Definitions

For the purposes of these Terms and Conditions:

• Affiliate  means an entity that controls, is controlled by or is under common control with a party, where "control" means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.
• Country  refers to: Georgia, United States
• Company  (referred to as either "the Company", "We", "Us" or "Our" in this Agreement) refers to ZBS POS CORP, 2845 CLEARVIEW PL, ATLANTA, GA 30340.
• Device  means any device that can access the Service such as a computer, a cellphone or a digital tablet.
• Service  refers to the Website.
• Terms and Conditions  (also referred as "Terms") mean these Terms and Conditions that form the entire agreement between You and the Company regarding the use of the Service.
• Third-party Social Media Service  means any services or content (including data, information, products or services) provided by a third-party that may be displayed, included or made available by the Service.
• Website  refers to ZBS POS STORE, accessible from  STORE.ZBSPOS.COM
• You  means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.
  

Acknowledgment

These are the Terms and Conditions governing the use of this Service and the agreement that operates between You and the Company. These Terms and Conditions set out the rights and obligations of all users regarding the use of the Service.

Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms and Conditions. These Terms and Conditions apply to all visitors, users and others who access or use the Service.

By accessing or using the Service You agree to be bound by these Terms and Conditions. If You disagree with any part of these Terms and Conditions then You may not access the Service.

You represent that you are over the age of 18. The Company does not permit those under 18 to use the Service.

Your access to and use of the Service is also conditioned on Your acceptance of and compliance with the Privacy Policy of the Company. Our Privacy Policy describes Our policies and procedures on the collection, use and disclosure of Your personal information when You use the Application or the Website and tells You about Your privacy rights and how the law protects You. Please read Our Privacy Policy carefully before using Our Service.

Links to Other Websites

Our Service may contain links to third-party web sites or services that are not owned or controlled by the Company.

The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such web sites or services.



We strongly advise You to read the terms and conditions and privacy policies of any third-party web sites or services that You visit.

Termination

We may terminate or suspend Your access immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms and Conditions.

Upon termination, Your right to use the Service will cease immediately.

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 Terms and Your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by You through the Service or 100 USD if You haven't purchased anything through the Service.

To the maximum extent permitted by applicable law, in no event shall the Company or its 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 Service, third-party software and/or third-party hardware used with the Service, or otherwise in connection with any provision of this Terms), 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 do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply. In these states, each party's liability will be limited to the greatest extent permitted by law.

"AS IS" and "AS AVAILABLE" Disclaimer

The Service 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 Service, 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 Service 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 Service, or the information, content, and materials or products included thereon; (ii) that the Service will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Service; or (iv) that the Service, 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.

Governing Law

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

Disputes Resolution

If You have any concern or dispute about the Service, You agree to first try to resolve the dispute informally by contacting the Company.

For European Union (EU) Users

If You are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which you are resident in.

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.

1. Definitions

Throughout these Terms, specific products, services, processes and etc will be abbreviated and defined in the following sections

1.1. “Equipment” is defined as any product listed in the previous section as a Base Package and/or its Add-ons.

1.2. “Merchant Agreement” refers to the separate Merchant Transaction Processing Agreement as well as the Terms and Conditions between the Merchant and ZBS POS, attached herein, with the purchase of providing merchant processing services

1.3. “Merchant Authorized Representative” refers to the individual authorized to enter into agreements on behalf of the Merchant or is the Merchant themselves. This individual(s) are also authorized to sign this agreement on behalf of themselves or the Merchant.

1.4. “Merchant Location” refers to the business address of the Merchant where the Equipment is physically located.

1.5. “Software” is defined as the current version of the proprietary ZBS POS and KwickPOS. It is owned, developed, licensed, enhanced and may be updated or revised at any time by ZBS POS CORP and/or KwickPOS  contained in the Equipment specified in this Agreement and maybe updated and revised at any time 

2. Billing, Payments and Credit Authorization

The base POS Package from ZBS POS has a $29 monthly fee for the first POS System and a monthly fee of $15 for every additional POS Package purchased from ZBS POS. The Merchant authorizes ZBS POS CORP and its subsidiaries to deduct the monthly SaaS Fees, starting at $29 per month with an added $15 per additional POS Package (if applicable), from the Merchant’s designated account as pertained in the terms and conditions listed below. These terms, as well as the SaaS monthly fees, are all subject to change at any time with no prior notice.

2.1. Merchant(s) grant ZBS POS and KwickPOS, its affiliates, subsidiaries, assigns and successors the ability to authorize the use of an Automated Clearing House (“ACH”) to process credit or debit transactions from the Merchant(s)’s demand deposit account (“DDA”). Subsequently, the Merchant authorizes ZBS POS, KwickPOS and the aforementioned affiliates and more to make credit inquiries in order to obtain a Merchant(s)’s consumer credit report.

2.2. The Merchant(s) expressly permits ZBS POS, KwickPOS, its affiliates, subsidiaries, assigns and successors the ability to share (if necessary) the Merchant(s)’s information to third parties so long as the aforementioned third parties are under no less of an obligation to maintain the security of this information as is ZBS POS, KwickPOS and the previously mentioned affiliates. 

2.3. Should any ACH debit made upon the Merchant(s)’s DDA for payment under this Agreement be rejected or denied for any reasoning including, but not limited to:

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Merchant(s) having insufficient funds in their account

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Merchants(s) disputing the charge on their account

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Merchant(s) will be charged a thirty-five dollar ($35) Insufficient Fund (“NSF”) Fee. This authorization shall remain in effect and survive the term of this Agreement for as long as Merchant owes any fee(s) set forth herein.

3. Ownership of Content and Use of Trademarks

3.1. Ownership

ZBS POS owns or has license to all rights, title, interest, copyright and other worldwide intellectual property and trade secret rights in and to the Equipment (including all derivatives or improvements thereof). Equipment will remain the exclusive property of ZBS POS and/or its assigns. The Merchant(s)’s use of the Equipment confers no ownership rights of any kind by Merchant(s) before, during or after the Agreement ends. Merchant(s) will not sell or lease any Equipment and will not allow any other person(s) or entities to use Equipment for any reason. The Merchant(s) acknowledge that the Merchant(s) was trained on the proper use and care of Equipment. Merchant(s) will maintain Equipment in good working order and repair. Merchant(s) will keep Equipment at Merchant(s)’s place of business and will not remove Equipment without ZBS POS’s prior knowledge and written consent. Merchant(s) will not make nor allow others to make any changes or alterations to the equipment. Merchant(s) are responsible for maintaining security over the Equipment. Any rights not expressly granted herein are reserved by ZBS POS.

3.2. User Content

You retain all rights, title and interest in and to any text, graphics, videos, images or other data that you upload to the Equipment (“User Content”). You grant to ZBS POS a non-exclusive, royalty-free, fully paid-up, worldwide license to access, use, copy, modify (including the right to create derivative works of), display and transmit User Content for the purpose of providing the Equipment and in accordance with our Privacy Statement. You are solely responsible for the accuracy, quality, content, and legality of User Content, the means by which User Content is acquired, and any transfer of User Content outside of the Equipment by you or any third-party authorized by you. You represent, warrant and covenant that you have all rights necessary to upload the User Content to the Equipment and to otherwise have such User Content used or shared, as applicable, in relation to the Equipment.

3.3. Third-Party Content

Through your use of the Equipment you may be presented with material provided by third parties, not owned or controlled by us, from our partners, and/or from third-party platforms, including but not limited to text, graphics, videos, images, or advertising content (collectively referred to as “Third-Party Content”). All Third-Party Content and the Equipment are protected by United States and foreign intellectual property laws. Unauthorized use of the Equipment and/or Third-Party Content may result in violation of copyright, trademark, and other laws. Except as expressly provided herein, you have no rights in or to the Equipment or Third-Party Content, and you will not use, copy or display the Equipment or Third-Party Content except as permitted under these Terms. No other use of the Equipment or Third-Party Content is permitted without our prior written consent. You must retain all copyright and other proprietary notices contained in the Equipment and Third-Party Content. You may not sell, transfer, assign, license, sublicense, or modify the Third-Party Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Third-Party Content in any way for any public or commercial purpose other than as permitted hereunder. The use or posting of any of the Third-Party Content on any other platform, or in a networked computer environment for any purpose is expressly prohibited. If you violate any part of these Terms of Service, your right to access and/or use the Third-Party Content and Services will automatically terminate.

4. Terms of Promotional POS Program

Eligibility for a Merchant to participate in the PP Program at ZBS POS are based on conditions that may change without prior notice. If a Merchant breaks or does not fulfill any of the following conditions, their eligibility to participate in the PP Program may be revoked. 

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Merchant agrees to enter a two year Merchant Processing Agreement and Online Ordering Service Agreement with ZBS POS.

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The Merchant shall exclusively process credit, debit, gift cards, online ordering and any and all other electronic payment transactions through ZBS POS during the two year term of the PP Program. 

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The Merchant will use all Equipment in accordance with applicable laws, regulations and card association rules. 

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Merchant will solely authorize ZBS POS to manage the Merchant’s business’s Google My Business listing for the whole two year term of the PP Program Agreement. 

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There may be other requirements and purchase limits that will affect a Merchant’s ability to participate in the PP Program. These requirements and purchase limits may change from promotion to promotion. ZBS POS retains the right to change, adjust, remove or etc all requirements and purchase limits throughout the term of the promotion with no prior notice. 

5.  Termination of Terms of Service

These Terms of Service continue to govern your use of the Equipment unless and until such time as you or we terminate your use of any applicable Equipment(s). Upon termination, you will lose access to the relevant Equipment, and we may delete any information stored regarding you or your transactions through the Equipment. Termination of your use of any of the Equipment does not relieve you of the obligation to pay for any purchases made at ZBS POS as well as related fees and charges already incurred. In the event of termination of your use of the Equipment by you or us, we will not provide any refunds for amounts previously paid through the Equipment.

ZBS POS reserves the right, in its sole discretion, to limit, suspend, or terminate your account and/or access to all or any part of the Equipment at any time and for any reason without notice to you and without liability to you or to any third party. Additionally, any of the Equipment, or any feature of portion thereof, may be modified, replaced, suspended, or terminated, without or notice at any time, in ZBS POS’s sole discretion, without liability.

5.1. Termination Fees

Some conditions that are broken or not fulfilled during the Term of Agreement will warrant Merchant(s) to pay fee(s) for interruption or termination of the Agreement. The reasons for termination vary and may be, but not limited to:

• Merchant stops processing credit, debit, gift card, online ordering or other electronic payment transactions with ZBS POS.

• Merchant transfers Google my Business management rights and/or authorization to another third party individual/company, at any time during the Term of Agreement.

• Merchant cancels or fails to pay for or renew subscriptions that were required in the initial application to receive the promotional pricing, products, services, etc.

If the Merchant is found to have broken any of the terms within the Agreement for the PP Program, the Merchant agrees to pay or repay ZBS POS the cost of the Equipment, totaling $1588 plus any applicable taxes and shipping fees. If the Merchant has paid a discounted amount for the POS Package, they will have to repay the difference between what they paid and the total $1588 (plus tax and shipping and handling fees) for the full price POS Package. If the Merchant received a free POS Package, the Merchant will have to pay the full $1588 (plus tax and shipping and handling fees).

5.2. Forfeit of Promotional Materials and/or Services

If a Merchant received any free or discounted services, materials, or products from ZBS POS with a Promotional POS Program that would require the Merchant’s business information, menu, photos, logo(s), graphics or any other relevant information or materials, the Merchant is responsible for sending this information to ZBS POS before any and all deadlines set in the promotion. If the deadline for material(s) submission has passed, the Merchant will forfeit the free or discounted promotional services, materials, or products. Late submissions, unless previously negotiated or notified, will not be accepted. To resume installation or work of the promotional free or discounted services, materials, or products post-deadline, the Merchant may be subject to pay the full, non-discounted price of the promotional services, materials, or products.

5.3. Order Cancellation Penalty

In the event that the customer decides to cancel their order after it has been confirmed, a penalty fee of $300 will be applied. This fee is intended to cover any administrative costs, inventory management, or potential loss of revenue resulting from the cancellation. By proceeding with the order, the customer acknowledges and agrees to this cancellation penalty, which will be deducted from any refund or credit due to them upon cancellation. In the event that the total paid by the customer when placing the order is less than $300, the remaining amount will be charged directly from the merchant's account. 

6.  Confidentiality

Merchant shall not copy, translate, disassemble or decompile, nor create or attempt to create (by reverse engineering or otherwise) the source code from the object, code any Equipment, or any software or products used in conjunction with the Equipment. Merchant is not permitted to make derivative work of any ZBS POS software, hardware, or products (digital or tangible) used cooperatively or integrated with the Equipment. O wnership of any unauthorized derivative works shall vest in ZBS POS, KwickPOS and its assigns.

The Merchant shall not, without the prior knowledge and written consent of ZBS POS, KwickPOS, and its assigns, disclose any of the Proprietary Information of ZBS POS, KwickPOS and its affiliates, including but not limited to the Equipment or Software, to any person(s) or entities, except as is necessary to enable aforementioned parties to exercise its rights hereunder.

Merchant agrees to solely use the Proprietary Information of ZBS POS, KwickPOS and its affiliates as is necessary in its performance under this Agreement and as otherwise necessary in its performance under this Agreement, and as otherwise necessary to enjoy the acceptable use of the Equipment. Merchant agrees that any party that has access to this information will be subject to the confidentiality terms as set forth in this section. 

7. Indemnification

Merchant agrees to indemnify, defend, and hold harmless ZBS POS, KwickPOS, its subsidiaries, affiliates, employees, subcontractors, successors, assigns and agents from and against any and all costs, damages, penalties, claims, actions, suits of whatsoever kind and nature arising out of, related to, arising from, or in connection with Merchant's unauthorized modification and/or misuse of the Equipment, Merchant's breach of this PP PROGRAM Agreement, or from Merchant's negligent acts or omissions. Merchant's indemnification obligation includes but is not limited to the payment of all reasonable attorneys' fees, costs and expenses. 

8. Disclaimer of Warranties, Waiver and Limitation of Liability

8.1. DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE EQUIPMENT AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE EQUIPMENT IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.

NEITHER ZBS POS, KWICKPOS NOR ITS THIRD-PARTY PROVIDERS WILL BE LIABLE OR RESPONSIBLE FOR ANY PRODUCTS OR SERVICES PROVIDED BY MERCHANTS THAT ARE A CAUSE OF INJURY OR THAT ARE UNACCEPTABLE OR DO NOT MEET YOUR REQUIREMENTS OR EXPECTATIONS.

EXCEPT AS SPECIFICALLY SET FORTH IN THIS PP PROGRAM AGREEMENT, ZBS POS DOES NOT MAKE (AND EXPRESSLY DISCLAIMS) ANY REPRESENTATIONS AND WARRANTIES IN RESPECT OF THE EQUIPMENT AND ANY SOFTWARE CONTAINED THEREIN WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE. ZBS POS, KWICKPOS, AND ITS AFFILIATES DO NOT GUARANTEE THAT THE EQUIPMENT AND/OR THE EQUIPMENT'S SOFTWARE WILL SATISFY MERCHANT'S REQUIREMENTS, OR THAT THE OPERATIONS OF SUCH WILL BE UNINTERRUPTED OR ERROR FREE. THE EQUIPMENT AND THE EQUIPMENT'S SOFTWARE ARE PROVIDED WITH ALL FAULTS AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT WILL BE WITH THE MERCHANT. ZBS POS SHALL NOT BE LIABLE FOR ANY COSTS OR FOR PERFORMING ANY SERVICES HEREUENDER ARISING IN CONNECTION WITH MERCHANT'S NEGLIGENCE, ABUSE, MISUSE, OR FAILURE TO PERFORM ROUTINE MAINTENANCE AND COMPLY WITH STANDARD OPERATING PROCEDURES. COMPANY DISCLAIMS ANY WARRANTY, EXPRESS OR IMPLIED, THAT THE EQUIPMENT, THE EQUIPMENT'S SOFTWARE, AND/OR CUSTOMER'S DATA WILL REMAIN VIRUS-FREE AND/OR FREE FROM THEFT. MERCHANT WAIVES ANY CLAIMS HEREUNDER AGAINST COMPANY TO THE EXTENT ARISING FROM MERCHANT'S FAILURE TO HAVE OR MAINTAIN CURRENT VIRUS PROTECTION, OR TO THE EXTENT ARISING AS A RESULT OF ANY UNAUTHORIZED ACCESS TO THE EQUIPMENT OR MERCHANT'S SYSTEMS. COMPANY FURTHER DISCLAIMS ANY RESPONSIBILITY OR LIABILITY FOR PROBLEMS RESULTING IN OR RELATED TO MERCHANT'S DECISION TO USE A PARTICULAR INTERNET SERVICE OR TELECOMMUNICATIONS PROVIDER AND/OR RELATED TO MERCHANT'S ABILITY TO CONNECT TO THE INTERNET.

8.2. Waiver of Liability

You acknowledge and agree that the Merchant is the seller of the food, beverages and related products and services which you may order and pay for through the Equipment, ZBS POS, KwickPOS and affiliated services. The Merchant is solely responsible for any and all damages, claims, liabilities, costs, injuries or illness caused in whole or in part by the Merchant. Merchant is also solely responsible for any unclaimed property liability which may arise from purchases, including gift cards, paid for but not received by you.

8.3. LIMITATION OF LIABILITY

ZBS POS, KWICKPOS, AND ITS AFFILIATES, PARENTS, SUBSIDIARIES, SUCCESSORS, AND ASSIGNS SHALL NOT BE LIABLE TO THE MERCHANT OR ITS AFFILIATES, SUBSIDIARIES, SUCCESSORS, OR ASSIGNS, FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES, INCLUDING LOST PROFITS, BUSINESS INTERRUPTION OR ECONOMIC DAMAGES (INCLUDING THOSE ASSOCIATED WITH IMPROPER OR INADEQUATE TAXES CHARGED), OF ANY KIND, WHETHER BASED ON CONTRACT, TORT OR ANY OTHER LEGAL THEORY ARISING OUT OF THIS PP PROGRAM AGREEMENT, MERCHANT'S USE (OR INABILITY TO USE) EQUIPMENT, EVEN IF ADVISED, IN ADVANCE, OF THE POSSIBILITY OF SUCH DAMAGE. IN NO EVENT SHALL THE MERCHANT BE ENTITLED TO RECOVER OR COLLECT ANY DAMAGES IN THE AGGREGATE IN EXCESS OF AN AMOUNT EQUAL TO THE FEES PAID UNDER THIS PP PROGRAM AGREEMENT DURING THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF THE MERCHANT'S FIRST CLAIM OF ALLEGED DAMAGES.

8.4. State Exemptions

Some states do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you. IN SUCH STATES, ZBS POS’S OR KWICKPOS’S LIABILITY OF WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

8.5. Reliance on Limitations

Each party acknowledges that the other party has entered into these Terms relying on the limitations of liability stated herein and that those limitations are an essential basis of the bargain between the parties.

9. Amendments

This Agreement may be amended by ZBS POS and KWICKPOS, its affiliates, or assigns, upon thirty (30) days written notice. Merchant's continued use of the Equipment shall be acceptance of such amended terms. Company may terminate the PP Program and its Agreement at any time, with or without cause. The PP Program Agreement will automatically terminate upon the expiration or termination of the Merchant Processing Agreement. Company may amend the terms of conditions of this PP Program Agreement at any time, with or without notice to Merchant.

10. Electronic Communications (E-Sign Disclosure and Consent)

These terms describe how ZBS POS delivers communications to you electronically. We may amend these terms from time to time, and if we make substantial changes, we will provide you with reasonable notice in accordance with any communication preferences you have given to us, and by posting notice of the updates on our Website.

10.1. Consent for Electronic Communications

You agree and consent to receive electronically all communications, agreements, disclosures, notices and documents (collectively “Communications”) that we provide in connection with your ZBS POS account and the Equipment we provide. We may at times be required to provide you with Communications in written form, which you agree to receive electronically instead of in paper form, including by sending via electronic mail to the email address you provide to us, or by posting notice or communicating with you via email or our website. Communications include these Terms and any and all other agreements or policies to which you must agree in order to use the Equipment, including updates to those agreements and policies; payment authorizations and transaction receipts or confirmations customer service matters; and any other communication related to your use of the Equipment.

It is your responsibility to keep your email address accurate and up to date so that ZBS POS can communicate with you. You can update the email address associated with your ZBS POS account by notifying your sales agent or contacting our customer support hotline (470-485-1888).

All Communications sent in electronic format will be considered to be “in writing” and are considered received by you upon posting through the Website, or sending to you via electronic email or SMS, regardless of whether you have accessed that communication.

10.2. Consent to Contact Mobile Number

By voluntarily providing your mobile phone number to ZBS POS, you confirm you are authorized to provide that number to ZBS POS and agree that ZBS POS may contact you at that number. If you provide a mobile number, you expressly agree that ZBS POS may contact you using automated telephone call, and SMS or MMS messages at that phone number, and you hereby consent to receiving such communications for transactional, informational, and operational purposes.

10.3. Term of Consent

Your consent to receive electronic Communications is valid until and unless you revoke it. You may revoke your consent at any time, however, consent to electronic Communications is a condition of some of our Equipment, Software, Services, Products, and etc, and if you revoke it you will no longer be permitted to use the Equipment. If you wish to revoke your consent for electronic Communications, please contact legal@zbspos.com

10.4. Methods of Agreement

You acknowledge and agree that by clicking on the “I Agree”, “Submit”, “Create Account” or similar button on the website, Online Ordering page or other feature offered under our Equipment and associated with these Terms or with any other electronic document authorizing us to provide the Equipment to you, you are indicating your intent to sign these Terms and/or other applicable agreement(s). You also agree that clicking on these buttons on the website or any other applicable digital form shall constitute your electronic signature to these Terms or other such documents displayed with the button(s) and relating to the Equipment. You further agree that your electronic signature on these Terms and any other document shall have the same legal effect under state and federal law as if you signed the documents in ink on paper.

11. Arbitration

11.1. Agreement to Arbitrate

This Section 12 is referred to as the Arbitration Agreement. You agree that any and all disputes or claims that have arisen or may arise between you and ZBS POS, whether arising out of or relating to these Terms of Service or in connection with your use of the Equipment, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. You agree that, by agreeing to these Terms, you and ZBS POS are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. Notwithstanding the foregoing, this Arbitration Agreement shall not preclude either party from pursuing a court action for the sole purpose of obtaining a temporary restraining order or preliminary injunction in circumstances in which such relief is appropriate, provided that any other relief shall be pursued through an arbitration proceeding pursuant to this Arbitration Agreement.

11.2. Prohibition of Class and Representative Actions and Non-Individualized Relief

You and ZBS POS agree that each may bring claims against the other only on an individual basis and not as plaintiff or class member in any purported class or representative action or proceeding. Unless both you and ZBS POS agree otherwise, the arbitrator may not consolidate or join more than one person’s or party’s claims and may not otherwise preside over any form of a consolidated, representative, or class proceeding. Also, the arbitrator may award relief (including monetary, injunctive, and declaratory relief) only in favor of the individual party seeking relief and only to the extent necessary to provide relief necessitated by that party’s individual claim(s).

11.3. Pre-Arbitration Dispute Resolution

Most concerns can be resolved quickly and to all parties’ satisfaction by calling or emailing ZBS POS’s Customer Care team at 470-485-1888 and support@zbspos.com. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to ZBS POS should be sent to ZBS POS at 4932 Buford Highway, Atlanta, GA 30341, Attn: General Counsel. The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If you and ZBS POS do not resolve the claim within sixty (60) calendar days after the Notice is received, you or ZBS POS may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by ZBS POS or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or ZBS POS is entitled.

11.4. Arbitration Procedures

Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Commercial Arbitration Rules (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. The arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under these Terms of Service and Applicable Law and Rules. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons. Unless you and ZBS POS agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination shall be made by the AAA. If your claim is for $10,000 or less, ZBS POS agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.

11.5. Costs of Arbitration

Payment of all filing, administration, and arbitrator fees will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. Any payment of attorneys’ fees will be governed by the AAA Rules.

11.6. Confidentiality

All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.

11.7. Severability

If a court or the arbitrator decides that any term or provision of this Arbitration Agreement other than Sub-Section 12.1 above is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of Sub-Section 11.1 is invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void. The remainder of these Terms will continue to apply.

12. Survival

Upon termination of your use of the Service or these Terms for any reason, in addition to this section, the following sections shall survive termination: Section 2.3 (Merchant Payment), 3 (Ownership of Content and Use of Trademarks), 5 (Termination), 7 (Indemnification), 8 (Disclaimer of Warranties, Waiver and Limitation of Liability), 11 (Arbitration), 14 (Governing Law), and 15 (Miscellaneous).

13. Assignment

You may not assign these Terms or any rights or obligations hereunder, by operation of law or otherwise, without our prior written consent and any attempted assignment may be void. We reserve the right to freely assign these Terms and the rights and obligations hereunder, to any third party without notice and consent. Subject to the foregoing, these Terms shall be binding upon and inure to the benefit of the parties hereto, their successors and permitted assigns.

14. Governing Law

Any action, claim, or dispute related to these Terms of Service will be governed by the laws of the Commonwealth of Georgia, excluding its conflicts of law provisions, and controlling U.S. federal law.

15. Miscellaneous

If any provision of these Terms is found to be invalid by any court having competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of these Terms, which will remain in full force and effect. Failure of ZBS POS to act on or enforce any provision of these Terms will not be construed as a waiver of that provision or any other provision herein. No waiver will be effective against ZBS POS unless made in writing, and no such waiver will be construed as a waiver in any other or subsequent instance. Except as expressly agreed by ZBS POS and you, these Terms, including any ZBS POS policies governing the Equipment, Software, and etc referenced herein, constitute the entire agreement between you and ZBS POS with respect to the subject matter hereof, and supersedes all previous or contemporaneous agreements, whether written or oral, between you and ZBS POS with respect to the subject matter. The section headings are provided merely for convenience and will not be given any legal import.

Severability

If any provision of these Terms 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 these Terms shall not effect a party's ability to exercise such right or require such performance at any time thereafter nor shall the waiver of a breach constitute a waiver of any subsequent breach.

Translation Interpretation

These Terms and Conditions may have been translated if We have made them available to You on our Service. You agree that the original English text shall prevail in the case of a dispute.

Changes to These Terms and Conditions

We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material We will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at Our sole discretion.

By continuing to access or use Our Service after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the website and the Service.

Contact Us

If you have any questions about these Terms and Conditions, You can contact us:

· By email: INFO@ZBSPOS.COM