Terms of Use

These are the terms that will determine and govern our relationship for all purposes. Before using our software, read it carefully in its entirety, as by using our services and products, you will be agreeing to these Terms.

(“Terms of Use”)

VOM LTDA. is a legal entity under Brazilian law, registered with CNPJ/MF 52.728.088/0001-66, with headquarters at Avenida Dos Andradas, 2287, Sala 1110, CEP 30120-016, municipality of Belo Horizonte/MG, Brazil, which through these Software License Terms of Use (“Terms of Use”), governs the rules and conditions for access and use of the Vom decision engine, Vom Studio and its API (“Software”).

Acceptance and Agreement

The use of the Software implies agreement with the licensing terms and conditions of use defined by VOM.
By signing the Software Licence Agreement, the Client confirms that he has read and fully agreed, freely and consciously, with all the provisions contained in this and other documents referenced here and/or attached, having nothing to oppose, as well as being obliged to comply him, for himself, his heirs and successors. If there is no agreement regarding the rules set out in the Terms of Use, it will not be possible to use the services and products made available by VOM.

Definitions and concepts

“API”: Application Programming Interface – is the Application Programming Interface that facilitates communication and exchange of information between systems.
“Platform” or “Software”: the software application, services and products covered by these Terms of Use, from simple and batch configuration and execution tools of decision rules and policies, including integration with different data sources , control of user permissions, management of manual decisions (operations table), configuration and execution of experiments (i.e. A/B testing), visualization and analysis of performance metrics, visualization of execution history, use of artificial intelligence for editing , generation of insights, interface via API with other internal and external applications, recommendations and policy changes, management and authoring of features, creation of automated workflows and associated user interfaces.
“Client” or “Licensee” or “Contractor”: the duly represented legal entity, which obtains the license to use the Software, access and enjoy of the functionalities offered, and, therefore, is subject to all the rules of the Terms of Use, Privacy Policies and other documents referenced and/or attached here.
“Software Licence Agreement”: term to be signed by the Licensee to formalize the contractual relationship with VOM, in which, in addition to the express agreement with the devices described in the Terms of Use, they present the commercial adjustments to regulate the specific relationship between the parties.
“Contract”: means these Terms of Use and the Software Licence Agreement, as documents that govern the contractual relationship between the Customer and VOM.
“Partners”: third parties that provide services related to the fulfillment of this contract. These third parties will be contractually linked to VOM and will comply with VOM's data security and privacy rules and policies, as well as comply with current legislation.
“Policy” or “Rules” or “Business Rules” or “Decision Logic” or “Decision Policy”: any configurations made within the Platform that determine the logical sequence of steps, execution conditions, calculations, references and the set of input and response variables related to the execution of a decision policy.
“Feature” or “Data”: Information from systems external to Vom stored in VOM databases and available for use by the Policies.
“Data Privacy Laws”: Laws or Acts governing the privacy of personal and consumer data for the jurisdiction of the Licensee operations, such as European GDPR, California (CPRA), Brazilian LGPD (Law 13,709/2018) or Canadian PIPEDA.

Use License

All those who use the Software, whose copyrights are owned by VOM, are subject to contracting the Use License (“License”).
The Software License is granted by VOM on a onerous, non-exclusive, non-transferable, revocable basis and for a fixed term, in accordance with the conditions stipulated in the contracted licensing plan and modality and in accordance with the Software Licence Agreement signed by the Licensee.
The Licensee obtains the license to use the Software exclusively for processing information arising from its activity or from legal entities previously informed and authorized by VOM.
VOM has the right to immediately cancel the Licensee's access to the Software if it is used in a way that violates these Terms of Use or in any way that causes actual or potential harm to VOM or violates any national or international law or regulation.

Licensing term and automatic renewal

The licensing term is determined and begins on the date on which the Licensee accepts the Terms of Use, by signing the Software License Agreement, and will be in force for the term contracted by the Licensee.
The Licensee is aware and agrees that the Software License Agreement will be automatically renewed for equal and successive periods, unless expressly stated otherwise by communicating to VOM by email at support@vomdecision.com, at least 5 (five) days before the end date of the term.
VOM may express through formal communication via the Licensee's registration email about the non-renewal of the Software License Agreement, as long as it does so at least 90 (ninety) days in advance of the end date of the term, must ensure compliance with all its obligations until the end of the commercial relationship with the Licensee
Licensing renewals will follow the same terms agreed in the Software License Agreement and its eventual updates, including with regard to penalties.

Intellectual Property

The Licensee does not acquire, through this Instrument or through the use of the Software, any intellectual property rights or other exclusive rights, including patents, designs, trademarks, copyrights or any rights to confidential information or trade secrets.
Licensee has no rights to the Software other than those expressly granted in this agreement. Any rights not expressly granted herein are reserved to VOM.
Any and all Decision Policies, Features or configurations made by Licensee are their intellectual property, being strictly subject to the confidentiality clause of these Terms of Use and the Privacy Policy of VOM.
The Licensee acknowledges and accepts that VOM is and will remain the owner of the intellectual property rights with respect to the Software and its technology, including, but not limited to, component parts, compilations, adaptations, translations, automated templates created by VOM, new versions and technical updates, concepts and methodologies used in this.
The Licensee is prohibited from selling, distributing, sublicensing, renting, lending, giving, disposing, assigning or otherwise transferring in whole or in part the License, and is also prohibited from copying, adapting, improving, altering, correcting , translate, update, perform reverse engineering, develop new versions of any of its parts, components and/or source code used in this contract. The Licensee further undertakes not to take any action to effect any registration in their favor.

Remuneration and Payment Methods

The Licensee must pay VOM the amount set out and under the conditions set out in the Software License Agreement, and any additional terms that may modify it.
Failure to pay by due dates will not result in automatic termination of the Agreement, but will lead to the suspension of Licensee's access to the Software until payments are settled.
Access will be reestablished within two business days after confirmation of full payment of all amounts due.
If the Licensee does not resolve its financial outstanding within 15 (fifteen) days after the due date, VOM reserves the right to terminate this Agreement.
If the Licensee does not resolve the financial issue within 90 (ninety) calendar days after suspending access, VOM may permanently delete all of the Licensee's information stored in the Software.
Licensing plan values can be updated at the time of automatic renewal, according to the plan and price table in effect at the time of renewal. The Licensee will be informed at least 15 (fifteen) days in advance of renewal about any possible price adjustment for the plans.
VOM is protected from the automatic transfer, to the Licensee, of any taxes that may be levied in the event of a change in the form of taxation during the term of the contract, in order to maintain the net value provided for in the Software License Agreement.

Data Recover

After the Licensee's access to the Software is suspended, whether as a result of a penalty or termination of the contractual relationship between the parties, VOM will keep the Licensee's data stored for a minimum period of 90 (ninety) days, observing the expiry period of governing Law, during which VOM may also, for judicial and administrative protection, store the imputed data in its system.

During the period of 90 (ninety) days, the Licensee may request their data in electronic format.
In the case of personal data provided by the Licensee on the platform, VOM will store data within the legal deadlines, ensuring the security of its storage and data protection, in accordance with Clause 15 of this document.

After the 90 (ninety) day period mentioned in Clause 7.1 ends, all Licensee's Data and Policies may be permanently deleted from VOM systems, at its sole discretion, regardless of whether they were requested or not by Licensee.
The date, time and internet protocol address information used by the Licensee to access the Software will be stored by VOM for 6 (six) months, even after the end of the relationship between the parties. In cases of court order, this information may be stored for a longer period.

Contractual termination

The Licensee declares to be aware that the licensing is priced according to the contracted term, and that even in the case of early termination, VOM will not refund amounts relating to the remaining period of the plan, which will remain available for use until its final term, and the Licensee must make full payment of the amounts agreed in the Software License Agreement.
VOM may terminate the Agreement at any time, without refund of any amount paid and without any other burden for itself or the Partners, if the termination is motivated by:

Violation ofs Terms of Use and/or applicable legislation, by the Licensee;
Late payment by the Licensee, not resolved within 90 (ninety) days;
Immediately, when there is suspicion or confirmation of practices related to fraud, corruption, money laundering and terrorist financing in the name of the Legal Entity and/or its representatives;
If registration inconsistencies, suspected crimes, transactions outside the standard of use are found and/or the Licensee fails to send documents requested by VOM or Partners, to prove their identity;
If Licensee causes material, reputational or competitive damage to VOM

In the event of termination of the contract, the Licensee Data and Policies will be available as set out in clause 7.

Service Level Agreement (SLA)

VOM will use commercially reasonable efforts to make the Software available at least 99.9% (ninety-nine point nine percent) during each calendar month (“SLA”).
In the event that VOM does not comply with the SLA in a given month, the Licensee will have the right to receive a credit corresponding to a fraction of the amount paid corresponding to that month. The fraction will be calculated according to the measured availability period:

Greater or igual to 99.5% and less than 99.9%: 5% credit
Greater than or equal to 99% and less than 99.5%: 20% credit
Greater than or equal to 97.0% and less than 99.0%: 30% credit
Greater than or equal to 90.0% and less than 97.0%: 50% credit
less thaneu 90.0%: 100% credit

The credit relating to unavailability occurring in a given month must be requested by the Licensee by the end of the subsequent month.
Service interruptions arising from the following situations will not be counted as unavailability for the SLA calculation:

Inadequate use by the Licensee of the software and other services provided by VOM;
Failures in the Licensee's internet access;
Necessary and scheduled interruptions to carry out technical adjustments or maintenance;
Emergency interventions arising from the need to preserve the security of servers in order to prevent or stop the actions of hackers or aimed at implementing security corrections (patches) and updates;
Suspension of the provision of services subject to this contract by force of law, by determination of competent authorities or by non-compliance with clauses of this instrument by the Licensee; and
Faults caused by insufficiency or incompatibility between the software licensed here and other software or equipment used by the Licensee.

Licensee Declarations

The Licensee declares to be fully aware of the rights and obligations arising from these Terms of Use, this instrument, together with the Software License Agreement, constituting the entire agreement between the parties. You further declare that you have read, understood and accepted all of its terms and conditions, as well as the rules contained in the Software License Agreement and the Privacy Policy.
The Licensee declares awareness of and agreement with the purposes and data processing activities to be carried out by VOM for the purposes of executing the Contract, including the registration in VOM's databases of acceptance, access and operationalization activities.
Licensee understands and agrees that the use of Licensee's Information by any Third Party application or data service is governed by that Third Party's privacy policies and settings. Licensee's use of this information is governed by these Terms of Use and their account settings on the Software. VOM is not responsible for the processing of information carried out by Third Parties.
The Licensee declares that it has prior knowledge of the licensed Software and its functionalities, and that it understands that the Software as made available meets its business needs. The Licensee declares that he will use the system and its currently available functionalities to manage business activities with the aim of increasing productivity and reducing costs, without qualifying as a consumer.
The Licensee declares to have and demand from its partners, customers and suppliers a Money Laundering and Terrorism Prevention Policy in cases required by law.
The Licensee is aware that the Software will undergo periodic updates to improve its functionalities.
The Licensee is aware that the operation of the Software may be interrupted and is not error-free, which is why it understands that there is a need for support and maintenance services. The Licensee is aware that there is no way to guarantee integration compatibility between the Software and any other systems owned by third parties.

Licensee Responsibilities and Obligations

Licensee is responsible and undertakes to:

Maintain competent personnel to operate the Software and communicate with VOM. When problems occur in the Software, Licensee must provide documentation, reports and information about the circumstances of the problems to facilitate and expedite resolution;
Bear the costs of internet access, email address and other resources necessary to communicate with VOM;
Be responsible for the information and data entered into the Software, including registration, permissions, passwords and how its users use it. VOM is not responsible for the content included in the Software (information, passwords, Policies, Data, etc.) and does not review this information. Responsibility for information entered or deleted in the Software rests solely with Licensee. VOM is not responsible for the storage of information deleted by the Licensee;
Make sure that there are no legal or contractual prohibitions to provide VOM with information necessary to perform this Contract;
Guarantee the regularity of personal data entered into the Software, in particular, with regard to compliance with legal bases and rights of data subjects;
Do not use the Software in an illegal manner, violating rights, causing damage to VOM or third parties, including invading computer devices to obtain, tamper with or destroy data from the device/server where it is stored;
Do not post, send or transmit files that contain malware or any program that may infect, damage or interfere with the proper functioning of the Software;
Inform VOM of any changes to the information provided that may affect the access necessary to perform the Software's functionalities;
Fully comply with legislation and all legal obligations related to the activity and use of this Software and all other functionalities available on the Platform, being expressly prohibited the use of the system to commit fraud, acts of corruption, money laundering, concealment of assets of any nature, as well as the financing of terrorism or drug trafficking, in accordance with current legislation, and applicable privacy policies;
Immediately report to VOM any suspicion of unauthorized use of the login and password to access the Software, without prejudice to the immediate change of the password;
Licensee is responsible for ensuring the security of devices, networks or resources and people using VOM services. In the event of a possible fraud or scam, VOM will make its best efforts to support the Licensee, however, VOM cannot be held responsible for any scams or fraud that the Licensee is a victim of.
Failure to comply with the obligations set out in these Terms of Use, and failure to maintain secrecy and confidentiality by the Licensee of the login and password or any other supported authentication methods, obliges the Licensee to bear responsibility for the improper use of the Software.
The Licensee is civilly and criminally responsible for failure to comply with its obligations, inaccuracy of statements and illegal conduct. The Licensee will promptly indemnify VOM for losses and expenses arising from breach of contract, incorrect statements or claims from third parties. VOM may terminate the contract, block the Licensee's account, carry out refunds for injured parties and communicate to the competent authorities about illicit conduct carried out by the Licensee.
In cases of legal or administrative actions brought by Licensee's consumers against VOM, Licensee must request the replacement of VOM as the defendant in the process or assume all costs of attorney's fees, fees and resulting court costs. The Licensee also agrees that VOM may involve him in the process, by reporting the dispute or calling the process, if necessary.
Assume exclusive and irreversible responsibility for payment, and bear all judicial and/or extrajudicial expenses arising from conflicts and demands brought by the Licensee's consumers that may eventually fall on VOM, including procedural costs, lawyer's fees, agreements and other obligations , in the judicial or extrajudicial sphere, assuming the debt as liquid and certain. Proof of these expenses will be made through judicial or extrajudicial documents that indicate the amounts paid to the consumer, or through payment in cash by bank slip issued by VOM.
Do not use the Platform's functionalities to carry out legal transactions that are prevented due to legal, regulatory, contractual, statutory or prohibited by law, that are contrary to morality or good customs, fraudulent or that violate the rights of third parties, nor will you participate in transactions that knows or should know to be null or voidable.
Comply with all applicable contractual, legal provisions and regulations, especially those relating to consumer protection. VOM is not responsible for matters relating to Licensee's compliance with these obligations.
Exempt VOM from any liability related to the products and services offered, including risks, defects, defects, insufficient information, disparities, inadequacy, misleading advertising and non-compliance with the conditions of commercial transactions.

VOM Responsibilities and Obligations

VOM is obliged to:

Take reasonable efforts to ensure that the Software will function correctly, provided that the conditions of use described in the documentation are followed. If there are programming errors (bugs), VOM undertakes to correct them promptly, in order to guarantee the proper functioning of the software;
Keep existing functions in the Software updated in relation to variables that could be changed by applicable legislation. Given the large-scale use of the system, the legal interpretation of the rules published by governments will be based on the majority understanding of the “users” of the Software, scholars and jurisprudence;
Provide, following acceptance of these Terms of Use by signing the Software License Agreement, access to the Software during its term;
Suspend access to the Licensee's Software that is violating the content rules established here or the legal regulations in force, preserving values or resources that can be used to compensate losses or damages to third parties;
Change the specifications and/or characteristics of the Licensed Software for improvement and/or error corrections, in accordance with the product plan defined by VOM;
Provide the Licensee with a free support channel via email support@vomdecision.com;
Observe and comply with all laws and regulations applicable to the services provided to the Licensee.

VOM Disclaimer:

VOM is not accounted responsible:

Due to failure of the Software user's operation, operation by persons not authorized to operate the Software or any other cause in which there is no involvement of VOM;
For possible problems caused by actions of third parties that may interfere with the quality of the service;
For losses caused to third parties due to the execution of Policies by the Software;
Due to the unavailability or slowness of third-party applications connected to the Software via API, or of Licensee's telecommunications providers;
The accuracy of the data, the legality or possible violations arising from the provision of this information;
For information security violations, scams or fraud occurring due to the Licensee's action or omission;
Due to the veracity, quality or any other property of the information entered by the Licensee on the Platform;
By failures in the Licensee's infrastructure or failures in the integration/implementation of the system that are its responsibility
By improperly sharing logins, passwords or any other non-transferable data by the Licensee with third parties. As well as the insertion of this confidential data on unofficial VOM websites, the Licensee must take the best care to always log in to reliable and official sources.
For personal injury or any incidental, special, indirect or consequential losses, including, but not limited to, lost profits, corruption or loss of data, failure to transmit or receive data, business interruption, or any other commercial injury or loss related to the use of or inability to use the Software, regardless of the cause.

Under no circumstances will VOM's total liability to Licensee for any damages exceed the amount corresponding to the last licensing plan paid by Licensee to VOM

Confidentiality and Data Protection

VOM undertakes to use its best information security efforts aimed at ensuring confidentiality of data processed as a result of the Use Licensing. Specifically regarding personal data eventually processed as a result of the Licensing, VOM will act as Personal Data Operator, processing personal data entered into the system by the LICENSEE, who will act as Personal Data Controller.
The parties undertake to promote the processing of personal data in accordance with Data Privacy Laws.
VOM may share Licensee and linked user information with third parties that provide services related to the fulfillment of this agreement. These third parties may be contractually linked to VOM or directly to the Licensee, and in both cases they must comply with VOM's data security and privacy rules and policies, as well as comply with current legislation.
The Partners with which we may share your personal data include:

Cloud computing service providers: the entire Platform, including your databases, is hosted and made available to its licensees through cloud servers contracted from global providers with a strong reputation
Customer service software platform providers: We manage and respond to messages sent through our help center using a third-party communications management tool.
Support and User Service Services. Some of these third parties may be located in or process your information outside of the country in which you are based. In cases where our use of Partners involves the transfer of personal data, the FROM THE will adopt the necessary measures to ensure that personal data is adequately protected.
Partners in providing Data used to execute the Policies, such as credit bureaus, big data platforms, social media data, among others
Provider of artificial intelligence systems.

If the Licensee uses data providers, such as credit analysis and negative debtors, information enrichment, etc., it represents and guarantees that VOM may share identification personal data provided by the Licensee with these services and providers, as configured by the Licensee on the Platform. Regardless of VOM's efforts to establish adequate privacy and information security conditions with the providers of these services and at the same level as those established with the Licensee, the Licensee must consult the data processing conditions and privacy policies of any data provider used. VOM is not responsible for any inappropriate, illicit or abusive data processing carried out by such data providers.
The processing of personal data carried out by VOM complies with the Data Privacy Laws and the contractual obligations established with data controllers. More information can be obtained in the privacy policy available on the website https://www.vomdecision.com.
Any third-party data shared by the platform will be the sole and exclusive responsibility of the Licensee, now the controller, who must collect consent or guarantee an adequate legal basis for data processing in accordance with Data Privacy Laws.
The Licensee may, at any time, request data removal or define the data retention policy with VOM via email support@vomdecision.com

Final Provisions

Licensee may not provide services to third parties using the Software without prior and express authorization from VOM. Each legal entity requires a specific license to use the Software.
This contract is binding on the parties and their successors. Only the Licensee has a non-exclusive license to use the Software, and the transfer of agreed rights and obligations is prohibited. VOM may, at any time, assign all or part of its rights and obligations, without restrictions.
A party's tolerance of non-compliance with any obligation under this contract does not imply a waiver of rights. The tolerant party may demand full compliance with this contract at any time.
Failure to comply with the obligations of this contract due to events beyond the control of the parties, such as acts of God or force majeure, does not constitute a reason for contractual termination.
VOM has the right to establish prices for certain content and services, even if they were initially offered free of charge. Licensee will be notified via the email address provided upon registration or via a notice on the Site. By continuing to use such services after notice, Licensee agrees to pay the stated prices.
Only the person registered as an account administrator by Licensee can request the deletion of information entered into the Software. Deletion requests must be formalized by email support@vomdecision.com. Licensee acknowledges that once the information is deleted, it can no longer be recovered, and VOM is not responsible for any loss or damage resulting from this procedure requested by Licensee.
By signing the Software License Agreement, Licensee expressly authorizes VOM and its Partners to forward communications via email, phone, SMS, push and/or notifications via the Platform.
This term does not create any other type of link between the Licensee and VOM and the Partners, including, without limitation, mandate, representation, partnership, association, employment relationship or similar.
VOM may assign or transfer the rights and obligations relating to these Terms of Use to a company from its same economic or corporate group, without any communication to the Licensee.
The Licensee assumes full responsibility for all possible judicial and administrative demands, fines applied by the creators of the payment arrangement, as well as for the costs of such demands, as a result of loss actions caused by him or his end customers motivated by decisions made from the Software.
If any provision of these Terms of Use, Software License Agreement or Privacy Policy is considered illegal, void or unenforceable for any reason, the remaining provisions will not be affected and will remain valid and enforceable.
The omission or tolerance of VOM and/or Partners in demanding strict compliance with the obligations set out in these Terms of Use will not, under any circumstances, constitute novation or waiver, nor will it prevent the Parties from covering this right of the Licensee at any time.
These Terms of Use will be available for review at any time on the Platform and on the website https://www.vomdecision.com.

Date of last update: October 14, 2024.

Acceptance and Agreement

The use of the Software implies agreement with the licensing terms and conditions of use defined by VOM.

Definitions and concepts

“API”: Application Programming Interface – is the Application Programming Interface that facilitates communication and exchange of information between systems.

“Contract”: means these Terms of Use and the Software Licence Agreement, as documents that govern the contractual relationship between the Customer and VOM.

“Partners”: third parties that provide services related to the fulfillment of this contract. These third parties will be contractually linked to VOM and will comply with VOM's data security and privacy rules and policies, as well as comply with current legislation.

“Feature” or “Data”: Information from systems external to Vom stored in VOM databases and available for use by the Policies.

“Data Privacy Laws”: Laws or Acts governing the privacy of personal and consumer data for the jurisdiction of the Licensee operations, such as European GDPR, California (CPRA), Brazilian LGPD (Law 13,709/2018) or Canadian PIPEDA.

Use License

All those who use the Software, whose copyrights are owned by VOM, are subject to contracting the Use License (“License”).

The Software License is granted by VOM on a onerous, non-exclusive, non-transferable, revocable basis and for a fixed term, in accordance with the conditions stipulated in the contracted licensing plan and modality and in accordance with the Software Licence Agreement signed by the Licensee.

The Licensee obtains the license to use the Software exclusively for processing information arising from its activity or from legal entities previously informed and authorized by VOM.

VOM has the right to immediately cancel the Licensee's access to the Software if it is used in a way that violates these Terms of Use or in any way that causes actual or potential harm to VOM or violates any national or international law or regulation.

Licensing term and automatic renewal

The licensing term is determined and begins on the date on which the Licensee accepts the Terms of Use, by signing the Software License Agreement, and will be in force for the term contracted by the Licensee.

The Licensee is aware and agrees that the Software License Agreement will be automatically renewed for equal and successive periods, unless expressly stated otherwise by communicating to VOM by email at support@vomdecision.com, at least 5 (five) days before the end date of the term.

Licensing renewals will follow the same terms agreed in the Software License Agreement and its eventual updates, including with regard to penalties.

Intellectual Property

The Licensee does not acquire, through this Instrument or through the use of the Software, any intellectual property rights or other exclusive rights, including patents, designs, trademarks, copyrights or any rights to confidential information or trade secrets.

Licensee has no rights to the Software other than those expressly granted in this agreement. Any rights not expressly granted herein are reserved to VOM.

Any and all Decision Policies, Features or configurations made by Licensee are their intellectual property, being strictly subject to the confidentiality clause of these Terms of Use and the Privacy Policy of VOM.

Remuneration and Payment Methods

The Licensee must pay VOM the amount set out and under the conditions set out in the Software License Agreement, and any additional terms that may modify it.

Failure to pay by due dates will not result in automatic termination of the Agreement, but will lead to the suspension of Licensee's access to the Software until payments are settled.

Access will be reestablished within two business days after confirmation of full payment of all amounts due.

If the Licensee does not resolve its financial outstanding within 15 (fifteen) days after the due date, VOM reserves the right to terminate this Agreement.

If the Licensee does not resolve the financial issue within 90 (ninety) calendar days after suspending access, VOM may permanently delete all of the Licensee's information stored in the Software.

Licensing plan values ​​can be updated at the time of automatic renewal, according to the plan and price table in effect at the time of renewal. The Licensee will be informed at least 15 (fifteen) days in advance of renewal about any possible price adjustment for the plans.

VOM is protected from the automatic transfer, to the Licensee, of any taxes that may be levied in the event of a change in the form of taxation during the term of the contract, in order to maintain the net value provided for in the Software License Agreement.

Data Recover

During the period of 90 (ninety) days, the Licensee may request their data in electronic format.

In the case of personal data provided by the Licensee on the platform, VOM will store data within the legal deadlines, ensuring the security of its storage and data protection, in accordance with Clause 15 of this document.

After the 90 (ninety) day period mentioned in Clause 7.1 ends, all Licensee's Data and Policies may be permanently deleted from VOM systems, at its sole discretion, regardless of whether they were requested or not by Licensee.

The date, time and internet protocol address information used by the Licensee to access the Software will be stored by VOM for 6 (six) months, even after the end of the relationship between the parties. In cases of court order, this information may be stored for a longer period.

Contractual termination

VOM may terminate the Agreement at any time, without refund of any amount paid and without any other burden for itself or the Partners, if the termination is motivated by:

Violation ofs Terms of Use and/or applicable legislation, by the Licensee;

Late payment by the Licensee, not resolved within 90 (ninety) days;

Immediately, when there is suspicion or confirmation of practices related to fraud, corruption, money laundering and terrorist financing in the name of the Legal Entity and/or its representatives;

If registration inconsistencies, suspected crimes, transactions outside the standard of use are found and/or the Licensee fails to send documents requested by VOM or Partners, to prove their identity;

If Licensee causes material, reputational or competitive damage to VOM

In the event of termination of the contract, the Licensee Data and Policies will be available as set out in clause 7.

Service Level Agreement (SLA)

VOM will use commercially reasonable efforts to make the Software available at least 99.9% (ninety-nine point nine percent) during each calendar month (“SLA”).

In the event that VOM does not comply with the SLA in a given month, the Licensee will have the right to receive a credit corresponding to a fraction of the amount paid corresponding to that month. The fraction will be calculated according to the measured availability period:

Greater or igual to 99.5% and less than 99.9%: 5% credit

Greater than or equal to 99% and less than 99.5%: 20% credit

Greater than or equal to 97.0% and less than 99.0%: 30% credit

Greater than or equal to 90.0% and less than 97.0%: 50% credit

less thaneu 90.0%: 100% credit

The credit relating to unavailability occurring in a given month must be requested by the Licensee by the end of the subsequent month.

Service interruptions arising from the following situations will not be counted as unavailability for the SLA calculation:

Inadequate use by the Licensee of the software and other services provided by VOM;

Failures in the Licensee's internet access;

Necessary and scheduled interruptions to carry out technical adjustments or maintenance;

Emergency interventions arising from the need to preserve the security of servers in order to prevent or stop the actions of hackers or aimed at implementing security corrections (patches) and updates;

Suspension of the provision of services subject to this contract by force of law, by determination of competent authorities or by non-compliance with clauses of this instrument by the Licensee; and

Faults caused by insufficiency or incompatibility between the software licensed here and other software or equipment used by the Licensee.

Licensee Declarations

The Licensee declares awareness of and agreement with the purposes and data processing activities to be carried out by VOM for the purposes of executing the Contract, including the registration in VOM's databases of acceptance, access and operationalization activities.

The Licensee declares to have and demand from its partners, customers and suppliers a Money Laundering and Terrorism Prevention Policy in cases required by law.

The Licensee is aware that the Software will undergo periodic updates to improve its functionalities.

Licensee Responsibilities and Obligations

Licensee is responsible and undertakes to:

Maintain competent personnel to operate the Software and communicate with VOM. When problems occur in the Software, Licensee must provide documentation, reports and information about the circumstances of the problems to facilitate and expedite resolution;

Bear the costs of internet access, email address and other resources necessary to communicate with VOM;

Make sure that there are no legal or contractual prohibitions to provide VOM with information necessary to perform this Contract;

Guarantee the regularity of personal data entered into the Software, in particular, with regard to compliance with legal bases and rights of data subjects;

Do not use the Software in an illegal manner, violating rights, causing damage to VOM or third parties, including invading computer devices to obtain, tamper with or destroy data from the device/server where it is stored;

Do not post, send or transmit files that contain malware or any program that may infect, damage or interfere with the proper functioning of the Software;

Inform VOM of any changes to the information provided that may affect the access necessary to perform the Software's functionalities;

Immediately report to VOM any suspicion of unauthorized use of the login and password to access the Software, without prejudice to the immediate change of the password;

Failure to comply with the obligations set out in these Terms of Use, and failure to maintain secrecy and confidentiality by the Licensee of the login and password or any other supported authentication methods, obliges the Licensee to bear responsibility for the improper use of the Software.

Comply with all applicable contractual, legal provisions and regulations, especially those relating to consumer protection. VOM is not responsible for matters relating to Licensee's compliance with these obligations.

Exempt VOM from any liability related to the products and services offered, including risks, defects, defects, insufficient information, disparities, inadequacy, misleading advertising and non-compliance with the conditions of commercial transactions.

VOM Responsibilities and Obligations

VOM is obliged to:

Provide, following acceptance of these Terms of Use by signing the Software License Agreement, access to the Software during its term;

Suspend access to the Licensee's Software that is violating the content rules established here or the legal regulations in force, preserving values ​​or resources that can be used to compensate losses or damages to third parties;

Change the specifications and/or characteristics of the Licensed Software for improvement and/or error corrections, in accordance with the product plan defined by VOM;

Licensing plan values can be updated at the time of automatic renewal, according to the plan and price table in effect at the time of renewal. The Licensee will be informed at least 15 (fifteen) days in advance of renewal about any possible price adjustment for the plans.

Suspend access to the Licensee's Software that is violating the content rules established here or the legal regulations in force, preserving values or resources that can be used to compensate losses or damages to third parties;