MASTER SERVICE AGREEMENT

Orchard & Co LLC | LayerKick Platform

Effective Date: March 7, 2026

This Master Service Agreement (“Agreement”) is entered into between Orchard & Co LLC, a Wyoming limited liability company operating the LayerKick platform (“LayerKick”), and the customer identified at the time of subscription (“Customer”). By checking the acceptance box and proceeding to payment, Customer confirms they have read this Agreement, have the authority to bind their organization, and agree to its terms.

1. Definitions

“Service” means the LayerKick edge performance platform, including the edge rendering layer, automatic failover infrastructure, webhook-driven cache invalidation, dashboard, and all associated tooling provided by LayerKick to Customer.

“Customer Data” means storefront content, product data, and any other data belonging to Customer that LayerKick accesses via Shopify APIs solely to deliver the Service.

“Performance Data” means operational signals, metrics, and analytics generated by LayerKick’s platform as a byproduct of delivering the Service, including request latency, cache performance, and third-party app impact data.

“Order” means the subscription details confirmed at checkout, including the applicable fee and billing cycle.

“Billing Period” means each recurring subscription cycle as defined in the Order.

2. The Service

2.1 What LayerKick Provides

LayerKick provides a Shopify edge performance platform that renders Customer’s storefront via a globally distributed infrastructure layer and serves it to end users. The Service is designed to improve storefront speed and performance without requiring Customer to modify or rebuild their Shopify theme.

2.2 Automatic Failover

The Service operates a dual-layer delivery architecture. In the event the LayerKick edge layer becomes unavailable for any reason, Customer’s storefront automatically fails over to the origin Shopify store. Customer’s storefront remains accessible to end users at all times through this failover mechanism. LayerKick makes no uptime guarantee for the edge layer specifically.

2.3 No Warranties — Service Provided As-Is

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. LAYERKICK EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, UNINTERRUPTED AVAILABILITY, SPECIFIC PERFORMANCE OUTCOMES, OR VISUAL AND FUNCTIONAL PARITY WITH CUSTOMER’S ORIGIN SHOPIFY STORE. CUSTOMER USES THE SERVICE AT THEIR OWN RISK.

2.4 No Uptime Commitment

LayerKick does not guarantee any specific level of uptime or availability for the edge layer. Downtime, degradation, or unavailability of the edge layer does not entitle Customer to refunds, credits, or any other remedy, except as expressly stated in Section 5 of this Agreement.

3. Fees and Billing

3.1 Fees

Customer agrees to pay the fees specified at the time of subscription. All fees are due at the start of each Billing Period. Fees are non-refundable except as required by applicable law.

3.2 Price Changes

LayerKick may adjust pricing at the end of any Billing Period with at least 30 days written notice. Continued use of the Service following a price change constitutes acceptance of the new pricing.

3.3 Late Payment

If payment fails, LayerKick may suspend access to the Service immediately upon notice. LayerKick reserves the right to terminate the Agreement if payment is not received within 7 days of the due date.

3.4 Taxes

All fees are exclusive of applicable taxes. Customer is responsible for all taxes, duties, or levies arising from their use of the Service, except for taxes based on LayerKick’s net income.

4. Data Ownership and Usage

4.1 Customer Data

Customer retains full ownership of all Customer Data. LayerKick accesses Customer Data solely to deliver the Service and does not sell, transfer, or disclose Customer Data to third parties except as required by law. LayerKick does not retain Customer Data following termination of the Agreement beyond what is operationally necessary, and will purge Customer Data within 30 days of termination.

4.2 Performance Data

LayerKick owns all Performance Data generated by the platform. LayerKick may use Performance Data to improve the Service, develop new features, and publish benchmarks, case studies, and industry reports, provided that any published Performance Data is aggregated and anonymized and does not identify Customer or Customer’s end users.

4.3 Named Case Studies and Marketing

LayerKick may reference Customer’s name and performance outcomes for marketing purposes, including case studies, testimonials, and promotional materials, unless Customer provides written notice opting out via the LayerKick dashboard. Customer may opt out at any time and LayerKick will remove identifying references within 30 days of receiving the opt-out notice.

4.4 End-User Privacy

LayerKick does not intentionally collect, store, or process personal data belonging to Customer’s end users beyond what is transiently necessary to serve individual requests. LayerKick is not a data processor for Customer’s end-user personal data and Customer remains solely responsible for their own compliance with applicable privacy laws, including GDPR, CCPA, and Australian Privacy Act obligations.

5. Liability

5.1 Exclusion of Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LAYERKICK SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST REVENUE, LOST PROFITS, LOST CONVERSIONS, LOSS OF DATA, OR LOSS OF BUSINESS OPPORTUNITY, ARISING FROM OR RELATED TO THE SERVICE OR THIS AGREEMENT, REGARDLESS OF WHETHER LAYERKICK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

5.2 Aggregate Liability Cap

LayerKick’s total aggregate liability to Customer for any and all claims arising from or related to the Service or this Agreement shall not exceed the total fees actually paid by Customer to LayerKick in the three (3) months immediately preceding the event giving rise to the claim. If Customer has paid no fees at the time of the claim, LayerKick’s liability is zero.

5.3 Basis of Bargain

Customer acknowledges that the limitations of liability set forth in this Section reflect a reasonable allocation of risk and form an essential basis of the Agreement. LayerKick would not provide the Service on the terms set out in this Agreement without these limitations.

6. Shopify API Access

6.1 Scope of Access

Customer grants LayerKick access to Customer’s Shopify store via custom app credentials or collaborator access solely for the purpose of delivering the Service. LayerKick will not use Shopify API access for any purpose outside of operating the Service for that specific Customer.

6.2 Customer Responsibility

Customer is responsible for ensuring that LayerKick’s API credentials remain valid and correctly scoped throughout the term of this Agreement. Service degradation resulting from Customer’s failure to maintain valid credentials, including accidental revocation or misconfiguration of API access, is excluded from any liability on LayerKick’s part.

6.3 Termination of Access

Upon termination of this Agreement, LayerKick will cease accessing Customer’s Shopify APIs. Customer is solely responsible for revoking LayerKick’s API credentials and collaborator access following termination. LayerKick bears no liability for any access that persists due to Customer’s failure to revoke credentials.

7. Customer Obligations

7.1 Cooperation

Customer agrees to respond to reasonable requests from LayerKick in a timely manner, including requests related to onboarding, configuration, and service maintenance. Service degradation arising from Customer’s failure to cooperate is excluded from any liability on LayerKick’s part.

7.2 No Interference

Customer shall not attempt to modify, reverse engineer, circumvent, or replicate the LayerKick platform or its underlying implementation. Customer shall not scrape, probe, or conduct unauthorized load testing against the LayerKick edge layer. Customer must notify LayerKick at least 48 hours in advance of any planned third-party performance testing or synthetic load testing directed at their storefront.

7.3 Lawful Use

Customer is responsible for ensuring that their storefront content and operations comply with all applicable laws. LayerKick bears no liability for Customer’s unlawful use of the Service.

7.4 Shopify Compliance

Customer is responsible for ensuring that their use of the Service complies with Shopify’s terms of service and partner policies. LayerKick is not affiliated with or endorsed by Shopify.

8. Force Majeure

LayerKick is not liable for any failure or delay in delivering the Service caused by circumstances beyond its reasonable control, including but not limited to: outages or failures of third-party cloud infrastructure or network providers; failures of the Shopify platform, including Shopify API unavailability or Shopify storefront downtime affecting checkout and commerce functionality; internet infrastructure failures including DNS and routing incidents; natural disasters, acts of government, or other force majeure events.

For the avoidance of doubt, if Shopify’s platform is unavailable, Customer’s end users may be unable to complete purchases regardless of the status of the LayerKick edge layer. This is not a failure of the Service.

9. Term and Termination

9.1 Term

This Agreement commences on the date Customer accepts it and continues on a recurring basis for successive Billing Periods until terminated in accordance with this Section.

9.2 Cancellation by Customer

Customer may cancel the Service at any time through the LayerKick dashboard cancellation flow. To be effective in the current Billing Period, cancellation must be submitted at least 14 days before the end of that Billing Period. Cancellations submitted within 14 days of the end of a Billing Period will take effect at the end of the following Billing Period. No refunds are provided for partial Billing Periods.

9.3 DNS Responsibility on Cancellation

Customer is solely responsible for updating their DNS records before the Service termination date. LayerKick will deprovision Customer’s edge infrastructure at the end of the final Billing Period. Failure to update DNS records prior to deprovisioning will result in storefront downtime. LayerKick bears no liability for downtime caused by Customer’s failure to update DNS configuration.

9.4 Termination by LayerKick

LayerKick may terminate this Agreement immediately upon written notice if: (a) Customer fails to pay fees within 7 days of the due date; (b) Customer materially breaches this Agreement and fails to cure the breach within 7 days of notice; or (c) Customer uses the Service in a manner that violates applicable law or Shopify’s terms of service.

9.5 Effect of Termination

Upon termination, LayerKick will deprovision Customer’s edge infrastructure and purge Customer Data within 30 days. Sections 4, 5, 6.3, and 10 survive termination.

10. General Provisions

10.1 Governing Law

This Agreement is governed by the laws of the State of Wyoming, without regard to its conflict of law provisions. Any disputes arising from this Agreement shall be resolved in the courts of Wyoming.

10.2 Entire Agreement

This Agreement, together with the Order confirmed at checkout, constitutes the entire agreement between the parties regarding the Service and supersedes all prior or contemporaneous agreements, representations, or understandings relating to the same subject matter.

10.3 Amendments

LayerKick may update this Agreement at any time. Customers will be notified of material changes at least 30 days in advance. Continued use of the Service following notice of changes constitutes acceptance of the updated Agreement.

10.4 Severability

If any provision of this Agreement is found to be unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remainder of the Agreement will continue in full force and effect.

10.5 No Waiver

LayerKick’s failure to enforce any provision of this Agreement does not constitute a waiver of its right to enforce that provision in the future.

10.6 Assignment

Customer may not assign this Agreement or any rights under it without LayerKick’s prior written consent. LayerKick may assign this Agreement in connection with a merger, acquisition, or sale of substantially all of its assets.

10.7 Notices

Notices under this Agreement may be delivered by email. Notices to LayerKick should be sent to platform@layerkick.com. Notices to Customer will be sent to the email address associated with their LayerKick account.

10.8 Relationship of Parties

The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship between the parties.

By proceeding with a subscription to LayerKick, Customer confirms acceptance of this Agreement.

LayerKick is a product of Orchard & Co LLC platform@layerkick.com | layerkick.com