College Produce Inc.

Terms of Service

Effective Date: July 14, 2026

1. Introduction

These Terms of Service ("Terms") govern your access to and use of ExhibitPro, the application, website, and related services for generating and printing exhibit tabs and adhesive label sheets from your files (collectively, the "Service"), provided by College Produce Inc. By creating an account, accessing, or using the Service, you agree to be bound by these Terms. If you do not agree, you may not use the Service. If you use the Service on behalf of an organization, you represent that you have authority to bind that organization, and "you" includes that organization.

2. Company Information

ExhibitPro is a product of College Produce Inc., headquartered at 123-205 5 AVE SW, Calgary, Alberta T2P 2V7, Canada ("College Produce Inc.", "we", "us", or "our"). College Produce Inc. provides technology and automation for litigation and document-preparation workflows. College Produce Inc. is not a law firm and does not provide legal advice. All legal notices may be directed to info@collegeproduce.com.

3. Eligibility & Account Responsibilities

You must be 18 years or older to create an account. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You must promptly notify us of any unauthorized access or use. Accounts and licenses are issued to a specific user or organization and may not be shared beyond the authorized seats.

4. License Grant

Subject to your compliance with these Terms and payment of applicable fees, College Produce Inc. grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Service for your internal business or personal litigation-support purposes during your subscription term. All rights not expressly granted are reserved by College Produce Inc. This license confers no ownership interest in the Service.

5. Use Restrictions & Anti-Piracy

You agree not to, and not to permit or assist any third party to:

  • reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, structure, or underlying ideas of the Service, except to the limited extent this restriction is prohibited by applicable law and cannot be waived;
  • circumvent, disable, or interfere with authentication, seat or usage limits, or any technical protection measures;
  • copy, reproduce, distribute, republish, sell, rent, lease, or otherwise make the Service available to any third party;
  • create derivative works of, or develop a product or service that competes with, the Service, including by using the Service to build or train a competing offering;
  • scrape, crawl, harvest, or use automated means or bots to extract data or content from the Service;
  • share, resell, or transfer credentials, accounts, or seats, or exceed the number of authorized users or seats; or
  • attempt unauthorized access to, distribute malicious code through, or otherwise interfere with the integrity or functionality of the Service.

These restrictions are material terms. A breach causes irreparable harm to College Produce Inc. for which monetary damages alone may be inadequate.


6. License Verification & Audit

College Produce Inc. may, on reasonable notice and no more than once per twelve (12) months absent suspected violation, verify your compliance with these Terms, including your usage and seat counts. You agree to provide reasonable cooperation and access to records necessary for such verification. If verification reveals unlicensed or excess use, you will promptly remedy it and pay the applicable fees, without limiting our other remedies.

7. AI Features & Third-Party Processing

The Service includes optional AI features (for example, the "Use AI" label-extraction mode). When you enable an AI feature, the contents of the files you select are transmitted to third-party AI providers (currently Anthropic and Google) so they can be analyzed to produce labels. The set of providers may change over time.

AI features are off by default and are used only when you turn them on. Do not enable AI features for any material you are not permitted to share with such third-party processors, including material subject to a protective order, sealing order, or other restriction. You are responsible for determining whether AI processing is appropriate for your files.

AI output is generated automatically and may be inaccurate or incomplete. You are responsible for reviewing all output before relying on it. See our Privacy Policy for how data is handled during AI processing.


8. Liquidated Damages for Piracy & IP Violations

The parties agree that unauthorized copying, distribution, reverse engineering, circumvention, or other material violation of Sections 4 or 5 causes harm that is difficult to quantify. Accordingly, for each such proven violation, you agree to pay liquidated damages in an amount specified in the applicable order or, if none, a reasonable amount that represents a genuine pre-estimate of the harm and not a penalty. These liquidated damages are in addition to, and do not limit, College Produce Inc.'s right to injunctive and other equitable relief and to recover unpaid fees.

9. Intellectual Property & Feedback

All platform technology, software, branding, and content are and remain the exclusive property of College Produce Inc. and its licensors. You retain ownership of the documents you select or upload, and you grant College Produce Inc. a limited license to host, process, and transmit those files solely to provide the Service. If you provide feedback, suggestions, or ideas about the Service, you grant College Produce Inc. a perpetual, irrevocable, royalty-free license to use them without restriction or compensation.

10. Payment, Billing, Auto-Renewal & Refunds

Payments are securely processed via Stripe. Subscriptions renew automatically for successive terms unless cancelled before the renewal date. Before each renewal, we will provide the renewal price, term, and cancellation instructions as required by applicable auto-renewal laws, and you may cancel at any time through your account dashboard or by contacting us, with cancellation effective at the end of the then-current term.

Refund Policy.

You may request a refund within fourteen (14) days of the original transaction for billing errors or duplicate payments. After the subscription period begins, fees are non-refundable except as required by law. We may suspend the Service for non-payment.


11. Service Availability & Maintenance

We aim to keep the Service available on a 24/7 basis and use commercially reasonable efforts to maintain and monitor it, to restore it promptly after any interruption, and to mitigate events that could affect availability. We do not, however, guarantee any specific level of uptime or provide a service-level agreement unless separately agreed in writing. The Service may be temporarily unavailable for maintenance, updates, third-party failures, or other causes, and we may modify, suspend, or discontinue all or part of it. Except as required by law and subject to the limitations in Section 18, we are not liable for unavailability, interruption, or discontinuation of the Service.

12. Data Handling, Retention & Legal Materials

You may select and upload documents, filings, photographs, and other materials for processing. Most processing happens in your browser: the Service derives labels from your files, and your working session and history (including the source files) are stored locally in your browser, not on our servers.

We do not maintain a general server-side store of your uploaded documents. Certain features transmit file contents off your device: if you enable an AI feature, file contents are sent to third-party AI providers as described in Section 7; if you pair a phone to capture photos, those photos are held briefly in object storage and deleted after delivery to your session or after a short retention window; and if you submit a support request, any attached files are sent to us by email rather than stored in the Service.

We retain your account, billing, and usage records for as long as your account is active and as needed to provide the Service, comply with legal obligations, resolve disputes, and enforce our agreements. You may request deletion of your account and associated records as described in our Privacy Policy, subject to retention required by law.

While College Produce Inc. deploys the security safeguards described in our Privacy Policy, you remain responsible for compliance with attorney–client privilege and your confidentiality obligations, and for exporting any locally stored materials you wish to keep. We do not review, interpret, or verify legal content.


13. Confidentiality

Each party may receive non-public information of the other ("Confidential Information"). The receiving party will use the disclosing party's Confidential Information only to perform under these Terms, will protect it using at least reasonable care, and will not disclose it except to personnel or contractors bound by confidentiality obligations. This Section does not apply to information that is public through no fault of the receiving party, independently developed, or required to be disclosed by law.

14. Protected Health Information & HIPAA

College Produce Inc. is not a Covered Entity under HIPAA. You may not upload, transmit, or process any Protected Health Information ("PHI") through the Service unless and until a Business Associate Agreement ("BAA") has been executed between you and College Produce Inc. Uploading PHI without a signed BAA in effect is a material breach of these Terms and is at your sole risk. We do not review, interpret, or verify legal content.

15. Security Incident Notification

If College Produce Inc. becomes aware of a confirmed unauthorized acquisition of your uploaded data while in our control, we will notify you without undue delay and consistent with applicable law, and will provide information reasonably available to us about the incident and our response. This Section does not expand the liability limits in these Terms.

16. Litigation-Specific Disclaimers

Review before filing.

You are solely responsible for reviewing, verifying, and approving all output, exhibits, and materials generated through the Service before they are filed, served, or relied upon in any legal proceeding.

Deadlines and limitations.

College Produce Inc. is not responsible for, and does not track, any filing deadlines, statutes of limitation, or other time limits. You are responsible for all such deadlines.

Evidence integrity.

We do not guarantee the admissibility, authenticity, completeness, or evidentiary or chain-of-custody integrity of any material processed through the Service.

No practice of law; attorney of record.

The Service is a technology tool and does not constitute legal advice or the practice of law. The user and the user's attorney of record bear sole professional responsibility for all legal work, judgments, and filings.


17. Warranty Disclaimer

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE FULLEST EXTENT PERMITTED BY LAW, COLLEGE PRODUCE INC. DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND MAKES NO WARRANTY THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT ANY AUTOMATED OUTPUT WILL BE ACCURATE OR COMPLETE.


18. Limitation of Liability

To the fullest extent permitted by law, College Produce Inc. will not be liable for any indirect, incidental, special, consequential, or punitive damages, including filing delays, misformatted exhibits, or automation output errors, even if advised of the possibility.

General cap.

College Produce Inc.'s total aggregate liability arising out of or relating to the Service will not exceed the amounts you paid for the Service in the twelve (12) months preceding the event giving rise to the claim.


19. Indemnification

You will defend, indemnify, and hold harmless College Produce Inc. and its officers, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to: (a) content or materials you upload or process; (b) your infringement or misappropriation of any intellectual property or other rights; (c) your misuse of the Service; or (d) your violation of these Terms or applicable law.

20. Insurance

College Produce Inc. maintains general liability and errors & omissions (E&O) coverage for its services.

21. Termination & Suspension

We may suspend or terminate access immediately if you violate these Terms or to protect the Service or other users. You may request termination of your account at any time by contacting us at info@collegeproduce.com, and we will process the request. Upon termination, your license ends and access to your data may be revoked, subject to the data-handling and retention practices described in Section 12. Provisions that by their nature should survive termination will survive, including Sections 4–9, 13, 16–19, and 22–24.

22. Governing Law, Arbitration & Dispute Resolution

Governing law.

These Terms are governed by the laws of the Province of Alberta, Canada, and the federal laws of Canada applicable there, without regard to conflict-of-law principles.

Binding arbitration.

Except for the carve-out below, any dispute arising out of or relating to these Terms or the Service will be resolved by final and binding arbitration administered by the American Arbitration Association (AAA) under its applicable rules, including its consumer due-process protocols where applicable. Hearings will be conducted virtually by default, and the legal seat of the arbitration will be Calgary, Alberta.

Arbitration fees.

For arbitrations initiated by a consumer user, College Produce Inc. will pay the AAA filing and arbitrator fees, as required by applicable rules.

Class-action and jury-trial waivers.

Disputes will be brought only in an individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. To the extent any matter proceeds in court, each party waives any right to a jury trial.

Time to bring claims.

Any claim must be brought within one (1) year after the claim arose, or it is permanently barred, except where applicable law prohibits such a limitation.

Prevailing-party fees.

In any dispute, the prevailing party is entitled to recover its reasonable attorneys' fees and costs, to the extent permitted by law.

IP and confidentiality carve-out.

Notwithstanding the arbitration provision, College Produce Inc. may bring claims relating to intellectual property, piracy, reverse engineering, circumvention, or breach of confidentiality directly in a court of competent jurisdiction and may seek injunctive relief and damages, without first resorting to arbitration and without posting bond.


23. Changes to Terms

We may update these Terms from time to time. We will post the updated Terms with a revised effective date, and your continued use of the Service after the changes take effect constitutes acceptance of the updated Terms.

24. General

Assignment.

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms, including in connection with a merger, acquisition, or sale of assets.

Force majeure.

Neither party is liable for failure or delay caused by events beyond its reasonable control.

Price changes.

We may change fees for future terms on reasonable advance notice.

Entire agreement; severability; waiver.

These Terms are the entire agreement between the parties regarding the Service and supersede prior agreements. If any provision is held unenforceable, the remaining provisions remain in effect. A failure to enforce any provision is not a waiver.


25. Contact

For legal notices or questions, email: info@collegeproduce.com.

College Produce Inc.

123-205 5 AVE SW, Calgary, Alberta T2P 2V7, Canada

Email: info@collegeproduce.com

Document Version: 2026-07-14