Terms and Conditions

March 3, 2026

1. Terms and Conditions

Welcome to the CIRCUIT application (the "Application").

This Application is the property of Technologies SnapCycle Inc. and may be operated by one or more of its subsidiaries, affiliates, or licensees (collectively, the "Company").

These general conditions ("GC") govern your visit/use of the Application and/or other websites or applications operated by the Company that reference the GC. The term "you" or "User" refers to the user visiting or using the Application.

These GC set out the legally binding terms that apply when you visit and/or use the Application and apply to all Users of the Application.

Please read these GC carefully. By using, accessing and/or visiting the Application, you accept and agree to these GC.

If you do not accept and agree to the GC, you must immediately stop using, accessing and/or visiting the Application.

Please also read the Company's Privacy Policy carefully, available at the following address: https://snapcycle.ca/privacypolicy. By accepting these GC, you also accept our Privacy Policy.

By visiting, browsing or using the Application (including simply viewing its content) and the information and services offered on it (collectively, the "Services"), you and each person you authorize to access the Application through your account (if applicable) agree to be bound by these GC, including the Company's Privacy Policy and all other rules, policies and operating procedures that may be published by the Company from time to time on the Application, each of which is incorporated by reference and each of which may be updated or modified by the Company from time to time without notice.

The terms and conditions of these GC are in addition to, and do not modify, other agreements between you and the Company, including other agreements that govern your use of content, tools and information available on or through the Application.

Your use of the Application is governed by the version of the GC in force on the date of visit or use. You agree to access information on the Application only for the purpose of using the Services as they are provided there.

Information, content, offers and descriptions on the Application may contain typographical errors or inaccuracies. Any dated information is published as of that date only, and the Company undertakes no obligation to update or revise such information. You agree that the Company and its subsidiaries, affiliates and licensees shall not be liable to you or to any third party for any errors or inaccuracies.

You agree that these GC do not entitle you to new versions, support, upgrades, updates, additions, fixes or enhancements for the Application (collectively, the "Updates"). However, the Company may occasionally provide automatic Updates to its Application at its sole discretion (and without any prior notice to you).

2. Modifications

The Company reserves the right, in its sole discretion, without obligation and without prior notice, to modify, delete, replace or correct the information, content, documents, features, offers and descriptions found on the Application, these GC, and/or the policies and/or terms applicable to a Service, registration, subscription or opt-in (a "Modification"), and to suspend and/or refuse or discontinue access to the Application at any time, to anyone and for any reason.

You agree that the Company and its subsidiaries, affiliates and licensees shall not be liable to you or to any third party for any Modification, suspension, refusal or service interruption.

We will notify you of any significant change to the GC only by posting the new GC on the Application. Please review these GC regularly to be aware of any changes. The date of the latest revision appears at the top of the GC. Your use of the Application after any modification to the GC means that you accept the revised terms. By continuing to use and access the Application, you acknowledge and accept the GC in force.

3. Accounts and membership

By creating an account in the Application, you acknowledge that you are solely responsible for maintaining the confidentiality and security of your credentials, and for all activities carried out through that account. You assume full responsibility for any use that may be made of your account, whether authorized or not. We reserve the right, without being required to do so, to verify or validate new accounts before authorizing access to the Services. Any inaccurate, incomplete or false statement regarding your contact information may, at our sole discretion, result in suspension or termination of your account. You agree to notify us without delay of any unauthorized use of your account or any security breach. We shall not be liable for any act or omission on your part, including any direct or indirect damage resulting from such facts.

4. User content

It is expressly agreed that we do not claim any ownership rights in data, information or any other element, regardless of format or nature (collectively, the "Content"), that you submit, upload, create or store via the mobile Application in connection with your use of the Services. You remain solely and exclusively responsible for the accuracy, quality, integrity, legality, reliability, appropriateness, and ownership of intellectual property rights or any authorization of use relating to such Content.

We reserve the right, but are not obligated, to monitor, access, review or control any Content submitted or generated by you through the Application, to the extent necessary for the provision of the Services.

For this purpose, you grant us a non-exclusive, worldwide, royalty-free and irrevocable license authorizing us to access, copy, distribute, sublicense, store, transmit, reformat, display or perform the Content from your user account, for the purpose of ensuring and improving the provision of the Services and/or the Application.

Furthermore, without prejudice to the foregoing rights, you also grant us an irrevocable, non-exclusive, worldwide, transferable and royalty-free license to use, reproduce, adapt, modify, publish or distribute any Content created or stored in your user account for commercial, promotional, communication or marketing purposes, subject to compliance with applicable laws and our internal policies.

We reserve the right, at our sole discretion, to remove or refuse any Content that we reasonably consider to violate our policies or to be unlawful, harmful or objectionable.

5. Links to other resources

The Application may contain links to third-party websites. You acknowledge and agree that the Company does not control such third-party websites and is not responsible for their content or policies, and that links are provided for convenience and do not constitute endorsement by the Company of such third-party websites. If you access those third-party websites through such links, you do so at your own risk.

6. Prohibited uses

You may not use a false email address, impersonate any person or entity, or otherwise mislead anyone as to the origin of any User.

You agree to act with respect and integrity, not to interfere or attempt to interfere with the proper functioning of the Application, and not to circumvent or attempt to circumvent any security measures present on the Application.

7. Intellectual Property

"Intellectual Property" or "IP" means, in any jurisdiction, all Intellectual Property rights whether registered or unregistered, including: (1) patent applications (including provisional patent applications), Invention disclosures, Inventions (patentable or not and whether or not reduced to practice), patents and patents that may issue from current applications (including divisions, reissues, renewals, reexaminations, extensions, partial extensions, Improvement patents and continuations); (2) Trademarks, service marks, trade names, corporate names and other indications of origin, domain names, identifiers or nicknames used in connection with social networks, as well as all related applications and registrations; (3) trade secrets and Confidential Information, including, without limitation, technologies, concepts, ideas, developments, methods, processes, techniques, know-how, systems, specifications, product specifications, product documentation, engineering, design and manufacturing drawings, diagrams, illustrations, assembly codes, algorithms, software components, source code, firmware, pseudocode, samples, analyses, techniques, sketches, devices, formulas, formulations, applications, drawings, data, prototypes, plans, documentation, reports, records, Manuals; (4) copyrights, including copyright applications and registrations, as well as software in source code and object code form (including documentation, interfaces and development tools, industrial designs, including registrations and applications); (5) any Intellectual Property right or similar proprietary right, any registration and any application for registration of the foregoing, and any renewal, extension, reissue, division, continuation or amendment thereof.

The User must not use the Company's intellectual property and that available on the Application without first obtaining the Company's written consent, except for the User's internal needs that are processed by the Company's Services.

8. Disclaimer of warranty

Your use of the Application and its content is and will be at your own risk. The Application and all its content are provided "as is" and without express or implied warranty of any kind, including:

To the maximum extent permitted by law, the Company and its respective partners, employees, representatives and agents disclaim all express or implied warranties regarding the Application, all content of its Sites or third-party sites and support services, including, without limitation, all implied warranties of merchantability, fitness for a particular purpose, non-infringement and title.

The Company makes no warranty as to the accuracy or completeness of the content of the Application, and does not endorse or assume responsibility for any advertisement posted by a third party through the Application.

The Company assumes no liability for bugs, viruses or other malicious programs that may be transmitted to or through the Application, for any error, fault or inaccuracy in content, or for any loss or damage arising from the use of any content made available in any way through the Application.

Some jurisdictions do not allow one or more of these limitations, so some of the above limitations may not apply to you.

9. Limitation of liability

In no event shall the Company, its partners, employees, representatives, agents, or any other party involved in the creation, production or operation of the Application or its content, be liable for any direct, special, incidental, indirect, consequential or punitive damages whatsoever, including those resulting from any loss of use, loss of data, loss of clientele, system failure, service interruption, regardless of cause and regardless of theory of liability, arising out of or in connection with your use of, access to, or inability to access or use the Application or its content (including services and support services offered through the Application), even if the Company has been advised of the possibility of such damages.

The foregoing limitations apply even if any warranty or remedy provided by the GC fails of its essential purpose. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages or the other limitations set forth above, so some of the above limitations or exclusions may not apply to you.

10. Indemnification

You agree to indemnify, defend and hold harmless the Company, its affiliates, officers, directors, employees and agents (the "Company Parties") from any loss, cost, damage, liability and expense arising out of or related to your use of the Application and/or any action by you that violates a law, regulation or the rights of a third party.

In particular, you agree to indemnify and hold the Company Parties harmless from any liability (including costs and attorneys' fees) for any claim or demand made by a third party because of or arising out of your access to or use of the Application, or your violation of these GC, or by any third party using your account. Your obligations under the foregoing indemnity cannot be offset by any other claim you may have against a Company Party.

You are solely responsible for your use of the Application, any content you upload, post, email or text, transmit or otherwise distribute using or in connection with the Application, and all consequences thereof, including use of your content by other Users and third parties. You agree that the provisions of this section survive any termination of your account(s) or your use of the Application or the Services.

Release. In addition, you waive any claim you may have against any Company Party that is in any way related to the Application or your use of content offered through it, including any content or recommendation you may receive as a result of your registration with the Company, and you hereby grant a full release accordingly.

11. Disputes

Best efforts to resolve disputes. We mutually agree to use our best efforts to promptly resolve any issue, dispute, controversy, claim, or other disagreement concerning matters of fact or law arising out of or related to these GC and any subsequent amendment of these GC, including, without limitation, their formation, validity, binding effects, interpretation, performance, breach (anticipated, alleged or actual), or termination, as well as non-contractual claims, and any damages resulting from any of the foregoing (a "Dispute"). To this end, we agree to discuss and negotiate with each other, in good faith and taking into account our mutual interests, in order to reach a fair, equitable and satisfactory solution for both parties.

Arbitration. You waive your right to bring any action before a court and/or to participate in class actions. Instead, if we fail to reach a solution under the previous paragraph within fifteen (15) calendar days from the date one of us is informed in writing by the other that a dispute exists (the "Notice of Dispute"), then upon written notice by one of us to the other (the "Notice of Arbitration"), the Dispute (including disputes related to any transaction you have undertaken through or in connection with your use of the Application) shall be finally settled by arbitration before and under the auspices of the Canadian Commercial Arbitration Centre (the "Arbitration Centre"), in accordance with its commercial arbitration rules, which you acknowledge knowing and which are incorporated herein by reference, subject to the following:

• the arbitral tribunal shall be composed of a sole arbitrator appointed by mutual agreement of the parties, or failing agreement within fifteen (15) business days following delivery of the Notice of Arbitration, any party may request the Arbitration Centre to appoint an arbitrator;
• arbitration may be held in person, by document submission, by telephone or online;
• the arbitrator must give each party the opportunity to be present and to be fully heard, by counsel or otherwise, and to cross-examine, provided that the parties confer in good faith on an appropriate method for obtaining claimant testimony, including agreement on a means of obtaining direct testimony from the claimant, where applicable, in a way that minimizes travel expenses and burdens on the claimant;
• you and the Company expressly agree that any arbitration hereunder may proceed in the absence of any other party who, after notice, fails to appear or be represented at such arbitration proceeding or to obtain an adjournment thereof, and that in such case an award may be rendered based solely on the evidence presented by the party that is present;
• arbitration shall take place in Montreal, Province of Quebec;
• the arbitrator shall decide the matter under and in accordance with applicable law pursuant to Section 12 (including the scope of this arbitration agreement, any limitation period, set-off claims, conflict of law rules, tort claims and interest claims);
• the arbitrator shall have no power to add to or modify any provision of the GC; provided, however, that this provision does not prevent the arbitrator from interpreting and construing the applicable provisions of these GC to the extent necessary to apply those provisions to the dispute;
• monetary compensatory relief shall be limited to what is necessary to place the injured party in the position it would have been in had the other party fully performed; the arbitrator may not award special, exemplary or punitive damages;
• each party shall be responsible for all costs and expenses of its own attorneys' fees and expert witnesses; all other costs and expenses of the arbitration proceeding, including the arbitrator's fees and expenses and transcription costs, shall be shared equally by the parties;
• all decisions of the arbitrator shall be in writing, shall set out detailed findings of fact and conclusions of law, shall be final, binding and conclusive on the parties and shall not be subject to appeal unless a competent court determines that they are fraudulent, capricious, arbitrary, so grossly erroneous in law as to necessarily imply bad faith, or unsupported by evidence;
• all arbitration proceedings shall be closed to the public and confidential and all pleadings, briefs or other documents submitted or exchanged, all testimony or other oral submissions and all related awards shall be permanently sealed, except as necessary to obtain judicial confirmation of the arbitral award;
• in no event shall a request for arbitration be made after the date on which the institution of a legal or equitable proceeding would be barred by the applicable statute of limitations in the jurisdiction where arbitration takes place.

Exceptions to informal negotiations and arbitration. You and the Company agree that the following Disputes are not subject to the above provisions regarding informal negotiations and mandatory arbitration: (1) any Dispute seeking to enforce or protect, or concerning the validity of, any of your intellectual property rights or those of the Company; (2) any Dispute related to, or arising from allegations of theft, hacking, privacy infringement or unauthorized use; and (3) any request for injunctive relief.

Disputes with other persons. The Company reserves the right, but has no obligation, to monitor and/or manage disputes between you and other Users. If you have a dispute with other Users, you release the Company and agree to indemnify the Company from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way related to such dispute.

Governing law. By using the Company's Application, you agree that the laws of the Province of Quebec, without regard to conflict of laws principles, govern these GC and any dispute of any kind that may arise between you and the Company as a result of your use of the Application.

12. General provisions

Entire agreement. These GC, together with the privacy policy and any other applicable agreement, constitute the entire agreement and understanding between the parties with respect to the subject matter of these GC and merge, replace and cancel all discussions, representations, inducements, promises, commitments, understandings, agreements or otherwise, whether oral, written, electronic or otherwise, between the parties with respect to that subject matter. Without limiting the generality of the foregoing, no oral explanation or information provided by the parties hereto, or either of them, shall modify the meaning or interpretation of these GC.

Further agreements and acts. You and the Company agree to cooperate with each other and to execute and deliver all further documents and assurances and to perform all further acts that may, from time to time, be reasonably required or deemed useful by the other party to effectively perform or better evidence or perfect the intent and meaning of these GC or to give effect to the provisions of these GC. Without limiting the foregoing, at the Company's request, you shall provide the Company with any documentation, justification, acknowledgment or release necessary to verify your compliance with these GC.

Severability. In the event that any clause, term or provision of these GC or any part thereof is held by a court, arbitrator or other tribunal of competent jurisdiction to be invalid, unenforceable, in conflict with applicable law or regulation, or otherwise unlawful, these GC shall continue in force as if the offending clause, term and provision of these GC or part thereof were no longer incorporated herein.

No waiver. The Company's failure to require or enforce strict performance by you of any provision of these GC or to exercise any right under these GC shall not be construed as a waiver or relinquishment of the Company's right to assert or rely upon that provision or right in that instance or any other instance. The Company may choose to enforce certain parts of these GC more strictly or interpret certain provisions more strictly against some Users than it does against Users generally, and such disparate treatment shall not be grounds for non-compliance with all of these GC as interpreted.

No assignment by you. Neither these GC nor the rights and/or obligations created under these GC may be sold, leased, assigned or otherwise transferred, in whole or in part, by you, and any attempt to assign shall be null and void without the Company's prior written consent.

Successors and assigns. Subject to the provisions of the preceding paragraph, these GC shall inure to the benefit of and be binding upon the heirs, executors, administrators, successors and permitted assigns of the parties.

No punitive damages. You and the Company hereby waive, to the fullest extent permitted by law (and to the extent such waiver is not contrary to applicable legislation in Quebec), any right or claim to punitive or exemplary damages against the other and agree that, in the event of a dispute between them, each shall be limited to recovery of actual damages suffered.