1stContact.ai Services Agreement

Effective Date: 7-17-2025

This Services Agreement is between 1stContact.ai LLC, a Minnesota limited liability company ("1stContact.ai"), and the subscriber set forth on the applicable Service Order ("Subscriber"). 1stContact.ai and Subscriber may be referred to herein, individually, as a "Party" or, collectively, as the "Parties."

PLEASE REVIEW THIS AGREEMENT CAREFULLY. BY ACCEPTING THIS AGREEMENT OR UTILIZING ANY PART OF THE 1stContact.ai SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.

1. TERM AND TERMINATION

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

1.2 Additional Orders. The Parties may execute additional or amended Service Orders for additional services, upgraded tiers, service levels, or packages, and/or supplemental services during the Term (collectively, "Additional Orders").

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

1.4 Effect of Termination. Upon termination of the Agreement: (a) any amounts owed by Subscriber to 1stContact.ai will be immediately due and payable, (b) all rights granted to Subscriber and its authorized users by 1stContact.ai will immediately terminate, and (c) Subscriber shall immediately cease using the Services.

2. SERVICES

2.1 Provision of Services. Subject to the terms and conditions of the Agreement and solely to the extent such services are selected in the applicable Service Order, during the Term, 1stContact.ai will provide to Subscriber:

The hosted CRM services through a supported web browser

AI-powered customer management tools

Cannabis industry-specific features and templates

Email and SMS marketing capabilities

Support services during business hours

2.2 Cannabis Industry Focus. The Services are specifically designed for cannabis businesses including dispensaries, cultivation facilities, manufacturers, and related cannabis industry businesses. 1stContact.ai provides industry-specific tools, compliance features, and templates tailored to cannabis business needs.

2.3 AI Features. 1stContact.ai provides AI-powered automation, customer insights, and intelligent workflow capabilities. Additional AI features may require separate fees as outlined in the applicable Service Order.

3. CANNABIS COMPLIANCE AND FEDERAL LAW

3.1 Cannabis Compliance Disclaimer. 1stContact.ai LLC is not responsible for meeting any regulatory or compliance requirements. It is the responsibility of the Customer to manage their cannabis industry compliance requirements and ensure adherence to all applicable local, state, and federal regulations.

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

3.3 No Cannabis Transactions. 1stContact.ai does not offer cannabis retail services, delivery services, set prices for Subscriber's products, or maintain any inventory of cannabis. Any transactions using the Services are made between Subscriber and the end user consumer.

4. USAGE RESTRICTIONS

4.1 Subscriber Restrictions. Except to the extent expressly permitted by the Agreement or as otherwise required by law, Subscriber shall not: a) Sublicense its right to access and use of the Services b) Fail to take commercially reasonable steps to prevent any unauthorized access or use of the Services c) Use the Services in any way that violates the rights of any third party, that is unlawful, illegal, fraudulent, or harmful d) Use the Services to send spam or any unlawful marketing communications e) Upload purchased end user consumer lists obtained from third parties without express consent f) Use the Services for the purpose of building a similar or competitive product or service g) Reverse engineer the Services and/or any hosted services technology

5. FEES, TAXES, AND PAYMENT TERMS

5.1 Professional Plan. $19 per active user per month after a 30-day free trial. Includes complete CRM functionality, unlimited contacts, email and SMS marketing, AI-powered features (with usage fees), mobile app access, and email support.

5.2 Enterprise Plan. $697 per month for unlimited users after a 30-day free trial. Includes everything in Professional plus custom AI training, white-label options, API access, dedicated account manager, and 24/7 priority support.

5.3 Additional Fees. AI features, email services, voice capabilities, advanced workflows, and some other premium features may incur nominal additional fees based on usage.

5.4 Payment Terms. Fees are due monthly and are non-refundable. 1stContact.ai may assess interest on unpaid fees at 1.5% per month or the maximum amount allowed by applicable law. If payment is overdue by more than 30 days, 1stContact.ai may suspend provision of Services.

6. SUBSCRIBER DATA

6.1 License. Subscriber hereby grants 1stContact.ai a limited, non-revocable, non-transferable right and license to receive, store, process, and transfer the Subscriber Data solely for the permitted uses, including:

Providing the Services

Ensuring security and lawful operation of Services

Troubleshooting and improving Services

Development and training of AI, machine learning applications

Creating anonymous analytics data

6.2 Data Retention. 1stContact.ai shall have no obligation to store or make available any Subscriber Data more than ninety (90) days from termination or expiration of the Agreement.

7. PRIVACY AND DATA PROTECTION

7.1 Privacy Compliance. 1stContact.ai shall comply with applicable data protection laws including CCPA and implement reasonable security procedures and practices.

7.2 Data Breaches. 1stContact.ai shall report any data breach to Subscriber within three (3) days following actual knowledge of such data breach.

8. INDEMNIFICATION

8.1 Cannabis Industry Indemnification. Subscriber shall indemnify, defend, and hold harmless 1stContact.ai from any claims arising from Subscriber's cannabis business operations, regulatory compliance issues, or use of the Services in connection with cannabis business activities.

9. LIMITATION OF LIABILITY

1stContact.ai's maximum liability under the Agreement will be the lesser of (a) the amount of fees earned by 1stContact.ai during the twelve (12) month period immediately prior to the event that gave rise to such liability, or (b) $100,000.

10. MISCELLANEOUS

10.1 Governing Law. This Agreement shall be governed by Minnesota law.

10.2 Contact Information. 1stContact.ai LLC Email Address: [email protected]