This Noki Systems (Noki) Payments for storage using the Noki Platform, (the Noki Exchange application and the Noki smart locker) Terms of Use (“Agreement”) sets forth a legally binding agreement between you and Noki. This web site or application, including any software (including, without limitation, software, code,
files, images, contained in or generated by the software, accompanying data, Boot ROM code and other embedded software), documentation and any accompanying fonts (collectively, the “Platform”) and the features at this Platform, are intended for and applicable only for individuals or business that wish to use the Platform. By accessing this Platform in any way, including, without limitation, browsing this Platform, using any information, and/or submitting information to Noki , you agree to and are bound by the terms, conditions, policies and notices contained in this Agreement), including, but not limited to, conducting this transaction electronically, disclaimers of warranties, damage and remedy exclusions and limitations, applicable within the laws of the Province of Canada. Please read this Agreement carefully before using this Platform.

From time to time we may update this Platform and this Agreement. Your use of this Platform after we post any changes to this Agreement constitutes your agreement to those changes. You agree to review this Agreement periodically to ensure that you are familiar with the most recent version. Noki may, in its sole discretion, and at any time, discontinue this Platform or any part thereof, with or without notice, or may prevent your use of this Platform with or without notice to you. You agree that you do not have any rights in this Platform and Noki will have no liability to you if this Platform is discontinued or your ability to access the Platform is terminated. You further agree that Noki will not be liable for any modification or suspension of the Platform.

Please read this Agreement carefully before using the Platform. If you do not agree to the terms contained in this Agreement, then you may not use the Platform. Your use of the Platform constitutes your acknowledgement that you have the legal authority to bind yourself or any party you represent to, and your acceptance of, this Agreement. You acknowledge that you have read and agree to be bound by this Agreement and to comply with all applicable laws, regulations and/or rules with regard to your use of the Platform. You represent that you have the legal authority to bind yourself or any party you represent to this Agreement.

YOU MAY NOT USE THE PLATFORM FOR ANY PURPOSE THAT IS UNLAWFUL OR PROHIBITED BY THIS AGREEMENT. YOUR ACCESS TO THE PLATFORM MAY BE TERMINATED IMMEDIATELY IN NOKI’S SOLE DISCRETION, WITH OR WITHOUT NOTICE, IF YOU FAIL TO COMPLY WITH ANY PROVISIONS OF THIS AGREEMENT AND/OR ADDITIONAL TERMS, OR FOR ANY OTHER REASON, OR NO REASON.

On certain areas of this Platform, you may be given the ability to provide us with personal information. Please read our Privacy Policy for more information about our information collection and use practices.

NOTICE OF COLLECTION, AUTHORIZATION AND CONSENT

In connection with your use of the Platform, any personal information collected
by GRANT OF LICENSE

The Platform whether in read-only memory, on any other media or in any other form are licensed to you by Noki subject to the terms of this Agreement. Neither title nor any intellectual property rights are transferred to you, but rather remain with Noki or its licensors, who own full and complete title, and Noki and respective licensors reserve all rights not expressly granted to you. The rights granted herein are nontransferable, and are limited to Noki’s intellectual property rights in the Platform and do not include any other patents or intellectual property rights. The Agreement herein grants you permission to use the Platform on any number of systems at a time. This Agreement does not grant you any rights to use Noki proprietary interfaces and other intellectual property in the design, development, manufacture, licensing or distribution of third-party devices and accessories for use with the Platform. Any use of the Platform in any manner not allowed under this Agreement or the EULA (defined below), including, without limitation, resale, transfer, modification or distribution of the Platform or copying or distribution of text, pictures, music, video, data, hyperlinks, displays and other content provided by the Platform is prohibited. This Agreement does not entitle you to receive and does not obligate Noki to provide hard-copy documentation, support, telephone assistance, or enhancements or updates to the Platform. You may not modify, alter, copy, publicly display or perform, distribute, create derivative works, of the Platform. This Agreement is effective until terminated.

Your rights under this Agreement will terminate automatically without notice from Noki if you fail to comply with any term(s) of this Agreement. Upon the termination of this Agreement, you shall cease all use of the Platform and delete all copies of the Platform from your mobile device and account.

NOKI SYSTEMS CONTENT

Noki provides this Platform to you, subject to this Agreement. This Platform, and any services performed, provided or enabled by or through this Platform and all the information, communications, scripting, photos, text, video, graphics, music, sounds, images, trademarks, logos, product and program names, and other materials and complications of the foregoing, that may be provided to you via this Platform (collectively “Content”) by Noki or its content providers, are the property of Noki and its content providers, and is protected in Canada and internationally under trademark, copyright, and other intellectual property laws, and are intended for the lawful use by registered users (as applicable) of this Platform. You represent and warrant that you will use the Platform and Content only for the purposes permitted herein, that all information you submit is accurate and otherwise complies with this Agreement, and that you will promptly notify Noki if any of your information changes. Noki makes no representation that the Platform or Content are appropriate or available for use in particular locations.

You agree not to download, display or use any Content for use in any publications, in public performances, on websites, on applications, for any other commercial
purpose, in connection with products or services that are not those of Noki, in any other manner that is likely to cause confusion among consumers, that disparages or discredits Noki and/or its licensors, that dilutes the strength of Noki or its licensors’ property, or that otherwise infringes Noki or its licensors’ intellectual property rights. You further agree to in no other way misuse any Content or content.

ACCOUNTS, SECURITY, PASSWORDS

Certain areas of the Platform may require registration or may otherwise ask you to provide information to participate in certain features or access certain content. If you elect not to provide such information, you may not be able to access certain content or participate in certain features of the Platform. Where the Platform requires you to open an account or otherwise submit information, you must complete the specified process by providing us with current, complete, and accurate information as requested by the applicable registration form. It is your responsibility to maintain the currency, completeness, and accuracy of your registration data, including, without limitation, your name, address, mobile telephone number, business details (if relevant), email address and method of payment details. Any loss caused by your failure to do so is your responsibility. After you have fully completed the registration form, you may be asked to choose a password and a user name. It is entirely your responsibility to maintain the confidentiality of your password and account. Additionally, you are entirely responsible for any and all activities that occur under your account. You agree to notify the Noki immediately of any unauthorized use of your account. You further agree not to email, post, or otherwise disseminate any user ID, password, PIN, or other information which provides you access to the Platform. Noki is not liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. You agree that the Noki may collect and use technical and usage data and related information, including but not limited to technical information about your device, date and time of Platform access, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to you (if any) related to the Platform. You grant Noki the permission to use this information to improve its products or to provide services or technologies to you.

USE OF BOOKING, STORAGE, ACCESS AND AUTHORIZATION SERVICES

You activate the Noki Platform by either: (a) using the Noki Exchange, Noki Express, Noki Share or the Noki Exec applications or (b) accessing the Noki website at
nokisystems.com either on your desktop or mobile browser. You are responsible for correctly entering the correct system number, which is indicated on the system display you wish to store your assets to exchange or share. The System number informs us of the location where you book, rent, share, authorize access and links us to the rates and restrictions for that particular system, if any, which are in effect at that location. These rates allow Noki to charge you for your booking, storage, access and authorization to a particular system compartment or system and apply any time restrictions on the amount of time you are permitted to use that system in that location. Note that use of Noki Platform does not guarantee you access to a compartment or system and you may only activate the Noki Payment Platform after you have booked a system or system compartment.

All notices and signs or directions made by relevant authorities, attendants or authorized persons shall take precedence over any information that you receive
from Noki if for any reason the information is inconsistent. All applicable property regulations apply to you and your use of the Noki Platform does not exempt you
from following such rules. Storage/Rental rates may be subject to change and it is your responsibility to ensure that you are paying at the then current rate. You agree to pay all fees for Services provided to you pursuant to this Agreement. Noki shall processing fees and/or charge your stored method of payment to directly pay for your transaction at the time of your transaction. You must have a valid method of payment registered or suspension of Services may occur.

You know that Noki has validly accepted your transaction when you have received confirmation. You are responsible for ensuring that you have properly activated the Mobile Payment Service for the relevant Location System ID before you utilize the features of the system.

In the event that the Mobile Payment Platform is unavailable, you must may contact Noki or wait until the Mobile Payment Platform is available.

Noki is not responsible for any fines, penalty notices and the enforcement of related offenses you incur or receive regardless of whether or not you receive any
notification via the Platform application. You are solely responsible for resolving with the relevant parties any issues that you may have regarding the issuance of fines, penalty notices or you are no longer permitted access. If you authorize Noki to contact the relevant authorities on your behalf regarding the issuance of fines, or penalty notices, you acknowledge and agree that in such cases, may provide all or a portion of your information collected by Noki to the relevant parties. In addition, in the event that you fail to pay any amounts owing for the Noki Services (whether due to a declined credit card or other circumstances), then Noki, upon the reasonable request of the relevant authorities, may provide all or a portion of your information collected by Noki to such parties, which you acknowledge and agree that they may use solely for purposes of collecting or attempting to collect any unpaid amounts owed by you.

If you do not use the Mobile Payment account for 2 years, Noki may close your account. In the event a refund cannot be refunded to the payment method, you
must contact for alternative ways to receive any applicable refund. Please allow up to 6 weeks for refunds to be processed.

USE OF THE PLATFORM

The following requirements apply to your use of the Mobile Parking Payment Platform:

• You will not use any electronic communication feature of the Platform for any purpose that is unlawful, tortious, abusive, intrusive on another’s
  privacy, harassing, libelous, defamatory, embarrassing, obscene, threatening, or hateful.
• You will not use the Platform for any commercial purpose not expressly approved by Noki in writing.
• You will not upload or otherwise transmit any material that contains viruses or any other computer code, files, or programs which might interrupt, limit, or interfere with the functionality of any computer software or hardware or telecommunications equipment.
• You will not remove, delete, alter or obscure any trademarks or any copyright, trademark, patent or other intellectual property or proprietary rights notices from the Platform, including any copy thereof.
• You will not collect or store personal data about other users.

Except as and only to the extent permitted by applicable law, you may not copy, decompile, reverse engineer, disassemble, attempt to derive the source code of,
modify, or create derivative works of the Platform or any part thereof. Any attempt to do so is a violation of the rights of Noki and its licensors of the Platform. If you breach this restriction, you may be subject to prosecution and damages. By storing content on your device, you are making a digital copy. In some jurisdictions, it is unlawful to make digital copies without prior permission from the rights holder.

INTELLECTUAL PROPERTY OWNERSHIP

There are a number of trademarks, logos, service marks, slogans, product names and designations and other proprietary indicia (collectively “Trademarks”) used in the Platform and in the Content. By making these Trademarks available through the Platform and in the Content, Noki is not granting you a license to use them in any fashion, and you are not granted any license under any of Noki’s or any third party’s Trademarks or other intellectual property rights, except as specifically set forth in this Agreement. No Noki Trademarks may be used as a username, icon, identifier, hyperlink or in any other manner without the Noki’s prior written permission.

The Platform, Content, and the selection, coordination, and arrangement thereof, is owned either by the Noki, or its respective licensors. The unauthorized copying, displaying, selling, distributing or other use of any Content or Platform is a violation of the law. You acknowledge having been advised by Noki that the Content and Platform is protected in Canada and internationally by a variety of laws, including but not limited to, copyright laws and treaty provisions, trademark laws, patent laws and other intellectual property and proprietary rights laws.

REPRESENTATIONS, DISCLAIMER OF WARRANTIES, AND LIMITATIONS OF
LIABILITY

Noki and its parents, subsidiaries, officers, employees, and contractors and each of their officers, employees and agents (collectively, “Noki Affiliates”) make no
representation or warranty whatsoever regarding the completeness, accuracy, timeliness or adequacy of any information, facts, views, opinions, statements or
recommendations contained on the Platform. Reference to any product, process, publication or service of any third party by trade name, domain name, trademark, service mark, logo, manufacturer or otherwise does not constitute or imply its endorsement or recommendation by Noki or the Noki Affiliates.

The Internet may be subject to breaches of security. Noki and the Noki Affiliates are not responsible for any resulting damage to any user’s device or computer from any such security breach, or from any virus, bugs, tampering, unauthorized intervention, fraud, error, omission, interruption, deletion, defect, delay in operation or transmission, computer line failure or any other technical or other malfunction. You should also be aware that e-mail and other submissions over the Internet may not be secure, and you should consider this before e-mailing Noki or the Noki Affiliates any information or posting information to the Platform. Noki and the Noki Affiliates make no representation or warranty whatsoever regarding the suitability, functionality, performance, availability or operation of the Platform. This Platform may be temporarily unavailable due to maintenance or malfunction of computer equipment and system components.

The failure of Noki to comply with this Agreement because of an act of God, war, fire, riot, terrorism, earthquake, actions of federal, state or local governmental
authorities or for any other reason beyond the reasonable control of Noki, shall not be deemed a breach of this Agreement.

THE PLATFORM (INCLUDING ALL APPLICATION PLATFORM UPDATES) AND THE CONTENT ARE MADE AVAILABLE ON AN “AS IS,” “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. NOKI AND THE NOKI AFFILIATES SPECIFICALLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, WITH RESPECT TO THE PLATFORM AND THE CONTENT. NOKI DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN OR SERVICES PERFORMED, PROVIDED OR ENABLED BY OR THROUGH THE PLATFORM (INCLUDING ANY APPLICATION PLATFORM UPDATES) WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE PLATFORM, (INCLUDING ANY APPLICATION PLATFORM UPDATES) WILL BE UNINTERRUPTED OR ERRORFREE, OR THAT DEFECTS IN THE PLATFORM (INCLUDING ANY APPLICATION PLATFORM UPDATES) WILL BE CORRECTED. No oral or written information or advice given by Noki or an authorized representative shall be deemed to alter this disclaimer of warranty, or to create any warranty. Should the Platform prove defective, you assume the entire cost of all necessary servicing, repair or correction.

YOU AGREE THAT NOKI AND THE NOKI AFFILIATES ARE NOT LIABLE TO YOU FOR DAMAGES OF ANY KIND, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES RESULTING IN ANY WAY FROM OR IN CONNECTION WITH: (I) THE PLATFORM OR THE CONTENT; (II) ANY ERRORS OR OMISSIONS IN THE TECHNICAL OPERATION OR CONTENT OF THE PLATFORM; (III) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY NOKI, LAW ENFORCEMENT OR OTHER AUTHORITIES REGARDING YOUR USE OF THE PLATFORM OR THE CONTENT; (IV) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OWNERS; OR (V) THE CONDUCT, ACTIONS OR INACTIONS OF PLATFORM USERS OR YOUR INTERACTIONS OR
RELATIONSHIPS WITH PLATFORM USERS, EVEN IF NOKI OR NOKI AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF, OR
UNAUTHORIZED ACCESS TO, THE PLATFORM OR ITS RELATED INFORMATION OR PROGRAMS.SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES AND CONDITIONS, OR THE DISCLAIMER OF SOME TYPES OF DAMAGES, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.

BY ACCESSING THIS PLATFORM, REGISTERING WITH THE PLATFORM AND/OR ACCEPTING ANY INFORMATION FROM THIS PLATFORM YOU AGREE TO
INDEMNIFY, DEFEND AND HOLD NOKI AND THE NOKI AFFILIATES HARMLESS FROM AND AGAINST ANY ACTUAL OR ALLEGED CLAIMS, DEMANDS, CAUSES OF ACTION, JUDGMENTS, DAMAGES, LOSSES, LIABILITIES, AND ALL COSTS AND EXPENSES OF DEFENSE (INCLUDING REASONABLE ATTORNEYS’ FEES AND COURT COSTS) ARISING OUT OF OR RELATING TO: (A) YOUR BREACH OF THIS AGREEMENT; (B) YOUR VIOLATION OF ANY LOCAL, PROVINCIAL, FEDERAL OR INTERNATIONAL LAW, RULE OR REGULATION; (C) A CLAIM BY A THIRD PARTY THAT IS BASED ON YOUR USE OF THE PLATFORM OR THE CONTENT;(D) INFORMATION OR MATERIAL POSTED OR TRANSMITTED THROUGH YOUR COMPUTER OR ACCOUNT, EVEN IF NOT SUBMITTED BY YOU; (E) ANY MISREPRESENTATION MADE BY YOU; (F) ANY DISPUTE BETWEEN YOU AND ANOTHER USER OF THE PLATFORM; (G) THE THEFT, MISAPPROPRIATION OR DISCLOSURE OF YOUR USERNAME/PASSWORD/PIN; (H) YOUR AUTHORIZATION OF ANYONE ELSE TO USE YOUR PASSWORD.

YOU WILL COOPERATE AS FULLY AND AS REASONABLY REQUIRED IN NOKI’S DEFENSE OF ANY CLAIM. NOKI RESERVES THE RIGHT, AT ITS OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, AND YOU SHALL NOT, IN ANY EVENT, SETTLE ANY MATTER WITHOUT THE WRITTEN CONSENT OF NOKI.

MOBILE SERVICE, TEXT MESSAGE, INTERNET AND SERVICE FEES

The use of the Platform may require use of a mobile device and phone service, wireless mobile data service, and text messaging capability, which must be
obtained from your wireless carrier, and may require Internet access, which must be obtained from your service provider; you are responsible for obtaining and paying for such additional services and obtaining a suitable device, including without limitation all usage charges related thereto. You may be required to send and
receive, at your cost, electronic communications related to the Platform, including without limitation, administrative messages, service announcements, and diagnostic data reports, from Noki, your mobile carrier or thirdparty service providers. If you agree to receive text messages from the Platform, the frequency of messages will vary based on your platform useage activity. Certain texts are required to use the Platform, including verification and authorization texts. Message and data rates may apply from your mobile carrier. By providing your consent to participate in this program, you approve any such charges from your mobile carrier. If you do not have an unlimited wireless mobile data plan or text messaging capability, you may incur additional charges from your wireless service in connection with your use of the Platform. You are solely responsible for obtaining any additional subscription or connectivity services or equipment necessary to access the Platform, including but not limited to payment of all thirdparty fees associated therewith, including fees for information sent to or through the Platform.

The Platform may not work with all devices or all mobile carriers. Noki makes no representations that the Platform will be compatible with or provided by all mobile carriers. In the event that fees are charged for the Platform, or other thirdparty service providers charge a fee for the products or services they provide, you agree to pay such fee to the respective party in exchange for your continued use of such products or services. Some services may be subject to different or additional terms (including fees), which you will be required to agree to prior to your use of such services.

The information in any Platform message may be subject to certain time lags and/or delays. You are responsible for managing the types of SMS texts and notifications you receive.

Last Updated on June 14, 2023.