Erathos - ACCEPTANCE OF THE TERMS OF USE

ERATHOS T.I. LTDA.

CNPJ/ME No. 35.616.731/0001-40

Jerônimo Monteiro Avenue, 1000, Rooms 1501/1503, Downtown, Vitória, ES, ZIP Code 29010-004

Last updated on 12/21/2025.

1. ABOUT THE ADHESION TERM

1.1. This is the Adhesion Term for Erathos Services and use of the Erathos Platform, hereinafter referred to only as the “Term,” which will govern the services contracted and provided if adhered to by you, establishing the rules for all contracting parties of the Erathos Platform. To contract the services, your adherence to this Term is required.

1.2. As this document may eventually be amended, the date of its latest update will always be available and you will receive an email informing you of this change.

1.3. Through this Adhesion Term, the CLIENT will accept the entirety of the Terms of Use set forth below starting from Clause 2, including the full service delivery format, obligations, and responsibilities of each party in the relationship.

2. SUBJECT MATTER

2.1. The subject matter of this Term is the provision of services by ERATHOS in favor of the CLIENT, under the scope and commercial conditions described in the Commercial Proposal selected and accepted without reservations by the CLIENT, which shall, in turn, become part of this Term as if fully transcribed herein.

2.2. For the execution of services not described in the Commercial Proposal, mutual agreement between the Parties will be required, to be formalized through prior communication by email.

2.3. ERATHOS shall provide the services described in this clause on a non-exclusive basis and may provide services to third parties, provided there is no conflict of interest with what is agreed in this Term.

2.3.1. The license of use granted to the CLIENT is revocable, non-exclusive, and non-transferable.

2.3.1. The license to use the Platform will remain active while the Contracting under these Terms remains active.

3. PRICE AND PAYMENT TERMS

3.1. For the services described in Clause 2.1., ERATHOS will receive compensation, paid by you, CLIENT, according to the Commercial Proposal selected and accepted by you at the time of contracting the services.

3.2. Payment for the services described in Clause 2.1. will occur within the deadlines and conditions established in the Commercial Proposal selected and accepted by you.

3.3. Payment will be made in the manner and within the deadlines defined on the page where the contracting will be completed, with adherence to the Commercial Proposal selected and accepted by the CLIENT and the payment format chosen by it among the options provided by the CONTRACTOR.

3.4. If any payment issue occurs on the part of the CLIENT, unrelated to the operation of the payment methods offered by the CONTRACTOR, resulting in delay of the deadlines stipulated between the parties at the time of contracting, a 2% (two percent) fine on the monthly consideration amount will apply, in addition to 1% (one percent) monthly interest, or fraction thereof, calculated pro rata die between the due date and the effective payment date.

3.5. The amounts in the Commercial Proposal may be adjusted by ERATHOS, in which case the CLIENT will be informed in advance.

3.6. If the CLIENT chooses to host its database in the cloud used by the CONTRACTOR – Google Cloud services through the Big Query platform –, the Parties agree that if the free-use limits provided by the cloud storage provider are exceeded, resulting in storage costs for the CONTRACTOR, such expenses will be measured and passed on to the CLIENT, who hereby fully agrees to pay these amounts in full, and the pass-through of such expenses must comply with the Google Cloud Big Query pricing policy, which may be accessed by the Parties at https://cloud.google.com/bigquery/pricing?hl=pt-br. Non-payment of the amounts referring to the extraordinary costs provided in this Clause constitutes grounds for contractual termination due to fault attributable to the CLIENT, subjecting it to payment of hosting expenses billed to the CONTRACTOR plus a fine equivalent to 03 (three) times the amount disbursed by the CONTRACTOR.

3.7 If the CLIENT chooses the free plan, it is required to follow that plan’s limits. It is against our policy to try in any way to circumvent limits by using multiple workspaces for the same company. If this practice is detected, the CONTRACTOR reserves the right to stop providing services.

4. CLIENT OBLIGATIONS

4.1. Under this term, you, the CLIENT, undertake to:

4.1.1. Ensure that data collection follows the highest security standard and that your policy complies with Law No. 13,709/2018 (General Data Protection Law);

4.1.2. Fulfill all obligations described in this agreement, as well as act in a manner to faithfully comply with what was agreed;

4.1.3. Make payment to ERATHOS according to what is stipulated in the selected and accepted Commercial Proposal;

4.1.4. Not make ERATHOS data and information accessible to third parties, as provided in Clause 8 of this instrument;

4.1.5. Provide ERATHOS with all information and documents that, on its part, are necessary to fulfill this Term and/or as a result of legal requirements;

4.1.6. Refrain from practicing acts that may negatively affect ERATHOS’s image and reputation, including violation of third-party intellectual property rights, being fully responsible for the consequences of any potential infringement.

4.1.7. Be responsible for the information entered in the Erathos Platform through registration, permissions, passwords, and the usage mode of its users, and the CLIENT acknowledges that ERATHOS is not, under any circumstances, responsible for the content (information, passwords, copies of information, etc.) included in the Platform by the CLIENT, and therefore such information is not reviewed by ERATHOS at any time.

4.1.8. Not use the Platform in any way that may imply an unlawful act, infringement, rights violation, or damage to ERATHOS or third parties, including, but not limited to, using it to invade a computing device with the objective of obtaining, altering, or destroying data or information without the express authorization of the owner of such data or of the device or server where such data is stored, as well as not using the Platform to commercialize unlawful products or services; or those that are not in compliance with law, rules, decrees, regulations, ordinances issued by any governmental entity; that are products of theft or robbery; and also not reproducing or violating Copyrights.

4.1.9. If the CLIENT believes that its Platform access login and password have been stolen or are known by others, for any reason, the CLIENT must immediately inform ERATHOS of this fact, without prejudice to immediately changing its password through the Platform.

4.2. The CLIENT acknowledges that ERATHOS’s Terms of Use and Privacy Policy are applicable to it.

4.3. If the CLIENT is violating the content rules established in this contract and other legal standards, ERATHOS reserves the right to suspend the CLIENT’s access to the Alexandria Platform.

5. ERATHOS OBLIGATIONS

5.1. ERATHOS undertakes to:

5.1.1. Execute the contractual object based on the specifications of the Commercial Proposal approved by the CLIENT;

5.1.2. Maintain, with its employees, the confidentiality of all information acquired through service provision and provided by the CLIENT, regardless of the nature of the shared information;

5.1.3. Verify and resolve possible complaints and issues when fulfilling this contractual object;

5.1.4. Supervise and guide its service providers, according to the stipulations set forth in this Term;

5.1.5. Observe, by itself and through its employees, representatives, and subcontractors, all internal rules of the CLIENT, if they remain on its premises or in its service;

5.1.6. The CLIENT’s data must be fully returned to it at the end of this Term, and its history and data must be permanently deleted from ERATHOS’s database after delivery and completion of the provided service, except if maintenance is necessary due to legal requirements and information on platform usage for error monitoring and to provide the necessary support to the CLIENT.

5.2. ERATHOS may not, except as set forth in Clause 10.7 below, subcontract its obligations or assign this Term, in whole or in part, to third parties without the CLIENT’s prior and express written authorization.

5.2.1. ERATHOS shall remain fully and exclusively responsible for the obligations and liabilities assumed herein before the CLIENT, in the event of written authorization by the latter for subcontracting services.

5.3. ERATHOS is not obligated or responsible for the following situations:

5.3.1. For operation failure, operation by unauthorized persons, or any other cause where there is no fault by ERATHOS;

5.3.2. For issues defined as “fortuitous event” or “force majeure,” covered by art. 393 of the Brazilian Civil Code;

5.3.3. For possible issues arising from third-party actions that may interfere with service quality;

5.3.4. For possible legal violations committed by the CLIENT, of fiscal, tax, labor, social security, criminal, or any other nature.

5.4. In no case shall ERATHOS be liable for personal damages or any incidental, special, indirect, or consequential damages, including, without limitation, loss of profits, corruption or data loss, failure to transmit or receive data, business interruption, or any other damage, commercial loss, or any other reason arising from or related to the lack of success of this Partnership.

6. AMENDMENT AND TERMINATION

6.1. Possible changes to the contractual object may generate possible changes in the amounts to be paid to ERATHOS as consideration for the provided service, so that changes to these amounts will also be budgeted, agreed between the parties, and formally provided for in a separate instrument.

6.1.1. ERATHOS may propose to the CLIENT the acquisition of other services or tools, in addition to the object of this Term, which may be contracted for different terms and amounts, through separate negotiation and contracting.

6.2. This Term may be terminated if either party fails to comply with the obligations described, preserving the right to receive consideration for services provided, as well as any type of indemnification for non-compliance with what was agreed.

6.3. Failure to pay any amounts on the respective contracted due dates shall not result in automatic termination of this Term, but will result in ERATHOS sending an email, and payment must be regularized within up to 5 (five) business days from receipt of the notice.

6.3.1. If you, CLIENT, do not regularize payment within the period mentioned in Clause 6.3 above, ERATHOS may suspend your access to the Platform until the financial pending issue is resolved.

6.3.2. If payment delay remains for 30 (thirty) days, ERATHOS reserves the right to terminate this Term and require payment of the fine stipulated in Clause 7.1

6.4. After the term of the contracting accepted by the CLIENT has passed, the parties stipulate the possibility of termination without cause, without any fine or indemnification, provided that written notice is given, mandatorily by email, at least 30 (thirty) days in advance, without prejudice to fulfillment of pending obligations.

6.4.1. If you, CLIENT, choose to terminate this Term before the term contracted in the selected and accepted Commercial Proposal, you will be subject to payment of a fine in the amount of 30% (thirty percent) of the total value of the Term.

6.5. This Term may be terminated immediately, regardless of any judicial or extrajudicial notice, in the following events:

● Bankruptcy, judicial recovery, or dissolution of either party;

● When child labor or irregular adolescent labor is used.

7. CONTRACTUAL FINE

7.1. Non-compliance with the obligations set forth in this Term will result in application of a fine in the amount of 10% (ten percent) of the contracting value provided in the Commercial Proposal selected and accepted by the CLIENT.

8. CONFIDENTIALITY

8.1. For the purposes of this Term, all and any information, oral or written, of a technical, operational, financial, commercial, or legal nature shall be considered Confidential Information, including, without limitation, know-how, databases, models, formulas, samples, theories, patents, intellectual property, materials, technologies, manufacturing information and process technologies, flowcharts, photographs, illustrations, personal data, projects, project records, employee lists, business manuals, programming codes, computer programs, advanced languages, inventions, industrial secrets, financial conditions, development plans, co-development identities, customer lists and data, business plans, potential business, business strategies, business records, market records, policies, procedures, product and service concepts, methods, techniques, documents, contracts of any kind, opinions and research of any kind; in short, any and all information that the disclosing Party makes available to the receiving Party regarding the business, operations, products, technologies, and services developed or owned by the disclosing Party, its parent companies, subsidiaries, or affiliates.

8.2. The Parties undertake between themselves the obligation not to use, not to disclose, not to exploit, not to reveal, not to provide, nor make accessible to third parties unrelated to this Term the confidential information disclosed by the other Party.

8.3. The Parties must protect the confidential information disclosed by the other Party against unauthorized use or disclosure, with the same care and protection they use to protect their own confidential information.

8.4. The parties will only use confidential information to provide the service set forth in this Term, undertaking not to use it for any other purpose, directly or indirectly, except if previously and expressly authorized in writing by the other party.

8.4.1 The parties undertake to use Confidential Information in an honest, diligent, and reasonable manner, strictly in accordance with the other party’s guidance, solely to achieve the specifically necessary purposes within the scope of the business relationship.

8.4.2. The parties undertake to disclose Confidential Information only to their employees, collaborators, administrators, partners, directors, and related parties directly involved in service provision. Confidential information will be disclosed only to the extent strictly necessary for service execution and they must also ensure, by written agreement, that these Representatives comply with the terms of this Commitment, maintaining confidentiality over Confidential Information and not disclosing it to any third parties, with the receiving Party being liable for any and all unauthorized use and disclosure of Confidential Information by its Representatives.

8.4.3. Except with the express authorization of the other party, neither party may transfer captured, edited, or raw material to third parties that are not part of the production and/or service provision team, internet, or another type of media.

8.5. The Parties further undertake, for themselves, their employees, administrators, partners, and any related parties, to use their best efforts to protect Confidential Information against any unauthorized disclosure.

8.6. The Parties, when receiving information, undertake not to use the confidential information to which they have access to generate their own exclusive and/or unilateral present or future benefit, or for third-party use.

8.7. Upon termination of this Instrument, or upon written request by the other Party, all Confidential Information made available to the opposing Party as a result of this Commitment, together with all tangible copies thereof that have been produced, all notes, descriptions, summaries, and materials involving or based on Confidential Information, must be destroyed or returned to the Disclosing Party, at its sole discretion, within the reasonable period required by it.

8.8. All Confidential Information to which the Receiving Party has access will remain the exclusive property of the Disclosing Party. Each Party accepts and agrees that it does not and will not have any rights over the other Party’s Confidential Information, and the respective Confidential Information is the exclusive property of each of the Parties, subject to applicable law. No clause of this Instrument shall be interpreted as assignment of any right pertaining to Confidential Information.

8.9. Verification of any violation of this Clause will subject the infringing Party to payment of indemnification for losses and damages caused, without prejudice to the application of any and all civil or criminal sanctions provided for under Brazilian law.

9. DATA PROTECTION

9.1. ERATHOS and the CLIENT acknowledge that, due to the subject matter of this Term, they will carry out processing activities of information related to identified or identifiable natural persons (“Personal Data”) and declare that, in the context of performance of their contractual obligations, they will comply with all legislation applicable to such processing, including, but not limited to, Law No. 13,709/2018. To this end, ERATHOS and the CLIENT will meet applicable standards in their segment regarding personal data processing, ensuring that:

● They will obtain all rights, consents, and/or authorizations required by the LGPD and other applicable laws to disclose, share, and/or authorize processing of personal data for fulfillment of their contractual and/or legal obligations;

● They will not retain personal data that exceeds the purposes provided in this Term;

● They will inform and instruct their employees, service providers, and/or third parties about personal data processing, observing all conditions of this Term, including where data subjects have direct access to any system (online or not) to fill in information that may contain personal data, ensuring privacy and confidentiality of personal data, and maintaining strict control over access to such data;

● They will not provide or share, under any circumstances, sensitive personal data of their employees, service providers, and/or third parties, unless expressly requested by one Party to the other, if the object of the Term justifies receipt of such sensitive personal data, strictly for purposes of compliance with applicable law;

● One Party will inform the other of any security incident within up to 48 (forty-eight) hours, counted from the moment it became aware, by any means, of the respective incident involving data leakage, incident, or unauthorized access;

● They will amend, correct, erase, provide access, anonymize, or perform portability of personal data to third parties upon request by the requesting Party and ensure that all personal data processed is accurate and up to date;

● They will irreversibly delete personal data retained in their records, upon request by the other Party or data subjects, at any time, except as determined by law or court order;

● They will implement security measures substantially in accordance with applicable industry standards, designed to ensure security, confidentiality, and integrity of personal data;

● They will collaborate with the other Party, upon request, in fulfilling obligations to respond to requests and claims from individuals and/or governmental authorities regarding personal data;

● Upon termination of this Term, processing shall cease, including any use of personal data, and they will return to the other Party or destroy all personal data and all copies thereof, except if required to maintain a copy of certain personal data strictly by law.

9.2. The Parties may only process personal data to which they have access by reason of their duties under this Term for the exclusive purpose of achieving purposes directly related to execution of its subject matter and fulfillment of their contractual obligations, and processing personal data for any other purposes not expressly provided in this Term is prohibited.

9.3. ERATHOS may not share any personal data processed under this Term with third parties, except as set forth in Clause 10.7 below. However, the CLIENT may authorize certain sharing with third parties in cases where necessary for ERATHOS to fulfill this Term, and such authorizations must be made in writing and may not be presumed. In such cases, the CLIENT will be responsible for the consent necessary for ERATHOS to carry out eventual sharing of personal data.

9.4. ERATHOS and the CLIENT undertake to apply technical and organizational information security and corporate governance measures suitable to protect personal data processed under the Term. To this end, the parties declare and warrant that they have measures, processes, controls, and security and governance policies appropriate to the protection of personal data processed due to this Term and compatible with applicable legislation, including, without limitation, adoption of appropriate administrative, technical, and physical safeguards to protect personal data against Incidents of any nature.

9.5. The CLIENT acknowledges that no system, platform, or application is absolutely immune to hacker attacks and/or intrusions and other malicious agents, and ERATHOS is not responsible for any unauthorized deletion, acquisition, use, or disclosure of data resulting from attacks that ERATHOS could not reasonably prevent through its security standards and in compliance with the obligations agreed herein.

9.6. Under this Term, ERATHOS acts as data processor, and the CLIENT acts as controller, both as provided in art. 5 of the LGPD. Thus, ERATHOS processes data according to instructions provided by the CLIENT, and responsibility for decisions regarding data processing lies exclusively with the CLIENT.

9.7. The CLIENT authorizes ERATHOS to subcontract third parties for provision of the services subject to this Term, it being clear that personal data processing performed by third parties will occur only within the limits of this Term.

10. JURISDICTION

10.1. We value amicable resolution of potential conflicts between ERATHOS and you, CLIENT. However, if it is necessary to resolve any controversy arising from these terms through legal proceedings, you agree to choose the jurisdiction of the District of Vitória, ES (TJES), to the exclusion of any other, however privileged it may be or become.

11. NON-SOLICITATION

11.1. The CLIENT expressly undertakes not to hire any collaborator who is or has been part of ERATHOS’s staff during the term of this instrument and up to 24 (twenty-four) months after its termination, unless there is express consent from ERATHOS for such, under penalty of application of a contractual fine equivalent to 24 (twenty-four) salaries of the hired employee.

12. GENERAL PROVISIONS

12.1. The CLIENT has no management over the place and time of ERATHOS’s service provision, and ERATHOS is free to choose the best time and place for service performance, provided that tasks and deadlines stipulated between the parties are met. Therefore, there is no type of subordination relationship between ERATHOS and the CLIENT.

12.1.1. Provision of the services described in this Term does not constitute any employment relationship, and the CLIENT has no responsibility in this regard.

12.2. Relevant communications for execution of this Term, such as deadlines and specifications, must be made in writing by email or another type of electronic message to be agreed between the parties.

12.3. The CLIENT allows use of its image by ERATHOS on its website or in other communications that reference the partnership between the brands. The image must be used appropriately, and any damage must be compensated by ERATHOS.

12.4. The CLIENT’s adherence takes effect from acceptance of these Terms, and will remain valid while the selected and contracted plan lasts, without prejudice to the possibility of termination without cause under Clause 6.4.

12.5. The parties agree that breach of any obligation that is tolerated, without enforcement of the respective fine by the other party, will be understood as mere liberality or tolerance, not constituting precedent, novation, or amendment of what was agreed in this contract, and therefore all its clauses and conditions remain in force, whole, and enforceable.

12.6. The CLIENT is prohibited from transferring this contract, in whole or in part, to third parties without ERATHOS’s prior written authorization.

And, being thus agreed by the Parties, the CLIENT accepts and fully adheres to the Terms of Use, which it does by clicking acceptance of this Adhesion Term.