Subscription and services terms

These terms are a contract between WebPOS LLC, a Colorado limited liability company (“WebPOS”, “we”, “us”), and the organization accepting an order for CyberForward (“Customer”). CyberForward combines a freight software platform with optional connectors, managed ERPNext, managed freight operations, opt-in network participation and succession or continuity support. Only the services identified in an accepted order apply.

Effective date and agreement

These terms take effect on August 16, 2026 for new orders and when presented for renewal or acceptance for existing subscriptions. By clicking acceptance, creating a paid workspace, signing an order or using an ordered service, Customer agrees to these terms for itself and its authorized users. An order form, statement of work or data processing addendum may add service-specific terms. If documents conflict, the signed order controls for commercial scope, the data processing addendum controls for its covered processing, and these terms control otherwise. Marketing pages describe available models but do not add an ordered service or transfer responsibility by themselves.

Eligibility and account authority

Each user must be at least 18 and authorized by Customer. The person accepting an order represents that they can bind Customer. Customer must provide accurate account and billing information, maintain current administrator contacts, protect credentials, promptly remove access that is no longer authorized and remain responsible for activity under its accounts except to the extent caused by WebPOS’s breach of these terms.

Orders and service scope

An order identifies the plan, workspace, fees, term and any implementation, provider usage or separate service schedule. CyberForward Core includes the ordered freight workspace, customer portal, AI-assisted intake, quote and job workflow, documents, tracking workflow, billing workflow, quoted-versus-actual margin and tenant-scoped audit evidence. Core plus Managed ERPNext adds a dedicated ERPNext tenant, provisioning and health checks, and an accounting workflow foundation. A service is not represented as active until the applicable payment, credentials, configuration and readiness checks are complete. Support levels, service levels, storage limits, implementation, custom work and usage allowances apply only if stated in the order.

Fees, renewal, cancellation, refunds and taxes

Customer will pay the fees and currency shown in the order. Unless the order says otherwise, subscriptions are billed monthly in advance and renew automatically for successive monthly periods until cancelled before the next renewal. Cancellation stops future renewal and does not erase fees already due. Fees are non-refundable and there are no credits for a partial billing period except where the order states otherwise or applicable law requires. Prices exclude sales, use, value-added, withholding and similar taxes, and Customer is responsible for taxes other than taxes on WebPOS’s net income. Provider usage, partner services, implementation, custom integrations, excess storage, communications, AI usage or regulated third-party services may be separately charged only when identified in the order, checkout or an approved change. Failure to pay may result in suspension after reasonable notice where practicable.

Third-party services and connectors

Connectors can exchange data with customer-authorized accounting, email, document, carrier or air-cargo tracking, customs, marine-insurance, EDI/X12 and other systems. Availability varies by tenant and may require Customer to obtain provider accounts, credentials, approvals, licences and paid usage. Third-party services remain subject to their own terms, privacy practices, availability and changes. WebPOS does not control or guarantee a third party’s service, data, response, approval, rates or continued compatibility. Customer authorizes the exchanges it enables and is responsible for reviewing permissions and connector output. Brand references identify intended or available connector lanes and do not imply endorsement, certification or affiliation.

Managed ERPNext

If ordered, WebPOS provisions and monitors a dedicated ERPNext tenant as a managed technology service. Customer remains responsible for accounting policies, chart-of-account decisions, entries, reconciliations, tax treatment, statutory records, approvals and professional advice. A tenant is not ready for production use until the stated health check passes, and administrator credentials must be rotated or secured as directed. ERPNext is third-party software and remains subject to applicable upstream licences and technical limitations.

Managed operations

Managed freight operations require a separate written schedule identifying the lane, team, task, hours, systems, legal principal, approval limits, escalation owners, regulated activities, insurance and exclusions. Unless that schedule expressly states otherwise and identifies an appropriately authorized party, Customer remains the contracting and regulated principal; approves customer quotes, carriers and vendors; controls credit and commercial commitments; and bears shipment, customs, insurance, cargo, claims and payment responsibility. WebPOS or an approved operator may prepare records, coordinate within authority and execute documented workflow, but does not obtain broader authority merely through system access. Hazardous, controlled, temperature-critical, unusually high-value, sanctioned, customs-representation, insurance-binding, credit-extension, cargo-liability or payment-advance work is excluded unless specifically approved in writing.

Network participation

Network participation is optional and limited to the capacity, lane, service, data and participant visibility Customer approves. Listing capacity does not guarantee demand, volume, exclusivity, margin, provider acceptance, pricing, credit or performance. Participants remain independent businesses and must enter any required service, transport or commercial agreement with the correct principal. WebPOS may support discovery, permissions, workflow and settlement evidence but does not silently share Customer’s provider book, contacts, customer list or pricing and does not make participants partners, agents or joint venturers.

CyberForward does not set participants’ resale prices, allocate customers or markets, require exclusivity, or facilitate exchange of competitively sensitive information except as needed for an approved transaction and subject to applicable law. Any aggregated procurement or capacity program may be delayed, limited or withdrawn pending participation, provider approval and legal review.

Succession and continuity support

Succession services organize operating evidence, relationship continuity, recurring-earnings information, handover responsibilities and options for a staged transition. They do not provide a valuation, fairness opinion, financing, buyer guarantee, securities service, business-broker commitment, legal advice, tax advice or investment advice. No transaction, price, retention level or outcome is guaranteed. Any outreach, assignment, novation, earn-out, ownership transfer or acquisition requires separate authorization, diligence, professional advice and definitive signed documents.

Regulated activities and professional judgement

CyberForward is workflow and control technology. Unless a separate signed order expressly identifies the duly authorized principal and role, neither CyberForward nor WebPOS acts as a motor carrier, freight forwarder, freight broker, NVOCC or ocean transportation intermediary, indirect air carrier, customs broker or representative, insurer, insurance producer, tax adviser or legal adviser. The service does not guarantee carrier performance, capacity, customs clearance, insurance placement, shipment release, rate validity, sanctions clearance or legal compliance. Authorized people or approved partners must review and make regulated submissions, binding insurance decisions, compliance determinations, credit decisions, shipment releases and non-standard commercial commitments.

AI-assisted features

AI-assisted features may extract, classify, summarize or draft information and may be incomplete, incorrect or outdated. Customer must review source evidence, confidence, missing fields and output before using it for a quote, booking, filing, payment, customer communication or other consequential action. Customer will not present AI output as verified professional advice or use it as the sole basis for regulated or high-impact decisions. Availability and provider handling depend on the enabled configuration and applicable order.

Customer content and data licence

As between the parties, Customer retains its rights in Customer content, commercial data and customer and provider relationships. Customer grants WebPOS and its approved providers a non-exclusive, worldwide, limited licence during the service term to host, copy, transmit, transform, display and otherwise process Customer content only as reasonably needed to provide, secure, support and improve the ordered service, comply with Customer instructions and law, and create aggregated or deidentified service information where permitted. Customer represents that it has the rights and lawful basis needed for the content and instructions it supplies and will not direct WebPOS to violate law or another person’s rights.

Service IP and feedback

WebPOS and its licensors retain all rights in CyberForward, its software, designs, workflows, documentation, service data that does not identify Customer or an individual, and improvements. No ownership is transferred except the limited right to use the ordered service during the term. Third-party software and marks remain subject to their owners’ rights. If Customer provides feedback, Customer grants WebPOS a perpetual, irrevocable, royalty-free right to use it without identifying Customer or disclosing Customer confidential information.

Confidentiality and security

Each party will protect the other party’s non-public business, technical and commercial information using at least reasonable care and use it only for the agreement. Confidential information excludes information independently developed, lawfully received without restriction or publicly available without breach. A party may disclose information when legally required after notice where lawful. WebPOS will maintain administrative, technical and organizational safeguards designed for the service. Customer is responsible for user permissions, secure credentials, device security, lawful configuration and promptly reporting suspected compromise. No security measure eliminates all risk.

Acceptable use

Customer and users must not use the service unlawfully; infringe rights; upload malware or harmful code; probe, disrupt or overload the service; bypass access, tenant or usage controls; reverse engineer except where law cannot prohibit it; use another customer’s data; submit content without authority; enable prohibited surveillance or discriminatory profiling; send unlawful marketing; facilitate fraud, sanctions evasion or prohibited trade; or rely on the service in a way inconsistent with the regulated-activity and AI boundaries above.

Suspension and termination

WebPOS may suspend affected access when reasonably necessary to address non-payment, unlawful or abusive use, a security threat, material breach, provider suspension or legal requirement. Where practicable, WebPOS will limit the suspension and give notice and an opportunity to cure. Either party may terminate an order for an uncured material breach after reasonable written notice, or immediately if the breach cannot be cured. Customer may cancel renewal as described above. Termination does not relieve accrued payment obligations. Provisions that by their nature should continue—including ownership, confidentiality, disclaimers, indemnity, liability limits and general terms—survive.

Data export and deletion

Customer may use available export functions while the workspace is active and should export required records before cancellation or termination. Any post-termination access or assisted export applies only if stated in the order or then-current documented process. After the applicable access and retention period, WebPOS may delete or deidentify Customer content, subject to backups, security logs, legal holds and records that law or contract requires WebPOS to retain. Deletion from backups occurs through the ordinary backup cycle. WebPOS will not alter or release customer-controlled freight records to an individual without Customer authority unless law requires.

Warranties and disclaimers

Each party warrants that it has authority to enter the agreement. WebPOS warrants that the ordered service will be provided in a professional and workmanlike manner and materially in accordance with applicable documentation. Customer’s exclusive remedy for a proven breach of this service warranty is re-performance or, if WebPOS cannot reasonably cure it, termination of the affected order and refund of prepaid unused fees for that affected service. Except for express warranties in the agreement and to the maximum extent permitted by law, the service, outputs, third-party services and any network, managed-operations or succession opportunity are provided “as is” and “as available,” without implied warranties of merchantability, fitness for a particular purpose, title, non-infringement or uninterrupted or error-free operation. No service level applies unless stated in an order.

Indemnity

Customer will defend WebPOS and its personnel against third-party claims arising from Customer content, Customer’s unlawful instructions, Customer’s breach of acceptable use, or regulated transportation, customs, insurance, credit or commercial activity for which Customer or its selected principal is responsible, and will pay resulting finally awarded damages or approved settlements. WebPOS will defend Customer against a third-party claim that the unmodified CyberForward software, when used as authorized, infringes a United States patent, copyright or trademark, and will pay resulting finally awarded damages or approved settlements. WebPOS may modify or replace the affected service or terminate it and refund prepaid unused fees if a commercially reasonable cure is unavailable. The defending party controls the defence, may not settle with an admission or non-monetary obligation for the protected party without consent, and receives prompt notice and reasonable cooperation. The WebPOS obligation does not cover Customer content, third-party services, unauthorized combinations, modifications or continued use after a cure is offered.

Limits of liability

To the maximum extent permitted by law, neither party is liable for lost profits, lost revenue, loss of goodwill, indirect, incidental, special, exemplary, punitive or consequential damages, or loss or corruption of data that could have been avoided through reasonable exports or backups, even if advised of the possibility. Except for fees owed, Customer’s acceptable-use breach, either party’s fraud, willful misconduct or liability that law cannot limit, each party’s aggregate liability arising from an affected order will not exceed the fees Customer paid or owed for that order during the 12 months before the first event giving rise to liability. The parties intend these allocations to apply to all theories of liability and acknowledge that third-party carrier, customs, insurance, provider and market outcomes are outside WebPOS’s control.

Export controls and sanctions

Customer and users will comply with applicable United States export-control, trade and economic-sanctions laws. They may not access or use the service for a prohibited end use or by, for or in a prohibited destination or on behalf of a restricted party. Customer is responsible for screening and licensing obligations associated with its shipments, counterparties, goods, software, technical data and instructions; CyberForward workflow or data checks are not a government authorization or legal determination.

Governing law and venue

Colorado law governs the agreement without regard to conflict-of-law rules. The state courts located in Denver County, Colorado, and the United States District Court for the District of Colorado have exclusive jurisdiction and venue, and each party consents to them, except that either party may seek urgent injunctive relief in a court with jurisdiction to protect confidential information, security or intellectual-property rights. Applicable laws that cannot be waived remain controlling.

Changes, notices and contact

WebPOS may update these terms for future orders and renewals. If a change materially reduces Customer’s rights during a current paid term, it will apply during that term only with Customer’s agreement or where reasonably required by law, security or a provider change and permitted by the agreement. WebPOS may give operational notices through the service or account email. Formal notices to WebPOS and questions about these terms must be sent to privacy@cyberforward.us; Customer notices may be sent to its account administrator. Electronic notices and acceptances may be used to the extent permitted by law.

General

The parties are independent contractors. Neither may bind the other except through express written authority. Customer may not assign the agreement without WebPOS’s consent except with a merger or sale of substantially all relevant assets to a successor that assumes the agreement; WebPOS may assign it in a corporate reorganization or sale of the relevant business. Neither party is responsible for delay caused by events beyond reasonable control, but payment obligations for services already provided remain. Failure to enforce a term is not a waiver. If a term is unenforceable, it will be limited to the minimum extent necessary and the remainder continues. The accepted order, these terms and incorporated addenda are the entire agreement for the ordered service and replace prior proposals on that subject.