Legal Document

Comply+ — Comprehensive Terms of Service

Entity: 2733420 ALBERTA INC. d/b/a "Comply+"

Governing Law: Province of Alberta and applicable federal laws of Canada

Last Updated: August 29, 2025

Contact for Legal Notices:

2733420 ALBERTA INC.

#204, 10359 104 Street NW

Edmonton, AB T5J 1B9

Canada

1. Acceptance of Terms

By using or accessing the Comply+ website (the "Website"), you agree to be bound by these Terms of Service (the "Terms"). If you are agreeing on behalf of an organization, you represent you have authority to bind it. If you do not agree to these Terms, you should not access or use the Website.

Comply+'s solutions and services ("Services") offered on the Website are governed by the the user's Subscription Agreement, as applicable.

In the event of any conflict or inconsistency between these Terms of Service and a fully executed Subscription Agreement between you and Comply+, the terms of the Subscription Agreement shall prevail.

2. The Service

Comply+ is a web-based software platform that assists clients in preparing, managing, and submitting certain reports to the Financial Transactions and Reports Analysis Centre of Canada ("FINTRAC").

In addition, Comply+ Training provides educational resources, including a structured multi-course Anti-Money Laundering ("AML") training program with exams (the "Training Service"). The Training Service is intended as an ongoing resource for employees of Money Services Businesses ("MSBs") and other reporting entities.

3. No Legal or Compliance Advice; Client as Reporting Entity

Comply+ is a software tool only. It is not a reporting entity and does not provide legal, compliance, tax, accounting, or professional advice. You remain solely responsible for:

  • Determining reportability of transactions.
  • Meeting all FINTRAC obligations.
  • Accuracy and completeness of filings.
  • Confirming timely receipt and acceptance of filings by FINTRAC.

This disclaimer also applies to the Training Service and any certificates of completion issued.

You must consult with your own legal and compliance professionals to ensure your compliance program is adequate. Using Comply+ does not transfer or reduce your statutory responsibilities under the Proceeds of Crime (Money Laundering) and Terrorist Financing Act ("PCMLTFA") or related regulations.

4.1 Client Responsibilities

4.1a) Accuracy & Review — You are solely responsible for the accuracy of all information entered or uploaded. You must review all draft reports before submission and verify receipt with FINTRAC.

4.1b) API Keys & Credentials — You are responsible for safeguarding your login credentials and FINTRAC API key, and for limiting access to authorized and trained personnel. You agree not to share user accounts and to notify us immediately of any unauthorized use.

4.1c) Fallback Capability — If the Service is unavailable, you must meet obligations via FINTRAC's own submission methods.

4.1d) Data Retention and Record-Keeping.

NOTICE: Comply+ is not a long-term archive or record-keeping solution for regulatory purposes. All statutory report storage and record-keeping obligations under the PCMLTFA rest solely with you.

Comply+ does not retain copies of reports once they have been filed. Company-specific data (e.g., customer profiles, location data) is retained only while your subscription is active and will be permanently deleted or fully anonymized within 30 days of termination of your Subscription Agreement. It is your sole responsibility to export and save any data you require prior to termination.

With respect to the Training Service, Comply+ stores limited course-related data (e.g., user codes, progress, and exam results) solely for the purpose of tracking progress and administering training. This data may be deleted at any time and will not be retained for long-term compliance purposes. It is your responsibility to export, download, or otherwise maintain offline records of progress or certificates of completion if you require them for validation, internal compliance files, or proof of training completion.

4.2 AML Training Service

4.2a) Educational Use Only. The Training Service is provided for general educational purposes. It is not legal, compliance, tax, accounting, or professional advice for your specific business and unique business needs, and does not replace your obligation to maintain a compliance program under the Proceeds of Crime (Money Laundering) and Terrorist Financing Act ("PCMLTFA") and associated regulations.

4.2b) Certificates of Completion. Employees who successfully complete a course module and its associated exam may receive a certificate of completion issued by Comply+. Such certificates evidence only that the individual completed the Training Service course material. They are not equivalent to regulatory approval, professional accreditation, or certification by FINTRAC or any government body.

4.2c) Employer Responsibilities. It is the responsibility of the reporting entity and/or the employer of the user of the Training Service to:

  • Determine whether the Training Service meets its internal compliance program needs;
  • Ensure all required training obligations under the PCMLTFA are satisfied;
  • Maintain adequate records of training activities for regulatory purposes; and
  • Supplement the Training Service with additional training specific to its operations and risk profile.

4.2d) Ongoing Updates. Comply+ may update or revise the Training Service modules from time to time to reflect regulatory developments or internal improvements. Continued use of the Training Service after such updates constitutes acceptance of the revised training material.

4.2e) Privacy. Training participation may require the creation of a unique user code or identifier to track progress and exam results. Progress data logged to each unique user code is retained only for as long as necessary to provide the Training Service while being used, and may be anonymized or deleted thereafter.

5. Acceptable Use

You will not:

  • Submit false or misleading filings.
  • Use the Service for unlawful purposes.
  • Interfere with or disrupt the Service.
  • Reverse engineer or test security without consent.
  • Misuse FINTRAC systems or any integrated third-party services.

6. Third-Party Services and Sub-Processors

The Service uses third-party providers to deliver functionality, including:

  • Supabase
  • Netlify
  • Amazon Web Services (AWS)

Database hosting and storage of customer/location data. Client data, including any personal information processed by our sub-processors, is stored on servers located in Canada. We will not move your data outside of this region without providing prior notice.

These providers may process personal data as sub-processors. We may update sub-processors and will maintain a live list on our website.

7. Service Changes and Availability

We may modify, suspend, or discontinue the Service (including for maintenance, security, or third-party/API outages). The Service is provided on an "as-is" and "as-available" basis without uptime guarantees unless otherwise stated in a separate SLA.

8. Intellectual Property

Comply+ and its licensors own all rights, title, and interest in and to the Service and Training Service, including all software, workflows, text, graphics, user interface, and content (the "Service Content"). We grant you a limited, non-exclusive, non-transferable, revocable license to use the Service during your paid term for your internal business purposes only.

8.1 Restrictions on Use of Content. You agree not to reproduce, duplicate, copy, sell, resell, distribute, or publicly display any portion of the Service or the Service Content. Furthermore, you shall not:

(a) Take screenshots, screen recordings, photographs, or otherwise capture images or video of the Service for any purpose other than your organization's internal, non-commercial training or record-keeping. Any public distribution, posting on social media or any website, or sharing of such captures with any third party requires the express prior written consent of Comply+.

(b) Use the Service Content or its underlying workflows, design, or structure to develop a competing product or service.

(c) Use any data mining, robots, or similar data gathering or extraction methods.

A breach of these restrictions constitutes a material breach of these Terms and may result in the immediate termination of your account and pursuit of legal action.

9. Confidentiality

"Confidential Information" means any information disclosed by one party to the other, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. It does not include information that is (a) publicly known, (b) already in the receiving party's possession, (c) independently developed, or (d) rightfully received from a third party. Each party will protect the other's Confidential Information with the same degree of care it uses for its own and will use it solely for performing obligations under these Terms.

10. Privacy

Our collection, use, and disclosure of personal information are described in our Privacy Policy and Data Processing Addendum. Comply+ adheres to PIPEDA fair information principles and uses reasonable safeguards to protect personal data in transit and at rest.

11. Disclaimers

To the maximum extent permitted by law:

(a) The Service is provided "as-is" and "as available."

(b) We disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement.

(c) We do not warrant that filings will be accepted by FINTRAC, that classifications are correct, that deadlines will be met, or that the Service will be uninterrupted or error-free.

We do not warrant that the Training Service, course content, or certificates of completion will satisfy regulator-mandated training obligations or standards.

12. Allocation of Risk; Exclusion of Liability

12.1 Client Responsibility.

You bear sole responsibility for determining reportability, accuracy, completeness, and timely submission of all filings, and for all interactions with regulators. Comply+ does not provide legal, tax, accounting, or regulatory advice, and does not guarantee compliance outcomes. You remain fully responsible for meeting all applicable regulatory requirements, regardless of whether the Services identify or flag issues.

12.2 Exclusion of Liability.

To the fullest extent permitted by law, Comply+ and its affiliates shall not be liable for any indirect, incidental, special, punitive, or consequential damages; loss of profits, revenues, goodwill, or data; business interruption; or regulatory penalties, whether based in contract, tort (including negligence), or any other legal theory, and you unconditionally waive any right to claim or recover such damages, even if Comply+ was advised of their possibility. Without limiting the foregoing, Comply+ is not liable for any loss or damage resulting from a cause outside its direct control, including but not limited to: hardware, software, or network failures; internet or communication disruptions; power outages; unauthorized access; government restrictions; regulator or exchange rulings; suspension of services; natural disasters; labour disputes; or third-party delays, errors, or omissions.

12.3 Negligence and Otherwise.

To the fullest extent permitted by law, all liability of Comply+ is excluded entirely, except where exclusion is prohibited by law. If such exclusion is not permitted, Comply+'s total aggregate liability for all claims shall not exceed the fees paid by you for the Services in the twelve (12) months preceding the event giving rise to the claim.

12.4 Service Availability.

Comply+ does not guarantee uninterrupted, timely, secure, or error-free operation of the Services. You acknowledge that system outages, delays, or failures may occur, and Comply+ is not liable for any resulting loss, delay, or missed filing.

12.5 Indemnification.

You will defend, indemnify, and hold harmless Comply+ and its affiliates, and their respective officers, directors, employees, and agents, from and against all claims, liabilities, damages, losses, and costs (including reasonable legal fees) arising out of or related to: (a) your data or filings; (b) your breach of these Terms; (c) your violation of applicable law; or (d) any regulatory inquiry, action, or penalty connected with your use of the Services.

13. Termination

We may suspend or terminate access for violations of these Terms or security risks. You may terminate per your Subscription Agreement. Upon termination, your license ends and data handling follows Section 4.4 and the DPA.

14. Dispute Resolution and Governing Law

These Terms and any disputes are governed by Alberta law and the laws of Canada applicable therein. The parties submit to the exclusive jurisdiction of the courts of Alberta, with venue in Edmonton, Alberta. No class or representative actions are permitted.

15. Changes to Terms

We may amend these Terms. Material changes will be notified in-app or by email. Continued use after the effective date constitutes acceptance.

16. Entire Agreement

These Terms, the Subscription Agreement, Order Form, Privacy Policy, and DPA are the complete agreement between you and Comply+.

17. Publicity and Logo Use

Publicity. You grant Comply+ the right to use your company name and logo as a reference for marketing or promotional purposes on our website and in other public or private communications with our existing or potential customers, subject to your standard trademark usage guidelines as provided to us.

These terms and conditions were last updated on August 29, 2025