 5% processing fee, in its sole discretion, on any Fees or other amounts paid to Alpine IQ by Subscriber via credit card. If Subscriber has opted for automatic payments, Subscriber’s payment method provided to Alpine IQ will be charged for all outstanding Fees immediately upon Invoice. Subscriber is obligated to consistently maintain a valid and active payment method on file for the entire duration of this Agreement, failure to do so will result in the suspension or termination of access to the Services.

7.2. Taxes. Subscriber shall pay all taxes and similar charges applicable to the Services, including all sales, use, excise, value-added, services, consumption, withholding and other taxes and duties assessed on the provision of Services (other than taxes on Alpine IQ’s income).

7.3. Passthrough Fees. Alpine IQ shall pass through for payment by Subscriber certain Service Charges, taxes, and similar Fees not set by Alpine IQ. Such amounts passed through by Alpine IQ to Subscriber may be adjusted by Alpine IQ at any time to reflect the actual Fees paid by Alpine IQ with respect to such Service Charges, taxes, and similar Fees. Nothing in this Section 7.3 shall restrict Alpine IQ’s right to charge a processing fee or surcharge on such Fees in accordance with the Agreement.

7.4. Service Charges Processing Surcharge. Alpine IQ may charge Subscriber a processing surcharge on any Service Charges owed by Subscriber of up to 10% of the amount of such Service Charges.

7.5. Multiple Locations. Subscriber shall obtain a separate license to utilize the Hosted Services pursuant to additional Service Order(s) for each individual location at which it owns or operates a cannabis dispensary or retail operation and intends to use the Hosted Services.

8. TELEPHONE CONSUMER PROTECTION ACT

8.1. RESPONSIBILITY FOR MESSAGING AND RECORDING. THE PARTIES AGREE THAT SUBSCRIBER IS THE SOLE RESPONSIBLE INITIATOR OF ALL MESSAGING CAMPAIGNS (INCLUDING ALL TEXT, SMS, MMS, PUSH, BROWSER, EMAIL AND OR OTHER MESSAGING CHANNEL CAMPAIGNS) IN ALL CIRCUMSTANCES AND IS AND SHALL BE SOLELY RESPONSIBLE FOR ALL SUCH MESSAGING CAMPAIGNS, INCLUDING OBTAINING ALL REQUIRED CONSENTS AND FOLLOWING ALL APPLICABLE LAWS AND REGULATIONS, INCLUDING THE “TELEPHONE CONSUMER PROTECTION ACT” (“TCPA”), REGARDLESS OF WHETHER ALPINE IQ IS TASKED WITH CREATING AND/OR MANAGING ANY SUCH CAMPAIGNS FOR SUBSCRIBER. SUBSCRIBER SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS ALPINE IQ FROM AND AGAINST ANY AND ALL THIRD-PARTY CLAIMS ARISING OUT OF OR IN CONNECTION WITH ANY MESSAGING CAMPAIGNS AND ANY AND ALL COSTS, DAMAGES, LOSSES, LIABILITIES AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES AND COSTS) SUFFERED OR INCURRED BY ALPINE IQ IN CONNECTION WITH ANY SUCH THIRD-PARTY CLAIM.

SUBSCRIBER SHALL NOT USE THE SERVICES FOR SMS, MMS, OR EMAIL MARKETING MESSAGES IF SUBSCRIBER IS ALSO USING ANOTHER SIMILAR SERVICE AT THE SAME TIME. CONSUMER OPT OUT REQUESTS THAT HAPPEN ON ALTERNATIVE THIRD PARTY SERVICE OFFERINGS MAY NOT BE ACCURATELY COMMUNICATED TO ALPINE IQ.

If Subscriber records or monitors telephone calls, SMS/ MMS messages, or other communications using the Services, Subscriber will do so in compliance with all applicable laws and will secure all required consents to record or monitor communications using the Services prior to engaging in such activities. Alpine IQ makes no representations or warranties with respect to recording or monitoring of telephone calls, SMS/ MMS messages, emails, push notifications, chat, or other communications. Subscriber acknowledges that these representations, warranties, and obligations are essential to Alpine IQ’s ability to provide Subscriber with access to recording and monitoring features that are part of the Services. Subscriber shall indemnify and hold harmless Alpine IQ and its affiliates for any claims, damages, liabilities, or actions arising out of or related to Subscriber’s acts or omissions with respect to or in connection with providing notice and obtaining consents regarding such recording or monitoring of telephone calls, SMS/ MMS messages, or other communications using the Services.

8.2. Messaging Functionality. Alpine IQ shall provide a mechanism for Subscriber’s users accessing the Hosted Services to opt-out of Subscriber communications sent through the Hosted Services that is intended to allow Subscriber to comply with the TCPA. However, Subscriber is solely responsible for ensuring that such mechanism of the Hosted Services is suitable for Subscriber’s TCPA compliance obligations as determined independently by Subscriber and its counsel with respect to all of Subscriber’s operations that may be subject to the TCPA, including but not limited to Subscriber’s use of the Services. Subscriber shall comply with all requirements of the TCPA and similar laws and regulations in the use of the Services.

9. Confidentiality.

As used herein, “Confidential Information” means all confidential information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. However, Confidential Information shall not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party. Except as otherwise permitted in writing by the Disclosing Party, (x) the Receiving Party shall use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but in no event less than reasonable care) not to disclose or use any Confidential Information of the Disclosing Party for any purpose outside the scope of the Agreement, and (y) the Receiving Party shall limit access to Confidential Information of the Disclosing Party to those of its employees, contractors and agents who need such access for purposes consistent with the Agreement and who have signed confidentiality agreements with the Receiving Party containing protections no less stringent than those herein. Notwithstanding the above, the Receiving Party may disclose Confidential Information of the Disclosing Party if it is compelled by law or any governmental authority to do so. In the event of any such compelled disclosure, the Receiving Party shall, to the extent reasonably practicable and not prohibited by law or such governmental authority, give the Disclosing Party prior notice of such compelled disclosure and reasonable assistance, at the Disclosing Party’s cost, if the Disclosing Party wishes to contest the disclosure. In the event of a breach or threatened breach of this Section 9, the non-breaching party will be entitled to seek injunctive relief to enforce the provisions of this Agreement, and if successful, will be entitled to recover reasonable attorneys’ fees.

10. Privacy.

10.1. Subscriber Privacy Obligations. Subscriber hereby represents and warrants that: (i) it has taken all steps necessary (including but not limited to, providing or obtaining proper notices and consents) to comply with all applicable laws in connection with the collection and transfer of the Subscriber Data transferred to Alpine IQ hereunder, (ii) the transfer and use of such Subscriber Data as contemplated by the Agreement will not violate any Data Protection Laws or cause Alpine IQ to violate any Data Protection Laws, and (iii) Subscriber shall not use the Services to collect, store, process, or transmit any Sensitive Personal Information, except as specifically agreed to in writing by the parties. Notwithstanding anything else in the Agreement, Alpine IQ shall have no liability under the Agreement or otherwise for any Sensitive Personal Information, except to the extent agreed in writing by the parties in a separate agreement or amendment expressly related to Sensitive Personal Information.

10.2. Alpine IQ Privacy Obligations. Alpine IQ shall:

a) Comply with applicable Data Protection Laws with respect to the processing of any Personal Information in the Subscriber Data provided to Alpine IQ. Maintain compliance with industry standard information security practices, such as SOC 2 Type 2, and shall perform or have performed, at least annually, audits of Alpine IQ’s compliance with such industry standard information security practices.

b) Process, store, transmit, or otherwise use any Personal Information provided in the Subscriber Data solely pursuant to the Agreement and for the limited and specific purposes of the Permitted Uses as set forth in Section 6.1;

c) Comply with all requirements of the CCPA applicable to the processing of any Personal Information in the Subscriber Data, including providing a level of privacy protection and implementing reasonable security procedures and practices no less than what would be required for a business processing Personal Information under the CCPA;

d) Implement and maintain commercially reasonable administrative, technical, and physical safeguards, including procedures and practices, with regard to Subscriber Data in Alpine IQ’s possession and control designed to:

• (i) ensure the security, confidentiality, and integrity of the Subscriber Data, (ii) protect against any anticipated threats or hazards to the security or integrity of the Subscriber Data, and (iii) protect against unauthorized access to, or unauthorized use or disclosure of, the Subscriber Data;

e) Provide Subscriber the opportunity to make commercially reasonable and appropriate requests for documentation, and to the extent necessary audit the relevant records upon Subscriber’s reasonable request, to ensure the Personal Information in any Subscriber Data provided to Alpine IQ is processed in compliance with the CCPA. Nothing in this section shall require Alpine IQ to breach any confidentiality obligations it has under applicable laws or any agreement with third parties;

f) Not sell or share Personal Information in the Subscriber Data except as expressly directed by Subscriber;

g) Not combine Personal Information in the Subscriber Data with Personal Information received from or on behalf of another person or collected directly from Alpine IQ’s own interaction with a consumer, other than for the Permitted Uses or any “business purpose” as defined by the CCPA;

h) Promptly notify Subscriber about any consumer privacy rights request or similar request under applicable Data Protection Laws (“Privacy Requests”) that Alpine IQ receives directly concerning any Personal Information in the Subscriber Data;

i) Provide reasonable assistance to Subscriber to the extent necessary for Subscriber to respond to any Privacy Requests received by Subscriber involving or relating to Personal Information in the Subscriber Data processed by Alpine IQ;

j) Delete all Personal Information contained in the Subscriber Data upon Subscriber’s written request and upon termination of the Agreement;

k) Ensure that any service providers or subprocessors of Alpine IQ processing any Personal Information contained in the Subscriber Data on behalf of Alpine IQ only due so pursuant to contractual requirements materially the same as those in this Section 10; and

l) Notify Subscriber no later than 5 business days after it makes a determination that it can no longer meet its obligation under the CCPA with respect to any Subscriber Data.

10.3. Data Breaches. Alpine IQ shall report any Data Breach to Subscriber within three (3) days following Alpine IQ’s actual knowledge of such Data Breach. “Data Breach” means any event that materially compromises the confidentiality, security, integrity, or availability of Subscriber Personal Information including any (i) unauthorized access, use, disclosure, modification, or destruction of Subscriber Personal Information or (ii) loss or misuse (by any means) of any Subscriber Personal Information.

11. Indemnification.

11.1. Mutual Indemnity. Each party shall indemnify, defend, and hold harmless the other party from and against any and all third-party claims, costs, damages, losses, liabilities, and expenses (including reasonable attorneys’ fees and costs) arising out of or in connection with any gross negligence or willful misconduct of such indemnifying party.

11.2. Subscriber Special Indemnity. Subscriber shall indemnify, defend, and hold harmless Alpine IQ from and against any and all third-party claims, costs, damages, losses, liabilities, and expenses (including reasonable attorneys’ fees and costs) arising out of or in connection with any Subscriber Data or breach or alleged breach by Subscriber of Section 4.1(Subscriber Restrictions), Section 8.1 (Responsibility For Messaging and Recording), or Section 10.1 (Privacy; Subscriber).

11.3. Alpine IQ Special Indemnity. Alpine IQ shall defend (or at its option settle) any third-party claim, suit or action against Subscriber alleging that the Services infringe any Intellectual Property Rights of such third party (each, an “Infringement Claim”) and indemnify Subscriber from the resulting costs and damages finally awarded against Subscriber to that third party by a court of competent jurisdiction or agreed to in settlement by Alpine IQ. Subscriber shall (a) promptly provide Alpine IQ with notice of any Infringement Claim within a reasonable period of time after learning of it; (b) allow Alpine IQ sole control over the claim’s defense and settlement; and (c) reasonably cooperate in response to Alpine IQ’s requests for assistance. Subscriber may not settle or compromise any Infringement Claim without Alpine IQ’s prior written consent. If the Services are, or in Alpine IQ’s opinion likely to become, the subject of an Infringement Claim, then Alpine IQ may (i) procure for Subscriber, at no cost to Subscriber, the right to continue using the Services, (ii) replace or modify the infringing the Services, at no cost to Subscriber, or (iii) if the right to continue using the infringing the Services cannot be procured for Subscriber for a reasonable cost, or cannot reasonably be modified to make it non-infringing, terminate the Agreement, and refund to Subscriber any prepaid Fees. Notwithstanding the foregoing, Alpine IQ will have no obligation under this Section 11.3 or otherwise with respect to any Infringement Claim based upon: (1) any use of the Services in a manner not in accordance with the Agreement or the applicable Documentation; (2) any use of the Services combination with products, equipment, or software not supplied by Alpine IQ if such infringement would have been avoided without the combination with such other products, equipment, or software; (3) any modification of the Services by any person other than Alpine IQ or its authorized agents or subcontractors; or (4) any Services provided on a no charge, beta, trial or evaluation basis. Alpine IQ’s obligations under this Section 11.3 are Alpine IQ’s sole obligations and Subscriber’s exclusive remedy for any Infringement Claim.

11.4. Indemnification Procedure. Any indemnified party seeking indemnification under the Agreement must promptly notify the indemnifying party in writing of the claim and cooperate with the other party in defending the claim. To the extent permitted by applicable law, the indemnifying party will have full control and authority over the defense provided, however, that: (i) any settlement requiring the indemnified party to admit liability, be subject to injunctive or other equitable penalties, or to pay any money damages will require that party’s prior written consent; and (ii) the indemnified party may join in the defense with its own counsel at its own expense

11.5. Disclaimer and Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, AND OTHER THAN THE WARRANTIES EXPRESSLY PROVIDED IN SECTION 10.2, ALPINE IQ DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE AGREEMENT, THE PLATFORM, THE SERVICES, AND ANY USE THEREOF, INCLUDING WITHOUT LIMITATION IMPLIED OR EXPRESS WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND ALPINE IQ WILL NOT BE LIABLE TO SUBSCRIBER FOR DAMAGES RESULTING FROM THE SERVICES, ANY SUBSCRIBER DATA, OR THE FAILURE OF THE HOSTED SERVICES. SUBSCRIBER HEREBY ACKNOWLEDGES THAT SOFTWARE IS NEVER WHOLLY FREE FROM DEFECTS, ERRORS, BUG, OR SECURITY VULNERABILITIES. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN OR REQUIRED BY APPLICABLE LAW, ALPINE IQ MAKES NO REPRESENTATIONS OR WARRANTIES CONCERNING THE FOREGOING. SUBSCRIBER ACKNOWLEDGES THAT ALPINE IQ DOES NOT PROVIDE ANY LEGAL, FINANCIAL, ACCOUNTANCY OR TAXATION ADVICE; AND ALPINE IQ DOES NOT WARRANT OR REPRESENT THAT THE SERVICES OR THE USE OF THE SERVICES BY SUBSCRIBER WILL PREVENT ANY LEGAL LIABILITY ON THE PART OF SUBSCRIBER OR ANY OTHER PERSON.

SUBSCRIBER ACKNOWLEDGES THAT THE SERVICES ARE DESIGNED TO BE COMPATIBLE ONLY WITH THAT SOFTWARE AND THOSE SYSTEMS SPECIFIED AS COMPATIBLE BY ALPINE IQ; AND ALPINE IQ DOES NOT WARRANT OR REPRESENT THAT THE SERVICES WILL BE COMPATIBLE WITH ANY SOFTWARE OR SYSTEMS.

ALPINE IQ SHALL NOT BE LIABLE FOR THE MONETARY VALUE OR REGULATIONS RELATED TO GAMING, LOTTERY, RAFFEL, OR LOYALTY POINTS SYSTEMS OR BOOKKEEPING OF SUCH SYSTEMS VIA LEDGERS. ANY SUCH LOYALTY POINT SYSTEMS, LEDGERS, OR REWARDS POINTS RECORDED OR OFFERED BY THE SERVICES ARE FOR PURELY INFORMATIONAL PURPOSES, AND DO NOT REPRESENT ANY ACTUAL VALUE OWED, HELD, OR MAINTAINED BY ALPINE IQ. ALPINE IQ DOES NOT GUARANTEE THE ACCURACY OF ANY SUCH LEDGERS OR LOYALTY OR REWARDS POINTS SYSTEMS.

EXCEPT FOR ALPINE IQ’S OBLIGATIONS UNDER SECTION 9 (CONFIDENTIALITY), ALPINE IQ WILL NOT, UNDER ANY CIRCUMSTANCES, BE LIABLE TO SUBSCRIBER FOR INDIRECT, WILLFUL, PUNITIVE, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO THE AGREEMENT, INCLUDING, BUT NOT LIMITED TO LOST PROFITS, LOSS OF BUSINESS, OR LOSS OR INACCURACY OF DATA OF ANY KIND, WHETHER BASED ON CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, EVEN IF ALPINE IQ HAS BEEN MADE AWARE OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING. NOTWITHSTANDING ANYTHING ELSE HEREIN, ALPINE IQ’S MAXIMUM LIABILITY UNDER THE AGREEMENT WILL BE THE LESSER OF: (A) THE AMOUNT OF FEES EARNED BY ALPINE IQ DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT THAT GAVE RISE TO SUCH LIABILITY, OR (B) $1,000,000. THE FOREGOING LIMITATIONS WILL SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THE AGREEMENT IS FOUND TO HAVE FAILED ITS ESSENTIAL PURPOSE.

12. Dispute Resolution.

The parties agree that all claims or disputes arising out of the Agreement will be decided by an arbitrator through arbitration and not by a judge or jury (“Arbitration Agreement”). This Arbitration Agreement is governed by the Federal Arbitration Act (“FAA”) and evidences a transaction involving commerce. The arbitration will be conducted before a single arbitrator under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”), which are available at https://www.adr.org. The arbitrator’s fees and the costs will be shared equally by the parties, unless prohibited by law. Parties are responsible for their own attorneys’ fees, except that the successful or prevailing party to any claim shall be entitled to recover reasonable attorneys’ fees, subject to the limitations on liability set forth herein. The arbitration proceeding will take place in Denver, CO, unless otherwise agreed. A court of competent jurisdiction will have the authority to enter judgment on the arbitrator’s decision and award. The parties agree to bring any claim or dispute in arbitration on an individual basis only, and not as a class or collective action, and there will be no right or authority for any claim or dispute to be brought, heard or arbitrated as a class or collective action.

13. Definitions.

“Agreement” means this Services Agreement and all Service Orders and Supplemental Terms between Alpine IQ and Subscriber.

“Business Hours” means the hours of 09:00 to 17:00 CST on any weekday other than a bank or public holiday in The United States of America.

“Credit Fees” means the prepaid fees for any messaging or similar notifications including MMS, SMS, email, push notifications and direct mail (collectively, “Messaging Services”) as set forth in the applicable Service Order or other written notice from Alpine IQ.

“Data Protection Laws” means all applicable laws relating to the processing and/or protection of Personal Information, including but not limited to, the California Consumer Privacy Act (“CCPA”), as amended.

“Documentation” means the specifications, standards, pricing information, and help documentation for the Services made available by Alpine IQ on its website or otherwise delivered by Alpine IQ to Subscriber.

“Effective Date” means the effective date set forth in the initial Service Order, or if no such date is specified therein, the date upon which such initial Service Order is executed.

“Federal Cannabis Law” means federal laws of the United States of America regulating marijuana or cannabis as included on Schedule 1 under the United States Controlled Substances Act, including any such federal laws of the United States pertaining to manufacturing, distributing, dispensing or possession of marijuana or cannabis.

“Hosted Services” means the primary subscription services provided by Alpine IQ through its web-based portal (for example, the “marketing”, “loyalty”, “analytics”, and “data ops” services) at the levels (for example “starter”, “pro” and “enterprise”) and /or in the bundles, and the consumer-browsable online platform that allows Subscriber to sell cannabis-related products, including project listings, transaction processing, and payment handling, as more particularly described on the applicable Service Order. Hosted Services also includes any Messaging Services.

“Mobile App” means the Supplemental Services which comprise the mobile application known as the Alpine IQ Native App Extension if or when such application is made available by Alpine IQ through mobile app stores.

“Overage Fees” means the fees for any additional Messaging Services in excess of those already paid for by Subscriber pursuant to any prepaid Credit Fees.

“Personal Information” means any information relating to, capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular natural person or household, including, without limitation, any inferences drawn therefrom or derivatives thereof, or any other information that is regulated as “personal data” or “personal information” under applicable law.

“Sensitive Personal Information” means any of the following: (i) credit, debit or other payment card data subject to the Payment Card Industry Data Security Standards, or other financial account numbers or credentials (except for Subscriber’s own payment information for the payment of Fees); (ii) patient, medical or other protected health information regulated by the Health Insurance Portability and Accountability Act; (iii) social security numbers, driver’s license numbers or other government ID numbers; (iv) any information deemed to be “special categories of data” of an United Kingdom or European Union data subject (as defined in the United Kingdom and/or European Union’s General Data Protection Regulation); or (v) other personal or sensitive information subject to regulation or protection under the Gramm-Leach-Bliley Act, Children’s Online Privacy Protection Act or similar foreign or domestic Data Protection Laws.

“Service Charges” means communications industry “carrier fees” charged by telecommunications providers and their affiliates.

“Service Order” means any written order for Services placed by Subscriber and accepted in writing by Alpine IQ and any order for Services placed by Subscriber via a self-service signup form located at alpineiq.com and accepted by Alpine IQ as evidenced by the order confirmation sent by Alpine IQ to Subscriber.

“Subscriber Data” means all data, information, or content, including any Personal Information: uploaded to or stored on the Services by Subscriber; transmitted by the Services at the instigation of or on behalf of Subscriber (not including any communications through the service specifically on behalf of Alpine IQ); supplied by Subscriber to Alpine IQ for uploading to, transmission by or storage on the Services; or collected by or generated by the Services as a result of the use of the Services by Subscriber (but excluding anonymized data that does not contain Personal Information, analytics data relating to the use of the Services, or server log files).

“Subscription Fees” means the fees for the Services, including but not limited to the Hosted Services, the Mobile App, Support Services, any Supplemental Services, and as otherwise set forth on the applicable Service Order or written notice from Alpine IQ, but excluding any Credit Fees, Overage Fees, or Service Charges.

“Supplemental Services” means additional or supplemental Services to Subscriber provided in addition to the Hosted Services and subject to additional terms and conditions pursuant to one or more Supplemental Terms, including, for example, the Mobile App.

“Support Services” means those support services made available by Alpine IQ in relation to the use of, and the identification and resolution of errors in, the Hosted Services or Supplemental Services, in the form and manner set forth in the applicable support plan purchased by Subscriber pursuant to the Service Order.

“Supported Web Browser” means the current release from time to time of Mozilla Firefox, Google Chrome or Apple Safari, or any other web browser that Alpine IQ agrees in writing shall be supported.

14. Miscellaneous.

Alpine IQ and Subscriber are independent contractors, and nothing herein may be construed to create any agency, partnership, or joint venture between them. Notwithstanding anything to the contrary, neither party has any authority of any kind to bind the other party in any respect whatsoever. The Agreement is not intended to benefit, nor will it be deemed to give rise to, any rights in any third party. No reliance shall be placed on any representations made by a member of the Alpine IQ sales team, and the scope of services shall be strictly defined by the terms outlined in this Agreement. No ambiguity will be construed against any party based upon a claim that such party drafted the ambiguous language. The Agreement and any Service Order and Supplemental Terms will be governed by Colorado law, without regard to conflict of law principles. The Agreement, the Service Order(s), and any Supplemental Terms constitute the entire agreement between the parties and supersedes any prior understanding (written or oral) on the subject matter hereof. In the event of any conflict between the terms of the Service Order and the Agreement, the Service Order will control. Alpine IQ may make changes to the Agreement from time to time, and any adverse changes made shall be accompanied by providing the Subscriber with at least twenty (20) days written notice of any such changes (“Change Notice”). Such Change Notice shall specify the effective date of such adverse changes (which must be at least twenty (20) days after delivery of the notice) and Subscriber’s continued access or use of the Services on or after the effective date of any such changes constitutes Subscriber’s acceptance of and consent to any such changes. If Subscriber opposes any such changes to the Agreement, Subscriber may terminate the Agreement effective immediately upon written notice to Alpine IQ delivered prior to the effective date of any such changes. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid or unenforceable, then that provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect. In the event of a breach, in addition to any remedies at law or in equity, the non-breaching party will be entitled to seek specific performance and immediate injunctive relief. Failure by either party to require performance or claim breach will not be construed as a waiver. A party will not be liable for any failure of or delay in the performance of the Agreement for the period that such failure or delay is due to causes beyond its reasonable control, including but not limited to acts of God, war, strikes or labor disputes, embargoes, government orders or any other force majeure event. Subscriber may not assign the Agreement without the prior written consent of Alpine IQ, and if permission is secured, the assignor will provide Alpine IQ with advance written notice so that payment can be directed appropriately. Any assignment by Subscriber in violation of this provision will be null and void. The Agreement will be binding on the parties’ permitted heirs, successors, and assigns. For the avoidance of doubt, following any merger, consolidation, or change of control of Subscriber resulting in multiple Subscribers or customers of Alpine IQ consolidating into a single entity or subsidiary or other affiliates, and regardless of whether the foregoing would constitute an assignment prohibited by this Section 14, all such obligations and Fees owed by Subscriber shall continue separately and remain in full force and effect for the remainder of the then in effect Term.

15. Notices.

All notices from one party to the other party with respect to the Agreement must be given by email to the relevant email address specified through the Hosted Services, in which case the notice shall be deemed to be received upon receipt of the email by the recipient's email server.

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AIQ Privacy Policy

July 9, 2023

Alpine IQ is committed to keeping the Personal Information of its users private and secure. This Privacy Policy describes what Personal Information Alpine IQ, Inc., a Delaware corporation (collectively referred to throughout as “Alpine IQ”, the “website,” “us,” “our” and “we”), collects from users of its website, alpineiq.com, its applications, including any branded applications used by Alpine IQ’s Clients, when Alpine IQ’s Clients provide it with Personal Information of their customers, and how Alpine IQ uses that Personal Information.

“Clients” as used in this policy means the retail stores, merchants, manufacturers, and similar companies that use Alpine IQ’s website and applications (including its Dispense-branded website and applications) to document transactions and customer interactions and communicate with their customers, including through certain Client-branded applications operated by Alpine IQ.

“Personal Information” as used in this policy means information that relates to and identifies a natural person, and as defined by any applicable privacy laws. If you have any questions or comments regarding this Privacy Policy, please contact us at privacy@aiq.com.
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Changes to Our Privacy Policy

We may make changes to the Privacy Policy from time to time. We will notify you of any material changes by posting a notice on our website or in our applications when appropriate. Please review any changes to our Privacy Policy carefully to ensure you understand our practices and procedures.
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Information We Collect and Receive

We collect Personal Information about you when you communicate with one of our Clients that uses Alpine IQ’s website and applications, when one of our Client’s provides us with information when using our website and application, and when you communicate with us directly through email, telephone, website form, or otherwise. The Personal Information we collect includes:

• Name, phone number, birthdate, and other contact information, purchase and order information including products, product types, volume and price of purchase, and time and manner of purchase when provided to Alpine IQ’s Clients through Alpine IQ’s applications or website or when provided to Alpine IQ by a Client directly.
• Limited purchase information including credit card or bank number when you make purchases or orders from our Clients on our services or platform.
• Messaging information including your phone number and email address, your consent or acceptance of receiving certain messages, and the content of messages sent to or by you, when provided by you or a Client that you have provided such information to if the Client adds it to our website or applications.
• Loyalty rewards points and similar information concerning any loyalty programs you participate in through one of Alpine IQ’s Clients.
• General usage information associated with your use of the Alpine IQ’s website and applications including access times, IP address, page views, and similar usage information.
• Web and application usage and analytics information including those collected through the analytics services listed below.
• Any other information you send to use through communications including email, telephone, website form, or otherwise.

Cookies. The website uses cookies to collect information about how you use the website. A cookie is a small file containing a string of characters that is sent to your computer when you visit a website. When you visit the website again, the cookie allows that website to recognize your browser. Cookies may store unique identifiers, user preferences, and other information. You can set your browser to refuse all cookies or to indicate when a cookie is being sent, however, some website features or services may not function properly without cookies. Third party cookies and analytics that Alpine IQ uses on its website and applications include:

Google Analytics, a web analytics service provided by Google, Inc. Google Analytics uses cookies to help us analyze how users use our site and enhance your experience when you use our website. More information on how Google uses this data.

Facebook Ads and Connect, an advertising network provided by Facebook, Inc., that allows us to serve ads to people within our network. More information on how Facebook uses this data.

LinkedIn Ads and analytics, to service ads and analyze how our users find our website. More information on how LinkedIn uses this data.

Hubspot, for marketing and analytics concerning our website. More information on how Hubspot uses this data.

Do Not Track Signals. This website does not respond to Do Not Track (“DNT”) signals. Third party applications and plugins, such as social media integration, may treat DNT signals differently.

No Information From Children Under Age 18. Alpine IQ’s website, services, and applications are not directed to children or any person under the age of 18. If we learn that we have collected Personal Information from a child under the age of 18, we will promptly delete that information. If you believe we have collected Personal Information from someone under age 18, please email us at privacy@aiq.com.
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How We Use Your Personal Information

Alpine IQ provides operational, messaging, loyalty, and data analytics and applications to its Clients. The Personal Information that Alpine IQ collects on behalf of and from its Clients is used to support its operations and services, including:

• General Operations and Applications. Developing, improving, and performing the application and analytics services as directed by Clients, including sending and monitoring promotional and order related messages, offering and tracking loyalty programs, providing cross-platform usage analytics and managing customer-related data storage and access.
• Order Processing. To process orders through the third-party payment processors we rely on to facilitate purchases from our Clients.
• Customer Analytics. Analysis and tracking of customer site and application usage including research, analysis, and inferences concerning Client’s customer behavior and potential purchases.
• Loyalty Programs. Keeping records of Client customer purchases and rewards for Client administered loyalty programs and redemptions.
• Messaging. We use Personal Information to allow Clients to send messaging and promotional communications and to monitor engagement and opt-outs with those communications.
• Anonymous Analytics. We use information collected to produce anonymized data and analytics.
• Access Information: we use the log-in and usage information we collect to ensure secure access to our applications services, answer usage requests for our Clients and their employees, to maintain the security and integrity of our systems and prevent unlawful use and access, and to troubleshoot and improve our services.
• Business Contacts: we use the contact information we collect about our professional contacts for business communications regarding Alpine IQ and its services.
• Other: For all website visitors, we use your Personal Information to improve and maintain our website, applications and services.

Alpine IQ may process your Personal Information for the purposes of making additional, customized purchase recommendations to you as an end-user of one or more of Alpine IQ’s Clients. These personalized recommendations are part of certain business services Alpine IQ provides its Client’s and recommendations will only be made for each individual Client using Personal Information collected for each such Client, and not from other Clients or collected elsewhere online. [To opt-out of these recommendations, please submit a request here.]
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When We Disclose Information

Disclosure of Client Information. The majority of Personal Information Alpine IQ collects is from or on behalf of Clients that use Alpine IQ’s applications and services with their websites and businesses. Information, including customer and employee Personal Information, usage information, and other data and statistics, that are collected from or on behalf of a Client are generally disclosed to and controlled by that Client. *Please review the Client’s privacy notice for any information about how they use or disclose your Personal Information. This Privacy Policy does not apply to any other parties’, including Alpine IQ Clients’, use or disclosure of any Personal Information.

*‍Disclosures for Legal Requirements. We may disclose Personal Information to respond to legal requirements, to protect or enforce our rights and policies, to protect or enforce the rights of a third party, to prevent harm to a person or as required or permitted by law, including, without limitation, to comply with a subpoena or court order.

Disclosure of Non-Personal Information. We may disclose anonymized or de-identified information to any party including potential business partners, advertisers, investors, users, and other third parties.

We will not share your opt-in to an SMS campaign with any third party for purposes unrelated to providing you with the services of that campaign. We may share your Personal Data, including your SMS opt-in or consent status, with third parties that help us provide our messaging services, including but not limited to platform providers, phone companies, and any other vendors who assist us in the delivery of text messages.

Disclosure to Corporate Affiliates and Successors. Alpine IQ may disclose Personal Information and other data to its parent, subsidiaries or other affiliates, if any. If Alpine IQ is part of a merger, acquisition, reorganization, sale of some or all of its assets, or similar transaction, or takes steps in contemplation of such transactions (e.g., due diligence), Personal Information and other data may be shared or transferred with a new or prospective owner, subject to standard confidentiality agreements.

Disclosure With Your Consent. In addition to the sharing described elsewhere in this Privacy Policy, we may share Personal Information with third parties if we obtain your consent to do so.

Disclosure to Subprocessors. We engage third party service providers, also called subprocessors, to assist in providing data storage, payment processing, website hosting, analytics, and other services. Personal Information is hosted on their servers and services on our behalf and is kept confidential and limited to Alpine IQ’s use. A list of our current subprocessors is available upon request by emailing privacy@aiq.com.
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Your Personal Information Rights

California and State Specific Privacy Rights

Residents of California and a number of other U.S. States have additional rights relating to Personal Information, including:

• The right to know and access the Personal Information we have collected about you;The right to request that we delete your Personal Information;
• The right to request that we correct your Personal Information; and
• The right to limit our use of your Personal Information in certain situations.

You also have the right to opt out of us “selling” or “sharing” your Personal Information (as those terms are defined under California (or applicable state) law) and the right to limit our use and disclosure of “Sensitive Personal Information.”

In addition to California, certain other states have passed data privacy laws that provide residents of those states with certain rights. These rights may include similar access, deletion, and correction rights to those available to California residents, as well as other rights.

If your state grants you the right to opt out of: (i) having your Personal Information processed for targeted or behavioral advertising purposes, or (ii) profiling in furtherance of decisions that produce legal or similarly significant effects, we do not engage in either of these practices, except to the extent our within-Client recommendations service described above would be considered “targeted advertising”.

For additional details and disclosures required under applicable state law, and more information about your rights, please review our detailed California and State Specific Privacy Notice.

European User Privacy Rights

Residents of the European Economic Area and United Kingdom’s GDPR provides certain rights to online users located in the EEA countries or the UK (“Data Subjects”), including:

• The right to know whether we have retained your Personal Information. If we have retained your Personal Information, you may also request to access and receive a copy of your information and certain details about how we collect and process such information.
• The right to receive a copy of your Personal Information;
• The right to request that we correct your Personal Information; and
• The right to request that we stop using all or some of your Personal Information, or that we limit our use of your Personal Information.

Data Subjects may exercise their rights, and ask any other related questions, by emailing privacy@aiq.com. Additionally, Data Subjects also have the right to appeal a decision we have made regarding the exercise of your privacy rights and to lodge a complaint with a supervisory authority, including in your country of residence, place of work, or where an incident took place.

Alpine IQ relies on the legitimate interests (except as where otherwise noted, such as in any cookie consent banner) described herein for processing Data Subjects’ Personal Information including: providing access and functionality through the website and the operational, messaging, loyalty, and data analytics and applications to its Clients, providing third-party integrations at users’ and Clients’ direction, accepting and processing job applications and resumes, ensuring the proper and lawful functioning of its website and services, and communicating with existing and potential users and Client’s about the existing services they use as well as additional services that may interest them.

To comply with the EEA and UK GDPR’s requirements, Alpine IQ transfers Data Subjects’ Personal Information to third countries outside the United Kingdom or EEA, as applicable, only: (1) consistent with an adequacy decision under the GDPR; (2) pursuant to suitable safeguards; or (3) consistent with another permissible transfer mechanism where appropriate. More information concerning these transfers is available by contacting privacy@aiq.com.
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Storage and Retention

Your Personal Information is stored by Alpine IQ on our servers and on the servers of the cloud-based data storage providers it engages. Alpine IQ retains the Personal Information it collects or processes as a subproccessor for up to 90 days after the duration of our business relationship with Clients. For Personal Information that Alpine IQ collects directly on its own behalf, we retain such information for long as reasonably necessary for the purposes indicated in this Privacy Policy, for a period of 6 years from the date of collection for any information regulated by applicable medical privacy laws, and for such other periods as required by law, which may be indefinitely.
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Third Party Websites

You may be able to access third party websites directly from this website. This Privacy Policy does not apply when you access third party websites. We cannot control how third parties may use any information you disclose to them, so you should carefully review the privacy policy of any third party website you visit before using it or disclosing your information to its provider.
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Questions and How To Contact Us

If you have any questions or concerns regarding our Privacy Policy or practices, or otherwise need to contact us regarding your Personal Information, please contact our Data Protection Officer by emailing privacy@aiq.com.

1. Introduction

1.1. This acceptable use policy (the "Policy") sets out the rules governing:

(a) the use of AlpineIQ.com, any successor website, and the services available on that website or any successor website or sub-domain, and any applications, mobile applications, or other services provided under the Terms and Conditions to which this Schedule A is attached (the "Services"); and

(b) the transmission, storage and processing of content by you, or by any person on your behalf, using the Services ("Content").

1.2. References in this Policy to "you" are to any customer for the Services and any individual user of the Services (and "your" should be construed accordingly); and references in this Policy to "us" are to Alpine IQ (and "we" and "our" should be construed accordingly).

1.3. By using the Services, you agree to the rules set out in this Policy.

1.4. We will ask for your express agreement to the terms of this Policy before you upload or submit any Content or otherwise use the Services.

1.5. You must be at least 18 years of age to use the Services; and by using the Services, you warrant and represent to us that you are at least 18 years of age.

2. General Usage Rules

2.1. You must not use the Services in any way that causes, or may cause, damage to the Services or impairment of the availability or accessibility of the Services.

2.2. You must not use the Services for SMS, MMS, or email marketing messages if you are also using another similar service at the same time. This is due to our Services having limited knowledge of consumer optouts that happen on all conflicting 3rd party service offerings on the market.

2.3. You must not use the Services:

(a) in any way that is unlawful, illegal, fraudulent, deceptive or harmful; or

(b) in connection with any unlawful, illegal, fraudulent, deceptive or harmful purpose or activity.

(c) you will not attempt to use the Services to access or allow access to emergency services, such as an official government-sponsored emergency telephone number (such as 911 in North America) which is used to dispatch professional emergency responders.

2.4. You must ensure that all Content complies with the provisions of this Policy.

3. Unlawful Content

3.1. Content must not be illegal or unlawful, must not infringe any person's legal rights, and must not be capable of giving rise to legal action against any person (in each case in any jurisdiction and under any applicable law).

3.2. Content, and the use of Content by us in any manner licensed or otherwise authorized by you, must not:

(a) be libelous or maliciously false;

(b) be obscene or indecent;

(c) infringe any copyright, moral right, database right, trade mark right, design right, right in passing off, or other intellectual property right;

(d) infringe any right of confidence, right of privacy or right under data protection legislation;

(e) constitute negligent advice or contain any negligent statement;

(f) constitute an incitement to commit a crime, instructions for the commission of a crime or the promotion of criminal activity;

(g) be in contempt of any court, or in breach of any court order;

(h) constitute a breach of racial or religious hatred or discrimination legislation;

(i) constitute a breach of official secrets legislation; or

(j) constitute a breach of any contractual obligation owed to any person.

3.3. You must ensure that Content is not and has never been the subject of any threatened or actual legal proceedings or other similar complaint.

4. Graphic Material

4.1. Content must be appropriate for all persons who have access to or are likely to access the Content in question.

4.2. Content must not depict violence in an explicit, graphic or gratuitous manner.

4.3. Content must not be pornographic or sexually explicit.

5. Factual Accuracy

5.1. Content must not be untrue, false, inaccurate or misleading.

5.2. Statements of fact contained in Content and relating to persons (legal or natural) must be true; and statements of opinion contained in Content and relating to persons (legal or natural) must be reasonable, be honestly held and indicate the basis of the opinion.

6. Negligent Advice

6.1. Content must not consist of or contain any legal, financial, investment, taxation, accountancy, medical or other professional advice, and you must not use the Services to provide any legal, financial, investment, taxation, accountancy, medical or other professional advisory services.

6.2. Content must not consist of or contain any advice, instructions or other information that may be acted upon and could, if acted upon, cause death, illness or personal injury, damage to property, or any other loss or damage; provided, however, that Customer shall not be responsible to Provider for claims arising out of an individual's use or consumption of cannabis that may be connected to Customer's use of the Services if Customer is otherwise in material compliance with this Agreement.

7. Etiquette

7.1. Content must be appropriate, civil and tasteful, and accord with generally accepted standards of etiquette and behavior on internet based commercial websites and platforms.

7.2. Content must not be intentionally offensive, deceptive, threatening, abusive, harassing, menacing, hateful, discriminatory or inflammatory.

7.3. You must not use the Services to send any hostile communication or any communication intended to insult, including such communications directed at a particular person or group of people.

7.4. You must not use the Services for the purpose of deliberately upsetting or offending others.

7.5. You must not unnecessarily flood the Services with material relating to a particular subject or subject area, whether alone or in conjunction with others.

7.6. You must ensure that Content does not duplicate other content available through the Services.

7.7. You must ensure that Content is appropriately categorized.

7.8. You should use appropriate and informative titles for all Content.

7.9. You must at all times be courteous and polite to other users of the Services.

8. Marketing and Spam

8.1. Content must not constitute or contain spam, and you must not use the Services to store or transmit spam - which for these purposes shall include all unlawful marketing communications and unsolicited commercial communications.

8.2. You must not send any spam or other marketing communications to any person using any phone number or other contact details made available through the Services or that you find using the Services.

8.3. You must not use the Services to promote, host or operate any chain letters, Ponzi schemes, pyramid schemes, matrix programs, multi-level marketing schemes, "get rich quick" schemes or similar letters, schemes or programs.

8.4. You must not use the Services in any way which is likely to result in the blacklisting of any of our IP addresses or phone numbers.

9. Regulated Businesses

9.1. You must not use the Services for any purpose relating to gambling.

9.2. You must not use the Services for any purpose relating to the offering for sale, sale or distribution of illicit drugs (other than cannabis or cannabis-based products) or pharmaceuticals.

9.3. You must not use the Services for any purpose relating to the offering for sale, sale or distribution of knives, guns or other weapons.

10. Monitoring

10.1. You acknowledge that we may actively monitor the Content and the use of the Services.

11. Data Mining

11.1. You must not conduct any systematic or automated data scraping, data mining, data extraction or data harvesting, or other systematic or automated data collection activity, by means of or in relation to the Services.

12. Hyperlinks

12.1. You must not link to any material using or by means of the Services that would, if it were made available through the Services, breach the provisions of this Policy.

13. Harmful Software

13.1. The Content must not contain or consist of, and you must not promote, distribute or execute by means of the Services, any viruses, worms, spyware, adware or other harmful or malicious software, programs, routines, applications or technologies.

13.2. The Content must not contain or consist of, and you must not promote, distribute or execute by means of the Services, any software, programs, routines, applications or technologies that will or may have a material negative effect upon the performance of a computer or introduce material security risks to a computer.

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Accessibility in AIQ

Alpine IQ’s Commitment

At Alpine IQ, we are committed to ensuring a friendly user-experience for all. We understand that a key element of ensuring this great experience is digital accessibility, especially for people with specific needs. At Alpine IQ, we strive to meet the Web Content Accessibility Guidelines 2.1 (“WCAG 2.1”), Level AA, and we are continuously focused on developing and maintaining our software to expand accessibility for our users.

To ensure we meet the accessibility guidelines, we use tools and audits as part of a standard operating procedure in our software development. These audits are performed quarterly to review our existing and newly developed features on our platform for accessibility.

As laws and accessibility standards evolve, we remain committed to continuously improving our online accessibility to ensure our content stays up to date.

How to Contact Us

If you encounter any accessibility barriers in using the Alpine IQ website, platform, or services, or if you have any questions, or concerns, please contact us at accessibility@aiq.com.

We appreciate your feedback, and will work to ensure you have full and equal access to the services we offer.

(For usage on Applications such as Apple or Google Play)

End-User License Agreement ("EULA")

Last updated: May 2026

Please read this EULA carefully before clicking the "I Agree" button, downloading or using this Application.

Interpretation and Definitions

Interpretation

The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions

For the purposes of this EULA:

• Agreement means this EULA that forms the entire agreement between You and the Company regarding the use of the Application.

• Application means the software program provided by the Company downloaded by You through an Application Store's account to a Device.

• Application Store means the digital distribution service operated and developed by Apple Inc. (Apple App Store) or Google Inc. (Google Play Store) by which the Application has been downloaded to your Device.

• Company (referred to as either "the Company", "We", "Us" or "Our" in this EULA) refers to Alpine IQ Inc.

• Content refers to content such as text, images, or other information that can be posted, uploaded, linked to or otherwise made available by You, regardless of the form of that content.

• Country refers to: United States, unless otherwise specified.

• Device means any device that can access the Application such as a computer, a cellphone or a digital tablet.

• Family Sharing / Family Group permits You to share applications downloaded through the Application Store with other family members by allowing them to view and download each others' eligible Applications to their associated Devices.

• Third-Party Services means any services or content (including data, information, applications and other products services) provided by a third-party that may be displayed, included or made available by the Application.

• You means the individual accessing or using the Application or the company, or other legal entity on behalf of which such individual is accessing or using the Application, as applicable. If you are accessing the Application on behalf of an entity which has entered into a Services Agreement with the Company (an "Entity"), such Services Agreement shall control with respect to such Entity and this EULA shall control with respect to Your usage of the Application. In the event of conflict between this EULA and the applicable Services Agreement, the Services Agreement shall control.

Acknowledgment

By clicking the "I Agree" button, downloading or using the Application, You are agreeing to be bound by the terms and conditions of this EULA. If You do not agree to the terms of this EULA, do not click on the "I Agree" button, do not download or do not use the Application.

This EULA is a legal document between You and the Company and it governs your use of the Application made available to You by the Company.

This EULA is between You and the Company only and not with the Application Store. Therefore, the Company is solely responsible for the Application and its content. Although the Application Store is not a party to this EULA, it has the right to enforce it against You as a third party beneficiary relating to your use of the Application.

Since the Application can be accessed and used by other users via, for example, Family Sharing / Family Group or volume purchasing, the use of the Application by those users is expressly subject to this EULA.

The Application is licensed, not sold, to You by the Company for use solely in connection with the Entity's internal business operations and strictly in accordance with the terms of this Agreement, applicable law, and the Services Agreement.

License

Scope of License

The Company grants You a revocable, non-exclusive, non-transferable, limited license to download, install and use the Application strictly in accordance with the terms of this EULA, the Services Agreement, and applicable laws.

You may only use the Application on a Device that You own or control and as permitted by the Application Store's terms and conditions.

The license that is granted to You by the Company is solely for use solely in connection with the Entity's internal business operations and strictly in accordance with the terms of this EULA, applicable law, and the Services Agreement.

License Restrictions

You agree not to, and You will not permit others to:

• License, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or otherwise commercially exploit the Application or make the Application available to any third party.

• Copy or use the Application for any purpose other than as permitted under the above section 'License'.

• Modify, make derivative works of, disassemble, decrypt, reverse compile or reverse engineer any part of the Application.

• Remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of the Company or its affiliates, partners, suppliers or the licensors of the Application.

• Use the Application in any way that is unlawful, illegal, fraudulent, deceptive or harmful; or in connection with any unlawful, illegal, fraudulent, deceptive or harmful purpose or activity.

Content

Content Restrictions

The Company is not responsible for the entries, information or content of the Application's users. You expressly understand and agree that You are solely responsible for the Content and for all activity that occurs under your account, whether done so by You or any third person using your account.

You may not transmit any Content that is unlawful, offensive, upsetting, intended to disgust, threatening, libelous, defamatory, obscene or otherwise objectionable. Examples of such objectionable Content include, but are not limited to, the following:

• Unlawful or promoting unlawful activity.

• Defamatory, discriminatory, or mean-spirited content, including references or commentary about religion, race, sexual orientation, gender, national/ethnic origin, or other targeted groups.

• Spam, machine generated content or randomly generated content, constituting unauthorized or unsolicited advertising, chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling.

• Containing or installing any viruses, worms, malware, trojan horses, or other content that is designed or intended to disrupt, damage, or limit the functioning of any software, hardware or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of a third person.

• Infringing on any proprietary rights of any party, including patent, trademark, trade secret, copyright, right of publicity or other rights.

• Impersonating any person or entity including the Company and its employees or representatives.

• Violating the privacy of any third person.

• False information and features.

The Company reserves the right, but not the obligation, to, in its sole discretion, determine whether or not any Content is appropriate and complies with this EULA, or to refuse or remove any Content. The Company further reserves the right to make formatting and edits and change the manner any Content. The Company can also limit or revoke the use of the Application if You post such objectionable Content.

As the Company cannot control all content posted by users and/or third parties on the Application, you agree to use the Application at your own risk. You understand that by using the Application You may be exposed to content that You may find offensive, indecent, incorrect or objectionable, and You agree that under no circumstances will the Company be liable in any way for any content, including any errors or omissions in any content, or any loss or damage of any kind incurred as a result of your use of any content.

Intellectual Property

The Application, including without limitation all copyrights, patents, trademarks, trade secrets and other intellectual property rights are, and shall remain, the sole and exclusive property of the Company.

The Company shall not be obligated to indemnify or defend You with respect to any third party claim arising out of or relating to the Application. To the extend the Company is required to provide indemnification by applicable law, the Company, not the Application Store, shall be solely responsible for the investigation, defense, settlement and discharge of any claim that the Application or your use of it infringes any third party intellectual property rights.

Your Suggestions

Any feedback, comments, ideas, improvements or suggestions voluntarily provided by You to the Company with respect to the Application shall remain the sole and exclusive property of the Company. The Company shall be free to use, copy, modify, publish, or redistribute the Suggestions for any purpose and in any way without any credit or any compensation to You.

Modifications to the Application

The Company reserves the right to modify, suspend or discontinue, temporarily or permanently, the Application or any service to which it connects, with or without notice and without liability to You.

Updates to the Application

The Company may from time to time provide enhancements or improvements to the features/functionality of the Application, which may include patches, bug fixes, updates, upgrades and other modifications.

Updates may modify or delete certain features and/or functionalities of the Application. You agree that the Company has no obligation to (i) provide any Updates, or (ii) continue to provide or enable any particular features and/or functionalities of the Application to You.

You further agree that all updates or any other modifications will be (i) deemed to constitute an integral part of the Application, and (ii) subject to the terms and conditions of this EULA.

Maintenance and Support

The Company is not obligated to provide any maintenance or support for the download and use of the Application. To the extent that any maintenance or support is required by applicable law, the Company, not the Application Store, shall be obligated to furnish any such maintenance or support.

Third-Party Services

The Application may display, include or make available third-party content (including data, information, applications and other products services) or provide links to third-party websites or services.

You acknowledge and agree that the Company shall not be responsible for any Third-party Services, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. The Company does not assume and shall not have any liability or responsibility to You or any other person or entity for any Third-party Services.

You must comply with applicable Third parties' Terms of agreement when using the Application. Third-party Services and links thereto are provided solely as a convenience to You and You access and use them entirely at your own risk and subject to such third parties' Terms and conditions.

Privacy Policy

The Company collects, stores, maintains, and shares information about You in accordance with Our Privacy Policy: https://aiq.com/privacy-policy

By accepting this EULA, You acknowledge that You hereby agree and consent to the terms and conditions of Our Privacy Policy.

Data Storage and Retention

Your Personal Information is stored by Alpine IQ on its servers and on the servers of the cloud-based data storage providers it engages. Alpine IQ retains the Personal Information it collects or processes for up to 90 days after the duration of our business relationship with Clients. For Personal Information that Alpine IQ collects directly on its own behalf, we retain such information for long as reasonably necessary for the purposes indicated in our Privacy Policy, for a period of 6 years from the date of collection for any information regulated by applicable medical privacy laws, and for such other periods as required by law, which may be indefinitely.

Term and Termination

This EULA shall remain in effect until terminated by You or the Company. The Company may, in its sole discretion, at any time and for any or no reason, suspend or terminate this EULA with or without prior notice.

This EULA will terminate immediately, without prior notice from the Company, in the event that you fail to comply with any provision of this EULA. You may also terminate this EULA by deleting the Application and all copies thereof from your Device or from your computer.

Upon termination of this EULA, You shall cease all use of the Application and delete all copies of the Application from your Device.

Termination of this EULA will not limit any of the Company's rights or remedies at law or in equity in case of breach by You (during the term of this EULA) of any of your obligations under the present EULA.

Indemnification

You agree to indemnify and hold the Company and its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (if any) harmless from any claim or demand, including reasonable attorneys' fees, due to or arising out of your: (a) use of the Application; (b) violation of this EULA or any law or regulation; (c) the Content provided in connection with the Application; or (d) violation of any right of a third party.

No Warranties

The Application is provided to You "AS IS" and "AS AVAILABLE" and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, the Company, on its own behalf and on behalf of its affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Application, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, the Company provides no warranty or undertaking, and makes no representation of any kind that the Application will meet your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.

Without limiting the foregoing, neither the Company nor any of the company's provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Application, or the information, content, and materials or products included thereon; (ii) that the Application will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Application; or (iv) that the Application, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.

Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law. To the extent any warranty exists under law that cannot be disclaimed, the Company, not the Application Store, shall be solely responsible for such warranty.

Limitation of Liability

NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR, THE ENTIRE LIABILITY OF THE COMPANY AND ANY OF ITS SUPPLIERS UNDER ANY PROVISION OF THIS EULA AND YOUR EXCLUSIVE REMEDY FOR ALL OF THE FOREGOING SHALL BE LIMITED TO THE GREATER OF THE AMOUNT ACTUALLY PAID BY YOU FOR THE APPLICATION OR THROUGH THE APPLICATION OR $100 USD.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, THE APPLICATION STORE, OR ITS OR THEIR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR PERSONAL INJURY, LOSS OF PRIVACY ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE APPLICATION, THIRD-PARTY SOFTWARE AND/OR THIRD-PARTY HARDWARE USED WITH THE APPLICATION, OR OTHERWISE IN CONNECTION WITH ANY PROVISION OF THIS EULA), EVEN IF THE COMPANY OR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF THE REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

Severability and Waiver

Severability

If any provision of this EULA is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

Waiver

Except as provided herein, the failure to exercise a right or to require performance of an obligation under this EULA shall not effect a party's ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute a waiver of any subsequent breach.

Product Claims

The Company does not make any warranties concerning the Application. To the extent You have any claim arising from or relating to your use of the Application, the Company, not the Application Store, is responsible for addressing any such claims, which may include, but not limited to: (i) any product liability claims; (ii) any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (iii) any claim arising under consumer protection, or similar legislation.

United States Legal Compliance

You represent and warrant that (i) You are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a "terrorist supporting" country, and (ii) You are not listed on any United States government list of prohibited or restricted parties.

Changes to this Agreement

The Company reserves the right, at its sole discretion, to modify or replace this EULA at any time. If a revision is material we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at the sole discretion of the Company. By continuing to access or use the Application after any revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, You are no longer authorized to use the Application.

Governing Law

The laws of the state of Colorado, in the Country, excluding its conflicts of law rules, shall govern this EULA and your use of the Application. Your use of the Application may also be subject to other local, national, or international laws.

Entire Agreement

The EULA constitutes the entire agreement between You and the Company regarding your use of the Application and supersedes all prior and contemporaneous written or oral agreements between You and the Company.

You may be subject to additional terms and conditions that apply when You use or purchase other Company's services, which the Company will provide to You at the time of such use or purchase.

Contact Us

If you have any questions about this EULA, You can contact Us:

• By email: [email protected]

• By visiting this page on our website: https://aiq.com/support

• By phone number: 303-219-6233 (Option 5)

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AIQ Partner data processing agreement

Effective: December 11th, 2023

This Partner Data Processing Addendum (the “Addendum”) is entered into by the partner (“Partner”) and the relevant Alpine IQ entity engaged in the Services (referred to generally as “AIQ”) and forms part of and shall be incorporated into the underlying relationship and agreements (including but not limited to the AIQ API Terms of Use and the Partner Referral and Revenue Share Agreement) between AIQ and the Partner (collectively the “Agreement”) in relation to both AIQ and Partner’s (each a “Party” or together the “Parties”) Processing of Personal Information under the Agreement.

1. INTRODUCTION

1.1 Both Partner and AIQ provide Services under the Agreement that may involve the processing of Personal Information within and outside the United States. If Partner and AIQ mutually agree under written consent to process Personal Information outside the United States and Canada, then the EU specific provisions set out in this Addendum shall comply provided the Parties mutually agree on which party shall be the Controller and/or Processor within the context of this Addendum.

1.2 Both Partner and AIQ agree to comply in good faith with the terms set out in this Addendum.

1.3 If any language in this Addendum conflicts with the Agreement, this Addendum shall control.

2. DEFINITIONS

Unless otherwise set out below, each capitalized term in this Addendum shall have the meaning set out in the Agreement.

2.1 “Alternative Transfer Mechanism” means a mechanism other than the Standard Contractual Clauses that enables the lawful transfer of Personal Information from the European Economic Area (“EEA”), the United Kingdom (“UK”) or Switzerland to a third country in accordance with Applicable Data Protection Laws, including, but not limited to, programs both approved and operated by the U.S. Department of Commerce and approved by the European Commission or other applicable governmental authority or entity.

2.2 “Applicable Data Protection Laws” means all applicable federal, state, provincial, regional and local laws, directives, regulations, and rules imposed by any government, agency or authority in relation to the processing and security of Personal Information, including, but not limited, to the European Union’s General Data Protection Regulation (Regulation 2016/679) pertaining to the protection of individuals within the European Economic Area (“EU GDPR”), the EU Directive on Privacy and Electronic Communications 2002/58/EC (“PECR”), the data protection law of the United Kingdom, including but not limited to the EU GDPR as incorporated into the United Kingdom, the Data Protection Act 2018 and any additional legislation (“UK GDPR”), Switzerland’s Federal Data Protection Act of 19 June 1992, Canada’s Personal Information Protection and Electronic Documents Act (“PIPEDA”), as well as any applicable provincial legislation, the CCPA, and other US Privacy Laws as any of the foregoing may be amended, replaced or superseded.

2.3 “CCPA” means, as applicable, the California Consumer Privacy Act of 2018, California Civil Code 1798.100 et seq. (2018), including as amended by the California Privacy Rights Act of 2020; and any subsequent replacements to the foregoing laws. All implementing regulations forming part of the laws above shall also be included in this definition.

2.4 “Controller” means the entity that determines as a legal person alone or jointly with others the purposes and means of the Processing of Personal Information. For the purposes of this AIQ Partner Agreement, “Controller” includes similarly defined terms under the Applicable Data Protection Laws, including, but not limited to, a “business.”

2.5 “GDPR” means, as applicable, the EU GDPR and the UK GDPR.

2.6 "Individual” has the same meaning as “consumer” or “data subject” under the Applicable Data Protection Laws.

2.7 “Individual Rights Request” means the exercise of an individual’s right over their Personal Information (for example deletion, access or rectification) and shall be understood to have the same meaning as a “data subject rights request”, “a consumer right”, “a personal data rights request”, and similar terms as may be defined under Applicable Data Protection Laws.

2.8 “Subscriber” means the contracting entity listed on the applicable AIQ service order form.

2.9 “Personal Information” means any information relating to an identified or identifiable individual or household. Personal Information may include, but is not limited to, a name, address, contact details, unique identifiers, payment card information, biometric identifiers and information, preferences, history and profile data, IP addresses, and location-based information, but excludes aggregated or anonymized information. Personal Information shall include any information that constitutes “Personal Information” or “Personal Data” under the Applicable Data Protection Laws.

2.10 “Process” or “Processing” means any operation or set of operations performed on Personal Information or sets of Personal Information, whether or not by automated means, including, but not limited to, the collection, access, use, alteration, disclosure, or deletion of Personal Information.

2.11 “Processor" means the entity which processes Personal Information on behalf of a Controller.

2.12 “Sale” or “Sell” has the same meaning as such term is defined in the CCPA, any subsequent or similar legislation or other Applicable Data Protection Laws as enacted or amended from time to time.

2.13 “Security Incident” means any accidental or unlawful destruction, loss, alteration, theft, unauthorized disclosure of, or access to, Personal Information.

2.14 “Services” means services provided as part of the AIQ Partner Agreement between AIQ and the Partner.

2.15 “Share” or “Sharing” has the same meaning as such term is defined in the CCPA, any subsequent or similar legislation or other Applicable Data Protection Laws as enacted or amended from time to time.

2.16 “Standard Contractual Clauses” or “SCCs” means (i) in respect of EU Personal Information, the Standard Contractual Clauses implemented by the Commission Implementing Decision (EU) 2021/914 of 4 June 2021 for the transfer of personal data to third countries pursuant to the EU GDPR, as updated or replaced from time to time (“EU Standard Contractual Clauses”) and (ii) in respect of UK Personal Information, means the International Data Transfer Addendum to the EU Standard Contractual Clauses issued by the UK Information Commissioner’s Office (ICO) in accordance with the UK GDPR and the Data Protection Act 2018, as amended or replaced (“UK Addendum”).

2.17 “Sub-processor” means any additional authorized Processor engaged by the original Processor that agrees to receive any Personal Information from AIQ as part of the Services.

2.18 “Third Party” means any Controller, Processor or Sub-processor engaged by a Party that agrees to receive Personal Information as part of the Services.

2.19 “US Privacy Laws” refers to state-specific privacy laws in the United States, including the CCPA, the Virginia Consumer Data Protection Act, the Colorado Privacy Act, the Connecticut Data Privacy Act, the Utah Consumer Privacy and other state-specific privacy laws as amended; and any subsequent replacements to the foregoing laws. All implementing regulations forming part of the laws above shall also be included in this definition.

DATA PROCESSING

3. CONTROLLER OBLIGATIONS

The parties agree that AIQ shall act as a Controller only where (i) data is disclosed in the context of a referral relationship, and/or (ii) specifically set forth in the Agreement. If neither Party is a Controller, the terms provided under this Section 3 are not applicable to the Agreement.

To the extent AIQ and Partner Process Personal Information as Controllers as part of the Agreement, the Parties agree that:

3.1 Independent controllers: Each Party shall act as independent Controller and no “Joint Controller” relationship shall exist under the Applicable Data Protection Laws.

3.2 Compliance with law: Both Parties agree to comply with Applicable Data Protection Laws and shall not by any act or omission, put the other Party in breach of those Laws.

3.3 Compliance obligations: Each Party is obligated to manage its respective compliance obligations pursuant to Applicable Data Protection Laws and putting in place any applicable controls or governance, which may include (i) the provision and maintenance of a privacy statement or similar notice for each Party’s respective Processing; (ii) providing written notices to individuals (iii) obtaining any required consents (including initial consents or consents for secondary uses) before any initial or subsequent use or disclosure of Personal Information; (iv) fulfillment and management of opt-outs and individual rights requests; (v) compliance with any applicable direct marketing or spam legislation, and (vi) the oversight of Processing operations involving Personal Information.

3.4 Individual Rights Requests: Each Party shall comply with Individual Rights Requests under Applicable Data Protection Laws (including the right to withdraw consent, of access, restriction, rectification, and erasure) in relation to Personal Information. The Parties shall reasonably cooperate with each other to respond to such requests where required or appropriate.

3.5 No Sales or Sharing: Each Party represents and warrants that, to the best of its knowledge, the transfer of Personal Information under the Agreement between the Parties does not constitute a “Sale” or “Sharing” under the Applicable Data Protection Laws. The Parties agree that any transfers of Personal Information to Third Parties, whether made directly by a Party or made at the request of the other Party will not constitute a “Sale” or “Sharing” To the extent any transfer to a Third Party is found to later constitute a “Sale” or “Sharing” the Party responsible for instructing that transfer shall be solely responsible for implementing the appropriate disclosures and managing any subsequent legal obligations (e.g., opt-outs) under the Applicable Data Protection Laws.

4. PROCESSOR OBLIGATIONS

This Section is divided into two sections depending on the relationship of the Parties. The first section (4.1 -4.10) applies only to the extent that AIQ is a Processor acting on behalf of the Partner as a Controller. The second section (4.11-4.15) applies where both AIQ and the Partner are Processors (in most cases with each Party acting on behalf of independent Third Parties).

Partner as a Controller and AIQ as a Processor

To the extent AIQ Processes Personal Information as a Processor where Partner is a Controller under the Agreement, AIQ agrees that:

4.1 Processing: AIQ shall only Process the Personal Information on documented instructions of the Partner and in order to provide the Services or where required by applicable law, in which case AIQ will inform Partner of the legal requirement unless AIQ is prohibited from doing so by law.

4.2 Audits and Assessments: To the extent required under the Applicable Data Protection Laws, AIQ shall make available to Partner all information necessary to demonstrate compliance with the obligations under such Laws.

4.3 CCPA Service Provider: Where AIQ acts as a “service provider” for the purposes of the CCPA, and with respect to Personal Information it processes in such capacity, in addition to the obligations set forth in this DPA and to the extent the CCPA applies: AIQ shall not (a) combine Personal Information it receives in in connection with the Services with Personal Information it may receive from other sources (b) “Sell” or “Share” Personal Information as such terms are defined in the CCPA (c) retain, use, or disclose Personal Information for any purpose other than to provide the Services, and as otherwise permitted by applicable law (including but not limited to Applicable Data Protection Laws), (d) retain, use or disclose Personal Information outside of the direct business relationship between the Parties or outside the provision of the Services, and (e) disclose Personal Information to any person without including them on the list of Sub-processors described below. The Parties acknowledge that the transfer of Personal Information is in furtherance of a business purpose, described in the Agreement.

4.4 Sub-processors: Partner grants AIQ a general authorization to appoint Sub-processors to Process Personal Information under the Agreement and permits each Sub-processor to appoint Sub-processors in accordance with the terms herein. AIQ will have a written agreement with the Sub-processor imposing substantially similar obligations as those set out under this Addendum. AIQ is responsible to Partner (or as applicable, a Third Party) for the failure of any Sub-processors to perform their obligations under this Addendum. See Annex 3 of this Addendum for a link to a website detailing AIQ’s current Sub-processors. By visiting that site, Partner may also register to be notified of any modifications to the Sub-processor list (a “Notification”).

4.5 GDPR Sub-processors: In the case of a Sub-processor appointed that will Process Personal Information subject to the GDPR, if Partner objects on reasonable grounds to the use of a specific Sub-processor it must inform AIQ of such objection in writing (by email to [email protected]) within 15 days of receipt of Notification. AIQ will use reasonable efforts to make available to Partner a change in the Services or recommend a commercially-reasonable change to the configuration or use of the Services by Partner to avoid Processing of Personal Information by the objected-to new Sub-processor. AIQ shall at its option (a) within a commercially reasonable timeframe find a replacement Sub-processor; or (b) provide a termination right pursuant to the Agreement. Before the Sub-processor first processes Personal Information, AIQ agrees to carry out adequate due diligence to ensure that the Sub-processor is capable of providing the level of protection for Personal Information required by the Agreement. AIQ will provide for Partner to review the form of agreement for such written contract, as Partner may request up to once per year.

4.6 Retention and deletion: Upon termination of the Agreement, AIQ shall return or delete any Personal Information on Partner’s request, except where it is required to retain the Personal Information to comply with applicable laws, or, where permitted, such retention is in line with AIQ’s current data retention schedule.

4.7 Reasonable support. AIQ shall provide reasonable assistance and cooperation to Partner in relation to any individual rights requests made pursuant to the Applicable Data Protection Laws. In the event AIQ receives a notification or request pursuant to this Section, AIQ shall notify Partner and shall not respond to the individual making the request unless required to do so under applicable law (including the Applicable Data Protection Laws). Additionally, upon Partner’s request, AIQ shall provide Partner with reasonable assistance and cooperation needed to fulfill Partner’s obligation to carry out a data protection impact assessment related to Partner’s use of the Services, to the extent that Partner does not otherwise have access to the relevant information and to the extent that such information is available to AIQ.

4.8 Government Access Requests: If AIQ becomes aware that any government authority (including law enforcement) wishes to obtain access to or a copy of some or all of the Personal Information of Partner, whether on a voluntary or a mandatory basis, then unless legally prohibited under applicable law, AIQ shall: (1) immediately notify Partner (2) inform the requestor that AIQ is a Processor and is not authorized to disclosure the Personal Information (3) inform the requestor that the request must be sent to the Partner (4) not provide access to the Personal Information unless required by applicable law or authorized by the Partner in writing. If applicable law prohibits AIQ from complying with (1) to (4) above, then AIQ shall use any lawful means to challenge (a) disclosure of the Personal Information and (b) the prohibition to notify Partner.

4.9 Third Party transfers: Partner acknowledges that AIQ is not responsible for the Processing of Personal Information by Third Parties where the Personal Information is sent by AIQ to the Third Party on the instructions of the Partner.

4.10 Additional GDPR Processor obligations: In addition to the other requirements set out in this Addendum, to the extent AIQ Processes Personal Information subject to the GDPR, UK GDPR or laws of Switzerland, AIQ shall comply with all requirements under Article 28 of the GDPR in relation to AIQ’s role as a Processor (or the relevant equivalent requirements as applicable). This includes the contractual obligations set out in Article 28(3) as set out in this Addendum.

AIQ and Partner as Processors

To the extent both AIQ and Partner Process Personal Information as independent Processors on behalf of a Third Party under the Agreement, the Parties agree that the following terms shall apply to the relationship.

4.11 Compliance with law: Each Party shall comply with all Applicable Data Protection Laws and not by any act or omission put the other Party in breach of those Laws.

4.12 Partner Authority: Where Partner acting as Processor requests that AIQ Process Personal Information from a Third Party (e.g., a Merchant), Partner represents and warrants that it has the requisite authority from the Third Party Controller for such instruction.

4.13 Merchant Processing: To the extent that Partner is acting as a Processor on behalf of a Merchant Controller and the Merchant directs AIQ to transfer Personal Information to Partner, Partner agrees that it shall:

(i) adhere to any and all obligations of a Processor under the Applicable Data Protection Laws;

(ii) only process the Personal Information in line with the instructions of the Merchant and to provide the requisite services;

(iii) be responsible for evaluating AIQ’s information collection practices and disclosures and ensuring that any downstream use by the Partner (whether on behalf of a Third Party or on behalf of the Controller) is compliant and permitted under the Applicable Data Protection Laws; and

(iv) ensure that at the end of the agreement with the Merchant that Personal Information is either returned or destroyed at the election of Merchant absent any obligation to retain the information under the applicable law.

4.14 Sub-processor relationship: In the event that Partner is required to act as a Sub-processor at any time during the Services, the Parties shall negotiate a set of mutually-agreeable written terms to govern such processing activity.

4.15 CCPA Service Providers: For the purposes of the CCPA, as applicable, both Parties shall act as a “service provider” and not (a) combine Personal Information it receives in in connection with the Services with Personal Information it may receive from other sources (b) “Sell” or “Share” Personal Information as such terms are defined in the CCPA (c) retain, use, or disclose Personal Information for any purpose other than to provide the Services, and as otherwise permitted by applicable law (including but not limited to Applicable Data Protection Laws), and (d) retain, use or disclose Personal Information outside of the direct business relationship between the Parties or outside the provision of the services.

AIQ’s Processor obligations above shall be read and interpreted in light of any additional rights AIQ may have in relation to the Personal Information pursuant to an agreement with a Merchant or Third Party.

5. SECURITY

5.1 Security Measures: Taking into account the state of the art, costs of implementation, the nature, scope, context and purpose of the Processing, each Party shall implement and maintain a written information security program embodying all appropriate technical, organizational and administrative security measures required to protect the privacy and security of any Personal Information Processed as part of the Services. In all cases, the Parties shall implement any and all security measures imposed under the Applicable Data Protection Laws.

5.2 Confidentiality: Anyone authorized to process Personal Information on behalf of the Parties shall either have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality.

6. SECURITY INCIDENTS

6.1 Security Incident response program: Each Party shall implement and maintain a written incident response program for the management of Security Incidents.

6.2 Notification of a Security Incident: If either Party discovers, is notified of or reasonably suspects the occurrence of a Security Incident impacting any Personal Information Processed under the Agreement, that Party will notify the other Party without undue delay. The timing of such notification shall not exceed seventy-two (72) hours after having become aware of a Security Incident or such other time limit imposed under the Applicable Data Protection Laws. Such notice shall (where known) contain the following: (i) the facts of the Security Incident, including the date of discovery, a date range of unauthorized activity, and any remediation and mitigation activities that have been taken or put in place; (ii) a description of the categories and approximate number of individuals and records affected by the Security Incident; (iii) the Party’s assessment, developed through reasonable diligence, of the likely consequences of the Security Incident with respect to the affected Personal Information and affected individuals; and (iv) the name and the contact details of the data protection officer or other contact point where more information can be obtained. The Parties will reasonably assist each with any obligation to inform any impact individuals or any regulatory body of the Security Incident.

6.3 Costs and remediation obligations: To the extent any Security Incident is attributable to the actions of a specific Party or its Third Parties, that Party shall be responsible for all costs associated with the Security Incident, including, but limited to, the following: (i) the cost of providing notice to affected individuals; (ii) the cost of providing notice to government agencies, credit bureaus, and/or other entities required to be notified under applicable law; (iii) the cost of providing affected individuals with credit monitoring services (as appropriate or as required by the Applicable Data Protection Laws); (iv) call center support for such affected individuals; (v) the cost of any other measures required under the Applicable Data Protection Laws; and (vi) other losses, liabilities or expenses for which that Party would be liable. In all cases, as to the Personal Information Processed under this Agreement impacted by a Security Incident, the Parties shall, where appropriate and reasonable, cooperate and work together as part of the remediation efforts.

7. DATA TRANSFERS

7.1 Transfers generally: Each Party is permitted to transfer Personal Information under the Agreement to locations around the world provided that such transfers comply with Applicable Data Protection Laws.

7.2 EEA, Switzerland and United Kingdom transfers: In the event either Party Processes the Personal Information of individuals residing in the EEA, Switzerland or the United Kingdom as part of the Services, a Party shall only be permitted to transfer such Personal Information outside those jurisdictions if such transfers are compliant with the Applicable Data Protection Laws.

7.3 Restricted transfers and SCCs: In the event AIQ or Partner seeks to transfer Personal Information collected as part of this Agreement to a country not deemed adequate by the European Commission or other governmental bodies that is not covered by an Alternative Transfer Mechanism, the Parties agree that the following shall apply:

i. Where AIQ and Partner are Controllers and act as either a data exporter or a data importer, the Parties agree that Module 1 of the SCCs shall apply along with the UK Addendum.

ii. Where AIQ is acting as a Processor on behalf of a Controller Partner and is the data importer, the Parties agree that Module 2 of the SCCs shall apply along with the UK Addendum.

iii. Where AIQ and Partner are Processors and AIQ or the Partner acts as a data exporter or a data importer, the Parties agree that Module 3 of the SCCs shall apply along with the UK Addendum.

The SCCs and UK Addendum shall be populated with the following provisions (as applicable):

For the purposes of the EEA and Switzerland:

[TABLE]

For the purposes of the UK, the Parties agree that the EU Standard Contractual Clauses will apply but will be modified and interpreted in accordance with the UK Addendum and agree as follows:For the purposes of the UK, the Parties agree that the EU Standard Contractual Clauses will apply but will be modified and interpreted in accordance with the UK Addendum and agree as follows:

[TABLE]

Any conflict between the terms of the Standard Contractual Clauses and the UK Addendum will be resolved in accordance with Section 10 and Section 11 of the UK Addendum.

7.4 In the event of any changes to the UK Addendum after signature of this Addendum, the Parties agree to cooperate in good faith and repopulate any replacement UK Addendum.

7.5 If the SCCs are implemented, adopted or recognized as a legitimate data transfer mechanism in countries other than the EEA countries, then the Parties shall apply the SCC Modules to the transfer of Personal Information originating from such country(-ies).

7.6 To the extent Section 7.3 of this Addendum is relevant and where Partner acts as an importer, as required, Partner shall include the relevant SCCs annexes (e.g. technical and organizational measures and Sub-processors annexes) in the main body of the Agreement.

7.7 Alternative Transfer Mechanisms: If a Party is relying on an Alternative Transfer Mechanism as a legal ground for the transfer of Personal Information under the Agreement, that Party shall be responsible for ensuring that the Alternative Transfer Mechanism provides the same level of protection for Personal Information imposed on the Party under this Addendum.

8. MISCELLANEOUS

8.1 Assurances: Notwithstanding any requirements or specific rights granted to the Parties under the Applicable Data Protection Laws, each Party shall, with reasonable notice, have the right to obtain assurances from the other Party to verify each Party’s compliance with the terms of this Addendum if it has a reasonable suspicion of a breach or a potential breach under this Addendum.

8.2 Survival: Each Party’s obligations under this Addendum will survive the termination of the AIQ Partner Agreement to the extent either Party continues to Process Personal Information covered by the Agreement.

8.3 Severability: If any court or competent authority decides that any term of this Addendum is held to be invalid, unlawful, or unenforceable to any extent, such term shall, to that extent only, be severed from the remaining terms, which shall continue to be valid to the fullest extent permitted by law.

8.4 Waiver: Either Party’s failure to enforce any provision of this Addendum shall not constitute a waiver of that or any other provision and will not relieve the other Party from the obligation to comply with such provision.

ANNEX 1

A. LIST OF PARTIES

1. Partner / Data Exporter or Data Importer, as applicable

[TABLE]

2. AIQ / Data Importer or Data Exporter, as applicable

[TABLE]

B. DESCRIPTION OF TRANSFER & PROCESSING

[TABLE]

ANNEX 2

AIQ Security Measures

TECHNICAL AND ORGANIZATIONAL MEASURES INCLUDING TECHNICAL AND ORGANIZATIONAL MEASURES TO ENSURE THE SECURITY OF THE DATA

EXPLANATORY NOTE:

The technical and organizational measures must be described in specific (and not generic) terms. See also the general comment on the first page of the Appendix, in particular on the need to clearly indicate which measures apply to each transfer/set of transfers.

Description of the technical and organizational measures implemented by the data importer(s) (including any relevant certifications) to ensure an appropriate level of security, taking into account the nature, scope, context and purpose of the processing, and the risks for the rights and freedoms of natural persons.

Organizational security

• Information Security Program We have an Information Security Program in place that is communicated throughout the organization. Our Information Security Program follows the criteria set forth by the SOC 2 Framework. SOC 2 is a widely known information security auditing procedure created by the American Institute of Certified Public Accountants.

• Third-Party Audits Our organization undergoes independent third-party assessments to test our security and compliance controls.

• Third-Party Penetration Testing We perform an independent third-party penetration at least annually to ensure that the security posture of our services is un-compromised.

• Roles and Responsibilities Roles and responsibilities related to our Information Security Program and the protection of our customer’s data are well defined and documented. Our team members are required to review and accept all of the security policies.

• Security Awareness Training Our team members are required to go through employee security awareness training covering industry standard practices and information security topics such as phishing and password management.

• Confidentiality All team members are required to sign and adhere to an industry standard confidentiality agreement prior to their first day of work.

• Background Checks We perform background checks on all new team members in accordance with local laws.

Cloud security

• Cloud Infrastructure Security All of our services are hosted with Amazon Web Services (AWS) | Google Cloud Platform (GCP). They both employ a robust security program with multiple certifications. For more information on our provider’s security processes, please visit AWS Security | GCP Security.

• Data Hosting Security All of our data is hosted on Amazon Web Services (AWS) | Google Cloud Platform (GCP) databases. These databases are all located in the United States unless otherwise requested. Please reference the above vendor specific documentation linked above for more information.

• Encryption at Rest All databases are encrypted at rest.

• Encryption in Transit Our applications encrypt in transit with TLS/SSL only.

• Vulnerability Scanning We perform vulnerability scanning and actively monitor for threats.

• Logging and Monitoring We actively monitor and log various cloud services.

• Business Continuity and Disaster Recovery We use our data hosting provider’s backup services to reduce any risk of data loss in the event of a hardware failure. We utilize monitoring services to alert the team in the event of any failures affecting users.

• Incident Response We have a process for handling information security events which includes escalation procedures, rapid mitigation and communication.

Access security

• Permissions and Authentication Access to cloud infrastructure and other sensitive tools are limited to authorized employees who require it for their role. Where available we have Single Sign-on (SSO), 2-factor authentication (2FA) and strong password policies to ensure access to cloud services are protected.

• Least Privilege Access Control We follow the principle of least privilege with respect to identity and access management.

• Quarterly Access Reviews We perform quarterly access reviews of all team members with access to sensitive systems.

• Password Requirements All team members are required to adhere to a minimum set of password requirements and complexity for access.

• Password Managers All company issued laptops utilize a password manager for team members to manage passwords and maintain password complexity.

Vendor and risk management

• Annual Risk Assessments We undergo at least annual risk assessments to identify any potential threats, including considerations for fraud.

• Vendor Risk Management Vendor risk is determined, and the appropriate vendor reviews are performed prior to authorizing a new vendor.

For transfers to (sub-) processors, also describe the specific technical and organizational measures to be taken by the (sub-) processor to be able to provide assistance to the controller and, for transfers from a processor to a sub-processor, to the data exporter.

ANNEX 3

Approved Sub-processors

A list of AIQ’s current Sub-processors can be found at Data Sub-Processors.

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Alpine IQ Inc. ("AIQ") uses the third party entities below (each, a “sub-processor”) to process personal data on behalf of AIQ customers and in accordance with contract terms between AIQ and the sub-processor to uphold AIQ's commitments in AIQ's Data Processing Agreement.

AIQ carries out annual compliance reviews of its sub-processors. AIQ imposes obligations on its sub-processors to implement appropriate technical and organizational measures ensuring that the sub-processing of personal data is protected to the standards required by applicable data protection laws.

Further information relating to sub-processor security measures can be found below. For each sub-processor below, processing of personal data will be for the duration of use of the applicable service(s) by the customer, and for the retention periods as set out in the customer’s agreement with AIQ and any product documentation.

[TABLE]

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ALERT
Please reference your Services Order Form for exact pricing for your org. Charges are often times discounted based on scale or special circumstances.

Charges overview

Our platform agreement is designed to provide our retail users with maximum flexibility and extremely affordable service offerings. This also allows Alpine IQ the ability to maintain consistent relationships in order to provide the most bleeding-edge and stable enterprise solution. You will be billed for the first month of service immediately prior to the sign date of this agreement and again each month thereafter until your agreement Term length is over. Messaging usage will be reflected on your second invoice for the fees incurred from the previous month. We reserve the right to require a deposit for high volume accounts. By signing this agreement, you are authorizing us to charge your payment method for your monthly usage plus any additional fees you incur from messaging campaigns or optional service extensions.

Licenses

License pricing is based on your business and is custom designed to fit your needs. However, standard default pricing rates are as follows:

[TABLE]

* Charged per store that is ingesting data into the Alpine IQ Hosted Services per month

☨ Per order “Per transaction” agreements will be billed for each transaction we analyze/ ingest on your behalf monthly. You will earn discounts triggered by reaching tiers. If you are not being charged per store, your first month license fee will be charged upfront based on your forecasted order count given in your Services Order Form.

Messaging

Messaging pricing is based on the destination and type of message you’re sending, messaging channel, as well as the carrier to which any SMS/ MMS messages are being sent through. Our pay-as-you-go pricing gives you a fair price no matter what you build or how you scale and we add these charges to your bill based on your last months usage.

[TABLE]

† Text messages are charged per segment (https://www.twilio.com/blog/2017/03/what-the-heck-is-a-segment.html). When you send an SMS message over 153 characters the message will be split. Large messages are segmented into 153 character segments and sent individually then, rebuilt by the recipients device. For example, a 161 character message will be sent as two messages, one with 153 characters and the second with 8 characters. SMS messages sent for optin, optout, default responses, per order messages, and SMS or MMS campaigns sent on behalf of the Customer will be charged one "Per SMS charge" or "Per MMS charge" per message segment sent. ‡ Price may vary based on the carrier to which the SMS is being sent.

Why 153?

We use a header that takes 6 characters (see User Data Header), so that leaves 153.

Premium support services

Alpine IQ has several additional support packages that your org can leverage which are charged monthly.

[TABLE]

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This is an Addendum to the Alpine IQ Services Agreement (this “Addendum”), between Alpine IQ Inc., a Delaware corporation (“Alpine IQ” or “Provider”), and the Subscriber that is agreeing to this Addendum (“Subscriber”). This Addendum shall be effective upon Subscriber’s agreement via click-through (“Addendum Effective Date”) and is an Addendum to and shall be governed by the Alpine IQ Services Agreement (located at https://help.aiq.com/en/articles/13978245-aiq-service-agreement) between Subscriber and Provider (the “Agreement”). Capitalized terms used but not defined herein shall have the meaning given to them in the Agreement. If there are any conflicts between the terms of this Addendum and any of the other related documents of the Services Agreement or other Documentation, the terms of this Addendum shall control, but solely with respect to the subject matter of this

Addendum. Notwithstanding anything to the contrary in the Agreement with respect to notice requirements for unilateral modifications to the Agreement by Alpine IQ, the parties hereby agree to mutually amend the Agreement as follows and acknowledge and agree that there is sufficient consideration with respect to the same:

1. Section 2.6 Third Party Integrations and Services.

Section 2.6 shall be deleted in its entirety and replaced as follows:

“2.6. Third Party Integrations and Services. From time to time, Alpine IQ, at its sole election, may offer third party services, data, platform, software, products, or plugins integrated with its Services (for example, in connection with AI Technology, payment processing, etc.). Such third parties shall collectively be defined as “Third Party Providers”. “AI Technology” means machine learning, large language models,

generative AI, agentic AI, and all other artificial intelligence technologies. Alpine IQ may add or discontinue usage of any such Third Party Provider tool at any time in its sole discretion, without notice to Subscriber. Alpine IQ is not responsible for any Third Party Provider’s services, products, acts, or omissions, and Subscriber hereby agrees that Alpine IQ shall not be liable, or otherwise responsible, for the accuracy, performance, reliability, availability or any other feature, failure or damage caused by any Third Party Provider. Each applicable Third Party Provider may require additional terms and conditions and Subscriber hereby agrees to comply with the same or shall not be entitled to use the applicable Third Party Provider tool. Subscriber agrees that if it is damaged or has any issue with the products or services of a Third Party Provider, it will contact the applicable Third Party Provider directly and will seek all remedies directly from such Third Party Provider.”

2. Section 2.7 AI Usage, Consent, and Restrictions.

Section 2.7 shall be added to the Agreement as follows:

“2.7. AI Usage, Consent, and Restrictions. Alpine IQ may, in its sole election, offer certain functionality which uses or incorporates AI Technology (typically from Third Party Providers), and Subscriber hereby consents to such AI usage. ALL AI TECHNOLOGY IS PROVIDED TO SUBSCRIBER “AS IS” AND “AS AVAILABLE.” ALPINE IQ MAKES NO WARRANTY WHATSOEVER, EITHER IMPLIED OR EXPRESS, REGARDING ANY AI TECHNOLOGY AND MAKES NO WARRANTY REGARDING THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY AI TECHNOLOGY OR ANY AI-GENERATED OUTPUTS AND THE SAME SHALL NOT BE CONSTRUED AS LEGAL OR OTHER PROFESSIONAL ADVICE. SUBSCRIBER ACKNOWLEDGES THAT AI TECHNOLOGY IS KNOWN TO PRODUCE ERRONEOUS RESULTS AND AGREES TO INDEPENDENTLY VERIFY ALL OUTPUTS BEFORE RELYING ON THEM FOR ANY PURPOSE. Subscriber is solely responsible for the inputs of it and its Authorized Users and the actions it takes based on outputs. As between Subscriber and Alpine IQ, Subscriber shall retain all title and rights to and in its inputs. Subscriber hereby grants Alpine IQ an irrevocable, worldwide, perpetual, nonexclusive license to use Subscriber’s inputs for any lawful purpose, including but not limited to, Alpine IQ’s internal business purposes, improving the Services, and for training AI Technology.

As between Subscriber and Alpine IQ, to the extent permitted by applicable law and to the extent that Alpine IQ receives such ownership rights from the applicable Third Party Provider (if any), Subscriber shall own all title and rights to all output generated from its specific inputs, and hereby agrees to use the same in compliance with all applicable laws and the Agreement (including this Addendum). Notwithstanding the

foregoing, Subscriber acknowledges and agrees that due to the nature of machine learning and AI Technology, outputs may not be unique to Subscriber or across users, and the AI Technology may generate the same or similar output for Alpine IQ or a third party based on inputs from Alpine IQ or third parties. Further, Subscriber agrees that it does not hold any title or other ownership rights in or to: (a) any

generally-known industry concepts or information generally known to Alpine IQ without specific reliance on Subscriber’s inputs, including but not limited to: general campaign concepts, templates, workflows, or system configurations generated by the AI Technology or Alpine IQ; or (b) any Alpine IQ pre-existing intellectual property rights or those that it obtains in the future. Alpine IQ and its other subscribers remain

free to use, create, and implement generally-known industry concepts, similar campaigns, templates, and workflow. Subscriber hereby grants Alpine IQ an irrevocable, worldwide, perpetual, nonexclusive license to use Subscriber’s outputs for any lawful purpose, including but not limited to, Alpine IQ’s internal business

purposes, improving the Services, and for training AI Technology.

SUBSCRIBER ACKNOWLEDGES AND AGREES THAT OTHER SUBSCRIBERS OF ALPINE IQ (OR OTHER THIRD PARTIES) MAY PRODUCE AND USE SUBSTANTIALLY SIMILAR INPUTS OR OUTPUTS. SUBSCRIBER HEREBY AGREES AND ACKNOWLEDGES THAT IT SHALL NOT HAVE ANY CAUSE OF ACTION OR OTHER LEGAL OR EQUITABLE RECOURSE RELATED TO OUTPUTS, EITHER AGAINST ALPINE IQ, ITS OTHER SUBSCRIBERS, LICENSORS, OR OTHER THIRD PARTIES IN THE EVENT THAT AI TECHNOLOGY CREATES SIMILAR OR THE SAME OUTPUTS FOR

SUBSCRIBER AND ANY OTHER PARTY. SUBSCRIBER AGREES THAT IT SHALL NOT USE ANY AI TECHNOLOGY OR FUNCTIONALITY TO MAKE ANY DECISIONS WHICH ARE SEEN AS “HIGH-RISK” (OR SIMILARLY DESIGNATED TERMINOLOGY UNDER ANY APPLICABLE LAW), INCLUDING BUT NOT LIMITED TO, IN CONNECTION WITH: EMPLOYMENT, HEALTHCARE, HOUSING, CREDIT, OR LAW ENFORCEMENT-RELATED DECISIONS. Subscriber shall not use any AI Technology in connection with illegal activities, fraud, infringement or violation of any right of any third party, or in

connection with any model-training activities. The parties hereby agree to amend this Section 2.7 in order to comply with applicable laws and/or industry commercial practices as the legal and commercial landscape around AI Technology continues to evolve.”

3. Section 2.8 Beta Testing. Section

2.8 shall be added to the Agreement as follows:

“2.8. Beta Testing. Alpine IQ may choose, in its sole election, to make available certain beta features or services which, by their nature, are still in test phase and likely to have defects or issues. Alpine IQ reserves the right to charge for ay features which is provides at no charge with advanced written notice to Subscriber. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, ANY

FEATURES OR SERVICES DESIGNATED BY ALPINE IQ AS “BETA” AND/OR PROVIDED AT NO CHARGE TO SUBSCRIBER SHALL, TO THE FULLEST EXTENT PERMITTED BY LAW, BE AT SUBSCRIBER’S SOLE RISK AND ALPINE IQ SHALL NOT HAVE ANY LIABILITY WHATSOEVER IN CONNECTION WITH SUBSCRIBER’S USAGE OF THE SAME. THE BETA FEATURES OR SERVICES LICENSED HEREUNDER ARE LIKELY TO CONTAIN DEFECTS AND A PRIMARY PURPOSE OF BETA TESTING IS TO OBTAIN FEEDBACK ON PERFORMANCE AND THE IDENTIFICATION OF DEFECTS. SUBSCRIBER IS ADVISED TO SAFEGUARD IMPORTANT DATA, TO USE CAUTION, AND NOT TO RELY IN ANY WAY ON THE CORRECT FUNCTIONING OR PERFORMANCE OF SUCH BETA FEATURES OR SERVICES.

4. Section 11.2 Subscriber Special Indemnity.

Section 11.2 shall be deleted and replaced in its entirety as follows:

“Subscriber shall indemnify, defend, and hold harmless Alpine IQ from and against any and all third-party claims, costs, damages, losses, liabilities, and expenses (including reasonable attorneys’ fees and costs) arising out of or in connection with any Subscriber Data, including its inputs into AI Technology, breach or alleged breach by Subscriber of Section 4.1(Subscriber Restrictions), Section 8.1 (Responsibility For Messaging and Recording), or Section 10.1 (Privacy; Subscriber).”

5. Section 11.3 Alpine IQ Special Indemnity.

The penultimate sentence of Section 11.3 shall be deleted in its entirety and replaced as follows:

“Notwithstanding the foregoing, Alpine IQ will have no obligation under this Section 11.3 or otherwise with respect to any Infringement Claim based upon: (1) any use of the Services in a manner not in accordance

with this Agreement or the applicable Documentation; (2) any use of the Services in combination with products, equipment, or software not supplied by Alpine IQ if such infringement would have been avoided without the combination with such other products, equipment, or software; (3) any modification of the Services by any person other than Alpine IQ or its authorized agents or subcontractors; (4) any Services

provided on a no charge, beta, trial or evaluation basis; or (5) in connection with or as a result of Subscriber’s usage of any AI Technology.”

6. Section 11.5 Disclaimer and Limitation of Liability.

The second sentence of Section 11.5 shall be deleted in its entirety and replaced as follows:

“THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND ALPINE IQ WILL NOT BE LIABLE TO SUBSCRIBER FOR DAMAGES RESULTING FROM: ANY MISUSE OF THE SERVICES, ANY SUBSCRIBER DATA, ANY THIRD PARTY’S ACTS OR OMISSIONS OR RESULTING FROM THIRD PARTY PROVIDERS (INCLUDING CARRIERS), ANY USAGE OF OR RELIANCE ON AI TECHNOLOGY OR AI-GENERATED OUTPUTS, INCLUDING HALLUCINATIONS OR ERRORS IN CONNECTION THEREWITH, OR OTHERWISE OUTSIDE OF ALPINE IQ’S REASONABLE CONTROL, OR THE FAILURE OF THE HOSTED SERVICES. SUBSCRIBER HEREBY ACKNOWLEDGES THAT SOFTWARE IS NEVER WHOLLY FREE FROM DEFECTS, ERRORS, BUG, OR SECURITY VULNERABILITIES.”

7. Additional Terms.

a. Except as expressly modified by this Addendum, all other terms and conditions of the Services Agreement shall remain in full force and effect.

b. This Addendum shall be governed by and construed in accordance with the laws governing the Services Agreement.

c. Alpine IQ hereby agrees to be bound by the terms of this Addendum. This Addendum shall be agreed to by Subscriber via click-through, which shall be deemed as valid and binding and the person agreeing to the same hereby represents and warrants that it may legally bind the entity on behalf of which it is agreeing.

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• AIQ: Missouri HB 2641

PII Consent Tiers – Customer Guidance

• Under new Section 195.819, RSMo, enacted by Missouri HB 2641 (effective November 12, 2026), dispensaries may not create or retain any record containing a consumer's identifying information unless the consumer affirmatively agrees, in writing.

• The dispensary also may not refuse to provide services or sell goods to a consumer who does not agree.

• The rule does not apply to the record-keeping that Article XIV, Section 1 of the Missouri Constitution requires for qualifying patients and primary caregivers.

• Each violation carries a $500 fine per occurrence.

• The rule applies to all consumers, not only recreational customers; medical patients are not entirely exempt from it across the board (see Tier 1).

Important: Compliance Is the Dispensary’s Responsibility.

While we do our best to assist our customers with compliance, keep in mind that Section 195.819 applies to marijuana dispensary facilities, not to AIQ.

• Each dispensary customer is solely responsible for its own compliance with HB 2641, Article XIV, 19 CSR 100-1, the Telephone Consumer Protection Act (TCPA), and all other applicable laws.

• That includes deciding which records it creates or retains, obtaining and documenting each consumer’s written consent, configuring AIQ’s consent text and settings, and the data it sends to AIQ from its point-of-sale (POS) system or other sources.

• AIQ provides configurable tools and default text to support compliance, but those defaults do not guarantee compliance, and this document is general guidance, not legal advice.

• Each dispensary should review its consent processes and AIQ configuration with its own legal counsel.

Because customer profiles in AIQ can come from multiple places (your POS, kiosk signups, web forms, text-to-join, mobile apps, or online menus), we evaluate every customer profile from strongest proof to weakest. Only Tiers 2 through 4, when supported by a written agreement on file, are designed to show written consent. Tier 5 is likely not compliant.

Call-Out: Data From Your POS Integration.

• AIQ integrates with each dispensary’s POS system, and the dispensary controls what customer information its POS sends to AIQ.

• A POS record arriving in AIQ is not, by itself, written consent.

• Before a Missouri dispensary sends identifying information from its POS to AIQ, or keeps it there, the dispensary must confirm that it has the consumer’s written consent, or that the record falls within the Article XIV patient and caregiver record-keeping exclusion.

• Records without consent should not be sent or should be removed.

• AIQ can hold or filter Missouri POS records that lack a consent flag, but the dispensary is responsible for what its POS sends.

Tier 1: Medical Patient Records Required by Article XIV (Limited Exemption)

What it means:

The customer is marked as a Medical Patient or has a state Medical Card ID on file from the POS.

Why it may be permissible:

• Section 195.819 does not apply to the record-keeping requirements for qualifying patients and primary caregivers under Article XIV, Section 1 of the Missouri Constitution.

• This is a limited carve-out, not a blanket exemption for patients.

• It covers records the dispensary must keep under Article XIV and 19 CSR 100-1, such as patient and caregiver card verification and track-and-trace records.

• It likely does not cover optional data about patients, such as loyalty, marketing, or engagement history.

• A patient or caregiver who is 21 or older also meets the regulatory definition of “consumer,” so the dispensary should get written consent (Tiers 2 through 4) before using a patient’s information for loyalty or marketing.

Tier 2: Signed Form or Digital Waiver (Strongest Written Proof)

What it means:

The customer filled out an Alpine IQ Signup Form (in-store kiosk/tablet, QR code, or web form) or signed a digital loyalty/waiver agreement where they checked the required Terms & Conditions box or drew their signature.

What proof we have on file:

Exact date and time of submission, the form they used, an anonymized IP address, the version of the consent text shown, and their saved signature image or waiver text.

Note:

The Terms and Conditions are configurable per merchant, per signup form. Default is

“By signing up, I consent to enroll in the member list, understanding that I will receive marketing communications, including, but not limited to, advertisements, through text messages, calls either through an automatic telephone dialing system or artificial or prerecorded voice call, emails, or other outreach channels. By doing so, I understand that I am allowing {userName}, and it's technology provider AIQ, Inc. to retain my personal contact details and engagement history for use in personalized marketing communications. I understand that I may opt-out of text messages at any time by replying "STOP". Standard messaging and calling rates may apply. I affirm that I am of legal age to receive communications related to the services and products being advertised. Consent is not a condition of purchase.”

Missouri Default Disclosure, Available as of Nov 10th 2026.

For Missouri dispensary locations, AIQ will use the following default text, shown to the consumer at the store or online before signup. Your dispensary can configure this disclosure but your dispensary is ultimately responsible for the disclosure and for any changes it makes:

“Missouri Customers: Your Rights. Under Missouri law (Section 195.819, RSMo), {dispensaryName} may not create or keep a record containing your identifying information unless you agree in writing. You do not have to agree. If you do not agree, {dispensaryName} will still sell to you and serve you, and your purchase will not be affected.

"[ ] I agree in writing that {dispensaryName} and its technology provider, AIQ, Inc., may create and keep a record of my name, phone number, email address, and purchase and engagement history to manage my member account and rewards. I can withdraw this agreement at any time by contacting {dispensaryName}.”

“[ ] Separately, I agree to receive recurring marketing text messages and calls from {dispensaryName} at the number provided, including messages sent using automated technology. Consent is not a condition of purchase. Msg & data rates may apply. Reply STOP to opt out.” [Signature] [Date]"

• If the consumer does not agree, they can still buy.

• Declining ends only the signup process. It must never end or block the purchase.

• The dispensary must complete the sale and provide the same service, and AIQ must not create or keep a profile for that consumer.

• Configurations that require signup to check out, or that deny service to consumers who decline, violate Section 195.819.

Tier 3: Direct Text or Email Opt-In (Verified Electronic Agreement)

What it means:

The customer actively opted in via text message or email - for example, by texting JOIN or YES to the dispensary’s number, replying YES to an automated opt-in text at checkout.

What proof we have on file:

The phone number or email, the exact date and time the opt-in message was sent and the consumer's YES reply was received, and the text of the message they replied to.

Note:

• Join message is configurable per merchant. Default is

  “Reply Y or YES to confirm your account and turn on notifications. Msg & data rates may apply. Reply STOP to optout”

Triggered in a few ways

• A shopper texts “JOIN” to the dispensary’s JOIN number (hosted by AIQ), shopper receives “Reply Y….” message

• A POS sends a customer record to AIQ, then AIQ texts the “Reply Y …” message

• Merchant (dispensary owner) uploads a list of customer records to AIQ directly, AIQ texts “Reply Y…” to each customer

• A POS record sent to AIQ triggers an opt-in message, and the consumer replies YES

TCPA vs. Missouri: Does a Text Opt-In Count?

• The current default join message (“Reply Y or YES to confirm your account and turn on notifications”) is written for TCPA marketing consent.

• On its own, it does not clearly tell the consumer that the dispensary will create and keep a record of their identifying information, so it may not show affirmative written agreement under Section 195.819.

• A reply of YES is a written electronic response and can serve as written proof, but only if the message the consumer replies to clearly describes what they are agreeing to.

One consent or two?

A single message can request both consents if it clearly discloses each one.

Recommended Missouri default:

“{dispensaryName}: Reply Y or YES to agree in writing that {dispensaryName} and AIQ may keep a record of your name, phone, email and purchase history for your member account and to confirm your account and turn on notifications. Msg & data rates may apply. You don’t have to agree, and it won’t affect your purchase. Reply STOP to optout”.

Oral consent will not work.

• Both Missouri law and the TCPA require written proof.

• Missouri requires the consumer to agree “in writing,” and the TCPA requires prior express written consent for marketing texts and calls sent using automated technology.

• A budtender’s note that a customer agreed out loud, or a checkbox the budtender ticks for the customer, is not written consent.

• The consumer must sign, check the box themselves, or send a written reply such as YES.

Merchant-uploaded lists.

• For Missouri, uploading a list of customer records and then texting them creates and keeps records before any consent exists.

• The dispensary must confirm it already holds written consent for each uploaded consumer. Otherwise it should not upload the list.

Tier 4: Other First-Party Enrollment (App, Web Wallet, Push, or Third-Party Waiver)

What it means:

The customer enrolled directly through a digital touchpoint outside of a standard POS checkout - such as signing up in the dispensary’s mobile app/wallet pass, enabling browser/push notifications, or completing a connected digital intake form (like SmartWaiver or IntakeQ).

What proof we have on file:

The signup URL, app/notification enrollment timestamp, or waiver creation date.

Note:

• Mobile App terms are configurable per merchant. Default is

  “You also consent to sign up for the member list where I will receive marketing communication via text message, calls, email or other outreach channels. By doing so, I understand that I am allowing you and your technology provider to retain my personal contact details / engagement history for use in personalized marketing. Opt out of text at any time by replying "STOP" to messages. Standard message and calling rates may apply. Dispensary license number:”

Does Tier 4 qualify?

• AIQ apps are AIQ-built apps white-labeled for each dispensary.

• App or web wallet signup can qualify as written consent if the consumer actively checks a box or taps “I agree” next to a clear Missouri disclosure (use the Missouri default text in Tier 2), and AIQ records the timestamp, account, and text version.

• Enabling browser or push notifications alone does not qualify, because it does not show agreement to keep identifying records.

• Third-party waivers (SmartWaiver, IntakeQ) qualify only if the waiver itself contains the Missouri disclosure and the dispensary can produce the signed copy.

• The current default app text should be updated so that it describes the dispensary’s record-keeping, states that declining will not affect purchases, and separates marketing consent.

Tier 5: Auto-Enrolled at POS Only (No Written Agreement on File)

What it means:

The customer is marked as a loyalty member or "implied" opt-in solely because the POS or account settings automatically enrolled everyone who made a purchase, without the customer ever filling out a form, signing, or replying YES to a text.

Tier 5 is likely not compliant.

• Automatic enrollment, implied opt-in, or a budtender asking a customer at the counter to join marketing, with no form, signature, or written reply, is not affirmative written agreement.

• For Missouri, the dispensary should not create or keep Tier 5 profiles.

• It should either obtain written consent through Tiers 2 through 4, or delete or de-identify those records.

• Dispensaries with Tier 5 profiles must review them with their own legal counsel.

• AIQ recommends suppressing Tier 5 Missouri profiles from campaigns, audiences, and exports until that review is done.

Deletion Requests

If clients would like to delete records, AIQ can facilitate this request via our support team. Please log into your AIQ account, submit a ticket for “MO HB2641 Deletion Request”.