TERMS AND CONDITIONS – DIGITAL RETAIL SOLUTIONS (DRS).

SERVICES AND SURCHARGES:

When for reasons attributed to THE CLIENT it is determined that there is a lack of commitment and care for the equipment, a surcharge will be charged for the recurrence of three (3) times in the month with an amount of SEVENTY-FIVE BALBOAS (B/.75.00), an amount that may be modified after communication by THE COMPANY to THE CLIENT, in view of the damage caused or for more times in which the situations listed below occur:

Negligent operation or intentional damage to the Equipment by THE CLIENT, its employees or third parties.

External factors, which may include, but are not limited to, natural phenomena or any other cause of force majeure or fortuitous event in accordance with the provisions of the applicable legislation according to the ordinances and laws of Curacao, Aruba or Sint Maarten or, failing that, of the Netherlands Antilles.

Failures caused by deficiencies in the power supply network and/or internet connection.

CONSIDERATION:

THE CLIENT knows, acknowledges and accepts that in the event that the agreed consideration is not paid in a timely manner, it will constitute a default, so THE COMPANY may, by law, opt for the adoption of any of the options that correspond to it by law and any of the following measures:

 a) Suspend the Services at any time. 

 b) Terminate this contract, without THE CLIENT being able to claim any compensation and without liability for THE COMPANY.

 c) To apply automatically, immediately and without the need for any notification, the compensation that according to the legislation in force to the applicable country (Aruba, Curaçao and/or Sint Maarten), or failing that, to the Netherlands Antilles, according to the domicile of THE COMPANY, "THE CLIENT" not reserving any right or legal action to be exercised in such case.

In the event of any type of difference, excluding robbery with violence, between the values that THE CLIENT claims to contain in the collection bags effectively entered into the equipment, THE COMPANY will charge THE CLIENT a fee for the management of differences, which includes the reimbursement of missing or surplus values and a charge for the operational/administrative management associated with said difference. THE CLIENT accepts that THE COMPANY will apply the corresponding dispute management fee, releasing it from any liability, legal claim, damage or loss. THE CLIENT may request THE COMPANY to  review the value verification video, for each event, only when the amount to be claimed is greater than one hundred balboas (B/.100.00). The verification of the video will be carried out under the procedures indicated by THE COMPANY and may not exceed fifteen (15) calendar days following the reporting of the difference, the management fee will be for the sum of $25.00.

OBLIGATIONS OF THE CLIENT:

Provide at all times the electrical current and adequate internet connection, at their cost and responsibility, for the proper functioning of the equipment, including the installation and maintenance of an Uninterruptible Power Supply (UPS) to ensure the continuity of the electricity supply in case of power outages.

Adapt the home for the installation of the equipment(s) in accordance with the recommendations stipulated by THE COMPANY. (This may include: security cameras, doors, creating access for handling the equipment(s). THE CLIENT accepts and undertakes to be responsible for the equipment(s) for partial or total damage due to negligence on their part or as a result of risks according to situations of force majeure or fortuitous event. THE COMPANY will not assume any type of responsibility for any reason, reason or circumstance if the values are outside the equipment(s) or in the event that THE CLIENT, its personnel or the authorized person who performs the count is the object of assaults, robberies, robberies or other criminal acts in its commercial premises, THE COMPANY will only be responsible for the values that are duly accredited in the equipment.

THE CLIENT will be responsible for the security and control of the premises and its surroundings, leaving THE COMPANY without any responsibility in the event of a theft, robbery, robbery, assault or any criminal act that threatens the integrity of the values or the equipment(s) THE COMPANY, is exonerated from all responsibility, if THE CLIENT it does not comply with the safety systems and if they are not in optimal conditions of functionality.

Follow at all times the instructions for use of the Equipment provided by THE COMPANY . Ensuring that the collections of the values made in the equipment(s) will be made using the material authorized by THE COMPANY.

THE CLIENT accepts that once the securities are effectively entered into the equipment, they are the property of THE COMPANY. THE CLIENT undertakes to safeguard them until they are physically collected by THE COMPANY.

Do not introduce under any circumstances, any object or element other than the collection bag into the equipment that may affect or impair the effective validation or processing of the values. THE COMPANY will not be responsible for securities or any other items entered into the equipment that do not comply with the terms and conditions.

Allow access at all times to THE COMPANY's personnel to carry out the collection of values in accordance with the verification carried out by THE CLIENT.

Not allow, under any circumstances, that external persons or persons not fully authorized by THE COMPANY manipulate, open, modify and/or provide technical support of any kind to the equipment. THE CLIENT may perform basic procedures (on/off) with the prior authorization of THE COMPANY.

When in the electronic funds transfer process, THE COMPANY or THE CLIENT comes to identify duplicate collections or additional money collected in THE CLIENT's bank account, the parties must notify it in writing or by email. THE CLIENT will authorize THE COMPANY to make a direct discount of the duplicate values or additional money deposited in THE CLIENT's bank account at the next collection or collection. With their respective breakdown.

Provide THE COMPANY with the necessary information to ensure the correct electronic transfer of funds and billing of the service.

You represent and warrant that the transaction associated with 24SEVEN corresponds to the actual value of the amounts collected on the equipment and releases THE COMPANY from any liability  for any erroneous collection statements.

Not to sublease, assign or transfer, or allow the use of the equipment to third parties, subject matter of this contract.

In the event of partial or total loss of the equipment due to an act or omission of THE CLIENT, the CLIENT is obliged to pay THE COMPANY the entire amount of said loss.

THE CLIENT agrees that he will receive the equipment or equipment as a lease, so he cannot be considered as the owner. The equipment will be under the exclusive care and responsibility of THE CLIENT, on lease, assuming all the obligations that derive from its status as a lessee in accordance with the applicable legislation, being responsible for and costing all risks or damages that may arise from the lack of due care of its components and elements.

LAWFUL REMEDIES:

THE CLIENT declares that he/she is aware of the existence, scope and legal consequences of the Law that adopts measures to prevent money laundering, the financing of terrorism and the financing of the proliferation of weapons of mass destruction and dictates other provisions and their modifications (hereinafter the Law), for which he/she declares under oath that the assets and securities are his/her property,  resulting from the exercise of their profession or commercial activity and come from lawful operations and are therefore considered resources from lawful sources and permitted by applicable law.

THE CLIENT agrees that THE COMPANY validates his/her information, also obliging itself to provide the latter and the competent authorities with the information required for this purpose and to provide the necessary facilities so that all verifications are carried out in the terms established by Law. Likewise, it agrees to provide each year or when required to THE COMPANY the information and documentation necessary for the fulfillment of the obligations established in the Law on the understanding that THE COMPANY must abstain, without any liability, from maintaining a contractual relationship if THE CLIENT refuses to update the information.

 THE CLIENT agrees that THE COMPANY may deliver information and documentation at the request of the regulatory entities or any authority, whether administrative or judicial, so it will not be interpreted or implied for THE COMPANY, any transgression of the obligations of confidentiality or professional, fiscal, banking, fiduciary or any other secrecy provided for by law,  in terms of what is established according to the legislation in force in the applicable country (Aruba, Curaçao and/or Sint Maarten), or failing that, in the Netherlands Antilles, according to the domicile of THE COMPANY.

PERSONAL DATA:

THE CLIENT states that THE COMPANY, in compliance with the legal provisions related to the handling of personal data, made it known that the personal data will be used for the purposes of this Single Service Agreement and that it may be transferred to a third party for statistical and marketing purposes and that once it is extinguished,  The personal data will be deleted from your systems, so you agree to provide the personal data and that they be used as indicated above. It also made known to you the means by which you can make use of the rights related to access, rectification, cancellation and opposition to personal data. You were also informed that the full text of the privacy notice can be found on its website, at the following electronic address: Global Data Protection Policy - Policies & Processes - Brinks Resource Library - Brink's Customer Portal (brinksinc.com)

FINANCIAL CRIME PREVENTION:

THE CLIENT accepts and declares that none of its employees, worker(s), partner(s), dignitary(s), owner(s), final beneficiary(s) have been the subject of an investigation or have been charged, singled out or sentenced for the crimes of money laundering, money laundering, financing of terrorism, financing of proliferation of weapons of mass destruction, bribery or bribery, crimes that are related or in general,  for any other fact that by its nature could affect the reputation of THE COMPANY, its affiliates and/or its customers.

THE CLIENT undertakes to enforce with the utmost zeal its employees, worker(s), partner(s), dignitary(s), owner(s), final beneficiary(s) or dependent(s), all regulations related to the crimes of money laundering, money laundering, financing of terrorism, financing of proliferation of weapons of mass destruction, bribery or bribery, terrorist crimes or their related, financial sanctions and financial, economic and commercial embargoes to national and international level, and other criminal figures that could affect the name or reputation of THE COMPANY, its affiliates and/or its clients which THE CLIENT declares to know and accept, being also obliged to immediately notify THE COMPANY of the initiation of any investigation that may affect or harm it, related to any of the above-described investigations.

THE CLIENT accepts and declares that, if he/she incurs in breach of any of the regulations described, or if they, their owners, shareholders, partners, managers, executives, their workers, have incurred in any of such conducts, THE COMPANY may terminate the contractual relationship immediately, without expression of cause and without obligation to pay any compensation. THE CLIENT may not directly or indirectly offer a payment, commission or benefit of any kind to any public official or to a third party as consideration in exchange for an act or omission related to the execution of his responsibilities or functions, to induce the official or third party to use his position or act to influence acts or decisions of the government or third parties,  to expedite permits, for any other inappropriate purpose or that otherwise violates the requirements established under the legislation in force in the applicable country (Aruba, Curacao and/or Sint Maarten), or failing that, to the Netherlands Antilles, according to the domicile of THE COMPANY for the fight against corruption that are in force or applicable.

THE CLIENT agrees to comply with all anti-corruption laws, including those in the jurisdictions in which THE CLIENT and THE COMPANY with its affiliates and/or its clients, are incorporated and in all jurisdictions in which this agreement takes effect.

THE CLIENT declares that he/she is not actively or passively involved in acts of corruption or those that are related and that no amount paid to THE COMPANY and by THE COMPANY under this contract will be used for any illicit purpose contrary to the applicable legislation. THE COMPANY may also suspend or withhold any payments(s), if it believes that THE CLIENT has violated, attempts to violate or has caused the violation of the laws in force, THE COMPANY will not be liable for any claims, losses, damages and losses that are derived from or related to the failure of THE CLIENT with respect to the laws in force and THE CLIENT indemnify and hold THE COMPANY harmless from any claim, loss or damages.

THE CLIENT also agrees that he/she will immediately notify THE COMPANY of any designation and that such designation will give THE COMPANY the ample power to  immediately terminate the contractual relationship. in the event that THE CLIENT fails to comply with the laws in force, THE COMPANY may request any payment as compensation for damages for the breach of this nature.

LIMITS OF THE COMPANY'S LIABILITY:

THE COMPANY's liability shall be limited to any of its obligations under this contract and the corresponding Service Annexes, which may include, but are not limited to, the following:

The liability for theft with violence of the amounts effectively collected may not exceed the maximum amount of liability for securities deposited according to the corresponding Service Annex.

THE COMPANY's responsibility begins once the team has effectively received the deposit transaction or collection bag and validated such receipt in 24SEVEN.

With regard to partial or total damage derived from a situation of fortuitous event according to the legislation in force in the applicable country (Aruba, Curaçao and/or Sint Maarten), or failing that, to the Netherlands Antilles, depending on the domicile of THE COMPANY that physically affects the equipment and where THE CLIENT has no responsibility, THE COMPANY will maintain coverage and guarantees the replacement or repair of the same.

During the term of this contract, THE COMPANY may at any time add security elements or property identifiers to the equipment.

THE COMPANY will not be responsible for losses of securities, deposited in the equipment, if THE CLIENT does not comply with the recommendations expressed in the risk assessment, security parameters, recommendations and operating procedures that will be carried out for this purpose. THE COMPANY undertakes to carry out the respective induction in favor of THE CLIENT.

In no case will THE COMPANY accept claims from THE CLIENT more than fifteen (15) calendar days after the event. 

THE COMPANY will not be responsible for loss of the values, for the non-performance of the services or in the event that the securities cannot be delivered on time to THE CLIENT or its authorized employees at the agreed place; the foregoing derived from an event not related to the operation or provision of the service by THE COMPANY, which may include, but are not limited to, force majeure or fortuitous causes, or any other event or circumstance that is beyond the control of THE COMPANY, in accordance with the provisions of the applicable legislation according to the Civil Code and the legislation in force in the applicable country (Aruba, Curaçao and/or Sint Maarten),  or failing that, to the Netherlands Antilles, for which THE COMPANY will notify THE CLIENT of this circumstance so that once the event or circumstance has been resolved, it is possible or not to continue with the Service. THE COMPANY shall not be liable for any consequential, indirect, moral loss or damage, or loss of profits, whether foreseeable or unforeseeable (including, without limitation, loss of profits or loss of profits, business interruption, interest or savings), whether or not caused by the negligence of THE COMPANY, unless it has incurred in duly proven intent or gross negligence.

THE COMPANY shall not be liable for losses incurred by the following, namely:

a) Bags of collections that are not securely sealed and under the instructions given by THE COMPANY when they are collected,

b) For losses incurred before THE COMPANY receives the collection bags containing the securities,

c) In the event that the collection bags show signs of violence or external manipulation at the time of collection, THE COMPANY may request THE CLIENT to participate in the full verification of said event.

d) For fraud, theft, acts or omissions generated by THE CLIENT's employees,

e) For securities not deposited in the equipment or that are not in a Deposit Bag,

f) For the deposit of checks, promissory notes, or any other credit instrument and/or document that is within the equipment.

g) THE COMPANY does not warrant that the information platforms will be error-free in all circumstances. Considering the specific characteristics of the software development industry, THE COMPANY declares that in the event that the platform contains errors, their quantity and magnitude will not exceed in any way the average number of errors that any software work may have.

h) Cases of force majeure or fortuitous events will be considered, without limitation, the delay, failure, suspension, or interruption of access to the system as a result of energy restrictions, blocking of telecommunications or the internet network, actions or omissions of third parties, telecommunications operators or service, supply or transport companies, or any other causes or circumstances independent of the will of THE COMPANY.

THE COMPANY reserves the right to interrupt THE CLIENT's connection and/or access to the server, if it constitutes a danger to the maintenance of the server's security.

THE COMPANY will indicate and reserves the right to define the number of users that can be managed on 24SEVEN.

THE COMPANY will not be responsible for the nature, use, destination of the data stored or managed, nor will it be responsible for damages or inconsistencies in the information that may arise from the misuse of the software.