Terms of Service

1. Accepting These Terms

The person who registers a business, or accepts these terms in the Service on its behalf, confirms that they are at least 18 years old and are authorized to bind that business. The terms apply from acceptance and continue while the Customer has access to the Service. The Data Processing Addendum, Acceptable Use Policy and Refund and Cancellation Policy form part of these terms.

The Service is provided only to businesses, for use in the course of their trade or profession. It is not offered to consumers for personal, family or household purposes, and by accepting these terms the Customer confirms it is not acting as a consumer.

Each Authorized User agrees, when they first sign in and when asked again after a material change, to use the Service in line with these terms and the Acceptable Use Policy. That agreement does not make an Authorized User a party to the Customer’s subscription or responsible for the Customer’s payment obligations.

2. Definitions

• Authorized Users are the Customer’s owners, employees and contractors given access by the Customer, whether by account or by POS PIN.
• Customer Data is information entered into or uploaded to the Service by or for the Customer, including sales, inventory, prices, tax settings, customer, employee, patient, doctor and prescription records.
• Plan is the subscription tier selected by the Customer: Essential, Plus or Plus Pharma.
• Applicable Law is every law, regulation, rule, licence condition and binding guidance that applies to the Customer, its business or its use of the Service, in every country and territory in which it operates.

3. Accounts and Security

The Customer must keep account details accurate, keep credentials confidential, and ensure each Authorized User has an individual account or POS PIN. The Customer is responsible for all activity under its accounts and PINs, for the actions of its Authorized Users, and for assigning roles and permissions appropriate to their duties. We recommend two-step verification for all accounts; it is required for pharmacist authorizations and certain privacy actions. The Customer must notify us promptly at support@retaivatt.com if it suspects unauthorized access.

4. The Service

We will provide the Service in accordance with these terms and our published documentation. We may improve or change the Service. We will not materially reduce the core functionality of a paid Plan during a paid period without reasonable notice.

Each Plan is available to any business that subscribes to it. Retaiva does not review, verify, license, inspect or approve a Customer, its business, its premises or its personnel, and does not check whether a Customer is permitted to carry on its business. Making a Plan or a feature available is not a confirmation by Retaiva that the Customer may lawfully use it in any country. We may make new features available to some customers before others.

We aim to keep the Service available but do not guarantee uninterrupted or error-free operation. Maintenance, provider outages and events outside our reasonable control may affect availability. The Android POS application requires periodic connectivity to synchronize records.

5. No Professional Advice

The Service is a record-keeping and workflow tool. Nothing in the Service, its documentation, support or communications is medical, pharmaceutical, clinical, dosage, drug-interaction, legal, tax, accounting, financial or other professional advice, and the Customer must not rely on it as such. Calculations, reports, receipts, labels and documents produced by the Service reflect the Customer Data and settings the Customer enters. The Customer should obtain advice from its own qualified professionals.

6. Pharmacy Features

Plus Pharma supports pharmacy administration and dispensing workflow: recording patients, doctors and prescriptions, pharmacist review and approval, preparation, payment, final handover and record keeping. These are record-keeping tools only.

Retaiva is a software provider. It is not a pharmacy, a pharmacist, a healthcare provider or a regulator, and it does not supply, dispense or handle medication.

By subscribing to or using Plus Pharma, the Customer represents and warrants, when it subscribes and for as long as it uses the pharmacy features, that:

• it, its pharmacy and its personnel hold, and will keep in force, every licence, registration and authorization the law requires to operate the pharmacy and to dispense;
• dispensing is carried out and supervised as the law requires; and
• it will stop using the pharmacy features if any of this ceases to be true.

Retaiva does not verify any of this, with a regulator or otherwise, and may rely on it.

• Retaiva does not prescribe, diagnose, or make clinical decisions. The Service does not assess whether a prescription is valid or clinically appropriate, whether a dose is correct, or whether medication should be dispensed or substituted.
• The Service has no drug database and provides no interaction checking, allergy checking, dosing guidance or other clinical decision support. A patient’s allergy status and notes are shown as the Customer recorded them and are not checked against any medication.
• Checks performed by the Service are limited to record completeness, workflow status, inventory and data integrity. They are not clinical advice and do not replace professional judgment.
• Information about products and medication in the Service, including names, strengths, forms, directions, quantities, lots, expiry dates, whether a product is prescription only and the content of labels, is Customer Data that the Customer enters or imports. Retaiva does not supply, check or correct it. The Customer must check every label and record before medication is handed over.
• The Customer and its licensed professionals are solely responsible for every clinical, prescribing and dispensing decision, including approval, counselling, substitution and final handover, and for the outcome of each.
• The Customer decides which of its personnel may approve, hand over and amend prescriptions in the Service, and must ensure that those steps are taken only by people the law entitles to take them. A registration number recorded in the Service, such as a doctor’s, is recorded by the Customer and is not verified by Retaiva.
• Controlled and dangerous drug features, including dispensing controlled drugs and keeping a controlled drugs register in the Service, are available only to a Customer whose owner has accepted the Controlled Drug Terms of Use, and are used under it. Retaiva does not confirm that those features meet the law of any jurisdiction.
• The Customer is responsible for meeting its record-keeping and retention obligations, including configuring retention periods in the Service where relevant.

7. Customer Responsibilities and Legal Compliance

The Customer is solely responsible for complying with Applicable Law in every country in which it operates. Retaiva does not monitor, check or advise on that compliance, and the availability of a feature, setting, tax rate, receipt or report in the Service does not mean it complies with the law of any place. In particular, the Customer is responsible for:

• Tax: determining, configuring and checking every sales tax, VAT, GST and other tax rate, exemption and rounding rule, and calculating, collecting, reporting, filing and paying its own taxes;
• Fiscal and invoicing rules: receipt, invoice and credit note content and numbering, fiscal devices and printers, e-invoicing, real-time reporting to tax authorities and any requirement to use a certified or registered point of sale or invoicing system. The Service is not certified or registered as a fiscal system in any jurisdiction unless Retaiva confirms otherwise in writing, and the Customer must not use it where such a system is required without a separate compliant solution;
• Licensing: holding and keeping in force every licence, registration and permit its business requires, whichever Plan it uses;
• Pharmacy and medicines law: including prescription, dispensing, labelling, controlled-drug and pharmacovigilance rules;
• Records: record keeping, retention and disposal periods;
• Its customers and staff: consumer protection, pricing display, returns and refund rights, product safety, employment, working time and payroll law;
• Data protection: having a lawful basis for, and giving every notice and obtaining every consent required for, the personal data it enters into the Service, and responding to requests from individuals; and
• Its own equipment: providing compatible devices, printers, scanners and internet connectivity, and securing them.

The Customer will use the Service only for lawful business purposes and in line with these terms and the Acceptable Use Policy.

8. Customer Data, Accuracy and Backups

The Customer owns its Customer Data and is solely responsible for its accuracy, quality, legality and completeness, including prices, costs, stock, tax settings and medication details, and for reviewing the records, totals and documents the Service produces before relying on them. The Customer grants Retaiva a limited licence to host, copy, transmit and process Customer Data only as needed to provide, secure, support and maintain the Service, to comply with law, and as otherwise instructed by the Customer. We process personal data within Customer Data as a processor under the Data Processing Addendum.

We back up the Service using commercially reasonable measures, but backups are not a substitute for the Customer’s own records. The Customer is responsible for keeping its own exports of records it needs. If Customer Data is lost or corrupted, Retaiva’s only obligation is to use commercially reasonable efforts to restore it from the most recent backup Retaiva holds.

We do not sell Customer Data, use it for advertising, or use it to train artificial intelligence models. We may use service usage information, such as record counts, storage size and error events, to operate, bill, secure and improve the Service.

9. Subscriptions, Trials and Billing

Plans are billed monthly in advance in US dollars at the price shown before purchase. Subscriptions are sold by Freemius, Inc. as merchant of record and authorized reseller of the Service. Freemius collects payment, issues invoices and receipts, processes refunds, and charges and remits any sales tax, VAT, GST or similar tax on the subscription as applicable, shown at checkout. The purchase is also subject to the terms Freemius presents at checkout. Retaiva does not receive or store payment card details. Fees are non-refundable except as stated in the Refund and Cancellation Policy or required by law.

Setting up a business ends with the business owner choosing a Plan and providing payment details at checkout. The 14-day trial starts there. Each business owner has one trial, for one business. No charge is made during the trial. By providing payment details, the Customer authorizes the first monthly charge when the trial ends, unless the subscription is cancelled before then, and a charge at each monthly renewal until the subscription is cancelled.

Until a trial or subscription has started, transactions cannot be recorded. No other part of the Service is open to the business before then. When a trial or subscription ends without renewal, the business becomes read-only: records remain available to view and export, but new transactions cannot be recorded.

Subscriptions renew automatically each month until cancelled. We will give at least 30 days’ notice of a price change, which applies from the next renewal after the notice period. A change of Plan takes effect when confirmed by the payment provider. If a renewal payment fails or is reversed, access may become read-only until payment is completed.

10. Cancellation and Refunds

The Customer may cancel at any time from Billing & Subscription in the Service. The Plan remains active until the end of the period already paid for and does not renew. Refunds are handled under the Refund and Cancellation Policy.

11. Security and Confidentiality

We maintain administrative, technical and physical safeguards appropriate to the nature of the Service, described on our Security page. No system is completely secure, and we do not guarantee that unauthorized access will never occur. Each party will protect the other’s confidential information with reasonable care and use it only for the purposes of these terms.

12. Third-Party Services

The Service relies on third-party providers listed on the Subprocessors page. Third-party products and services used with the Service, such as card terminals, printers, payment processors, online stores and email providers, are governed by their own terms, and Retaiva is not responsible for them or for their availability.

13. Intellectual Property

Retaiva and its licensors own the Service, including its software, design and documentation. Subject to these terms and payment of applicable fees, the Customer receives a non-exclusive, non-transferable, non-sublicensable right for its Authorized Users to use the Service for the Customer’s internal business during the subscription. All rights not expressly granted are reserved. Feedback may be used by Retaiva without obligation.

14. Export Controls and Sanctions

The Customer represents and warrants that neither it nor any of its owners, Authorized Users or beneficial owners is located, organized or ordinarily resident in a country or territory subject to comprehensive sanctions or embargo, or is named on, or owned or controlled by a person named on, a sanctions or restricted-party list maintained by the United Nations, the United States, the European Union, the United Kingdom or any other applicable authority. The Customer will not access, use, export or re-export the Service in breach of export control or sanctions law. Retaiva may suspend or terminate access immediately, without liability, if it reasonably believes this section has been breached.

15. Suspension

We may suspend access, in whole or in part, if reasonably necessary to prevent a security threat or harm to the Service or others, if required by law, if the Customer breaches these terms or the Acceptable Use Policy, for non-payment, or if we reasonably believe the Service is being used unlawfully, including to carry on a business or to dispense medication without a licence, registration or authorization the law requires. Where practical we will give notice and limit the suspension to what is necessary.

We have no duty to monitor how Customers use the Service or to check that they act lawfully. Not suspending a Customer is not approval of anything it does.

16. Term, Termination and Data Export

Either party may terminate for convenience by cancelling the subscription or closing the business account; Retaiva will give at least 30 days’ notice before terminating for convenience. Either party may terminate on written notice if the other materially breaches these terms and does not remedy the breach within 30 days. Retaiva may terminate immediately on notice for a breach of section 14 or of the Acceptable Use Policy, or where continuing to provide the Service would be unlawful.

The business owner can request an export of business records at any time from support@retaivatt.com. After termination, Customer Data remains available for export on request for 30 days, after which it may be deleted in line with the Data Processing Addendum, except where retention is required by law or a legal hold applies.

17. Disclaimer of Warranties

To the maximum extent permitted by applicable law, the Service, and everything provided with it, is provided “as is” and “as available”, with all faults and without warranty of any kind. Retaiva expressly disclaims all warranties, conditions and representations, whether express, implied or statutory, including any implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, title, non-infringement and accuracy, and any warranty that the Service will be uninterrupted, timely, secure or error-free, that defects will be corrected, or that data will not be lost.

Retaiva does not warrant that the Service, or the records, receipts, invoices, tax calculations, labels, reports and other documents it produces, meet the legal, tax, fiscal, accounting, professional or regulatory requirements that apply to the Customer’s business in any country. The Customer decides whether the Service is suitable for its business and its obligations.

18. Limitation of Liability

To the maximum extent permitted by applicable law, neither party is liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of profits, revenue, business, anticipated savings, data or goodwill, business interruption or cost of substitute services, even if advised of their possibility. Each party’s total liability arising out of or in connection with these terms or the Service is limited to the greater of the fees paid or payable by the Customer for the Service in the 12 months before the event giving rise to the claim, and 12 times the monthly price of the Customer’s Plan at the time of that event. This is an aggregate limit for all claims together.

To the maximum extent permitted by applicable law, Retaiva is not liable for loss arising from:

• a prescribing, dispensing, clinical or professional decision, act or omission of the Customer or its personnel, including the supply of medication to any person;
• the Customer, its pharmacy or its personnel not holding a licence, registration or authorization the law requires;
• taxes, penalties, interest or fines arising from the Customer’s tax settings, filings, receipts or invoices, or its failure to comply with Applicable Law; or
• Customer Data that is inaccurate or incomplete, including product, price, tax, medication and label details.

These limits and exclusions apply however liability arises, whether in contract, tort (including negligence), misrepresentation, breach of statutory duty or otherwise. They do not apply to the Customer’s payment obligations or to the Customer’s obligations under section 19. Nothing in these terms excludes or limits a party’s liability for death or personal injury caused by its negligence, for its fraud, or for any other liability that cannot be excluded or limited by law.

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of certain damages. In those jurisdictions, the disclaimers, exclusions and limits in these terms apply to the greatest extent the law allows, and Retaiva’s liability is limited to the smallest amount the law permits. The parties agree that these limits are a reasonable allocation of risk and reflected in the price of the Service.

19. Indemnity

To the extent permitted by law, the Customer will defend, indemnify and hold harmless Retaiva, its affiliates, and their officers, directors, employees and agents against all third-party claims, demands and proceedings, and against regulatory or enforcement action, and all resulting losses, damages, fines, penalties, judgments, settlements and reasonable costs, including legal fees, arising from or relating to:

• Customer Data;
• the Customer’s operation of its business and its products and services, including the supply or dispensing of medication;
• the Customer’s breach of Applicable Law, of these terms or of the Acceptable Use Policy;
• a representation or warranty the Customer gives in these terms being untrue;
• the Customer, its pharmacy or its personnel not holding a licence, registration or authorization the law requires;
• professional, clinical or dispensing decisions made by the Customer or its personnel; or
• claims by the Customer’s customers, patients, employees, contractors or Authorized Users.

Retaiva will notify the Customer of a claim it seeks to be indemnified for, allow the Customer to control its defence, and give reasonable cooperation at the Customer’s cost. The Customer will not settle a claim in a way that admits fault by, or imposes an obligation on, Retaiva without Retaiva’s written consent.

Retaiva will defend the Customer against third-party claims that the Service, as provided by Retaiva, infringes that party’s intellectual property rights, and pay damages finally awarded against the Customer on such a claim, subject to section 18. This does not apply to claims arising from Customer Data, third-party products, or use of the Service other than in line with these terms. Retaiva may instead modify or replace the Service, or end the subscription and refund prepaid fees for the unused period. This is the Customer’s only remedy for such claims.

20. Force Majeure

Neither party is liable for failure or delay in performing its obligations, other than payment obligations, caused by events beyond its reasonable control, including natural disasters, epidemics, war, terrorism, civil unrest, labour disputes, acts of government, power or internet failures, cyberattacks, and outages or failures of third-party providers, including Amazon Web Services, Freemius, email providers and payment processors.

21. Time Limit for Claims

To the extent permitted by applicable law, any claim against Retaiva arising out of or in connection with these terms or the Service must be brought within one year after the claimant knew or ought reasonably to have known of the facts giving rise to it, after which it is permanently barred.

22. Changes to These Terms

We may update these terms. We will give notice of material changes in the Service or by email before they take effect, except where a change is required sooner by law or for security. Business owners are asked to accept material changes in the Service before continuing to manage the business, and Authorized Users before continuing to use it. A material change applies to a Customer from the earlier of its business owner accepting it and the Customer continuing to use the Service after notice of it. A Customer that does not agree to a change must stop using the Service and may cancel. Earlier versions remain on record.

23. Governing Law and Disputes

These terms, and any dispute or claim arising out of or in connection with them or the Service, including non-contractual disputes, are governed by the laws of the Republic of Trinidad and Tobago, without regard to conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

The parties will first try in good faith to resolve any dispute through discussion between senior representatives for at least 30 days after written notice of it. The courts of Trinidad and Tobago have exclusive jurisdiction over disputes that are not resolved, and each party submits to that jurisdiction. Retaiva may seek urgent injunctive relief, or recover unpaid fees, in any court of competent jurisdiction.

To the extent permitted by applicable law, each party may bring claims against the other only in its individual capacity, and not as a claimant or member in any purported class, collective, consolidated or representative proceeding.

24. General

These terms, with the documents they reference, are the entire agreement about the Service and supersede any earlier agreement, proposal or representation about it. Terms in any purchase order or other document of the Customer do not apply. The parties agree that these terms may be formed and accepted electronically and that electronic records of acceptance are valid.

The parties are independent: Retaiva does not operate, supervise or take part in the Customer’s business, and nothing in these terms creates a partnership, agency, employment or fiduciary relationship. The Customer may not assign or transfer these terms without Retaiva’s written consent. Retaiva may assign them to an affiliate or to a successor of its business. No one other than the parties has any right to enforce these terms.

If a provision is held invalid or unenforceable, it is limited to the minimum extent necessary and the rest remains in effect. A failure or delay in exercising a right is not a waiver of it. Sections 5 to 8, 13, 14 and 17 to 24, and any other term meant to continue, survive termination.

Notices to the Customer may be sent to the business owner’s email or shown in the Service; notices to Retaiva must be sent to support@retaivatt.com. These terms are written in English. Any translation is for convenience only, and the English version prevails if they conflict.