Edition dated June 30, 2026
Permanent address on the Internet: https://digitalretailsolutions.com/offer/
Welcome to DRS POS © — an online service supporting the operations of floral businesses, a platform for automating and managing the flower business.
This Website Use Agreement (the “Agreement”) is a legally binding document that sets out the terms and conditions for the use of the DRS POS © software, available on the Internet at the domain https://digitalretailsolutions.com/, and the related mobile applications (the “Website”).
Digital Retail Solutions Inc, a corporation organized and existing under the laws of the State of Wyoming, United States of America (the “Licensor” or the “Company”), is the sole and exclusive owner of all intellectual property rights in the Website and the DRS POS software, and is the sole licensor under this Agreement.
This Agreement is a public offer. Accordingly, you must carefully read the full text of the Agreement set out below. If you do not agree to be bound by this Agreement in whole or in part, please do not use the Website and do not register on the Website.
1.1. This Agreement governs the relationship between you, acting as a sole proprietor or as the organization you represent (the “User”), and the Licensor.
1.2. Information about the User is provided upon registration on the Website and is available for review and modification in the User’s personal account. The User is a business user and is not a consumer within the meaning of applicable consumer-protection law.
1.3. The Licensor grants the User the right to use the Website for a fee and, upon the User’s instructions, provides the User with services for a fee in the manner and on the terms set out in this Agreement.
1.4. The license granted to the User under this Agreement is a simple (non-exclusive), non-transferable, non-sublicensable license, granted directly by the Licensor as the rightholder. The Licensor reserves the right to grant licenses to other persons.
1.5. The license is granted for the entire term of the User’s registration on the Website.
1.6. Under this Agreement, the right to use the Website is granted on a worldwide basis. The User’s use of the Website is permitted in any territory of the world where the User and its branches (if any) are lawfully established and operate, except in any country or territory that is the subject of comprehensive U.S. sanctions or embargoes (currently including Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions of Ukraine) (see Section 13, Sanctions and Export Compliance).
1.7. The amount and procedure for paying the fee for the right to use the Website are set out on the relevant pages of the Website (the “Plan”) and are available for the User’s acceptance prior to payment. The User independently selects a Plan on the Website and undertakes to pay for the rights to use the Website acquired in accordance with the selected Plan.
1.8. Upon the User’s instructions, the Licensor configures the User’s information infrastructure and integrates it with the Website, trains the User and its representatives (collectively, the “Implementation”), and the User pays the Licensor for the Implementation in accordance with the terms of this Agreement. Both at the Implementation stage and at subsequent stages of the User’s use of the Website, upon the User’s instructions, the Licensor provides the User with additional services, and the User pays the Licensor for such additional services in accordance with the terms of this Agreement. Information about the Licensor’s services (service description, price, payment procedure, and other details) is provided on the relevant pages of the Website, or in the User’s personal account, or communicated by the Licensor to the User via email or otherwise at the Licensor’s discretion. Examples of services include: configuration of the User’s information infrastructure and its integration with the Website, configuration of advertising campaigns, entry of invoices, training of the User and its representatives, and consultations.
1.9. This Agreement is a mixed contract that contains elements of a software license agreement with respect to the grant of rights to use the Website and elements of a paid-services agreement with respect to the Implementation and additional services.
1.10. This Agreement is a contract of adhesion. Your use of the Website constitutes your agreement, as the User and a party to this Agreement, to all provisions of this Agreement and unconditional acceptance of all of its terms. The fact of the User’s use of the Website, including, among other things, the User’s registration on the Website and login to the User’s personal account on the Website, constitutes full and unconditional acceptance of this Agreement.
2.1. The User undertakes to:
2.1.1. pay the fee for the right to use the Website in accordance with the selected Plan and pay for the Licensor’s services on a prepayment basis;
2.1.2. use the Website to automate and manage the flower business of the User exclusively, and not use the Website in the interests of third parties;
2.1.3. complete registration in the manner specified on the relevant page of the Website;
2.1.4. not register repeatedly and/or by providing other data, except where acting on behalf of and/or on the instructions of another person;
2.1.5. provide, upon registration on the Website, all requested data that allow reliable identification of the specific sole proprietor or organization that is a party to this Agreement (the “Account Data”);
2.1.6. confirm, at the Licensor’s request, the accuracy of its Account Data by performing the actions requested by the Licensor and/or providing the Licensor with the documents requested by the Licensor, including for the purpose of the Licensor’s “know-your-business” (KYB) and sanctions-screening obligations;
2.1.7. keep the Account Data current and make necessary changes to it in a timely manner;
2.1.8. keep its login and password used on the Website secret, and not disclose or transfer its login and password to third parties;
2.1.9. take adequate protective measures to keep the User’s login and password secret, preventing the possibility of unauthorized access to the Website by a third party or an unauthorized person on behalf of the User;
2.1.10. immediately inform the Licensor by email of all situations that create a threat of unauthorized access to the Website on behalf of the User, for example, in the event of a compromise of the login and password, or the inability to access a functioning Website using its login and password;
2.1.11. independently verify and evaluate the information that the User enters on the Website with respect to its permissibility under applicable law and the absence of any violation of the lawful rights of third parties, including laws relating to advertising, personal data, and privacy;
2.1.12. refrain from entering on the Website any information whose distribution is restricted or prohibited by applicable law and/or that may otherwise violate the rights of third parties;
2.1.13. in the event of a claim by third parties, including other users of the Website, in connection with the User’s actions using the Website, enter into negotiations with such third party to resolve the claim at its own expense and without the involvement of the Licensor;
2.1.14. have lawful access to the Internet and use equipment and software that comply with the requirements of applicable law;
2.1.15. provide the Licensor with accurate information about the User’s information infrastructure and other documents and information necessary for the Licensor to provide the Implementation and additional services;
2.1.16. fulfill other obligations set out in this Agreement, the terms set out on the relevant pages of the Website, and applicable law.
3.1. The Licensor undertakes to:
3.1.1. establish Plans, the price for the Implementation, and the price for the Licensor’s additional services, and inform the User of the amount and payment procedure through the User’s personal account, via email, or otherwise at the Licensor’s discretion;
3.1.2. grant the User the right to use the Website directly, as the rightholder of the Website;
3.1.3. provide the User with the ability to automate and manage the flower business to the extent provided by the functional capabilities of the Website;
3.1.4. provide services to the User in accordance with the terms of this Agreement;
3.1.5. not change or correct information entered by the User;
3.1.6. ensure the storage of the User’s information and provide the User with access to it in accordance with the functional capabilities of the Website;
3.1.7. block access to the User’s information from the moment the Licensor becomes reliably aware that the information entered by the User constitutes information whose distribution is restricted or prohibited by applicable law and/or that such information violates the lawful rights of third parties;
3.1.8. process the personal data of the User’s representatives in accordance with the consent expressed in this Agreement, the Licensor’s privacy policy, and the requirements of applicable U.S. federal and state data-protection and privacy law;
3.1.9. inform the User of the most significant changes in the operation of the Website by posting the relevant notices on the Website, by sending a notice to the User’s email address, by sending an SMS message to the User, or otherwise at the Licensor’s discretion;
3.1.10. provide the User with technical support on matters of using the Website in the form of written consultations in response to the User’s requests sent by the User to the technical support email address [support@digitalretailsolutions.com], and through other communication channels that the Licensor uses for technical support of Users;
3.1.11. maintain the confidentiality of the personal data of the User’s representatives and not disclose it to third parties without the User’s prior consent, except in cases expressly provided for by applicable law;
3.1.12. maintain the confidentiality of information about the User’s information infrastructure, and the documents and information that the User provides to the Licensor for the purpose of providing the Implementation and additional services, and use such information solely for those purposes;
3.1.13. fulfill other obligations provided for by this Agreement and applicable law.
4.1. The User’s representative consents to the Licensor’s processing of the personal data of the User’s representative(s) (full name, address, email address, telephone number, and other data specified by the User or its representative on the Website) for the purposes of ensuring the operation of the Website, as well as for the purposes of sending the User advertising and informational messages at the Licensor’s discretion, including to the User’s email address, by SMS, and by other means. The Licensor undertakes not to abuse its right to send the User advertising and informational messages, and the User may opt out of marketing communications at any time.
4.2. The Licensor processes personal data in accordance with its privacy policy, available at https://digitalretailsolutions.com/privacy/, and in compliance with applicable U.S. federal and state privacy laws, including, where applicable, the California Consumer Privacy Act, as amended by the California Privacy Rights Act (CCPA/CPRA), and analogous state laws.
4.3. The Licensor stores and processes personal data and User data on infrastructure located in the United States and does not transfer such data to, or store such data in, any jurisdiction subject to U.S. sanctions or comprehensive embargoes. Where the Licensor engages sub-processors, it does so under written agreements that impose data-protection obligations no less protective than those set out in this Agreement.
4.4. In the event of a personal-data breach affecting the User’s data, the Licensor will notify the User without undue delay and in accordance with applicable breach-notification law.
4.5. The User’s representative consents to the Licensor’s disclosure of their personal data to a third party that has presented to the Licensor a claim that the Licensor considers well-founded in respect of information entered by the User on the Website, in the event that the User refrains from fulfilling its obligation to enter into negotiations with such third party to resolve the claim at its own expense and without the involvement of the Licensor.
4.6. The User undertakes to obtain all consents required for the processing of personal data of its representatives, customers, and clients whose personal data are processed on the Website, in a form that may be presented to the Licensor upon its request as evidence of obtaining proper consent. The User undertakes to comply, independently and without the involvement of the Licensor, with the requirements of personal-data, privacy, and advertising laws applicable to the User’s activities using the Website, including obtaining prior consent before using the Website to send advertising to its customers and clients.
5.1. The Website and the DRS POS software are the sole and exclusive intellectual property of the Licensor. The Licensor represents and warrants that it owns all rights necessary to grant the licenses set out in this Agreement. From time to time, the Licensor, at its discretion, makes changes to the Website.
5.2. The Licensor grants the User the right to use the Website within the limits provided by the functional capabilities of the Website, by accessing the Website and its functional capabilities over the Internet and through mobile applications in accordance with the terms of this Agreement.
5.3. The User is prohibited from using the Website, its component parts (including elements of the Website’s design), and the content of other users of the Website, whether independently or by means of software and/or technical tools, in any manner other than that provided by the functional capabilities of the Website, without the Licensor’s prior written consent.
5.4. All information on the Website is divided into two categories:
5.4.1. information available to all Internet users in sections of the Website without access restrictions; and
5.4.2. information available only to authorized users in sections of the Website with restricted access, for example, the User’s personal account. For these purposes, “information” means any data, images, materials of any kind, and other content expressed in digital form and available through the Website.
5.5. The following provisions apply in restricted-access sections:
5.5.1. information available to the User and not entered by the User on the Website is a trade secret (know-how) of the Licensor;
5.5.2. information available to the User and entered by the User is the joint know-how of the User and the Licensor;
5.5.3. the User undertakes to maintain the confidentiality of the know-how indefinitely and is prohibited from disclosing know-how that has become known to it as a result of using the Website;
5.5.4. the User and its representatives do not become co-authors of the Website and waive any claims to such authorship in the future. The Licensor does not pay the User or its representatives any author’s or other remuneration, either during or after the expiration of this Agreement.
5.6. The User consents to the Licensor’s use of the know-how entered by the User on the Website, in any form and by any means at the Licensor’s discretion.
6.1. The Licensor recommends that the User carry out the Implementation at the start of using the Website, and subsequently as needed, for example when the User opens a new point of sale or changes the User’s information infrastructure. Depending on the situation, the Implementation may include various actions and activities of the Licensor (the “Implementation Scope”), including, for example:
1. point-of-sale setup: registration of a tablet or similar device, time zone, payment types, currency, point-of-sale address, employees;
2. inventory: assistance in creating a product catalog, configuration of categories and product folders, identification of products sold by the unit, barcoding (if any);
3. equipment setup: configuration of the receipt printer, configuration of card-payment processing;
4. customers: configuration of the loyalty program, import of the customer base in .xlsx, .ods, and .csv formats;
5. reference data: configuration of discount/surcharge reasons, withdrawal reasons, pre-order tags, deal sources, the floral calendar, and customer preferences;
6. training: training of the User and group training of the User’s representatives, for example cashiers;
7. operational support: support during the first day of operation.
6.2. The parties agree that the Licensor may not be aware of all the specifics of the User’s activities; therefore, the Implementation price initially set by the Licensor is approximate.
6.3. After receiving the User’s Implementation request and the relevant information, documents, and data from the User, the Licensor independently determines the Implementation Scope, calculates the price, and communicates it to the User (the “Implementation Price”). The Implementation Scope and the Implementation Price are determined by the Licensor at its sole discretion based on its own experience and taking into account the information, documents, and data the User provides for the purpose of the Implementation. The Implementation Price includes the Licensor’s fee for the Implementation services and the Licensor’s costs for the Implementation.
6.4. The Licensor begins the Implementation after receiving full prepayment of the Implementation Price. Based on the Licensor’s experience, the Implementation period in practice may, on average, be two (2) weeks.
6.5. Upon completion of the Implementation, the Licensor sends the User an Implementation acceptance act stating the Implementation Scope, the Implementation period, the final Implementation Price, and other information about the Implementation (the “Implementation Act”). The Implementation Act is deemed agreed by the parties in the absence of reasoned objections from the User within five (5) business days from the date of receipt of the Implementation Act.
6.6. If it is necessary to change the Implementation Scope and increase the Implementation Price by more than 20% of the prepaid Implementation Price, the Licensor notifies the User. The need for such changes and price increases may arise from an additional request by the User or from information obtained independently by the Licensor. In the absence of prepayment for an increase in the Implementation Price, the Licensor has the right to suspend the Implementation until the full amount of the increase is received, or, at its discretion (including if the User declines to change the Implementation Scope and increase the price), to complete the Implementation within the prepaid Implementation Price.
6.7. In the event of an increase in the Implementation Price of 20% or less of the prepaid Implementation Price, the Licensor indicates such increased Implementation Price in the Implementation Act, and the amount of the increase is payable by the User within five (5) business days from the date of receipt of the Implementation Act.
6.8. If the User declines the Implementation or part of it during the Implementation, the Licensor refunds the User the prepaid Implementation Price less the Licensor’s costs and fee actually incurred, determined at the Licensor’s discretion in proportion to the completed Implementation Scope.
7.1. Payment Methods
7.1.1. All fees under this Agreement are denominated and payable in United States dollars (USD), unless otherwise expressly stated on the Website. The User may pay the fee for the right to use the Website and pay for the Licensor’s services by any method available to the Licensor at the time of payment and permitted by law for settlements between business entities, for example, by ACH transfer, wire transfer, payment by corporate payment cards, or other B2B and non-cash payment methods. The use of payment methods intended for individual consumers is not permitted.
7.1.2. Payment must be made by the User from an account in the User’s own name. Payment by a third party on behalf of the User is not permitted unless the Licensor has approved such arrangement in writing in advance and the payer is identified in the payment details (including name and identifying information of the User). The Licensor reserves the right to refuse and refund any payment that does not comply with this clause or that the Licensor cannot reconcile to the User, for anti-money-laundering and sanctions-compliance reasons.
7.1.3. Where the Website is used to process payment-card transactions of the User’s customers, such processing is performed by or through PCI-DSS-compliant service providers. The User is responsible for its own compliance with the Payment Card Industry Data Security Standard (PCI DSS) to the extent applicable to the User’s activities.
7.2. Refund Policy for the Paid Fee
7.2.1. Under this Agreement, the User does not acquire a tangible item (good), but acquires the rights to use the Website, which consists of a number of protected results of intellectual activity (intellectual property).
7.2.2. The User independently determines the planned period of use of the Website and pays the corresponding fee. Accordingly, the fee paid for the right to use the Website is non-refundable, except as required by applicable law.
7.2.3. In the event of early termination of the Agreement, no refund of the fee paid for the right to use the Website is made. The User has the right to continue using the Website until the end of the paid term, except where the User’s access is suspended or terminated by decision of the Licensor.
7.3. Refund Policy for the Implementation and Additional Services
7.3.1. Refunds for the Implementation are governed by Section 6.8. For other additional services paid for by card, the User may decline all or part of the services before the Licensor begins providing them; the refund is made only to the card used for payment.
8.1. The User and the Licensor are liable for their actions in accordance with applicable law and this Agreement.
8.2. The Licensor is not liable for the actions of the User, its representatives, and the User’s customers and clients in connection with their use of the Website or information entered by them on the Website.
8.3. The User is solely responsible for any information and materials posted on the Website by it, its representatives, and its customers and clients. The Licensor does not initiate the posting of such information, does not select its recipients, and does not influence its content or integrity; however, the Licensor has the right to monitor, review, and/or delete any information and materials posted on the Website.
8.4. The Licensor grants the rights to the Website and the information on the Website and provides services on an “AS IS” and “AS AVAILABLE” basis, without any express or implied warranties with respect to the Website and the services. In particular, the Licensor does not warrant the absence of errors or failures in the operation of the Website.
8.5. To the fullest extent permitted by law, the Licensor disclaims all liability, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose, as well as warranties of the legality of any information, product, or service obtained or acquired through this Website.
8.6. To the fullest extent permitted by law, under no circumstances shall the Licensor be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for loss of data or profits, arising out of or related to the use of or inability to use the Website, even if advised of the possibility of such loss. In all cases, the Licensor’s total aggregate liability arising out of or related to this Agreement shall not exceed the total amount of fees actually paid by the User to the Licensor under this Agreement during the twelve (12) months immediately preceding the event giving rise to the liability.
8.7. The User agrees that all materials and services of the Website may be accompanied by advertising, the placement of which is not initiated or controlled by the Licensor, and that the Licensor bears no liability in connection with such advertising.
8.8. The User is liable for all actions on behalf of the User performed after the entry of the User’s login and password on the Website, unless the User proves that such actions were performed by another person.
8.9. The User is responsible for the equipment used in connection with the use of the Website, including computers, tablets, and other devices and programs, scanners, printers, fiscal recorders, cash register equipment, PIN pads, and POS, card-payment-processing, and other terminals.
8.10. In the event that third parties present claims to the Licensor related to the User’s use of the Website, the User undertakes to settle such claims independently and to indemnify, defend, and hold the Licensor harmless from all losses and damages incurred, including fines, court costs, expenses, and compensation.
9.1. All disputes and disagreements that may arise between the Licensor and the User shall first be addressed through a pre-litigation claim procedure. One party sends the other a written claim by mail with acknowledgment of receipt and, at the same time, a copy by email. The deadline for responding to a claim is thirty (30) calendar days from the date of receipt of the claim by mail.
9.2. Anonymous claims and claims that do not contain the User’s Account Data allowing reliable identification of the parties are not subject to review.
9.3. If the dispute is not resolved through the pre-litigation claim procedure within sixty (60) days, it shall be finally resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, seated in Sheridan County, Wyoming, United States of America, before a single arbitrator. Judgment on the award may be entered in any court of competent jurisdiction.
9.4. To the fullest extent permitted by law, all disputes shall be resolved on an individual basis only. The User and the Licensor waive any right to participate in a class, collective, or representative action. Notwithstanding the foregoing, either party may seek injunctive or equitable relief to protect its intellectual property or confidential information in the state or federal courts located in Sheridan County, Wyoming, and each party consents to the jurisdiction and venue of such courts for that purpose.
10.1. The parties enter into this Agreement relying on the accuracy, completeness, and currency of the following information:
10.2. You are of legal age and have not been subject to any decision restricting legal capacity or declaring legal incapacity.
10.3. No bankruptcy or insolvency proceeding has been commenced against the User.
10.4. The User is an active sole proprietor or legal entity in respect of which no decision on liquidation, suspension, or termination of activity has been made.
10.5. You have the authority to enter into this Agreement.
10.6. The execution of this Agreement does not constitute a transaction requiring corporate approvals the User has not obtained; if such approvals are required, you confirm they have been duly obtained.
10.7. The exchange of legally significant messages and documents between the parties may be carried out, in particular, by exchanging messages on the Website or another electronic document-management system used by the parties, and by email. The parties agree that electronic signatures and records are valid and enforceable in accordance with the U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN Act) and the Uniform Electronic Transactions Act (UETA).
11.1. The Agreement enters into force and becomes binding on the Licensor and the User from the moment the User begins to use the Website, determined by the earliest date established in accordance with the records of the automatic logs, database, and billing system of the Website.
11.2. The Agreement is valid for one calendar year from the date it enters into force. Unless either party terminates earlier in accordance with this Agreement, on the last day of the term the Agreement is automatically renewed for the next calendar year. The Licensor will provide the User with advance notice of any upcoming automatic renewal and the applicable fee in accordance with applicable auto-renewal laws, and the User may cancel renewal at any time through the User’s personal account on the Website or by contacting the Licensor, using a cancellation method that is at least as simple as the method of enrollment.
11.3. The User has the right to unilaterally (out of court) terminate this Agreement at any time by sending the Licensor a corresponding notice through the Website.
11.4. The Licensor has the right to unilaterally (out of court) terminate this Agreement at any time by, at its discretion, suspending or terminating the User’s access to the Website. In particular, the Licensor suspends access if the User’s last login was more than six (6) months ago, and terminates access if the User’s last login was more than twelve (12) months ago.
12.1. This Agreement is governed by and construed in accordance with the laws of the State of Wyoming, United States of America, without regard to its conflict-of-laws principles. The parties waive the application of the United Nations Convention on Contracts for the International Sale of Goods (Vienna, 1980).
12.2. This Agreement and the terms of service set out on the relevant pages of the Website supersede all prior oral and written contracts, agreements, and understandings between the User and the Licensor with respect to their subject matter.
12.3. The User may not transfer (assign) its rights and obligations to third parties. The Licensor may assign this Agreement to an affiliate or successor in connection with a reorganization, merger, or sale of assets.
12.4. The Licensor has the right at any time, at its sole discretion, to amend the Agreement and/or the terms of service. The Licensor publishes amendments, or the Agreement in a new edition, on the Website at the permanent address of this Agreement, and publishes amendments to the terms of service on the relevant pages of the Website. Material changes take effect upon the User’s continued use of the Website after publication.
12.5. The Licensor independently establishes Plans and has the right to introduce new Plans and to change, supplement, and cancel existing Plans. Changes and additions take effect for the User after the User agrees to them. A canceled Plan becomes an archived Plan and is no longer available for selection.
12.6. The Licensor independently determines the list and content of the services provided, the conditions for their provision, and the amount and procedure for payment, and posts these conditions on the relevant pages of the Website.
12.7. The User’s continued use of the Website after any amendments constitutes the User’s full and unconditional agreement to such amendments. The User is given the opportunity to review the terms of service before ordering the corresponding services.
12.8. Nothing in this Agreement may be construed as establishing between the User and the Licensor a partnership, joint venture, employment, seller-consumer, agency, or any other relationship not expressly provided for in this Agreement.
12.9. A court’s or arbitrator’s finding that any provision of this Agreement is invalid or unenforceable does not render the other provisions invalid.
13.1. The User represents and warrants that neither the User, nor any of its owners, directors, officers, or authorized representatives, is: (a) listed on any U.S. government restricted-party list, including the U.S. Treasury Department’s Office of Foreign Assets Control (OFAC) Specially Designated Nationals and Blocked Persons (SDN) List; (b) owned or controlled by, or acting on behalf of, any such person; or (c) located, organized, or resident in any country or territory that is the subject of comprehensive U.S. sanctions or embargoes.
13.2. The User undertakes to use the Website in compliance with all applicable U.S. export-control and economic-sanctions laws and regulations, and not to use, export, re-export, or make the Website available in violation of such laws.
13.3. The Licensor may suspend or terminate access immediately, without liability, if the Licensor reasonably determines that the User is or has become a restricted party or is otherwise in breach of this Section, and may screen the User and its representatives against applicable restricted-party lists at any time.
Name: Digital Retail Solutions Inc
Jurisdiction of incorporation: State of Wyoming, United States of America
Address: 30 N Gould St, Ste R, Sheridan, WY 82801, United States of America
ID:2023-001221188
Email address for sending a copy of the User’s claim:info@digitalretailsystem.com
Email address for technical support:info@digitalretailsystem.com
Email address for other matters:info@digitalretailsystem.com
Telephone:+1 307 392 4814