Terms of Service

D&H Technologies, Inc.

Last Updated: October 26, 2025

These Terms of Service ("Terms") apply to your access to and use of the websites and other online products and services, including the RegulateCPG^TM platform suite comprising RegulateCPG^TM Core, RegulateCPG^TM Insight Suite^TM, and IntelliSync^TM services (collectively, the "Services") provided by D&H Technologies, Inc. and its subsidiaries and affiliates ("Company", "we" or "us"). By clicking I Accept or by using our Services, you agree to these Terms, including the mandatory arbitration provision and class action waiver in Section 14. If you do not agree to these Terms, do not use our Services.

We may make changes to these Terms from time to time. If we make changes, we will provide you with notice of such changes, such as by sending an email, providing a notice through our Services or updating the date at the top of these Terms. Unless we say otherwise in our notice, the amended Terms will be effective immediately, and your continued use of our Services after we provide such notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using our Services.

If you have any questions about these Terms or our Services, please contact us at hello@regulatecpg.com.

1. Privacy

For information about how we collect, use, share or otherwise process information about you, please see our Privacy Policy.

2. Eligibility

You must be at least 18 years of age to use our Services. If you use our Services on behalf of another person or entity, (a) all references to "you" throughout these Terms will include that person or entity, (b) you represent that you are authorized to accept these Terms on that person's or entity's behalf, and (c) in the event you or the person or entity violates these Terms, the person or entity agrees to be responsible to us.

3. User Accounts and Account Security

You may need to register for an account to access some or all of our Services. If you register for an account, you must provide accurate account information and promptly update this information if it changes. You also must maintain the security of your account and promptly notify us if you discover or suspect that someone has accessed your account without your permission. You must not authorize others to use your account credentials. You are responsible for the activities of such users that occur in connection with your account. We reserve the right to reclaim usernames, including on behalf of businesses or individuals that hold legal claims, including trademark rights, in those usernames.

4. Prohibited Conduct and Content

You will not violate any applicable law, contract, intellectual property right or other third-party right or commit a tort, and you are solely responsible for your conduct while using our Services. You will not:

• Engage in any harassing, threatening, intimidating, predatory or stalking conduct
• Use or attempt to use another user's account
• Impersonate or post on behalf of any person or entity or otherwise misrepresent your affiliation with a person or entity
• Sell or resell our Services without our express written permission
• Copy, reproduce, distribute, publicly perform or publicly display all or portions of our Services, except as expressly permitted by us or our licensors
• Modify our Services, remove any proprietary rights notices or markings, or otherwise make any derivative works based upon our Services
• Use our Services other than for their intended purpose and in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying our Services or that could damage, disable, overburden or impair the functioning of our Services in any manner
• Reverse engineer any aspect of our Services or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of our Services
• Attempt to circumvent any content-filtering techniques we employ or attempt to access any feature or area of our Services that you are not authorized to access
• Use any data mining, robots or similar data gathering or extraction methods designed to scrape or extract data from our Services
• Develop or use any applications that interact with our Services without our prior written consent
• Send, distribute or post spam, unsolicited or bulk commercial electronic communications, chain letters, or pyramid schemes
• Bypass or ignore instructions contained in our robots.txt file
• Use our Services for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these Terms

Enforcement of this Section is solely at Company's discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances. In addition, this Section does not create any private right of action on the part of any third party or any reasonable expectation that the Services will not contain any content that is prohibited by such rules.

4.1 Fair Use Policy

"Unlimited" features are subject to Fair Use. Reasonable use includes:

• Storage: 10GB per account
• Monthly data transfer: 100GB
• API calls: 10,000 per month (approximately 333 per day)
• Concurrent connections: 50

Exceeding Fair Use may result in additional fees or service suspension. We will notify you before any enforcement action.

4.2 AI/ML Specific Restrictions

"AI/ML" means Artificial Intelligence/Machine Learning. You may not:

• Use automated means to extract or scrape data for training competing AI models
• Attempt to reverse engineer our AI algorithms or models
• Input data designed to manipulate, poison, or compromise our AI systems
• Use our AI-generated outputs to train competing services without written permission

5. Ownership; Limited License

The Services, including the text, graphics, images, photographs, videos, illustrations and other content contained therein, are owned by Company or our licensors and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, all rights in and to the Services are reserved by us or our licensors. Subject to your compliance with these Terms, you are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Services. Any use of the Services other than as specifically authorized herein, without our prior written permission, is strictly prohibited, will terminate the license granted herein and violate our intellectual property rights.

5.1 AI/ML Training and Model Development

Company may use aggregated, anonymized Service usage data and general patterns to improve our AI models and Services. We do NOT use your proprietary formulations, recipes, ingredient specifications, or confidential business data for training purposes without explicit written consent. Any AI-generated suggestions, recommendations, or outputs based on your inputs remain your property, subject to our underlying technology and methods. You grant us a limited license to process your data through our AI systems solely to provide you the Services.

6. Trademarks

Our trademarks and our logos, our product or service names, our slogans and the look and feel of the Services are the intellectual property of Company and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned on the Services are the property of their respective owners. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us.

7. Feedback

The reports and other materials you submit or otherwise communicate to us, including any questions, comments, suggestions, ideas, improvements, corrections, original or creative materials or other information about Company or our Services (collectively, "Feedback") belong to Company, exclusively, and you have no right to compensation therefor. You hereby assign to Company all right, title and interest in and to the Feedback. You understand that Company may treat Feedback as nonconfidential.

8. Third-Party Content

We may provide information about third-party products, services, activities or events, or we may allow third parties to make their content and information available on or through the Services (collectively, "Third-Party Content"). We provide Third-Party Content as a service to those interested in such content. Your dealings or correspondence with third parties and your use of or interaction with any Third-Party Content are solely between you and the third party. Company does not control or endorse, and makes no representations or warranties regarding, any Third-Party Content, and your access to and use of such Third-Party Content is at your own risk.

9. Indemnification

To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless Company and our respective officers, directors, agents, partners and employees (individually and collectively, the "Company Parties") from and against any losses, liabilities, claims, demands, damages, expenses or costs ("Claims") arising out of or related to (a) your access to or use of the Services; (b) your User Content or Feedback; (c) your violation of these Terms; (d) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with the Services. You agree to promptly notify Company Parties of any third-party Claims, cooperate with Company Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including attorneys' fees). You also agree that the Company Parties will have control of the defense or settlement of any third-party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Company.

10. Disclaimers

YOUR USE OF OUR SERVICES IS AT YOUR SOLE RISK. EXCEPT AS OTHERWISE PROVIDED IN A WRITING BY US, OUR SERVICES AND ANY CONTENT THEREIN ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. IN ADDITION, COMPANY DOES NOT REPRESENT OR WARRANT THAT OUR SERVICES ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. WHILE COMPANY ATTEMPTS TO MAKE YOUR USE OF OUR SERVICES SECURE, WE CANNOT AND DO NOT REPRESENT OR WARRANT THAT OUR SERVICES OR OUR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ASSUME THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SERVICES.

11. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, COMPANY AND THE OTHER COMPANY PARTIES WILL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY—WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, WARRANTY, OR OTHERWISE—FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, PUNITIVE OR SPECIAL DAMAGES OR LOST PROFITS, EVEN IF COMPANY OR THE OTHER COMPANY PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THE TOTAL LIABILITY OF COMPANY AND THE OTHER COMPANY PARTIES FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR OUR SERVICES, REGARDLESS OF THE FORM OF THE ACTION, IS LIMITED TO THE GREATER OF (A) THE AMOUNT YOU PAID US IN THE 12 MONTHS BEFORE THE ACTION GIVING RISE TO LIABILITY OR (B) US$100.

THE LIMITATIONS SET FORTH IN THIS SECTION WILL NOT LIMIT OR EXCLUDE LIABILITY FOR THE GROSS NEGLIGENCE, FRAUD OR INTENTIONAL MISCONDUCT OF COMPANY OR THE OTHER COMPANY PARTIES OR FOR ANY OTHER MATTERS IN WHICH LIABILITY CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. ADDITIONALLY, SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.

12. Release

To the fullest extent permitted by applicable law, you release Company and the other Company Parties from responsibility, liability, claims, demands and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."

13. Transfer and Processing Data

For us to provide our Services, you agree that we may process, transfer and store information about you in the United States and other countries, where you may not have the same rights and protections as you do under local law.

13.1 International Operations

We operate globally to serve G20 nations and beyond. By using our Services, you consent to data processing in accordance with these Terms and applicable international data transfer mechanisms. Enterprise customers requiring specific data localization or transfer agreements (including EU Standard Contractual Clauses) may contact legal@regulatecpg.com.

14. No Representative Actions; Governing Law; Dispute Resolution

No Representative Actions. You and Company agree that any dispute arising out of or related to these Terms or our Services is personal to you and Company and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding.

No Court Actions. Except for disputes in which you or Company seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and Company waive your rights to a jury trial and to have any dispute arising out of or related to these Terms or our Services resolved in court.

Governing Law. These Terms are governed by and construed under the laws of the State of Delaware, without regard to any conflict of law rules or principles, except that the Federal Arbitration Act governs all provisions relating to arbitration and excluding the application of the United Nations Convention on Contracts for the International Sale of Goods. You and Company irrevocably consent to the exclusive jurisdiction and venue of the state or federal courts in Multnomah County, Oregon, for all disputes arising out of or relating to these Terms that are heard in court (excluding arbitration).

Arbitration. Any dispute arising under or relating to these Terms or the Services will be finally resolved by arbitration conducted by one arbitrator in Portland, Oregon, under the Commercial Arbitration Rules of the American Arbitration Association. The arbitrator for any dispute will be selected according to the Commercial Arbitration Rules of the American Arbitration Association and will have experience with software licenses and online hosting agreements. The arbitrator's award will be final and binding, will identify a winning party, and may be entered in any court having jurisdiction thereof.

Time Bar. Any claim arising out of or related to these Terms or our Services must be filed within one year after such claim arose; otherwise, the claim is permanently barred, which means that you and Company will not have the right to assert the claim.

15. Modifying and Terminating our Services

We reserve the right to modify our Services or to suspend or stop providing all or portions of our Services at any time. You also have the right to stop using our Services at any time. We are not responsible for any loss or harm related to your inability to access or use our Services.

15.1 Sunsetting Features

We will provide 90 days notice before removing significant features, except when removal is necessary for security, legal compliance, or technical reasons. We will provide data export options for affected features where practicable.

15.2 Data Portability

You may export your data at any time during your subscription in industry-standard formats (CSV, JSON, XLSX) via our API or export tools. We support data portability to facilitate your business continuity.

16. Severability

Each provision contained in these Terms constitutes a separate and distinct provision severable from all other provisions. If any provision (or any part thereof) is unenforceable under or prohibited by any present or future law, then such provision (or part thereof) will be amended, and is hereby amended, so as to be in compliance with such law, while preserving to the maximum extent possible the intent of the original provision. Any provision (or part thereof) that cannot be so amended will be severed from this Terms; and, all the remaining provisions of this Terms will remain unimpaired.

17. Miscellaneous

These Terms constitute the entire agreement between you and Company relating to your access to and use of our Services. The failure of Company to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity. You agree that communications and transactions between us may be conducted electronically.

18. Contact Information

USA Headquarters:
D&H Technologies, Inc.
1028 SE Water Ave, Suite 275
Portland, OR 97214
USA

Canada Headquarters:
D&H Technologies, Inc.
408-55 Water Street
Office #8313
Vancouver, BC V6B 1A1
Canada

Support: support@regulatecpg.com
Legal: legal@regulatecpg.com
General: hello@regulatecpg.com
Website: regulatecpg.com

19. Global Regulatory Compliance Disclaimer

19.1 No Regulatory or Legal Advice

The Services provide tools, databases, and information to assist with compliance management but do NOT constitute regulatory, legal, or professional advice. You remain solely responsible for ensuring compliance with all applicable regulations in your operating jurisdictions, including but not limited to:

G20 Regulatory Bodies (including but not limited to):

• FDA (Food and Drug Administration - United States) and USDA (United States Department of Agriculture)
• CFIA (Canadian Food Inspection Agency - Canada)
• EFSA (European Food Safety Authority - European Union) and member state authorities
• FSANZ (Food Standards Australia New Zealand)
• FSSAI (Food Safety and Standards Authority of India)
• CFDA/NMPA (China Food and Drug Administration/National Medical Products Administration)
• MHLW (Ministry of Health, Labour and Welfare - Japan)
• ANVISA (Brazilian Health Regulatory Agency)
• Rosselkhoznadzor (Russia)
• BPOM (National Agency of Drug and Food Control - Indonesia)
• COFEPRIS (Federal Commission for Protection Against Sanitary Risk - Mexico)
• MFDS (Ministry of Food and Drug Safety - South Korea)
• SFDA (Saudi Food and Drug Authority)
• DoH (Department of Health - South Africa)
• FSA (Food Standards Agency - United Kingdom)
• Ministry of Food and Drug Safety (Turkey)
• ANMAT (National Administration of Drugs, Foods and Medical Technology - Argentina)

19.2 Formula and Product Validation

While our Services include multi-jurisdictional compliance checking features, you must independently validate all formulations, labels, and claims for regulatory compliance in each market where you operate. Regulatory requirements vary significantly between jurisdictions and change frequently.

19.3 Export/Import Compliance

You are responsible for compliance with all export/import regulations, including obtaining necessary permits, certifications, and approvals for international trade of food and beverage products.

19.4 21 CFR Part 11 and International Equivalents

Enterprise customers requiring compliance with 21 CFR Part 11 (USA), Annex 11 (EU), or similar electronic records regulations in other jurisdictions should contact us for additional documentation and configuration options.

20. California-Specific Terms

20.1 CCPA Rights

CCPA (California Consumer Privacy Act). California residents have additional rights under the California Consumer Privacy Act. See our Privacy Policy for details including rights to know, delete, opt-out, and non-discrimination.

20.2 Automatic Renewal Notice (California Law)

For California residents: You may cancel your auto-renewing subscription at any time by contacting support@regulatecpg.com . You will receive a renewal reminder between 30-60 days before renewal containing the renewal date, fee, and clear cancellation instructions.

20.3 Unruh Act Compliance

We provide full and equal access to our Services regardless of sex, race, color, religion, ancestry, national origin, disability, medical condition, genetic information, marital status, sexual orientation, citizenship, primary language, or immigration status.

21. European Union and UK Specific Terms

21.1 GDPR Compliance

GDPR (General Data Protection Regulation). For EU/UK residents and businesses processing EU/UK personal data:

• You have rights under GDPR including access, rectification, erasure, portability, restriction, and objection
• See our Privacy Policy for full details
• Enterprise customers may request our Data Processing Addendum with Standard Contractual Clauses

21.2 Consumer Rights

Nothing in these Terms affects your statutory rights as a consumer under EU or UK law where applicable.

22. Additional Jurisdiction-Specific Terms

22.1 Australia

For Australian businesses: Our Services assist with FSANZ compliance but you remain responsible for meeting all Food Standards Code requirements.

22.2 Canada

For Canadian users: These Terms are available in English and French. In case of conflict, the English version prevails. / Ces conditions sont disponibles en anglais et en français. En cas de conflit, la version anglaise prévaut.

22.3 Data Localization

Certain jurisdictions may require data localization. Enterprise customers with specific data residency requirements should contact legal@regulatecpg.com for available options.

23. RegulateCPG^TM Discord Community

23.1 Automatic Enrollment

Upon registration for our Services, you will automatically receive credentials for the RegulateCPG^TM Discord Community ("Community"). The Community serves as a platform for users to ask questions, learn, share knowledge, and collaborate with other food and beverage professionals.

23.2 Voluntary Participation

Participation in the Community is entirely voluntary. You may choose to not use your Discord credentials without affecting your access to the core Services. However, active participation allows you to earn Credits through community contributions, which are redeemable for value-added products and features within RegulateCPG^TM.

23.3 Community Guidelines

When participating in the Community, you must:

• Comply with Discord's Terms of Service and Community Guidelines
• Respect intellectual property and confidentiality of other members
• Not share proprietary formulations or trade secrets without authorization
• Maintain professional conduct and respectful communication
• Not use the Community for solicitation or spam

23.4 Credits System

Credits earned through Community participation:

• Are non-transferable between accounts
• Do not expire while your subscription is active
• Have no cash value and cannot be refunded
• May be used only for RegulateCPG^TM features and services
• Are subject to our sole discretion regarding earning rates and redemption values

23.5 Community Content

Content you share in the Community:

• Remains your property but you grant us and other Community members a license to use it within the Community context
• Should not include confidential or proprietary information unless you intend to share it
• May be moderated or removed for violations of community guidelines
• Is not covered by any confidentiality obligations from Company

23.6 Disclaimer

The Community includes user-generated content and discussions. We do not endorse, guarantee accuracy, or assume liability for community content or advice shared between members. Professional advice shared in the Community does not replace consultation with qualified professionals.

24. Professional Consulting Services Through Affiliate

24.1 The Helmsman Group Relationship

The Helmsman Group, LLC is an affiliate of D&H Technologies, Inc. and serves as our preferred consulting services provider. When your needs exceed the capabilities of the RegulateCPG^TM platform's automated tools and self-service features, professional consulting services are available through The Helmsman Group.

24.2 Available Consulting Services

The Helmsman Group offers specialized food and beverage consulting including but not limited to:

• Regulatory strategy and compliance consulting across multiple jurisdictions
• Product development and formulation optimization
• Manufacturing process design and scale-up
• Supply chain design and management
• Food safety and HACCP (Hazard Analysis and Critical Control Points) program development
• Label review and claims substantiation
• Export/import documentation and market entry strategy
• Process authority services for thermal processing
• Technical due diligence for M&A transactions

24.3 Separate Engagement

Consulting services through The Helmsman Group:

• Require a separate consulting agreement directly with The Helmsman Group, LLC
• Are billed separately from your RegulateCPG^TM subscription
• Are subject to The Helmsman Group's terms, conditions, and professional service rates
• May involve access to your RegulateCPG^TM data with your authorization
• Are provided by credentialed food industry professionals

24.4 Referral Process

You may request consulting services by:

• Contacting sales@helmsmangroup.com
• Using the "Request Consulting" feature within the platform
• Calling our support team for a consulting referral

We may also proactively suggest consulting services when platform analytics indicate complex needs beyond automated tools.

24.5 Data Sharing

With your explicit consent, data from your RegulateCPG^TM account may be shared with The Helmsman Group consultants to facilitate consulting engagements. Such data sharing is governed by separate confidentiality agreements between you and The Helmsman Group.

24.6 No Obligation

You are under no obligation to engage The Helmsman Group for consulting services. Your RegulateCPG^TM subscription is independent of any consulting engagement. You may choose to engage other consultants or manage projects internally.

24.7 Disclaimer of Liability

While The Helmsman Group is our affiliate, each entity maintains separate liability. D&H Technologies, Inc. is not liable for services provided by The Helmsman Group, and The Helmsman Group is not liable for the RegulateCPG^TM platform services. Each entity's liability is limited to its own services and subject to its own agreements.