Terms and Conditions

1. Introduction

Welcome to the Fircus Solutions Inc. ("Fircus," "we," "our," or "us") website located at www.fircus.ca (the "Website").

These Website Terms and Conditions ("Terms") govern your access to and use of the Website, including all webpages, content, information, documents, forms, applications, communications, features, functionality, software, products, services, and other materials made available by or through the Website.

For the purposes of these Terms:

"Fircus," "we," "our," and "us" mean Fircus Solutions Inc.

"Website" means www.fircus.ca, together with any related webpages, subdomains, portals, applications, or online services owned or operated by Fircus.

"User," "you," and "your" mean any visitor, prospective customer, customer, merchant, business owner, business representative, broker, sales representative, contractor, applicant, or any other person who accesses or uses the Website.

"Services" means the payment processing solutions, merchant services, merchant accounts, point-of-sale equipment, payment gateways, e-commerce solutions, statement reviews, pricing proposals, business support services, and any other products or services offered, promoted, arranged, or facilitated by Fircus.

By accessing, browsing, or using the Website, you acknowledge that you have read, understood, and agree to be legally bound by these Terms, together with any other policies or legal notices referenced on the Website, including the Fircus Privacy Policy, as amended from time to time.

If you do not agree to these Terms, you must immediately discontinue access to and use of the Website.

2. About Fircus

Fircus Solutions Inc. ("Fircus") is a Canadian merchant services company that assists small and medium-sized businesses in obtaining payment processing solutions, merchant accounts, point-of-sale equipment, payment gateways, e-commerce solutions, payment technology, and other related business products and services.

To provide or facilitate these products and services, Fircus may work with independent third-party payment processors, acquiring banks, sponsor banks, financial institutions, payment networks, equipment manufacturers and suppliers, software providers, gateway providers, technology partners, and other authorized service providers or business partners.

Unless expressly stated otherwise in a written agreement, Fircus acts as an independent provider, facilitator, reseller, referral partner, or authorized representative for certain third-party products and services. The ultimate approval, availability, pricing, terms, and conditions of those products and services may be determined by the applicable third-party provider.

The availability, approval, or continuation of any product or service may depend on one or more factors, including:

The nature and type of the merchant's business;

Underwriting, risk assessment, and compliance reviews;

Credit approval or financial assessment, where applicable;

Identity verification and business verification requirements;

Approval by payment processors, acquiring banks, sponsor banks, financial institutions, or other service providers;

Payment network rules and industry requirements;

Equipment, software, or technology availability;

Geographic availability or service coverage;

Compliance with applicable laws, regulations, and industry standards; and

Acceptance of, and compliance with, the applicable merchant services agreement or other contractual documentation.

Nothing on the Website constitutes a guarantee or commitment that any application, product, service, pricing, rate, feature, promotion, or business relationship will be approved, available, or continue to be available. All products and services remain subject to applicable eligibility requirements, underwriting decisions, contractual terms, and ongoing compliance with applicable legal, regulatory, and operational requirements.

3. Scope of These Terms

These Terms govern your access to and use of the Fircus Website and apply solely to the Website and its content, features, functionality, and related online services.

These Terms do not replace, amend, modify, supersede, or override the terms of any separate agreement that you may enter into with Fircus or any third party, including, without limitation:

A merchant services agreement;

A payment processing agreement;

A point-of-sale equipment rental, lease, financing, or purchase agreement;

A payment gateway, software, or technology services agreement;

An agreement with a payment processor, acquiring bank, sponsor bank, financial institution, or payment network;

A broker, independent contractor, sales representative, referral partner, or agency agreement;

A pricing schedule, fee schedule, quotation, or written proposal accepted by the parties;

A merchant account application, enrollment form, or other application documentation; or

Any other written agreement or legally binding arrangement entered into between you and Fircus or between you and any third-party service provider.

Where there is any inconsistency or conflict between these Terms and a separate written agreement signed or otherwise accepted by the applicable parties, the terms of that separate agreement will govern solely with respect to the products, services, or matters covered by that agreement. These Terms will continue to apply to all other aspects of your access to and use of the Website to the extent they are not inconsistent with the applicable agreement.

Nothing in these Terms limits, modifies, or waives any rights, obligations, disclaimers, limitations of liability, or remedies available to Fircus under any other agreement or under applicable law.

4. Eligibility and Business Use

The Website and the Services are intended primarily for businesses, business representatives, and individuals who are at least 18 years of age and have the legal capacity to enter into binding agreements under applicable law.

By accessing or using the Website, you represent, warrant, and agree that:

You are at least 18 years of age;

You have the legal authority and capacity to enter into and comply with these Terms;

All information you submit to Fircus is true, accurate, current, and complete to the best of your knowledge;

If you access or use the Website on behalf of a business, corporation, partnership, sole proprietorship, organization, or other legal entity, you are duly authorized to act on its behalf and to bind that entity to these Terms where applicable;

Your access to and use of the Website complies with all applicable laws, regulations, and industry requirements; and

You will not use the Website for any unlawful, fraudulent, misleading, unauthorized, or prohibited purpose.

The Website is not directed to, marketed to, or intended for children under the age of 18. Fircus does not knowingly permit children to use the Website or submit personal information through it. If Fircus becomes aware that the Website has been used by a child in a manner inconsistent with these Terms, Fircus may take reasonable steps to remove the information, restrict access, or take any other action it considers appropriate, subject to applicable law.

Fircus reserves the right to refuse, restrict, suspend, or terminate access to the Website or any portion of the Services if it reasonably believes that a user does not satisfy these eligibility requirements or has violated these Terms or applicable law.

5. Permitted Use of the Website

Subject to these Terms, Fircus grants you a limited, personal, revocable, non-exclusive, non-transferable, and non-sublicensable right to access and use the Website solely for lawful purposes and in accordance with these Terms.

You may use the Website for legitimate business or informational purposes, including:

Learning about Fircus and its products and services;

Reviewing general information regarding merchant services, payment processing, point-of-sale solutions, payment gateways, and related business services;

Requesting information about Fircus or its offerings;

Requesting a merchant processing statement review or pricing analysis;

Submitting merchant processing statements or other supporting documentation for review;

Requesting a quotation, pricing proposal, or service recommendation;

Contacting Fircus regarding products, services, technical support, or other business inquiries; and

Applying for products, services, merchant accounts, employment opportunities, broker or sales representative opportunities, or other business relationships where such opportunities are made available.

Your permission to use the Website is personal, limited, revocable, non-exclusive, non-transferable, and non-sublicensable. Except as expressly permitted by these Terms, you may not assign, transfer, sublicense, or otherwise permit any other person to exercise your rights to use the Website.

Nothing in these Terms grants you any ownership interest in the Website or any intellectual property rights relating to the Website, its content, or the Services. Fircus reserves all rights not expressly granted in these Terms.

Fircus reserves the right, in its sole discretion and without prior notice, to suspend, restrict, modify, or terminate your access to all or any part of the Website at any time where it reasonably believes such action is necessary to protect the Website, its users, Fircus' business interests, or to comply with applicable law or these Terms.

6. Prohibited Activities

You agree that you will not, directly or indirectly, use the Website or any part of its content, functionality, or Services to:

Use the Website for any unlawful, fraudulent, deceptive, misleading, abusive, or unauthorized purpose;

Submit false, inaccurate, incomplete, misleading, fraudulent, or outdated information;

Impersonate or falsely represent any individual, business, organization, or other entity, or misrepresent your affiliation with any person or entity;

Submit information, documents, applications, or authorizations without the legal authority to do so;

Attempt to gain unauthorized access to the Website, its servers, networks, databases, user accounts, software, systems, or related infrastructure;

Interfere with, disrupt, damage, disable, overload, or impair the operation, availability, security, or performance of the Website or any related systems;

Upload, transmit, distribute, or introduce viruses, malware, ransomware, spyware, Trojan horses, worms, malicious scripts, or any other harmful or destructive code;

Probe, scan, test, or attempt to circumvent the security or vulnerability of the Website or any connected systems;

Use automated tools, bots, spiders, crawlers, scrapers, scripts, artificial intelligence tools, data mining techniques, or similar technologies to access, monitor, extract, copy, index, or collect Website content or data without Fircus' prior written authorization;

Attempt to bypass, disable, or interfere with any authentication, security, access control, or technical protection measures implemented by Fircus;

Copy, reproduce, distribute, publish, republish, display, transmit, modify, adapt, create derivative works from, license, sell, lease, assign, or otherwise commercially exploit any portion of the Website or its content without the prior written consent of Fircus;

Remove, alter, obscure, or interfere with any copyright, trademark, proprietary notice, watermark, or other ownership designation appearing on the Website or its content;

Use the Fircus name, trademarks, logos, branding, trade names, domain names, copyrighted materials, or other intellectual property in any manner that suggests sponsorship, affiliation, endorsement, or approval without prior written authorization;

Use information obtained through the Website to send unsolicited, unlawful, misleading, or unauthorized communications, including spam or other prohibited electronic messages;

Infringe, violate, misappropriate, or otherwise interfere with the intellectual property rights, privacy rights, contractual rights, confidentiality obligations, or other legal rights of Fircus or any third party;

Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, structure, or underlying technology of any software or functionality available through the Website, except where expressly permitted by applicable law;

Use the Website in any manner that could damage the reputation, goodwill, business relationships, systems, operations, security, or commercial interests of Fircus or any of its customers, payment processors, acquiring banks, sponsor banks, service providers, or business partners; or

Engage in any activity that violates these Terms or any applicable law, regulation, court order, or industry requirement.

Fircus reserves the right, in its sole discretion and without prior notice, to investigate suspected violations of these Terms and to restrict, suspend, terminate, or permanently deny access to the Website where it reasonably believes that these Terms have been violated or that such action is necessary to protect the Website, Fircus, its users, or its business interests. Fircus may also take any other action available to it under applicable law, including seeking injunctive relief, damages, or other legal remedies where appropriate.

7. Website Information

Fircus makes reasonable efforts to provide accurate, current, and useful information on the Website. However, all Website content is provided for general informational purposes only and should not be relied upon as legal, financial, tax, accounting, regulatory, technical, or professional advice, or as a guarantee of pricing, availability, eligibility, approval, or any particular business outcome.

Information published on the Website may not reflect:

Current or final pricing, rates, fees, or promotional offers;

All available products, services, features, or business solutions;

The current requirements, policies, or underwriting criteria of any payment processor, acquiring bank, sponsor bank, financial institution, or payment network;

Changes to interchange rates, assessment fees, or payment network pricing;

Changes to payment network rules, processor policies, or industry standards;

Changes to equipment, software, technology, or product availability;

Changes to applicable laws, regulations, regulatory guidance, or compliance requirements;

The specific terms, conditions, pricing, or eligibility applicable to a particular merchant or transaction;

The outcome of any underwriting, credit, fraud, risk, compliance, or identity verification review; or

Any information that has become outdated, incomplete, or inaccurate due to subsequent events or developments.

The information made available on the Website is subject to change without notice. Fircus reserves the right, at any time and in its sole discretion, to correct, revise, update, suspend, remove, replace, or discontinue any content, feature, product, service, or functionality available through the Website without prior notice or liability.

Nothing contained on the Website constitutes a binding quotation, offer, guarantee, approval, commitment, or contractual obligation by Fircus unless expressly confirmed in a written agreement signed or otherwise accepted by the applicable parties. Final pricing, products, services, approvals, and contractual terms remain subject to underwriting, eligibility requirements, third-party approvals, applicable agreements, and other operational, legal, or regulatory requirements.

8. No Automatic Offer or Approval

Unless expressly confirmed in a separate written agreement, nothing contained on the Website constitutes a binding offer, quotation, approval, commitment, warranty, guarantee, or promise by Fircus or any third-party service provider to provide any product or service.

Information displayed on the Website is provided for general informational purposes only and is subject to change without notice.

Submitting a contact form, pricing request, merchant processing statement, application, document, inquiry, or any other information through the Website does not:

Create or establish a merchant account;

Guarantee approval for any product or service;

Create a relationship with a payment processor, acquiring bank, sponsor bank, financial institution, or payment network;

Reserve or guarantee the availability of equipment, software, technology, or other products;

Lock in pricing, rates, fees, promotions, or other commercial terms;

Create an exclusive relationship with Fircus or any third-party service provider;

Obligate Fircus or any third-party provider to review, approve, or accept any application or request;

Create any fiduciary, agency, partnership, employment, or joint venture relationship between you and Fircus; or

Create a legally binding contract unless and until all required parties have executed or otherwise accepted the applicable agreement in accordance with its terms.

Any merchant account, payment processing service, equipment order, pricing proposal, or other product or service will be established or provided only after all applicable applications, agreements, underwriting reviews, risk assessments, identity verification, business verification, compliance reviews, third-party approvals, and any other required contractual or operational requirements have been satisfactorily completed.

Fircus reserves the right, in its sole discretion and to the fullest extent permitted by applicable law, to decline, suspend, withdraw, or discontinue any application, quotation, proposal, pricing, product, or service at any time before a binding written agreement has been entered into, without incurring any obligation or liability to the applicant or any other person.

9. Quotes and Pricing Proposals

Fircus may provide preliminary, estimated, or customized quotations, pricing proposals, savings analyses, or service recommendations based on information supplied by a prospective merchant or obtained during the evaluation process.

Unless expressly stated otherwise in a written agreement signed or otherwise accepted by all required parties, any quotation, proposal, pricing estimate, savings analysis, or recommendation:

Is provided solely for informational, discussion, and evaluation purposes;

Is based on the information available to Fircus at the time it is prepared;

May contain assumptions, estimates, or projections that may change as additional information becomes available;

May be corrected, revised, withdrawn, or replaced at any time before final acceptance;

May expire on the date specified in the proposal or, if no expiry date is stated, within a reasonable period determined by Fircus;

Is subject to underwriting, risk assessment, identity verification, business verification, processor approval, acquiring bank approval, sponsor bank approval, and any other required third-party approvals;

Is subject to applicable interchange fees, assessment fees, payment network fees, authorization fees, processor fees, third-party charges, taxes, and other applicable costs;

May vary depending on transaction type, card type, card brand, payment method, processing method, industry, merchant category, business model, equipment selected, software requirements, processing volume, fraud profile, risk profile, geographic location, or other operational or commercial factors; and

Does not constitute a guarantee, warranty, or representation regarding future pricing, processing costs, savings, approvals, profitability, or business results.

Pricing, fees, rates, products, services, equipment, or commercial terms may be revised before final approval or execution of the applicable agreement if, including but not limited to:

Information submitted by or on behalf of the merchant is inaccurate, incomplete, misleading, or changes after the proposal is prepared;

The merchant's actual transaction profile, business activities, processing patterns, or risk characteristics differ from the information originally provided;

A payment processor, acquiring bank, sponsor bank, financial institution, payment network, or other third-party provider requires different pricing, terms, conditions, reserves, security requirements, or underwriting conditions;

Applicable interchange rates, assessment fees, payment network rules, authorization fees, regulatory requirements, taxes, or other third-party costs change;

Additional products, equipment, software, services, compliance measures, fraud prevention controls, security requirements, or risk mitigation measures become necessary; or

Any other circumstance arises that materially affects the proposed pricing or the provision of the requested products or services.

Final pricing, rates, fees, commercial terms, products, services, and equipment will be determined exclusively by the applicable written agreement, pricing schedule, and any supporting documentation accepted by the required parties. In the event of any inconsistency between a quotation or proposal and a subsequently executed agreement, the executed agreement and its applicable pricing schedule shall prevail.

Fircus reserves the right, in its sole discretion and without liability, to decline, withdraw, modify, or terminate any quotation, proposal, pricing estimate, or savings analysis at any time before a binding agreement has been entered into.

10. Savings Estimates and Statement Reviews

As part of its services, Fircus may review a prospective merchant's existing payment processing statements and other information provided by the merchant in order to prepare an estimated pricing comparison, cost analysis, or potential savings estimate.

Any statement review, pricing comparison, cost analysis, recommendation, or savings estimate is based on the information available to Fircus at the time of the review and is intended solely for informational and evaluation purposes.

Savings calculations and pricing comparisons may be based on factors including, but not limited to:

Merchant processing statements and other information provided by or on behalf of the merchant;

Historical processing volume;

Historical transaction counts;

Card mix and payment methods;

Transaction types and processing channels;

Existing pricing, fees, and contractual terms;

Proposed pricing, products, and services;

Applicable interchange rates, assessment fees, authorization fees, network fees, and other third-party costs known at the time of the analysis; and

Assumptions regarding future processing activity, merchant operations, and business conditions.

Actual pricing, fees, costs, savings, and business results may differ materially from any estimate due to factors including, but not limited to:

Changes in sales volume or transaction counts;

Changes in average transaction size;

Changes in card mix, card brands, or payment methods;

Changes in customer purchasing or payment behaviour;

Changes in interchange rates, assessment fees, authorization fees, payment network fees, or other third-party costs;

Chargebacks, refunds, retrieval requests, fraud losses, adjustments, reserve requirements, PCI compliance fees, or other account-related charges;

Changes to equipment, software, payment gateways, technology, products, or services;

Seasonal, operational, staffing, or business changes;

Changes required by payment processors, acquiring banks, sponsor banks, financial institutions, payment networks, or regulatory authorities; or

Differences between the information provided to Fircus and the merchant's actual processing activity or business operations.

Unless expressly stated in a separate written agreement signed or otherwise accepted by Fircus, Fircus does not guarantee or warrant that a merchant will achieve any particular level of savings, pricing, profitability, approval, processing costs, or other financial or business outcome.

Merchants are solely responsible for reviewing and evaluating all quotations, pricing schedules, assumptions, disclosures, contractual terms, and supporting documentation before deciding whether to apply for or obtain any product or service. Fircus recommends that merchants carefully review all applicable agreements and seek independent legal, accounting, financial, or other professional advice where appropriate before making business decisions.

Nothing in any statement review, pricing comparison, savings estimate, proposal, or other Website content creates a contractual commitment or modifies the terms of any subsequently executed agreement.

11. Interchange, Assessments, and Third-Party Charges

Interchange rates, payment network assessments, card brand fees, authorization charges, government-imposed charges, taxes, and other third-party costs are established, administered, and may be modified by organizations that are independent of Fircus and are outside Fircus' control.

These organizations may include, without limitation:

Payment card networks;

Debit networks;

Payment processors;

Acquiring banks;

Sponsor banks;

Financial institutions;

Payment gateway providers;

Technology, software, and equipment providers;

Government departments, regulatory authorities, or taxing authorities; and

Other third-party organizations involved in providing payment processing products or services.

These third-party organizations may change their rates, fees, assessments, rules, policies, or other charges at any time, with or without prior notice to Fircus.

Unless expressly stated otherwise in a written agreement signed or otherwise accepted by the applicable parties, Fircus does not control, guarantee, or warrant the amount, availability, continuation, or future stability of any interchange rates, assessment fees, authorization fees, payment network charges, third-party costs, or other externally imposed fees.

Where third-party costs change after a quotation, proposal, pricing estimate, or agreement has been prepared, pricing, fees, or other commercial terms may be adjusted to the extent permitted by the applicable agreement, applicable law, or the requirements of the relevant payment processor, acquiring bank, sponsor bank, payment network, or other third-party provider.

Fircus shall not be responsible or liable for any increase, decrease, modification, discontinuation, or replacement of any third-party rates, fees, assessments, products, services, or requirements imposed by organizations outside its reasonable control.

12. Merchant Applications and Underwriting

Applications for merchant accounts, payment processing services, and related products or services are subject to underwriting, credit, fraud, risk, compliance, identity verification, and other reviews conducted by Fircus, payment processors, acquiring banks, sponsor banks, financial institutions, payment networks, or other authorized third parties, as applicable.

To evaluate an application, applicants may be required to provide information and documentation including, without limitation:

Government-issued identification and identity verification documents;

Business registration, incorporation, licensing, or organizational documents;

Ownership, management, and signing authority information;

Banking and settlement account information;

Financial statements or other financial information;

Merchant processing statements;

Information regarding products or services offered;

Website, e-commerce, or social media information;

Order fulfillment, shipping, delivery, or service fulfillment information;

Refund, return, cancellation, and customer service policies;

Historical or anticipated processing volumes, transaction information, and payment methods;

Chargeback, fraud, refund, or dispute history; and

Any other information or documentation reasonably requested by Fircus, a payment processor, acquiring bank, sponsor bank, financial institution, payment network, regulatory authority, or other authorized service provider.

Applications may be approved, conditionally approved, referred for further review, delayed, suspended, declined, or otherwise processed based on the results of the applicable underwriting, risk, compliance, fraud prevention, or operational review.

Fircus does not control all underwriting or approval decisions and does not guarantee that any application, product, service, pricing, or business relationship will be approved or maintained. Final approval remains subject to the policies, procedures, eligibility criteria, and requirements of the applicable payment processor, acquiring bank, sponsor bank, financial institution, payment network, or other authorized third party.

As a condition of approval or continued service, a payment processor, acquiring bank, sponsor bank, financial institution, or other authorized provider may impose one or more conditions, including, without limitation:

Processing volume limits;

Individual transaction limits;

Monthly or annual processing limits;

Reserve requirements or rolling reserves;

Delayed funding or settlement holds;

Additional documentation or verification requirements;

Restricted products, services, industries, merchant categories, or transaction types;

Equipment, software, cybersecurity, PCI DSS, or other security requirements;

Pricing, fee, or contractual changes;

Ongoing monitoring, periodic reviews, or additional compliance requirements; and

Any other condition reasonably required to manage operational, financial, legal, regulatory, fraud, or credit risk.

Fircus shall not be responsible or liable for any underwriting decision, approval condition, pricing determination, reserve requirement, funding delay, account restriction, suspension, termination, or other decision made by an independent payment processor, acquiring bank, sponsor bank, financial institution, payment network, or other authorized third party acting within its own authority.

13. Merchant Responsibilities

Merchants who apply for, obtain, or use products or services offered, arranged, or facilitated by Fircus are solely responsible for complying with the terms of their applicable agreements and all legal, regulatory, and operational requirements relating to their business and payment processing activities.

Without limiting the generality of the foregoing, merchants are responsible for:

Providing complete, accurate, current, and truthful information throughout the application process and during the ongoing business relationship;

Promptly notifying Fircus, the applicable payment processor, acquiring bank, sponsor bank, or other authorized service provider of any material changes to their business, ownership, financial condition, products, services, processing activities, or contact information;

Carefully reviewing and understanding all applications, agreements, pricing schedules, disclosures, policies, and other contractual documentation before accepting them;

Complying with the terms and conditions of their applicable merchant services agreement and any related agreements;

Complying with all applicable payment network rules, processor requirements, acquiring bank requirements, sponsor bank requirements, and applicable industry standards;

Complying with all applicable privacy, data protection, anti-money laundering, consumer protection, and other legal or regulatory requirements applicable to their business;

Maintaining compliance with the applicable Payment Card Industry Data Security Standard (PCI DSS) and any related security requirements, where applicable;

Protecting account credentials, passwords, payment terminals, software, payment gateways, systems, equipment, and other security-sensitive information from unauthorized access or misuse;

Taking reasonable steps to prevent unauthorized, fraudulent, or unlawful use of payment processing systems or merchant accounts;

Maintaining lawful and transparent refund, return, cancellation, fulfillment, delivery, shipping, customer service, and business practices;

Responding promptly and appropriately to chargebacks, retrieval requests, fraud investigations, customer complaints, regulatory inquiries, and other account-related matters;

Ensuring that all products, services, advertising, marketing, sales practices, and payment transactions comply with applicable laws, regulations, payment network rules, and contractual requirements;

Paying all fees, charges, assessments, reserves, and other amounts required under the applicable agreements; and

Cooperating with Fircus and any applicable payment processor, acquiring bank, sponsor bank, financial institution, or regulatory authority in connection with underwriting reviews, compliance reviews, investigations, audits, or other legitimate business or regulatory requirements.

Information provided on the Website is intended for general informational purposes only and does not modify, replace, limit, or relieve any merchant of its obligations under any applicable merchant services agreement, payment processing agreement, pricing schedule, equipment agreement, payment network rules, or applicable law.

Each merchant remains solely responsible for the operation of its business, the accuracy of information it provides, and all decisions made in connection with applying for or using payment processing products and services.

14. Equipment and Technology

Information provided on the Website regarding payment terminals, point-of-sale systems, payment gateways, software, integrations, applications, hardware, accessories, and other technology is provided for general informational purposes only and is subject to change without notice.

The availability, functionality, compatibility, and continued support of equipment and technology may depend on factors including third-party providers, manufacturer specifications, software versions, operating systems, network availability, processor requirements, payment network rules, and other technical or operational considerations beyond Fircus' control.

Unless expressly stated in a separate written agreement, Fircus does not represent, warrant, or guarantee that:

Any particular equipment, software, application, gateway, or technology will always be available;

A specific device, application, operating system, browser, network, or platform will be compatible with every merchant's systems or business environment;

Every integration, feature, or third-party connection will be available, supported, or continue to operate;

Equipment, software, firmware, applications, gateways, or related technology will operate without interruption, delay, incompatibility, defects, or errors;

Any manufacturer, processor, acquiring bank, software provider, gateway provider, or other third-party supplier will continue to offer, support, update, or maintain a particular product, service, or integration;

Any equipment or technology will meet a merchant's specific operational, technical, security, compliance, or business requirements; or

Future software updates, hardware revisions, processor changes, payment network requirements, or third-party modifications will not affect compatibility or functionality.

Merchants are solely responsible for evaluating and confirming that any equipment, software, integrations, or related technology satisfy their operational, technical, security, compliance, and business requirements before entering into any agreement or relying on any product or service.

Equipment rental, lease, financing, purchase, delivery, installation, activation, configuration, replacement, repair, maintenance, return, restocking, cancellation, warranty, and support terms are governed exclusively by the applicable written agreement, together with any applicable manufacturer warranties or third-party provider terms and conditions.

Fircus shall not be responsible or liable for delays, defects, incompatibilities, interruptions, discontinued products, software changes, manufacturer decisions, third-party technology failures, or other circumstances affecting equipment or technology that are outside Fircus' reasonable control.

15. Month-to-Month Services and Cancellation Statements

From time to time, Fircus may advertise or offer certain products or services on a month-to-month basis or describe specific Fircus offers as having no cancellation fees, no restocking fees, or similar promotional terms.

Unless expressly stated otherwise in a written agreement, those statements apply only to the specific Fircus product, service, promotion, or offer in which they are expressly described and do not apply generally to all products, services, equipment, or third-party arrangements.

Without limiting the foregoing, such statements do not automatically apply to:

Every product or service offered by or through Fircus;

Third-party equipment rental, lease, financing, or purchase agreements;

Software subscriptions, licenses, or maintenance agreements;

Payment gateway, e-commerce, or technology services;

Existing agreements with another payment processor, acquiring bank, financial institution, or service provider;

Special-order, customized, or non-returnable equipment;

Products or services governed by separate third-party agreements, manufacturer terms, or provider policies;

Outstanding balances, unpaid invoices, or other amounts already owing;

Unreturned, lost, stolen, damaged, or non-functional equipment;

Chargebacks, retrieval requests, reserve obligations, PCI compliance fees, regulatory charges, taxes, assessments, or other obligations that survive termination; or

Any obligation that expressly survives termination under an applicable agreement.

Merchants are solely responsible for reviewing and understanding all applicable agreements, pricing schedules, equipment terms, cancellation provisions, return policies, and termination requirements before entering into any agreement or requesting the cancellation of any product or service.

The applicable signed agreement, together with any incorporated pricing schedules, equipment agreements, third-party terms, or other contractual documentation, will govern all cancellation rights, termination procedures, equipment return obligations, fees, and any continuing obligations after termination.

Nothing on the Website shall be interpreted as modifying, waiving, or overriding the terms of any applicable written agreement unless expressly agreed to in writing by the parties authorized to do so.

16. Third-Party Products and Services

Fircus may recommend, refer, arrange, facilitate, resell, distribute, or provide access to products and services that are owned, operated, or supplied by independent third-party providers.

These third-party providers may include, without limitation, payment processors, acquiring banks, sponsor banks, financial institutions, payment networks, point-of-sale equipment providers, software vendors, payment gateway providers, technology providers, telecommunications providers, cloud service providers, and other authorized business partners.

Third-party providers may establish and modify their own:

Terms and conditions;

Privacy policies;

Service levels and performance standards;

Pricing, rates, fees, and commercial terms;

Billing, payment, cancellation, and refund policies;

Warranty and support terms;

Security practices and compliance requirements;

Eligibility, underwriting, and approval criteria;

Technical specifications, integrations, and compatibility requirements; and

Customer service and technical support procedures.

Your purchase or use of a third-party product or service may create a separate contractual or legal relationship between you and the applicable third-party provider. You are responsible for reviewing and accepting any applicable agreements, policies, disclosures, and contractual terms required by that provider.

Unless expressly stated otherwise in a written agreement, Fircus does not own or control the products or services provided by independent third parties and does not guarantee their availability, performance, compatibility, quality, security, pricing, continued support, or suitability for your particular business needs.

To the fullest extent permitted by applicable law, Fircus is not responsible or liable for the independent acts, omissions, decisions, products, services, policies, pricing changes, underwriting decisions, security incidents, service interruptions, delays, outages, data loss, contractual disputes, or other conduct of any independent third-party provider, except to the extent such liability cannot lawfully be excluded.

Any warranties, representations, commitments, remedies, or obligations relating to third-party products or services are provided solely by the applicable third-party provider, unless Fircus expressly agrees otherwise in writing.

17. Third-Party Links

The Website may contain links to websites, applications, platforms, portals, social media pages, or other online resources operated by independent third parties, including payment processors, acquiring banks, sponsor banks, financial institutions, payment networks, equipment manufacturers, software providers, technology providers, government organizations, regulatory authorities, or other service providers.

These links are provided solely for your convenience and informational purposes. Unless expressly stated otherwise, the inclusion of a link on the Website does not constitute or imply any endorsement, approval, recommendation, sponsorship, affiliation, or representation by Fircus regarding the linked website, its operator, or any products or services offered through it.

Fircus does not own, operate, manage, or control third-party websites and is not responsible for:

Their content, accuracy, completeness, or timeliness;

Their products, services, software, or other offerings;

Their availability, functionality, or performance;

Their security measures or cybersecurity practices;

Their privacy practices or handling of personal information;

Their terms and conditions or other contractual policies;

Any changes made to the website or its content after the link is provided; or

Any loss, damage, expense, or other consequence arising from your access to or use of a third-party website or service.

Your access to and use of any third-party website is entirely at your own discretion and risk and is governed exclusively by that third party's own terms and conditions, privacy policy, security practices, and any other applicable agreements.

Fircus encourages you to review the applicable terms, privacy policies, and security practices of any third-party website before providing personal information, entering into a transaction, downloading software, or relying on any information or services available through that website.

18. Communications and Electronic Messages

By contacting Fircus, submitting an inquiry, completing a form, requesting information, applying for products or services, or otherwise providing your contact information, you acknowledge and agree that Fircus may communicate with you using email, telephone, mobile phone, text message (SMS), postal mail, or any other reasonable method of communication regarding your inquiry, application, account, or business relationship, subject to applicable law.

Where permitted by applicable law, including Canada's Anti-Spam Legislation (CASL), Fircus may also send you promotional, marketing, educational, newsletter, event, or other commercial electronic communications where your consent has been obtained or is otherwise implied or permitted by law.

Commercial electronic communications sent by Fircus will include, where required by applicable law:

Identification of Fircus as the sender;

Appropriate contact information; and

A functional unsubscribe mechanism or other method of withdrawing consent.

You may withdraw your consent to receive promotional or marketing communications at any time by:

Clicking the unsubscribe link included in the communication;

Replying to the communication with an unsubscribe request, where applicable; or

Contacting Fircus directly using the contact information provided on the Website or in these Terms.

Fircus will process unsubscribe requests within the time required by applicable law. Withdrawal of consent to receive promotional communications will not affect the lawfulness of communications sent before your request was processed.

Unsubscribing from promotional or marketing communications does not prevent Fircus from sending communications that are necessary to administer your relationship with Fircus or to fulfill legal or contractual obligations. These communications may include account notices, transaction confirmations, applications, quotations, pricing proposals, invoices, payment information, technical support, service updates, fraud alerts, security notifications, regulatory notices, contractual communications, or other operational, administrative, or legal communications.

19. Information Submitted Through the Website

You are solely responsible for all information, documents, files, images, communications, and other materials that you submit to Fircus through the Website or by any other electronic means.

By submitting information to Fircus, you represent and warrant that:

All information and documentation provided is true, accurate, current, complete, and not misleading to the best of your knowledge;

You have the legal authority and all necessary rights, permissions, and authorizations to submit the information and any related documents;

The information does not infringe, misappropriate, or otherwise violate the intellectual property, privacy, confidentiality, contractual, or other legal rights of any person or organization;

The information does not contain viruses, malware, ransomware, malicious code, or any other harmful or unlawful content;

Your submission complies with all applicable laws, regulations, contractual obligations, and these Terms.

By submitting information through the Website, you authorize Fircus, to the extent reasonably necessary and in accordance with applicable law, to collect, use, disclose, store, process, and retain such information for purposes including:

Responding to your inquiry or request;

Preparing quotations, pricing proposals, recommendations, or savings analyses;

Reviewing merchant processing statements or other supporting documentation;

Assessing eligibility for products or services;

Preparing, submitting, supporting, or administering merchant account applications and related documentation;

Communicating with payment processors, acquiring banks, sponsor banks, financial institutions, payment networks, technology providers, equipment providers, or other authorized service providers;

Providing, arranging, supporting, or administering requested products or services;

Conducting underwriting, identity verification, fraud prevention, compliance, risk management, security, or other operational reviews; and

Complying with applicable legal, regulatory, contractual, audit, recordkeeping, or other legitimate business requirements.

Fircus may rely on the accuracy and completeness of the information you provide. Fircus is not responsible for delays, errors, additional costs, declined applications, or other consequences arising from inaccurate, incomplete, outdated, unauthorized, or misleading information submitted by or on behalf of a user.

All personal information submitted through the Website will be collected, used, disclosed, retained, and protected in accordance with the Fircus Privacy Policy, as amended from time to time.

20. Privacy

Fircus' collection, use, disclosure, storage, protection, processing, and retention of personal and business information are governed by the Fircus Privacy Policy, as amended from time to time.

By accessing or using the Website, submitting personal information, or requesting products or services, you acknowledge that you have had an opportunity to review the Fircus Privacy Policy and understand that your personal information will be handled in accordance with that policy.

The Fircus Privacy Policy is incorporated into these Terms by reference and forms an integral part of these Terms. To the extent applicable, you agree to comply with the Privacy Policy in addition to these Terms.

21. Intellectual Property

Unless otherwise expressly stated, all content, materials, features, functionality, software, and other information made available on or through the Website are owned by, licensed to, or otherwise used with permission by Fircus and are protected by applicable Canadian and international intellectual property laws, including copyright, trademark, trade secret, and other proprietary rights.

Protected content may include, without limitation:

The Fircus name;

The Fircus logo;

Trademarks, service marks, branding, trade names, and slogans;

Text, written materials, articles, and descriptions;

Website design, layout, appearance, and user interface;

Graphics, icons, illustrations, and visual elements;

Photographs, images, and videos;

Presentations, brochures, forms, templates, and downloadable materials;

Pricing formats, comparison templates, reports, calculators, sales materials, and marketing content;

Software, source code, object code, scripts, databases, and Website functionality; and

Any other content or intellectual property made available through the Website.

Subject to these Terms, Fircus grants you a limited, revocable, non-exclusive, non-transferable, and non-sublicensable licence to access and use the Website solely for your personal or internal business evaluation and for no other purpose.

Except as expressly permitted by applicable law or with the prior written consent of Fircus, you may not:

Copy, reproduce, publish, republish, distribute, display, transmit, modify, adapt, translate, create derivative works from, sell, lease, license, assign, sublicense, commercially exploit, or otherwise use any Website content;

Remove, alter, or obscure any copyright, trademark, proprietary notice, watermark, or other ownership designation;

Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code or underlying technology of any software or functionality made available through the Website; or

Use the Fircus name, logo, trademarks, branding, or other intellectual property in any manner that suggests sponsorship, endorsement, affiliation, or approval without Fircus' prior written consent.

Nothing contained in these Terms or on the Website grants or transfers any ownership rights or intellectual property rights to you, except for the limited right to access and use the Website expressly granted under these Terms. All rights not expressly granted are reserved by Fircus.

Fircus reserves the right to take any action available under applicable law to protect its intellectual property, confidential information, proprietary materials, and other legal rights, including seeking injunctive relief, damages, and any other available legal or equitable remedies.

22. Trademarks

The Fircus name, logo, design elements, trade dress, branding, taglines, domain names, service marks, trademarks, trade names, and other brand identifiers are the exclusive property of Fircus Solutions Inc. or are used by Fircus under licence or with appropriate authorization.

Nothing contained in these Terms or on the Website grants or shall be interpreted as granting any licence, right, permission, or other authorization to use any Fircus trademark, trade name, logo, branding, or other proprietary identifier without the prior written consent of Fircus.

Without limiting the foregoing, you may not use any Fircus name, logo, trademark, branding, or other identifying material in any manner that:

Suggests an unauthorized affiliation, relationship, partnership, or association with Fircus;

Suggests sponsorship, endorsement, approval, certification, or authorization by Fircus;

Is likely to confuse merchants, customers, prospective customers, business partners, or members of the public;

Misrepresents your identity, authority, or relationship with Fircus;

Dilutes, disparages, tarnishes, or otherwise damages the reputation, goodwill, or distinctiveness of the Fircus brand; or

Otherwise infringes or misappropriates Fircus' intellectual property or other proprietary rights.

Fircus reserves all rights to enforce and protect its trademarks, trade names, branding, and other intellectual property to the fullest extent permitted by applicable law.

23. User Feedback

Fircus welcomes suggestions, comments, reviews, recommendations, ideas, and other feedback regarding the Website, the Services, or Fircus' business operations.

By voluntarily submitting feedback to Fircus, you grant Fircus a worldwide, perpetual, irrevocable, non-exclusive, royalty-free licence to use, reproduce, modify, adapt, publish, incorporate, display, distribute, and otherwise use that feedback for legitimate business purposes, including improving products, services, technology, marketing materials, customer support, and business operations, without any obligation to provide compensation or acknowledgment, unless otherwise agreed in writing.

You represent and warrant that you have the legal right to submit the feedback and that it does not infringe the intellectual property, privacy, confidentiality, contractual, or other legal rights of any third party.

Fircus is under no obligation to implement, respond to, or maintain the confidentiality of unsolicited feedback unless otherwise required by law or agreed to in writing.

Fircus will not publicly identify you in connection with a testimonial, endorsement, case study, or other public statement without first obtaining your appropriate permission, except where the information has already been lawfully made public by you or where disclosure is otherwise permitted or required by applicable law.

24. Website Availability

Fircus makes reasonable efforts to maintain a functional, secure, and accessible Website. However, the Website and any related online services are provided on an "as available" and "as is" basis, and Fircus does not guarantee that access to the Website will be uninterrupted, error-free, secure, or continuously available.

The Website may be unavailable, delayed, or experience reduced functionality due to, among other things:

Scheduled or emergency maintenance;

Software updates, upgrades, or system changes;

Technical failures, equipment malfunctions, or system errors;

Internet, telecommunications, or network disruptions;

Cybersecurity incidents, malicious attacks, or denial-of-service events;

Hosting provider, cloud service provider, domain name service (DNS), or other third-party infrastructure issues;

Interruptions affecting payment processors, technology providers, or other third-party services;

Regulatory, legal, or operational requirements; or

Events beyond the reasonable control of Fircus, including force majeure events.

Fircus reserves the right, at any time and without prior notice, to modify, update, suspend, restrict, discontinue, or remove all or any part of the Website, its content, features, functionality, products, or services where it reasonably considers such action necessary for operational, security, legal, regulatory, or business purposes.

To the fullest extent permitted by applicable law, Fircus shall not be liable for any loss, damage, delay, interruption, or inconvenience arising from the unavailability, suspension, modification, or discontinuation of the Website or any portion of its functionality.

25. Website Security

Fircus maintains reasonable administrative, technical, organizational, and physical safeguards designed to help protect the Website and information submitted through it from unauthorized access, disclosure, alteration, destruction, or other security risks.

Despite these safeguards, no website, computer system, network, email transmission, Internet communication, or electronic storage system can be guaranteed to be completely secure. Accordingly, Fircus does not warrant or guarantee the absolute security of the Website or any information transmitted electronically.

By using the Website, you acknowledge and agree that you are responsible for:

Using secure devices, networks, and Internet connections;

Protecting your passwords, account credentials, authentication information, and devices from unauthorized access;

Maintaining appropriate antivirus, anti-malware, security, and software updates on your own devices;

Avoiding the submission of sensitive information through insecure or unencrypted communication channels where reasonably possible;

Exercising reasonable caution when responding to emails, telephone calls, text messages, or other communications claiming to originate from Fircus;

Promptly notifying Fircus if you suspect unauthorized access, fraudulent communications, phishing attempts, security incidents, or misuse involving your information or interactions with the Website; and

Taking reasonable steps to verify that communications appearing to originate from Fircus are legitimate before providing confidential information or acting upon them.

To the fullest extent permitted by applicable law, Fircus shall not be responsible or liable for any loss, damage, unauthorized access, disclosure, fraud, phishing, identity theft, malware, cybersecurity incident, or other security event resulting from:

Your failure to protect your own devices, credentials, or information;

Your use of insecure networks or communication methods;

Information voluntarily disclosed by you to an unauthorized person or third party;

Fraudulent communications or websites falsely claiming to represent Fircus; or

Events or circumstances beyond Fircus' reasonable control,

except to the extent that such liability cannot lawfully be excluded or results directly from Fircus' failure to comply with its applicable legal obligations.

26. No Professional Advice

The information, content, materials, tools, calculators, comparisons, pricing examples, articles, and other resources made available on the Website are provided solely for general informational and business purposes.

Nothing contained on the Website constitutes, or should be relied upon as:

Legal advice;

Tax advice;

Accounting or auditing advice;

Investment advice;

Financial planning or financial advisory services;

Credit or lending advice;

Regulatory or compliance advice;

Cybersecurity or information security advice;

Business consulting or management advice; or

Any other professional advice.

Website content is not intended to replace independent professional advice tailored to your specific circumstances. Business decisions, including decisions relating to payment processing, pricing, financing, contractual arrangements, regulatory compliance, technology, or risk management, should not be based solely on information contained on the Website.

You are solely responsible for obtaining independent legal, accounting, tax, financial, regulatory, technical, cybersecurity, or other professional advice appropriate to your individual circumstances before making any business or financial decision.

Your reliance on any information available through the Website is entirely at your own risk.

27. No Warranties

To the fullest extent permitted by applicable law, the Website and all content, information, materials, functionality, products, services, software, and other resources made available through the Website are provided on an "as is," "as available," and "with all faults" basis.

Fircus expressly disclaims all representations, warranties, conditions, and guarantees, whether express, implied, statutory, or otherwise, including any implied warranties or conditions of merchantability, satisfactory quality, fitness for a particular purpose, title, non-infringement, compatibility, availability, accuracy, reliability, security, or uninterrupted operation, except to the extent that such warranties or conditions cannot lawfully be excluded.

Without limiting the foregoing, Fircus does not represent, warrant, or guarantee that:

The Website will always be available, accessible, secure, or uninterrupted;

The Website or its content will be accurate, complete, current, reliable, or free from errors, omissions, or inaccuracies;

The Website, its servers, downloads, emails, or other electronic communications will be free from viruses, malware, ransomware, spyware, or other harmful components;

The Website or its content will be suitable for every business, merchant, industry, or particular purpose;

Any merchant, application, product, or service will be approved or accepted;

Any product, feature, software, equipment, or service will remain available;

Pricing, rates, fees, or commercial terms will remain unchanged;

Any savings estimate, pricing comparison, or business projection will be achieved;

Any third-party product or service will be uninterrupted, error-free, secure, or continuously available; or

Any defects, interruptions, or errors will be corrected within any particular timeframe or at all.

No oral or written information, advice, statement, quotation, proposal, recommendation, or communication provided by Fircus or any of its representatives creates any warranty or representation unless expressly set out in a written agreement signed or otherwise accepted by the applicable parties.

Nothing in these Terms excludes, restricts, or limits any warranty, condition, right, remedy, or protection that cannot lawfully be excluded, restricted, or limited under applicable law.

28. Limitation of Liability

To the fullest extent permitted by applicable law, Fircus Solutions Inc. ("Fircus") and its directors, officers, shareholders, employees, contractors, brokers, sales representatives, agents, affiliates, licensors, successors, assigns, business partners, processors, acquiring banks, sponsor banks, service providers, and suppliers shall not be liable for any indirect, incidental, consequential, special, exemplary, aggravated, or punitive damages, or for any loss of profits, revenue, income, business, contracts, opportunities, customers, goodwill, anticipated savings, data, business interruption, reputation, or other economic loss arising out of or relating to:

Your access to, use of, inability to use, or reliance upon the Website;

Any information, content, recommendations, quotations, pricing estimates, savings analyses, comparisons, or other materials available through the Website;

Errors, omissions, inaccuracies, or delays in information submitted by you or any third party;

Merchant application, underwriting, fraud, compliance, risk, or approval decisions made by payment processors, acquiring banks, sponsor banks, financial institutions, payment networks, or other third parties;

Third-party products, services, software, equipment, payment gateways, technology, or websites;

Website interruptions, outages, delays, unavailability, technical failures, software defects, cybersecurity incidents, malware, viruses, or other security events;

Unauthorized access to or use of the Website or information transmitted through it;

Loss, corruption, destruction, interception, or unauthorized disclosure of data;

Changes to interchange rates, assessment fees, payment network fees, authorization fees, government charges, taxes, or other third-party costs;

Any act, omission, decision, delay, or failure of an independent third party; or

Any other matter arising from or relating to the Website, except where liability cannot lawfully be excluded.

To the fullest extent permitted by applicable law, if Fircus is found liable for any claim arising out of or relating to the Website or these Terms, Fircus' total cumulative liability for all claims, causes of action, damages, losses, costs, and expenses arising from the same or related events shall not exceed the greater of:

The total amount, if any, paid directly to Fircus specifically for the use of the Website during the six (6) months immediately preceding the event giving rise to the claim; or

CAD $100.00.

The limitations and exclusions of liability set out in these Terms apply regardless of the legal theory on which a claim is based, including contract, tort (including negligence), statutory liability, strict liability, equity, or any other legal theory, to the fullest extent permitted by applicable law.

Nothing in these Terms excludes or limits any liability that cannot lawfully be excluded or limited under applicable law.

29. Indemnification

To the fullest extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Fircus and its directors, officers, shareholders, employees, contractors, brokers, sales representatives, agents, affiliates, licensors, successors, assigns, business partners, processors, acquiring banks, sponsor banks, service providers, and suppliers from and against any claims, demands, actions, proceedings, damages, losses, liabilities, judgments, settlements, fines, penalties, costs, and reasonable legal fees and expenses arising out of or relating to:

Your access to or use of the Website;

Your unlawful, fraudulent, misleading, negligent, or unauthorized use of the Website;

Any information, documents, or materials that you submit without proper authorization or in violation of these Terms;

Your breach or alleged breach of these Terms or any applicable agreement;

Your infringement or alleged infringement of the intellectual property, privacy, confidentiality, contractual, or other legal rights of any person or entity;

Fraudulent, misleading, unauthorized, or illegal conduct by you or any person acting on your behalf;

Your violation of any applicable law, regulation, court order, payment network rule, or contractual obligation; or

Any claim arising from your business activities, products, services, advertising, or transactions that is unrelated to any wrongful act or omission by Fircus.

You agree to cooperate reasonably with Fircus in the defence of any claim subject to this indemnification provision.

Nothing in this section requires you to indemnify or hold harmless Fircus for any loss, damage, or liability arising solely from Fircus' own fraud, wilful misconduct, gross negligence (where applicable), or other conduct for which liability cannot lawfully be transferred or excluded under applicable law.

30. Suspension or Termination of Access

Fircus reserves the right, in its sole discretion and to the fullest extent permitted by applicable law, to suspend, restrict, limit, or terminate your access to all or any portion of the Website, with or without notice, where Fircus reasonably believes that:

You have violated or attempted to violate these Terms;

You have provided false, inaccurate, misleading, incomplete, or unauthorized information;

Your conduct creates or may create a legal, regulatory, operational, reputational, or security risk to Fircus, its customers, service providers, or other users;

You have engaged in suspected fraud, abuse, unauthorized access, cybersecurity threats, or other improper conduct;

Access must be restricted to protect the Website, users, systems, or information;

Suspension or restriction is required for technical, operational, maintenance, legal, regulatory, or compliance purposes;

The Website, a feature, product, or service has been modified, discontinued, or is no longer available; or

Suspension or termination is otherwise reasonably necessary to protect the legitimate business interests of Fircus or to comply with applicable law.

Fircus shall not be liable for any loss, damage, inconvenience, or expense arising from any suspension, restriction, or termination of access undertaken in accordance with these Terms or applicable law.

Termination or suspension of access does not affect any rights, obligations, liabilities, or remedies that accrued before the effective date of the suspension or termination.

Any provisions of these Terms that, by their nature or intended purpose, should survive suspension or termination shall remain in full force and effect, including, without limitation, provisions relating to intellectual property, trademarks, user submissions, privacy, disclaimers, warranties, limitation of liability, indemnification, governing law, dispute resolution, and any other provisions intended to survive.

31. Reporting Misuse or Security Concerns

If you become aware of suspected fraud, phishing, impersonation, unauthorized use of the Fircus name or branding, security vulnerabilities, Website misuse, unauthorized access, cybersecurity incidents, or any other activity that may compromise the security or integrity of the Website or Fircus' business, you should promptly notify Fircus using the contact information provided on the Website.

Fircus may investigate any reported or suspected misuse of the Website or its services and may take any action it reasonably considers appropriate to protect its business, customers, service providers, systems, intellectual property, or other legitimate interests.

Where appropriate and permitted or required by applicable law, Fircus may cooperate with payment processors, acquiring banks, sponsor banks, financial institutions, government agencies, regulatory authorities, law enforcement, cybersecurity specialists, service providers, or other authorized parties in connection with the investigation, prevention, or resolution of suspected fraud, security incidents, unlawful activity, or other matters affecting the Website or the Services.

32. Governing Law

These Terms, your access to and use of the Website, and any dispute, claim, or controversy arising out of or relating to the Website or these Terms shall be governed by and interpreted in accordance with the laws of the Province of Ontario and the applicable federal laws of Canada, without regard to any conflict of law principles that would require the application of the laws of another jurisdiction.

Subject to any mandatory rights provided by applicable law, you agree that the courts of the Province of Ontario shall have exclusive jurisdiction to hear and determine any dispute, claim, or proceeding arising out of or relating to these Terms, the Website, or your use of the Website, and you irrevocably attorn to the jurisdiction of those courts.

Nothing in these Terms limits the right of Fircus to seek injunctive relief, equitable relief, or any other remedy available under applicable law in any court or jurisdiction where such relief is reasonably necessary to protect its intellectual property, confidential information, business interests, or other legal rights.

33. Informal Dispute Resolution

Before commencing any formal legal proceeding arising out of or relating to the Website or these Terms, the parties are encouraged to make reasonable efforts to resolve the matter informally.

If you wish to raise a concern or dispute, you should contact Fircus and provide, where applicable:

Your full name and contact information;

A clear description of the issue or dispute;

Copies of any relevant documents, correspondence, or other supporting information; and

The outcome or resolution you are requesting.

Upon receiving sufficient information, Fircus will make reasonable efforts to review the matter, communicate with you in good faith, and attempt to resolve the concern within a reasonable period.

Nothing in this section requires either party to delay or refrain from seeking urgent or interim court relief, injunctive relief, equitable relief, or exercising any right or remedy that cannot lawfully be waived, restricted, or delayed under applicable law.

34. Applicable Consumer Rights

Fircus primarily provides business-to-business merchant services and related products for commercial use.

Nothing contained in these Terms excludes, restricts, limits, or modifies any rights, remedies, guarantees, warranties, or protections that cannot lawfully be excluded, restricted, or waived under applicable consumer protection legislation or any other applicable law.

Where mandatory legal requirements apply to your use of the Website, these Terms shall be interpreted and enforced in a manner consistent with those legal requirements. To the extent of any inconsistency, the applicable mandatory legal requirement will prevail, and the remaining provisions of these Terms will continue in full force and effect.

35. Severability

If any provision of these Terms is determined by a court or other tribunal of competent jurisdiction to be invalid, illegal, unlawful, void, or unenforceable, in whole or in part, that provision shall be interpreted, limited, or severed only to the minimum extent necessary to make it valid and enforceable or, where that is not possible, shall be deemed severed from these Terms.

The invalidity or unenforceability of any provision shall not affect the validity, legality, or enforceability of any remaining provision, all of which shall continue in full force and effect.

If a provision is capable of being interpreted in a manner that makes it enforceable while preserving its original intent, that interpretation shall be preferred to the greatest extent permitted by applicable law.

36. No Waiver

No failure, delay, omission, or partial exercise by Fircus in exercising any right, power, remedy, or privilege under these Terms or applicable law shall operate as or be construed as a waiver of that right, power, remedy, or privilege.

Any waiver by Fircus of a breach of these Terms shall:

Apply only to the specific matter for which the waiver is expressly given;

Not constitute a continuing waiver or a waiver of any prior, subsequent, or future breach; and

Not prevent Fircus from enforcing any other provision of these Terms or exercising any other available right or remedy.

A waiver shall be effective only if it is expressly set out in a written document signed by an authorized representative of Fircus. No verbal statement, course of conduct, delay, or failure to enforce any provision shall constitute a waiver of any rights.

37. Assignment

You may not assign, transfer, delegate, sublicense, or otherwise dispose of any of your rights or obligations under these Terms, whether voluntarily, by operation of law, or otherwise, without the prior written consent of Fircus. Any attempted assignment or transfer made without such consent shall be null and void to the fullest extent permitted by applicable law.

Fircus may assign, transfer, delegate, subcontract, or otherwise dispose of any or all of its rights or obligations under these Terms, without your consent, in connection with:

A corporate reorganization or restructuring;

A merger, amalgamation, acquisition, or business combination;

Financing, refinancing, or lending arrangements;

The sale, transfer, or assignment of all or part of its business, assets, operations, or merchant portfolio;

A transfer of its operations or business activities;

A transfer to an affiliate, subsidiary, parent company, successor, or successor-in-interest; or

Any other lawful corporate transaction or business reorganization.

Any permitted successor, assignee, transferee, or successor-in-interest of Fircus shall be entitled to enforce these Terms to the same extent as Fircus.

All assignments and transfers remain subject to applicable law.

38. Entire Agreement Regarding Website Use

These Terms, together with the Fircus Privacy Policy and any other Website policies, notices, or legal documents expressly incorporated by reference, constitute the entire agreement between you and Fircus with respect to your access to and use of the Website.

These Terms supersede all prior or contemporaneous discussions, communications, representations, understandings, or agreements relating solely to the use of the Website, whether oral or written.

Nothing contained in these Terms replaces, modifies, amends, supersedes, or overrides any separate merchant services agreement, payment processing agreement, equipment agreement, broker or representative agreement, employment agreement, pricing schedule, proposal accepted in writing, or any other written agreement entered into between you and Fircus or between you and any third-party service provider. In the event of any inconsistency, the applicable written agreement shall govern with respect to the products or services covered by that agreement.

39. Changes to These Terms and Conditions

Fircus reserves the right to amend, revise, modify, or update these Terms from time to time to reflect changes in its:

Business operations or practices;

Products, services, or business offerings;

Website functionality or technology;

Security, privacy, or data protection practices;

Relationships with third-party providers;

Applicable laws, regulations, regulatory guidance, or industry standards; or

Other legal, operational, or commercial requirements.

The most current version of these Terms will be posted on the Website and will identify the applicable "Effective Date" or "Last Updated" date.

Where required by applicable law, or where a change materially affects your rights or obligations, Fircus may provide additional notice, request renewed acceptance, or take any other steps required by applicable law before the updated Terms become effective.

Your continued access to or use of the Website after the effective date of any updated Terms constitutes your acceptance of the revised Terms, except where applicable law requires a different form of consent

40. Contact Information

Questions, concerns, notices, or reports regarding these Terms, the Website, or any related legal matter may be directed to:

Fircus Solutions Inc.

Attention: Privacy Officer

Toll-Free: 1-844-461-7220

Website: www.fircus.ca

Email: privacy@fircus.ca