Terms and Conditions

FEENICIA’S TERMS AND CONDITIONS

This agreement sets forth the terms and conditions, hereinafter denominated “Terms”, between you, hereinafter CLIENT and Servicios Estratégicos en Tecnologías de Información S. de R.L. de C.V., hereinafter denominated FEENICIA, whereby the use of the products, the websites, and the services aimed at FEENICIA’s consumers stated hereunder in the representations, hereinafter denominated “Services”, are governed.

By subscribing to and/or requesting the Services, FEENICIA is making you an offer. You agree to these Terms by creating a FEENICIA account, using the Services or continuing to use the Services after we have notified you of changes to the Terms. Please read this agreement in its entirety to confirm that you understand and accept, and keep a copy of these Terms for reference, as FEENICIA will not keep a copy for you. If you do not agree to these Terms, do not accept the Services or request your account cancellation at www.feenicia.com by logging in, in the My Information section and Deactivate Account.

1. REPRESENTATIONS

FEENICIA is a commercial company legally incorporated under the laws of the Mexican Republic, on March 19, 2010, by Public Deed No. 56,433 before the attestation of Public Notary No. 33 of the Federal District, Eduardo Flores Castro Altamirano, registered in the Public Registry of Property and Commerce of Mexico City under mercantile number 416370 dated May 18, 2010.

FEENICIA is registered in the Federal Taxpayer Registry with the number SET1003191R9 with business offices at Shakespeare 21, piso 3, Nueva Anzures, Miguel Hidalgo, Mexico City, C.P. 11590.

The Services rendered by FEENICIA are as follows: establish, operate, process information; provide Point of Sale Terminals and technical maintenance thereof, as well as to their technologic Platform, electronic devises related to their issuance, use of payment system methods through communication channels and technologic systems to offer a complete and updated service to credit institutions, financial corporations, commercial entities, individuals, legal entities and any other corporation participating in payment methods.
The Services shall be rendered pursuant to the provisions set forth by the Bank of Mexico regarding electronic transfers of mobile funds, by the Banking and Securities Commission and the operational laws issued by the Bank Association of Mexico.

2. DEFINITIONS

For the understanding of these Terms, as well as of FEENICIA Services, it shall be understood as follows:

ACCOUNT HOLDER. It is the individual or legal entity that is the legitimate owner of the funds deposited in the same account.
ACQUIRING BANK. Institution that receives deposits from affiliates as a result of transactions with credit/debit cards. This allows for payment reception with cards in businesses and/or services by depositing said transactions into FEENICIA’s account.
AFFILIATION. The number provided by the ACQUIRING BANK to FEENICIA to offer the service of AGGREGATOR by which CLIENT can operate.
AGGREGATOR. Legal entity recognized by the Bank Association of Mexico that allows the adherence of merchants with low invoicing to the payment acceptance network.
APPROVED SALE. When a transaction is successful and the product, good or service offered by the SUB-AFFILIATE may be delivered to the CARDHOLDER.
AUTHORIZER. Company approved by the bank to authorize transactions of payment with credit/debit cards through Internet, phone, and POS.
BUSINESS DAYS. The days of the week on which financial institutions in Mexico are not required to provide services in accordance with the Federal Labor Law and legislation for financial institutions subject to the supervision of the National Banking and Securities Commission.
CARD BRANDS. The signs on Credit and/or Debit cards made by companies that have agreements with Issuers, whose main purpose is that such cards are accepted by a greater number of CUSTOMERS both nationally and internationally (e.g. VISA, MASTERCARD, CARNET, AMERICAN EXPRESS, etc.).
CARDHOLDER. Physical individual or legal entity that owns a credit or debit card.
CHARGEBACK. Procedure by which a cardholder disputes a transaction to the ISSUING BANK. The cardholder states to have been charged in their credit/debit card a payment that they do not recognize, nor authorized or that was carried out in contravention to the provisions set forth hereunder. This procedure generates a refund in favor of the cardholder (See “Chargeback” section of this document).
CHIP. A circuit integrated to a credit/debit card that allows the storage and reading of information necessary to carry out a transaction.
COMPENSATION. Process regulated by the Bank of Mexico for the settlement of interbank documents (including checks), Electronic Funds Transfer service operations, direct debit of bills, ATMs, credit/debit card payments through electronic CLIENT or point of sale terminals.
CREDIT CARD. Plastic or virtual element that identifies and associates the client of a bank to a line of credit.
CREDIT CARD TRANSACTION. Operation by which a payment is made for a good or a service provided by the SUB-AFFILIATE to the CARDHOLDER and that results in the request for the charge to the credit line associated to the credit card. Said request will be subject to the authorization or rejection of the ISSUING BANK by means of the AUTHORIZER.
CVV2. The last three digits printed on the back of a credit/debit card where the cardholder signs.
DEBIT CARD. Plastic or virtual element that identifies and associates the client of a bank to their on-demand deposit account and allows for the withdrawal of funds from such account.
DEBIT CARD TRANSACTION. Operation by which a payment is made for a good or a service provided by the SUB-AFFILIATE to the CARDHOLDER and that results in the request for the charge to the debit deposit account in the same amount to the checking account of the AGGREGATOR. Said request will be subject to the authorization or rejection of the ISSUING BANK by means of the AUTHORIZER.
DECLINED SALE. When a transaction sent for approval is rejected by the ISSUING BANK. It may be due to various reasons which can be a blocked card or insufficient funds, among others.
DISPOSAL MEDIA. Credit cards, debit cards, checks, fund transfer orders, including the service known as direct debit and any device or interface that allows the realization of payments or transfer of resources.
DISPOSAL MEDIA NETWORKS. Series of agreements, protocols, instruments, interfaces, procedures, rules, programs, systems, infrastructure and other elements related to the use of Means of Disposition.
ELECTRONIC CLIENT. Computer system by which FEENICIA provides processing and procedures of the transactions with credit, debit or both type of cards at virtual merchants of the SUB-AFFILIATE, including administration and control operations.
FOOD VOUCHERS. An element which regardless of its designated name is provided through an electronic wallet (electronic card) and that allows the CLIENT to use it with merchants located within national territory for the purchase of consumer items.
FRAUDULENT TRANSACTION. Credit/debit card transactions that were carried out in the establishment of the SUB AFFILIATED without the consent of the legitimate debit/credit cardholder or that did not comply with the procedures described in this document, standards or regulations by VISA, MASTERCARD, AMERICAN EXPRESS or CARNET.
ISSUING BANK. Institution that issues cards linked to credit lines or debit accounts in favor of the account holder by which the cardholder may use their credit line or dispose of the funds in their account by buying a product/service through the internet, phone and/or a POS.
ISSUER. The entity participating in Networks that issues Cards and that, through the Card Payment Clearing House, receives the payment authorization requests addressed to it by the Acquirer and generates the respective payment authorizations, payment rejections, refunds and adjustments, to be sent to CLIENT through the Clearing House and to the corresponding Acquirer.
MAGNETIC STRIPE. Dark stripe on the back of a credit or debit card containing the necessary information to carry out a transaction.
MANUAL SALE. A procedure by which the sub-affiliate can digitally enter the PAN, expiration date and cvv2 in a POS or mPOS in order to obtain authorization. This is done without having to read the card itself through a device.
MOBILE POINT OF SALE TERMINAL. Electronic device that provides the reading of credit/debit cards with MAGNETIC STRIPE or CHIP. These terminals’ communication interface is through a smart phone or electronic tablet with an iOS or Android operating system that has a 3.5 mm headphone socket or Bluetooth. This terminal is also known as mPOS (mobile Point of Sale).
NFC. Contactless payment system that allows to pay for a purchase through radiofrequency identification technologies incorporated to credit or debit cards, keychains, smart cards, mobile phones or other devices.
PAN. The Personal Account Number (card number) are the 16 identification digits printed on the front of a credit/debit card.
PIN. The personal identification number of the cardholder can be used in credit/debit card transactions; this is the electronic signature.
POINT OF SALE TERMINAL. Electronic device that provides the reading of credit/debit card with MAGNETIC STRIPE, NFC, or CHIP. These terminals’ interface is through a computer via USB or, in some cases, they are wireless and connected through a 3G mobile phone network. This terminal is also known as POS (Point-of-Sale).
RECEIPT. Known as voucher or promissory note, this is a proof of sale, printed or digital receipts, sale notes signed through credit/debit cards.
REFUND. The delivery of a transaction to do a return of funds to a credit/debit card.
The following definitions are specific to FEENICIA’s service:
API. Programming interfaces that FEENICIA provides to the CLIENT by which they may interact with other systems and with FEENICIA.
BALANCE. It is the money, either in Mexican currency or any other international currency, that the CLIENT has received from sales through FEENICIA from the time the CLIENT has access in REAL MODE.
BALANCE TO BE DISPERSED. Monetary amount in Mexican pesos or other international currency that is in the process of compensation and that once finalized FEENICIA will make a transfer in favor of the CUSTOMER, as long as the CUSTOMER complies with all the requirements established in these Terms.
CLIENT. Physical individual or legal entity that uses FEENICIA platform to accept credit/debit card payments through the internet or POS terminal and/or any other of its Services. When registering, THE CLIENT may also be called “User”.
DATA. All the information that the CLIENT registers, generates and stores in the platform of FEENICIA, such as product description, data archives, images, photographs, general information, receipts, transactions, reports, sales performances, etc.
DISPERSED BALANCE. The amount in Mexican currency that the CLIENT has received from FEENICIA for the sales done in the platform and that have been approved. The balance was delivered to the bank account provided by the CLIENT.
ENCRYPTION KEYS. In order to carry out actions via API, it is necessary to have the eight encryption keys generated by FEENICIA when registering. These keys will be useful for encrypting sensitive data during the transactions (card number, CVV”, expiration date and the cardholder’s name). These keys have to be requested to the team at ayuda@www.feenicia.com (see API section and documentation).
FEENICIA MÓVIL. Mobile application where the CLIENT accepts payments and synchronizes their mPOS terminal.
FEENICIA WEB. Website where the CLIENT manages the business registered at FEENICIA.
FUNCTIONALITIES. Tools provided by the platform FEENICIA to accept credit/debit card payments through the internet; user profiles, reports, product catalogs, “FEENICIA móvil”, “FEENICIA web”, user authentications, API, Simulation Mode, Real Mode, POS, etc.
MONEY LAUNDERING. Procedure whose aim is to convert monetary profits resulting from illegal activities into legal financial capital through legal commercial activities. This crime is set forth in the Federal Criminal Code.
PLATFORM. Refers to the software and hardware created by FEENICIA to provide Services to CLIENT.
REGISTRATION. Process by which a CLIENT signs up for FEENICIA and may accept payments once the registration process is complete. This does not mean that the deposits will be to their account without first sending the necessary documentation to create their personal file.
VALIDATION. Process by which FEENICIA, after registration, performs an analysis of the information provided and the documents attached, to give certainty and authorization for the use of the Platform.

3. PRIVACY

CLIENT’s privacy is especially important to FEENICIA. Please refer to FEENICIA “Privacy Notice” at http://www.feenicia.com/aviso-de-privacidad/ for the description of the data FEENICIA collects from you, from your devices and the use thereof. If the processing is based upon the consent of the user and as long as the law permits so, once you accept these Terms, you grant consent for the recollection, use and disclosure of your Content and Data by FEENICIA pursuant to the Privacy Statement. In some cases, FEENICIA will provide a separate notice and request your consent as indicated in the Privacy Statement.

4. TERMS AND CONDITIONS OF THE SERVICE

First. – The platform FEENICIA’s main functionality is to allow registered CLIENTS to receive credit/debit card payments from a cardholder or to register their cash sales through the internet, an API, electronic CLIENT, mPOS terminal. Using FEENICIA implies the complete and unconditional acceptance of each and all of the general and particular conditions set forth hereunder.

FEENICIA’s services may only be used by individuals with commercial activities; legal entities, tax consolidation, small businesses not registered with the Tax Administration Service. The representatives must be of legal age and have legal standing and/or power of attorney to consent with this document; they must present all the documentation required by FEENICIA as well.

Second.- FEENICIA’s services shall be rendered pursuant to the provisions set forth by the Bank of Mexico for the chapter on AGGREGATORS and regulated by the National Banking and Securities Commission under the terms of applicable payment system operations, thereby complying with the requirements and procedures for credit/debit card transactions.

Third.- FEENICIA complies with the provisions set forth in the Federal Law for the Prevention and Identification of Operations with Proceeds of Unlawful Activities.

Fourth.- FEENICIA is enabled to accept credit/debit cards issued in national territory and abroad endorsed by the brands VISA, MASTERCARD, AMERICAN EXPRESS and CARNET.

Fifth.- Taxes. It is the responsibility of CLIENT to determine the application of taxes charged to CARDHOLDER for the purchase of their products and/or services, which shall be paid at the time of the transaction in FEENICIA. It is understood that Feenicia will not pay any taxes on behalf of CLIENT nor CARDHOLDER.

FEENICIA shall operate the payment transactions for the “CARDS” based on the calculations made by CLIENT. FEENICIA is exempt from any responsibility before the tax authorities that may result from CLIENT’s activity.
FEENICIA is authorized to issue reports regarding the transactions that are processed whenever they are required by fiscal, judicial or administrative authorities to solve any responsibility attributable to CLIENT.

5. DURATION

CLIENT convenes that this agreement shall have an indefinite duration until one of the Parties terminates the agreement pursuant to the provisions, running from the digital signing by clicking on the button “Complete Registration”.

6. REGISTRATION USE

In order for CLIENT to complete registration and receive the corresponding deposits for the operations carried out in FEENICIA, they will have to send the following documents in PDF, PNG or JPG formats, to be accepted and processed by FEENICIA. All the documentation must be presented in a clear and legible manner.
Documents for individuals:

• Official valid identification, with a copy from both sides of the ID (INE/IFE, professional license, or passport)
• Record of tax situation with QR and the activity engaged in (only individuals registered in the Federal Taxpayer’s Registry)
• Proof of address (no more than three months old)
• Cover page of the statement of the owner of the FEENICIA account no more than three months old, wherein the name and address of the account holder are visible
• If they are residing abroad, they must provide passport and residency card issued by the National Institute of Migration proving therewith their legal residency within national territory.

Documents for Legal Entities:

• Articles of incorporation with Public Registry of Commerce and the last modification thereto, if applicable
• Power of attorney for the representative
• Record of tax situation with QR and the activity engaged in
• Official identification of the legal representative
• Proof of address (no more than three months old)
• Cover page of the statement of the legal entity owner of the FEENICIA account, wherein the name and address of the account holder are visible
• If they are foreign partners, they must provide passport and residency card issued by the National Institute of Migration proving therewith their legal residency within national territory

CLIENT accepts under oath to state the truth that the information provided and the personal and tax references are true and authentic thereby assuming the responsibility of its use and states that it has not been manipulated nor altered in any of its parts, otherwise, submitting to the legal consequences applicable pursuant to all legal provisions in force.

The registration is made through www.feenicia.com and is nontransferable, therefore, the holder will be the person carrying out such activity and whose name and personal references appear on the platform and will be the only person authorized to make transactions and responsible for the lawfulness thereof.

In addition to the requested documentation, CLIENT must fully answer the client knowledge questionnaire, which will be sent via email by FEENICIA, within 72 hours after registration.

The registration made through the page www.feenicia.com is non-transferable, consequently, the holder will be the person who has made it and whose name and personal references appear on the platform and will be the only one authorized to carry out the transactions and responsible for the legality of these.

If the aforementioned documentation is not provide and the client knowledge questionnaire is not answered, the corresponding deposits will not be made on the sales made by the

FEENICIA user through the platform.

FEENICIA reserves the right to disable devices that have been used by another User or business, so CLIENT is responsible for purchasing their own device directly on the website www.feenicia.com, at FEENICIA’s offices, or through any sales channel authorized by FEENICIA.

FEENICIA has the power to link a device to a user so it can only work when operating with the user that has been designated for CLIENT. Transactions that have been made through a device not acquired by official means and/or configured to be operated by CLIENT gives FEENICIA the power to freeze the balance to be dispersed for 180 (one hundred and eighty) days as a chargeback prevention measure. After 180 days have elapsed, FEENICIA will make the deposit to the bank account presented by CLIENT, only in case CARDHOLDER has not presented any Chargebacks, in this case the amount charged back will be subtracted from CLIENT’S concentrator account and the remaining amount, if any, will be deposited.

FEENICIA provides a web interface that allows the CLIENT to send the necessary information to operate within the legal frame of the payment systems. Once the information is sent, the Legal Area will verify all the information in order to validate and ensure that it is not considered a risk to FEENICIA, the AUTHORIZER and the ACQUIRING BANK sharing the responsibility of the operation.

VALIDATION:

After the registration is done, FEENICIA will do an analysis by which it may deny the completion of the registration due to such aspects as:

False, illegible or erroneous documentation;
The information provided is invalid;
The line of business is not authorized;
CLIENT or business is located in a risk country, according to FEENICIA’s internal validations;
Failure to comply with anti-fraud requirements.

FEENICIA’s initial validation of the documents may take up to 80 business hours. FEENICIA’s internal risk area will review, according to its guidelines, the legality of the documentation provided as well as the corresponding clarification if required. If CLIENT has any question or comment, they should email ayuda@www.feenicia.com who will notify them her of the person responsible for the validation, which will be resolved by the same means.

FEENICIA may request any additional information deemed necessary corresponding to the profile and operation of CLIENT in order to ensure the lowest possible risk. Acceptance of registration will be subject to the relevant processes.

CLIENT logs the information in the platform and FEENICIA will use the tools available to validate the authenticity and veracity of the documents and information. However, FEENICIA is not responsible for the lack of veracity or falsification by CLIENT.

After the internal validation, FEENICIA will authorize or, if applicable, deny the transactional operation. In case CLIENT has transacted any amount and the authorization is negative, the balance to be dispersed will be frozen for 180 (one hundred and eighty) days as a chargeback prevention measure. Once the 180 days have elapsed, FEENICIA will make the deposit to the bank account presented by CLIENT, only in case the Cardholder has not presented any Chargeback, in which case the amount charged back will be subtracted from the CLIENT’s concentrator account and the remaining amount, if any, will be deposited.

The aforementioned documentation will be handled pursuant to the Privacy Notice published in the main page of FEENICIA: http://www.feenicia.com/aviso-de-privacidad/

CANCELLATION DUE TO NOT TURNING IN DOCUMENTS

If CLIENT does not submit any response regarding the required documentation within a period of fourteen calendar days, as well as movements in the account registered in FEENICIA in the same period, FEENICIA will have the power to disable the account, terminating the Services. In order to present clarification or reactivate the Account, CLIENT shall contact FEENICIA through the channels established in these Terms.

CANCELLATION DUE TO INACTIVITY:

In case CLIENT does carry out any operations regarding the Transactions in a term of ninety calendar days, as well as movements in the account registered in FEENICIA in the same period, FEENICIA will have the right to disable the account, terminating the Services. In order to present clarification or reactivate the Account, THE CLIENT shall contact FEENICIA through the channels established in these Terms.

7. OBLIGATIONS OF THE CLIENT

FIRST. GENERAL INFORMATION

The CLIENT shall refrain from obtaining by their own means or a third party’s the intervention of any of the information system that comprise the platform FEENICIA. Any unauthorized access that is identified will be reason to cancel the account irrevocably.
CLIENT is obligated to inform the cardholder that FEENICIA solely processes payments with credit/debit cards and that the charge in their bank statement will be reflected as “COMPRA en FEE*COMERCIO MEX”, wherein the MERCHANT is the name of FEENICIA’s sub-affiliate.

In case a cardholder files a claim against FEENICIA due to a charge for a good or service, CLIENT will be the only party responsible for addressing the claim. The cardholder shall hold harmless FEENICIA’s interests in actions or proceedings before any judicial or administrative authority. CLIENT also undertakes not to defame or cause any reputational damage that could affect FEENICIA and/or the brands (VISA, Mastercard, American Express, etc.) at any level, in the event that this should be the case, the CLIENT undertakes to pay the damages that derive directly or indirectly from this act.

The CLIENT unconditionally accepts that all receipts or invoices issued by the platform FEENICIA will have diverse publicity that will be covered by third parties, without placing at risk the platform user’s data.

The CLIENT will refrain from using for their own benefit any means or methods employed by FEENICIA to publish any marketing campaign.
CLIENT is obliged to maintain without any alteration, the devices purchased and placed in their establishments or stores, as well as to report any theft or loss of this, so that, the commercial area of FEENICIA will share the information and inspection procedures so that, CLIENT performs the corresponding inspections and in case there is any alteration, they immediately communicate with FEENICIA through the established channels.
In addition to complying with the provisions of the applicable legislation, CLIENT must comply with the provisions of the rules, operating manuals, policies and any regulatory document issued by the card brands, so FEENICIA has the reserved right to suspend and/or cancel the service to any CLIENT who performs transactions or operations that could damage its system or reputation, as well as that of the Brands.

SECOND. SECURITY

CLIENT that registers in the platform FEENICIA is obligated, without exception, to manage passwords and access data in a secure and confidential manner and is not authorized to reveal such information or disclose it to third parties. CLIENT will be completely responsible if the passwords or access data are used by unauthorized individuals since CLIENT will be in violation of the provisions set forth hereunder thereby responding to the pertinent authorities for damages and losses derived therefrom. Likewise, CLIENT is obliged to know and execute updates or implement any changes or rule that strengthens the security of the passwords.

THIRD. COMPROMISED INFORMATION

If CLIENT considers, suspects or confirms that their information was illegally removed or compromised, they must immediately inform FEENICIA of such situation. This notification can be sent via email to ayuda@www.feenicia.com or calling FEENICIA’s contact telephone numbers.

FOURTH. CLIENT’S INFORMATION

The CLIENT is obligated to provide the information that he/she is requested at any moment prior or after completing their REGISTRATION truthfully and completely. The CLIENT will provide a valid email address to receive messages and/or notifications by FEENICIA during the contractual relationship.
The email may be modified only in exceptional cases, with prior authorization and acceptance of FEENICIA, for which FEENICIA may request the documents it deems appropriate to make such change. The request for change of email address must be requested to the contact ayuda@www.feenicia.com and must be fully complied with the steps that are requested in this process
This shall include changes and updates to the relevant data of the CLIENT such as:

• Bank account for deposits
• RFC (Federal Taxpayer’s Registry number)
• Address
• Name of merchant owner

If the CLIENT changes anything from the above information, they will not be reflected immediately until they are validated by FEENICIA and are approved again. The CLIENT shall notify the changes in writing no later than seven days after the change is made, and shall accept the complementary documentation that FEENICIA may provide, if any.

FIFTH. SUSPENSION OF COMMERCIAL ACTIVITIES

CLIENT agrees to notify FEENICIA in a timely manner the expected suspension of their activities. FEENICIA shall proceed to the suspension of the account and shall be subject to the Terms described in the section TERMINATION or CANCELLATION of FEENICIA ACCOUNT.

SIXTH. ILLEGAL COMMERCIAL ACTIVITIES

THE CLIENT must clearly inform FEENICIA of the activities, products and/or services it provides or performs, tangibly or intangibly through the platform, since there are regulations to which FEENICIA is subject, therefore, THE CLIENT that is operating activities not allowed in the CLIENT AGREGATOR scheme, must also submit to these rules, such as:

• Internet tobacco sales
• Pornography and/or erotic content
• Sexual services (escort, prostitution, erotic dances)
• Prescription or controlled medication sold over the internet (only authorized businesses)
• Illegal drugs or substances
• Sale of weapons
• Internet casinos
• Time shares
• Lottery and gambling

CLIENT must support FEENICIA by preventing the following illegal activities: financial pyramids (such as the scam “Flor de la abundancia”), money laundering, and any other illegal operations that by law are prohibited in the AGGREGATOR scheme.
FEENICIA reserves the right to validate the sale of any product and/or service registered by CLIENT and whether it’s considered illegal and/or risky to be sold in the platform and will provide the competent authorities CLIENT’s available information and his/her account will be eliminated definitively.

SEVENTH. COMPLIANCE WITH THE CARDHOLDERS

The CLIENT is obligated to deliver, provide the good or service that the CARDHOLDER has acquired through the platform FEENICIA, any claim and/or request for refund by the CARDHOLDER will be the sole responsibility of the CLIENT, where the purchase was made.
In case of noncompliance, the CLIENT is obligated to make a refund to the cardholder and to hold FEENICIA harmless of any request of refund or chargeback of a sale made through FEENICIA.

PIN VALIDATION

In the case of credit and/or debit cards with PIN that are transacted with FEENICIA mPOS terminals that still do not have validation to request PIN, FEENICIA reserves the right to disperse the amount transacted until the pertinent analysis is performed, this in order to retain the funds and validate if there is a fraud in the operation. In case there is no reason for suspicion, it will be deposited to the CLIENT’s concentrator account within a term of 10 business days. If in the analysis performed, FEENICIA is suspicious of risk or fraud, the balance to be dispersed will be retained for 180 (one hundred and eighty) days, term for the Cardholder to make a Chargeback. Once the 180 days have elapsed, FEENICIA will make the deposit to the bank account presented by the CLIENT, only in case the Cardholder has not presented any Chargeback, in which case the amount charged back will be subtracted from the CLIENT’s concentrator account and the remaining amount, if any, will be deposited.

EIGHTH. THE CARDHOLDER’S DATA PRIVACY

The CLIENT will have a printed or digital copy of the privacy noticed set forth in the Federal Law on the Protection of Personal Data in Possession of Private Individuals in a visible manner. The notice may be simplified or, if applicable, they may post the web address containing the aforementioned Privacy Notice.

NINTH. TRANSACTIONS MADE THROUGH MPOS TERMINAL

The CLIENTS that work through the functionality a POS or mPOs terminal are obligated to:

• Obtain their mPOS terminal solely through FEENICIA’s website with a credit card, SPEI transfer, cash deposit in any of the accounts FEENICIA provides in the section of device.
• Crosscheck the serial number on the box of the device, on the device itself and on the mobile app. In case any of the three values does not coincide, it must be reported to ayuda@www.feenicia.com.
• Introduce the chip and not slide the magnetic stripe through the POS terminal, unless the mobile application requests so, whenever receiving a payment with a card with CHIP.
• Not to alter, open, or modify the device since this will be reason to irrevocably cancel the account in FEENICIA.

In order to have a better control over the profile of each user, THE CLIENT undertakes to acquire the corresponding device according to its monthly transaction amount, based on the following criteria:

– THE CLIENT who carries out monthly transactions equal to or less than $8,000.00 (eight thousand and 00/100 MXN) may acquire the POS of his/her preference, taking into account that, in case of opting for a POS that does not have support to process transactions through electronic signature (PIN), its monthly operation will be limited to $8,000.00 (eight thousand pesos 00/100 MXN) with a limit per transaction no greater than $1,000.00 00 (one thousand pesos 00/100 MXN).
-THE CLIENT who makes monthly transactions equal to or greater than $8,001.00 (Eight thousand one and 00/100 M.N.) may only acquire POS that support the validation of transactions through electronic signature (NIP), in which, its monthly operation will be agreed between THE CLIENT and FEENICIA taking into account the information provided by THE CLIENT with no maximum amount of transaction in the operation.

TENTH. API TRANSACTIONS

The CLIENT accepts that FEENICIA is not at any moment responsible for the technical implementation. The CLIENT has the obligation to carry out a development under the security standards of FEENICIA. In case it is required, and you need technical assistance in the integration with FEENICIA, it will have to be developed by SERTI since it holds the copyright for FEENICIA. Contact ayuda@www.feenicia.com and you will receive information on the integration and possible costs.

CLIENT is obligated to notify Feenicia 45 days prior to the termination of the contract, with which FEENICIA reserves the right to disperse the last month of processing as a guarantee to meet any chargeback resulting after the cancellation of the contract. If the operation of the last month is less than the monthly average billed, CLIENT is obligated to deposit 30 days prior to cancellation of the amount equivalent to the monthly average processed during the time of operation of CLIENT.

The CLIENT is obligated without exception to manage passwords and access data in a secure and confidential manner, CLIENT is not authorized to disclose such information or make it available to third parties. CLIENT will be absolutely responsible if the passwords or access data are used by unauthorized persons or operated through any means other than that established in the contract, having as a consequence to respond to the competent authorities for any damage or loss caused by the unauthorized use of such information, as well as to align or implement any change or regulation that strengthens the operational security required by FEENICIA.

ELEVENTH. PENALTIES FOR NONPERFORMANCE

In case of violations to the aforementioned obligations, CLIENT will be suspended and removed from the FEENICIA platform, and the contractual relationship will be terminated at any time and without prior notice. The connection will be interrupted and so will the user from the FEENICIA platform. In this scenario, CLIENT will be responsible to FEENICIA for the resulting damages and will have to pay compensation in relation to any claim by a third party.

CLIENT will be responsible for covering the fines that the brands and/or any other entity imposes to FEENICIA whenever they are attributable to any transactional operation performed by CLIENT, granting FEENICIA the power to deduct such amounts from the present or future deposits to be made to CLIENT. In cases where the withholding is less than the damage generated, CLIENT is obliged to cover in full the fines or any financial impact resulting from its non-compliance.

8. RIGHTS OF USE

The CLIENT will be granted the right to use FEENICIA for the duration of this contract; it will be territorially limited to the Mexican Republic for the purpose of transactions through a mobile point of sale terminal, which is non-exclusive, non-sub-licensable, non-transferable and non-assignable.

9. OPERATION

FIRST. RECEPTION OF CARD PAYMENTS

Once a CLIENT is registered, FEENICIA will enable them to accept payments with VISA, MASTERCARD, AMERICAN EXPRESS, AMERICAN EXPRESS or CARNET credit/debit cards. The payments may be carried out through various methods such as:

• Manual sale
• eCommerce sale
• Swipe sale or with magnetic stripe (POS o mPOS)
• CHIP sale with (EMV) through POS or mPOS card reader
• Electronic commerce
• NFC sale and contactless

They may come through different channels:

• Feenicia WEB
• Feenicia Mobile
• Feenicia Desktop
• Feenicia Mobile with reader device
• Feenicia Desktop with reader device
• API
• Electronic commerce

FEENICIA will only process the transactions authorized by the ISSUING BANK of cards used by CARDHOLDER that wants to purchase a good or service from CLIENT.

SECOND. AMOUNT LIMITS ON CARD TRANSACTIONS

The CLIENT will be authorized to accept credit/debit card transactions in FEENICIA through the internet (manual sale) or a point of sale terminal in accordance with the following amount limits:

• INDIVIDUALS
– $500.00 Manual Sale
– $50,000.00* maximum limit for calendar day
– $20,000.00* maximum limit per approved transaction and per card

• LEGAL ENTITIES
– $500.00 Manual Sale
– $100,000.00* maximum limit for calendar day
– $30,000.00* maximum limit per approved transaction and per card

*Amounts are in Mexican currency.

The content of this section shall be interpreted harmoniously with the content of NINTH clause of section 7. “OBLIGATIONS OF THE CLIENT.”
The minimum amounts to deposit in the CLIENT’s accounts will be of $50.00 (fifty) in Mexican currency.

These amounts shall be established by agreement at the beginning of the operation between CLIENT and FEENICIA, in the understanding that FEENICIA may increase or reduce them upon request of CLIENT three days in advance. In order to be authorized, an internal analysis will be made so that FEENICIA can determine if it approves or declines the increase or reduction requested.

For any national transaction that exceeds $ 2,000.00 (two thousand and 00/100 MXN) it is the obligation of CLIENT to request the following documentation from the CARDHOLDER:

• Copy of current official identification
• Copy of the front part of the credit/debit card
• Signed letter or document of client satisfaction (ATTACHMENT 4)
• Signed payment receipt
• Agreement/ receipt/ invoice/ shipping guide

CLIENT must keep the evidence of said documentation to send to ayuda@www.feenicia.com and the email’s subject must be:

• User Name
• Transaction date
• Authorization number

It is important that CLIENT sends an email with the supporting information of the aforementioned transaction for each movement that exceeds the aforementioned amount, otherwise FEENICIA reserves the right to disperse these transactions for a period of 180 days. After this time, FEENICIA will make the deposit to the bank account of CLIENT, only if CLIENT has not presented any Chargebacks. In this case, the amount of the chargeback will be subtracted from CLIENT’s concentrator account and the remaining amount, if any, will be deposited.

THIRD. FOREIGN CARDS
If

CLIENT receives payments with foreign cards, they will be processed automatically in Mexican pesos with the exchange rate current at the time of the transaction. FEENICIA does not control or carry out any conversion calculations in the transaction. Therefore, FEENICIA is exempt from any fluctuation in the exchange rates, and thus, the CLIENT cannot place any responsibility upon FEENICIA and/or file a claim.

For any international transaction, CLIENT must submit the documentation described in section VI of these Terms. Furthermore, when the amount goes over $1,000 (one thousand MXN), CLIENT is obligated to send FEENICIA the following documentation with the information and images completely visible and legible:

For each transaction the following must be sent to ayuda@www.feenicia.com with the following subject:

• User Name
• Transaction date
• Authorization number

If the aforementioned documentation is not sent, FEENICIA will not pay the corresponding fee to CLIENT until it obtains the complete documentation.
In addition, CLIENT authorizes FEENICIA to retain the entire balance to be dispersed in case of suspicion of illicit activities or fraud, FEENICIA will perform the corresponding analysis by the risk area and will validate the payment of the dispersions to the CLIENT, who agrees that in case of suspicion of risk, the balance will be retained for 180 days. After this time, FEENICIA will make the deposit to the bank account presented by the CLIENT, only in case the Cardholder has not presented any Chargeback, in this case the amount charged back will be subtracted from the CLIENT’s concentrator account and the remaining amount, if any, will be deposited.

FOURTH. OPERATION LIMITS

If CLIENT exceeds the operation limits and wishes to increase said limits, they should email ayuda@www.feenicia.com with a description of the request, which will be assessed as to the risk and/or operation activity.

FIFTH. CARDHOLDER AUTHENTICATION

CLIENT will be solely responsible of verifying the identity of the CARDHOLDER and of determining if they are susceptible to acquiring products and/or services. Consequently, FEENICIA does not guarantee nor assume any responsibility for transactions that have been authorized and completed and that for any reason have to be reversed or chargebacked, whereby the complete responsibility of the transactions shall fall upon the CLIENT, where the transaction was made up to 180 days after the transaction was made.

FEENICIA will provide CLIENT methods to authenticate the cardholder only for sales with CHIP or magnetic stripe through the mobile application of FEENICIA and subproducts.
In the case of transactions of electronic commerce or manual sales, CLIENT has the responsibility to request that the cardholder send a copy of their official identification to ayuda@www.feenicia.com so as to confirm that CARDHOLDER agreed to the charge made, which will be for the protection of FEENICIA and CLIENT as well.

SIXTH. SECURITY RULES

The cards accepted by FEENICIA are VISA, MASTERCARD, AMERICAN EXPRESS, AMERICAN EXPRESS and CARNET, thus CLIENT is responsible to verify the following activities before doing any transaction in case of present card sale.

• Verify that the credit/debit card(s) is (are) submitted by the cardholder are legitimate.
• Verify that the credit/debit card has on its back an autograph signature that is legible.
• In case that a card is not signed on the back, CLIENT must request the cardholder to sign the card at that moment.
• The signature of the cardholder on the printed or digital promissory note must coincide with the signature on the back of the card.
• The cards must not have any type of alteration or manipulation.
• Cards must be current.
• As an additional measure, the cardholder’s identification must be verified to ensure that they are the legitimate owner of the card in terms of signature and name.

If any of these conditions is not fulfilled, the cards must not be accepted by FEENICIA.

For not-present-card sales (manual sale or electronic commerce), the CLIENT is responsible to request the following information from the CARDHOLDER:

• Full name
• Mailing address (Street, inside number, outside number, city, state/province, country, zip code, etc.)
• Name of issuer
• Date of birth
• Telephone number
• Copy of official identification from both sides if necessary

The authorizations for sales with not-present-card is the sole responsibility of CLIENT (see Chargebacks)

SEVENTH. DECLINED TRANSACTIONS

FEENICIA reserves the right to send a transaction to the AUTHORIZER. Before processing a payment request, CLIENT agrees to verify the following points including, but not limited to:

• That the credit/debit card is not blacklisted as reported by the BRANDS.
• For sales with point of sale terminal if the card has a CHIP and it is sent as SWIPE SALE (MAGNETIC STRIPE).
• If CLIENT has not authenticated the cardholder.
• Invalid amount.
• If the ISSUING BANK declines the request for charge to the card under the following criteria described in the first response of the ISSUING BANK (rejection codes):

– Telephone authorization is needed.
– More than three attempts.
– CHIP block.
– Expired card
– Rejected card
– Call the ISSUING bank.
– Incorrect PIN.
– Insufficient funds.

EIGHTH. IRREGULAR OR FRAUDULENT TRANSACTIONS

CLIENT will be solely responsible for supervising the practices used by their operators, cashiers, subordinates, employee, representatives or third parties at the moment of receiving payments through FEENICIA. The following actions will be reason for termination, account cancellation and payment of compensation for responsibility or unlawful charges attributed to

CLIENT:

• Providing false information.
• When the card has expired.
• When the CLIENT, due to their operations with credit/debit cards or access to said accounts are reported as fraudulent by the ISSUING BANK, the BRANDS or the AUTHORIZER.
• When transactions are made through a mobile point of sale terminal provided by FEENICIA, the following actions will be considered as irregular and fraudulent actions as well:
• Then cards are altered or damaged.
• The cardholder’s signature does not evidently coincide with the signature on the printed or digital promissory note.
• Transactions made without the cardholder’s signature.

If any of the abovementioned reasons is proven, the ISSUING BANK must be notified in order to cancel the card. Likewise, the CLIENT’s account will be temporarily cancelled to determine the origin and scope of the responsibility. In this sense, if the it’s determined that the account was used in a fraudulent manner, besides making the appropriate retentions and allocating the costs of compensation, the account will be cancelled definitively and thus, the present contract shall be terminated with no responsibility falling upon FEENICIA.

NINTH. APPROVED TRANSACTIONS

FEENICIA will indicate as approved transactions solely those that were authorized by the ISSUING BANKS of the cards used by the cardholders to purchase a product or service. Due to operational rules, FEENICIA has the obligation to notify the CARDHOLDER that a charge was made to their credit/debit card and that it’s completely independent from the notification that a third-party system may send via API or the ISSUING BANK.

TENTH. FEES

CLIENT will pay for fees per successful transaction in the platform, 3.4%, regardless of other costs described below, plus VAT for the total of transactions through the technologic platform FEENICIA.
Such fee will be withheld from the funds that FEENICIA disperses to CLIENT for the total amount of transactions made by Cardholders through credit and/or debit cards, within the FEENICIA Platform. FEENICIA has the right to withhold the amount to be dispersed, until the reconciliation of transactions is carried out.

FEENICIA reserves the right to modify the fees after informing CLIENT fifteen days in advance via email. As well as to handle special offers with a fee other than the one stipulated hereunder, which costs may vary according to the particular campaign.

ELEVENTH. REFUNDS

CLIENT has the right to request a refund through FEENICIA in a term no longer than 30 days inasmuch as the transaction is not going through a process of clarification or chargeback by the ISSUING BANK.
The information needed to carry out a refund are:

• Exact amount of transaction
• Authorization sale number
• Card number
• CVV2
• Expiration date

FEENICIA will send the request to the AUTHORIZER. However, they do not have the capacity to decide whether the refund moves forward.
The refund will be taken from the CLIENT’s BALANCE TO BE DISPERSED. In case there is no such balance, the account will have negative numbers and the CLIENT has up to five business days to refund FEENICIA via SPEI. In case of not having the coverage, FEENICIA reserves the right to disable the CLIENT’s operation and proceed legally to have the coverage in question.

10. CoDI PLATFORM

FEENICIA, through the Bank of Mexico will use the CoDi Platform for transactions of QR technology payments. To use this service through FEENICIA’s digital platform, an amount of $10.00 MN (ten pesos) will be charged per transaction, infrastructure concept, the charge will be made through the withholding established in the Fees section.

11. LIFECYCLE OF A FEENICIA CLIENT

FIRST. GENERAL INFORMATION

Once the CLIENT is validated and verified by FEENICIA, they obtain an identification of SUB-AFFILIATE before the Bank of Mexico and can use the services and benefits of our platform. At this time, the account is validated and activated.

SECOND. SUSPENDED ACCOUNT

FEENICIA has the right to temporarily suspend the provision of the Services, or delay the transfers to CLIENT’s account without prior notice. While the corresponding investigations are carried out, CLIENT will be notified to the e-mail address they provided.
Likewise, FEENICIA has the right to terminate this agreement by notifying CLIENT at least 5 (five) business days in advance. Notwithstanding the provisions of the immediately preceding paragraph, FEENICIA may terminate this agreement without prior notice to CLIENT, in the following cases:

• Nonperformance of any of the clauses set forth hereunder.
• If FEENICIA has evidence or suspects that transactions are being made without the cardholder’s consent.
• Making transactions suspected of fraud until the corresponding investigation is carried out which exempts CLIENT from any responsibility, or if applicable, it’s proven and the account is suspended
• Not answering a FEENICIA request within 72 hours after having received it.
• Not covering the amount of a chargeback within 72 hours after being notified thereof.
• Sending false documents and/or entering false information in FEENICIA to complete the REGISTRATION.
• If FEENICIA has evidence or suspects that the sales do not correspond to the line of business with which the CLIENT registered.
• If a cardholder contacts FEENICIA to notify of fraudulent activities or misuse of the platform.

If FEENICIA has reasonable suspicion that activities related to any type of fraud or money laundering are being carried out, as well as any other activity that could be considered criminal and/or that directly harm the Affiliations processed by FEENICIA for its use. If FEENICIA is notified of an account’s cancellation by the AUTHORIZER, ISSUING BANK, VISA, MASTERCARD, AMERICAN EXPRESS, CARNET or the Bank of Mexico.

Once the account is suspended, the CLIENT cannot make any payments through any available channel in FEENICIA such as FEENICIA WEB, Feenicia Mobil, API or any other payment method. Furthermore, all functionalities such as refunds, profile, change of password will be deactivated. The access will only be through the website Feenicia WEB to consult reports and transactions.

THIRD. CLARIFICATION OF SUSPENDED ACCOUNT

CLIENT will receive an email notification by FEENICIA that the BALANCE TO BE DISPERSED will remain blocked in FEENICIA until the account is reactivated. CLIENT has up to seven business days to answer and prove that they did not commit any of the actions above described and must present all required evidence to guarantee the authenticity of the operation.
After this term and CLIENT does not have tangible evidence or FEENICIA rules that in fact there was an offense by CLIENT, the account will me definitively removed from the platform.

The BALANCE TO BE DISPERSED will be blocked for future clarification, chargebacks, or refunds that the cardholder carries out against the CLIENT.
In case FEENICIA’s ruling is in favor of the CLIENT, the account will be activated and will make the transfers of BALANCE TO BE DISPERSED in a term of no more than 48 hours once the ruling is received.

FOURTH. DEFINITE ELIMINATION OF ACCOUNT

FEENICIA will remove a CLIENT’s account and irreversibly when it has been suspended more than three times regardless of motive, reason or circumstance.
Additionally, CLIENT is aware that if there is an order for FEENICIA to remove the account by any of the following entities, it shall be carried out immediately and not be subject to clarification: AUTHORIZER, ACQUIRING BANK, VISA, MASTERCARD, AMERICAN EXPRESS, CARNET, Bank of Mexico, Bank Association of Mexico or the National Banking and Securities Commission. This request will be carried out immediately notifying the client thereof and it shall not be subject to clarification.

FIFTH. BLOCKING OF BALANCE TO BE DISPERSED

When CLIENT has completed their registration in FEENICIA and it has not yet been validated or approved by the validation area of FEENICIA, the BALANCE TO BE DISPERSED will be blocked until all requested documents in the third clause are turned in with responsibility on FEENICIA. All our clients must comply with the attachments to the General Regulations for the Federal Law for the Prevention and Identification of Operations with Proceeds of Unlawful Activities [Ley Federal Para La Prevención e Identificación de Operaciones con Recursos de

Procedencia Ilícita]:

• Attachment 3 of agreement 02/2013 by which are issued the general regulations related to the Federal Law for the Prevention and Identification of Operations with Proceeds of Unlawful Activities.
• Attachment 4 of agreement 02/2013 by which are issued the general regulations related to the Federal Law for the Prevention and Identification of Operations with Proceeds of Unlawful Activities.

The blocking of the dispersion may be carried out if CLIENT does not submit the CARDHOLDERS’ identifications when effectuating manual sales for which there will be a period of 30 days to forward the information. If not done, the amount of the manual sales will be retained for a period of 180 days until a chargeback is made, otherwise the amount will be deposited in CLIENT’s account.

If CLIENT’s account is suspended from the platform of FEENICIA, all the balance to be dispersed will be automatically blocked. CLIENT cannot file any claims of any type for the withdrawal of that balance. Whenever there is a reactivation of the account in favor of CLIENT, the BALANCE TO BE DISPERSED will be automatically unblocked.
When an account has been eliminated definitively or is suspended, the BALANCE TO BE DISPERSED will be blocked in FEENICIA with the understanding that this balance will be used to address the obligations against the CLIENT by the CARDHOLDERS such as refunds and chargebacks resulting from the date of the last transaction processed by the CLIENT and up to 180 calendar days later. Once the period is over and the CLIENT still has the BALANCE TO BE DISPERSED, FEENICIA will transfer funds to the CLIENT.

11. AMERICAN EXPRESS

This section is dedicated solely to compliance with the provisions set forth by American Express Company (México), S.A. de C.V. (hereinafter, American Express). CLIENT agrees to the present Terms and is subject to the provisions set forth by the aforementioned brand manifested hereunder.
Based on the stipulations set forth in the Affiliation contract executed between American Express and FEENICIA, the former may:
Reserve the right to audit the CLIENT’s establishment at any time for the purpose of ensuring compliance with American Express’s policies. The CLIENT must grant American Express and its auditors the support they require. The CLIENT must cooperate completely with any matter related to supervision and auditing, including regulatory auditing. American Express can review the CLIENT’s financial statements to verify their financial situation. The CLIENT must provide the information to American Express in case it is not public.
The CLIENT must agree to accept American Express cards when informing of the payment methods accepted from their cardholders. Furthermore, the CLIENT must not attempt to dissuade the cardholder from using said card nor criticize, change de card or a service, persuade them from using another method of payment, impose restrictions, conditions or drawbacks or promote other payment products. The CLIENT must not carry out activities that harm the business or the brand American Express or indicate that they prefer other products of card payment. In case this takes place, FEENICIA will terminate the CLIENT in a period of two business days running from the notification to the CLIENT and they will stop doing transactions with FEENICIA automatically. Additionally, the CLIENT must immediately remove any American Express identification, stickers or logos from their establishment and, if applicable, from their webpage.

The CLIENT must conserve customer service information immediately available for cardholder review that includes clear instructions on how to contact FEENICIA for any clarification regarding the brand. Such information can be found in numeral 12 of the present Terms.

12. ACCEPTANCE OF FOOD VOUCHERS

In the case of electronic wallets regulated by tax authorities, such as food vouchers, by express provision of the Tax Administration Service, CLIENT must comply with the following stipulations:

1. Food vouchers must only be accepted by CLIENT for the purchase of groceries within national territory. For such purposes, it shall be considered as “groceries” what is set forth in the tax provisions applicable.
2. Food vouchers must not be exchanged for cash, nor for negotiable instruments.
3. The client must not issue any tax proof for the purchase of groceries pursuant to the tax provisions.

Likewise, pursuant to articles 12, 21, and 22 of the Law on Food Aid for Workers, the CLIENT is reminded of the following prohibitions: (i) exchange Electronic Cards for the purchase of groceries for money either in cash or through negotiable instruments; (ii) accept Electronic Cards for groceries to purchase alcoholic beverages or tobacco products; (iii) use Electronic Cards for groceries for any purposes other than what is set forth in the aforementioned law or for services other than those described in subsection b) or c) of section I, article 7 or on section II of the same article and; (iv) use Electronic Cards for groceries to withdraw the balance in cash directly from the issuer or through a third party by any means, including ATMs, points of sale or cash registers, among others. In case CLIENT incurs in any of these violations, they shall be subject to the following penalties:

1. Fine of up to six thousand to 12 thousand times the daily minimum wage applicable in the pertinent economic area; and
2. In case of repetition, the amount of the fine shall double as corresponding.

14. FEENICIA CUSTOMER SUPPORT

For FEENICIA customer support and customer service, CLIENT has the following information at their disposal for use and integration of the platform:

• Email: ayuda@www.feenicia.com
• WhatsApp: 55 1712 7904
• Telephone number: 55 77 36 22
• Twitter: @Feenicia
• Facebook: /FeeniciaOficial
• Instagram: instagram.com/feeniciaoficial

By means of this clause, the CLIENT consents to the privacy policy and that FEENICIA will not be held responsible if the support does not resolve the request effectively due to any external factors such as deficient internet, storms, strikes, social unrest, war, unforeseen circumstances or force majeure.
FEENICIA reserves the right to not provide support in specific cases.
Requests will only be accepted by email.

The CLIENT agrees through the present Terms, that FEENICIA has powers to provide information to the CARDHOLDER about the details of the purchase for the purpose of preventing chargebacks and strengthen the security of the transactions with credit/debit cards in Mexico.

15. FEENICIA’S OBLIGATIONS

FIRST. SECURITY

FEENICIA guarantees that it is authorized to render services in payment methods to SUB-AFFILIATED CLIENTS according to the banking provisions in force. Likewise, it guarantees the confidentiality of debit/credit card transactions, unless these values are requested by judicial orders or by the tax authorities. In this scenario, FEENICIA will notify the CLIENT of said requests.

The CLIENT shall have the assurance that FEENICIA will update promptly and correctly to comply with the provisions set forth in the present agreement.

SECOND. AVAILABILITY

FEENICIA guarantees the availability of the service of payment methods 24 hours a day, 365 days of the year, as long as there are no unforeseen circumstances or force majeure; mistakes made by providers or third parties with which FEENICIA has agreements such as internet providers, infrastructure providers, AUTHORIZER companies, which does not imply any responsibility for FEENICIA.

In cases when FEENICIA cannot be available due to unforeseen circumstances or force majeure such as floods, earthquakes, fires to the data centers where the platform is hosted and/or terrorist acts, the CLIENTS does not have the right to carry out any disputes against FEENICIA.

THIRD. SERVICE QUALITY

FEENICIA is responsible for the correction of defects in Feenicia WEB, Feenicia Móvil, Feenicia API, as well as for compliance with the best security and data handling practices required by the payment industry for each transaction.

FOURTH. UPDATES

Due to technologic reasons, FEENICIA is obligated to make changes to the platform such as updates or new versions in order to provide the best services. These changes will be developed by FEENICIA in a manner that is not limited to the rendering of services used by CLIENT.

FIFTH. BALANCE DISPERSION

FEENICIA is obligated to transfer via SPEI the BALANCE TO BE DISPERSED in favor of CLIENT. This will be transferred to the bank account assigned in CLIENT’S profile. FEENICIA reserves the right of not making any transfers if there is negative balance due to chargebacks, refunds, or for any other reason. Furthermore, the account may be suspended or cancelled as specified in clause 10 of the present Terms.

In case CLIENT receives a payment that does not correspond to its transactions, CLIENT is obliged to notify FEENICIA by telephone and immediately return the amount of the payment made inappropriately. If CLIENT does not return such payment, FEENICIA reserves the right to withhold future payments until the total amount of the undue payment is recovered, FEENICIA has the right to charge the account registered on the Platform online.

16. CHARGEBACKS

FIRST. GENERAL INFORMATION

Chargebacks are effectuated when a CARDHOLDER makes a dispute to the ISSUING BANK on a charge appearing on their credit/debit card statement and whose concept was not correctly applied or is not recognized.
Some reasons for chargebacks are:

• When the cardholder has doubts about the validity of the CLIENT or FEENICIA
• When the cardholder has requested a refund from the CLIENT and the latter refuses or does not carry out the refund. Therefore, we recommend the CLIENT to make the refunds promptly to the cardholders who are not satisfied with the product or service purchased.
• If a cardholder never received the product or service purchased from CLIENT.
Unless otherwise stipulated in this Agreement, in case FEENICIA applies a Chargeback in terms hereof, CLIENT shall have the opportunity to send the evidence it deems necessary within 5 (five) calendar days after the Chargeback was made, without the foregoing constituting an obligation for FEENICIA to reverse it.

FEENICIA shall have the right to make a Chargeback including without limitation. FEENICIA may deduct, discount and/or compensate the Chargeback from pending or future payments to be covered by CLIENT, otherwise, FEENICIA will notify CLIENT of the payment obligation arising therefrom. If FEENICIA contacts CLIENT to request payment, CLIENT agrees to immediately pay the total amount or the outstanding balance for which, FEENICIA exercised the Chargeback. In the event that this does not happen, FEENICIA has the right to withhold (from the CLIENT) the funds of any FEENICIA Account that is deemed, and can be proven, to be associated with the CLIENT.

The fact that FEENICIA does not demand the amount of the Chargeback does not mean that it waives the right to exercise the Chargeback in accordance with the provisions of this Agreement.

Additionally, CLIENT shall provide FEENICIA with any information that may be necessary or convenient to support any dispute. In the event that the dispute is successfully resolved, FEENICIA will release the balance retained by the possible corresponding Chargeback.

SECOND. CHARGEBACK PROCESS

1. The cardholder contacts the ISSUING BANK to dispute a specific charge. The ISSUING BANK notifies the ACQUIRING BANK and the AUTHORIZER of the chargeback
2. THE AUTHORIZER notifies FEENICIA that there is a chargeback linked to the CLIENT or SUBAFFILIATE and the latter will inform CLIENT via email of the request and payment of the chargebacks registered. Likewise, they will be notified of any other information that allows FEENICIA to dispute the chargeback on their behalf.
3. FEENICIA may occasionally request specific information if the CLIENT has additional information for the AUTHORIZER or ACQUIRING BANK to review. It does not mean that they may be used as proof of purchase. FEENICIA is not responsible at any time for deeming valid any type of proof. In case of losing the chargeback, the CLIENT will not hold FEENICIA responsible under any argument of not defending appropriately the interests thereof.
4. FEENICIA will review the details of the chargeback and the documentation submitted by the CLIENT. Such details will be sent to the AUTHORIZER and to THE ACQUIRING BANK for a final opinion.

• If the AUTHORIZER or the ACQUIRING BANK determine the legitimacy of the transaction and the chargeback is in favor of the CLIENT, no further action will be necessary. Otherwise, FEENICIA will charge the full amount of the transaction and it will be withdrawn from the BALANCE TO BE DISPERSED of the CLIENT at that time and shall leave FEENICIA with no responsibility to the AUTHORIZER, ACQUIRING BANK and CARDHOLDER.
• The AUTHORIZER or ACQUIRING BANK takes approximately three business days to issue an opinion regarding the chargeback. However, it may take several days, weeks or even months. In these scenarios, FEENICIA cannot speed up or demand an opinion on a chargeback that is already in the process of determination by the Association of Banks of Mexico and the Board of Compensation (AUTHORIZERS).

THIRD. CHARGEBACK RETENTIONS

For each transaction that FEENICIA considers could result in a chargeback, it has the right to retain the complete amount equivalent to the purchase at the CLIENT’s. The latter will await to receive a chargeback from the cardholder to avoid problems with the CLIENT and FEENICIA. A retention may last up to 30 calendar days for the purpose of preserving FEENICIA’s reputation.

FOURTH. CHARGEBACK RESPONSIBILITY

The CLIENT will always acknowledge and be solely responsible for all chargebacks recorded for credit/debit card charges associated with their account from the date they were notified and up to 180 calendar days later.
If CLIENT loses a chargeback, FEENICIA will carry out the following to recover the amount thereof:

• The full amount of the chargeback will be taken from the BALANCE TO BE DISPERSED.
• If there is no BALANCE TO BE DISPERSED available, FEENICIA will set in negative numbers the full amount of the chargeback. The next CLIENT’s sales will be used to pay off that negative balance until the total chargeback amount is covered.
• If no new sales are made in CLIENT’s account and it’s not possible that FEENICIA collects the chargeback amount, the CLIENT is obligated to reimburse the full amount through the following means in a term no more than 3 calendar days after the final opinion was issued against the CLIENT.
• Cash deposit in any of FEENICIA’s banking institutions. The CLIENT must email the proof of deposit to ayuda@www.feenicia.com
• SPEI transfer to FEENICIA in any of its banking institutions. The CLIENT must then email the proof of transfer to ayuda@www.feenicia.com
• Pay with a credit card in the tab named PAGOS FEENICIA on the upper right corner. To pay this way, CLIENT must login to their FEENICIA account.
• If CLIENT does not pay the chargeback amount in the aforementioned period, FEENICIA has the power to make an only charge to the account with which it registered in the platform.
• In the case mentioned in the previous point, CLIENT acknowledges that a NEGATIVE BALANCE will be created, and will have the irrefutable obligation to settle it in favor of FEENICIA.

For this reason, CLIENT accepts that even after the termination of this Agreement or in case he/she decides to stop using FEENICIA’s Services or the account is suspended or eliminated, CLIENT will be responsible for settling any remaining obligation for debt generated by a Chargeback.

• FEENICIA will notify the Credit Bureau and/or Credit Circle in case the CLIENT does not pay the debt from the chargebacks on the established days and will not remove the name until the CLIENT makes the corresponding payment.

17. DEBT DUE TO CHARGEBACKS

CLIENT accepts according with these Terms that, if there is negative balance due to chargebacks or any other situation, it shall be considered as a DEBT and as such, hast the obligation to settle to FEENICIA.

CLIENT accepts that even after the termination of this Agreement and the consequences resulting therefrom, as well as suspension or definitive cancellation, CLIENT is responsible for settling any obligation subsisting due to debt.

CLIENT is obligated and accepts that when generating a debt with FEENICIA, they may carry out any of the following options in the established alphanumerical order to liquidate:
FEENICIA has the capacity to use the new balance generated by processed payments in the FEENICIA account with respect to new transactions carried out by CLIENT. FEENICIA does not have the obligation to give any resource for processed payments until the totality of the debt is settled.

SETTLEMENT PAYMENT

In case CLIENT does not perform activity in the Transactions either by will or because the account is suspended or cancelled, CLIENT is obliged to pay the total amount of the debt in a term no longer than 15 (fifteen) working days from the Payment Notification sent by FEENICIA via e-mail, which must be proven by sending the electronic receipt to the e-mail ayuda@www.feenicia.com within the mentioned term.
In the present conciliation, it will be able to reach a payment agreement with FEENICIA, by means of credit, requesting to FEENICIA the same within the term of fifteen days mentioned above. In the event that the PARTIES agree on the balance of the debt through Credit, this shall be taken as “Agreed credit balance” and shall have the clear obligation to settle the debt according to what is obliged. If the CLIENT does not do so, FEENICIA may exercise the Direct Debit charge.

DIRECT WITHDRAWAL

Regarding foregoing, the settlement of the balance, either by means of the withholding of item 1 or the conciliatory payment of item 2, FEENICIA in the event of non-payment t may make direct charges to the CLIENT’s account for debts. If there is no balance, FEENICIA may make periodic withdrawals from the bank account given by THE CLIENT. This will be only with the intention of completely settling the Debt.

CREDIT BUREAU

In the event that FEENICIA is unable to collect part or all of the aforementioned Debt, and if a period of five working days from the lack of collection and impossibility of the same to the direct withdrawal mentioned in point 3, FEENICIA will go directly to the courts, thus initiating the collection through a proceeding independent of the process mentioned in these Terms. Likewise, FEENICIA will send a report to the CREDIT BUREAU and any other list or database that disseminates the act of the CLIENT.

18. CREDIT BUREAU

By this means, Servicios Estratégicos en Tecnología de Información S. de R.L. is expressly authorized to, through its permitted officials, carry out investigations on your behavior and credit history. Likewise, you state to know the nature and scope of the information that will be requested of how FEENICIA will use such information and that it may make periodic inquiries of your credit history, accepting that this authorization is valid for a period of 3 (three) years running from the date of issue and in any case during the time in which the legal relationship is maintained.

FEENICIA only provides the information to the CREDIT BUREAU as Grantor of credit, likewise it is established that being in THE CREDIT BUREAU means having a credit history that shows both timely and adequate payments as well as delayed ones, therefore, FEENICIA is not, nor will it be responsible for the information on the credits registered in the CREDIT BUREAU database.

The information on the credits registered and owed with FEENICIA is eliminated from the CREDIT BUREAU database at different periods and in accordance with the amounts established directly with the CREDIT BUREAU. Therefore, FEENICIA notifies the CLIENT that even if the debt with FEENICIA is fully settled, the CREDIT BUREAU is responsible for modifying the record.

19. RETURN POLICY

FEENICIA may accept the return of merchandise, if all conditions stipulated below are met:

• The maximum period to receive a return is 5 business days from the time the CLIENT receives the FEENICIA product without exceptions
• The product, packaging, accessories (pen, tent cards, stickers) must be complete and in perfect conditions.
• Our return policy could change without previous notice.
• The return process is as follows:

– CLIENT contacts FEENICIA to inform that they wish to return a product. FEENICIA will email CLIENT the return format.
– CLIENT must fill out the format with the requested information, sign it and then send it via a photograph or scanned document in PDF to ayuda@www.feenicia.com
– CLIENT will visit a FedEx branch with the airway bill that FEENICIA has delivered in order to return de device. CLIENT must cover the shipping cost for the return, as well as the shipping cost at the time of purchase of the device. The cost of return is $232.00 (two hundred thirty-two and 00/100 Mexican currency) including VAT.

• Once the product or device and the aforementioned signed document is received, FEENICIA will deposit the refund in the bank account provided by the CLIENT in the amount of $332 (three hundred and thirty-two and 00/100 Mexican currency).
• The refund will be deposited until FEENICIA receives the required documentation and the product in the conditions mentioned above.
• The shipping cost will not be refunded.
• Within the United States-Mexico Border Region (defined in the La Paz Agreement as the area of land extending 100 km (62.5 miles) north and south of the international border. It comprises 80 municipalities in six Mexican states and 48 counties in four U.S. states). Returns will be mandatory upon presentation of the invoice corresponding to the purchase made, without exception.

20. THEFT OR LOSS

In case of theft or loss of any Point-of-Sale Terminal, CLIENT is obligated to submit to FEENICIA an acknowledgment to the corresponding authorities proving what happened. In a term not exceeding 72 hours (seventy-two hours) business hours, CLIENT must email the document that proves such act.

21. AUDIT

CLIENT consents that FEENICIA may carry out inspections by itself or through a designated person of the documentation, business or person inasmuch as it deems necessary to corroborate the legality and compliance with applicable laws and/or the present Terms.

22. ASSIGNMENT

These terms and the rights and obligations derived therefrom cannot be assigned or transferred in any manner by the CLIENT without previous written consent from FEENICIA.
CLIENT is prohibited from carrying out the following activities: (i) assign, sublicense, copy, publish, or distribute the Service, (ii) allow for a third party to use the Service, (iii) manipulate the Service’s technical limitations, nor decompile or reconstruct the Service in any other form.

FEENICIA will have the right to assign any of its rights and obligations stated hereunder without authorization from or notification to CLIENT.

23. NOTIFICATIONS

CLIENT may carry out the corresponding notifications according to this agreement. In order to do so, they must be done through certified mail to the following address: Calle Shakespeare #6, Piso 3, Nueva Anzures, Miguel Hidalgo, C.P. 11590, Mexico City.

FEENICIA will carry out the corresponding notifications to the emails the CLIENT registered in the platform.

24. MODIFICATIONS

The CLIENT cannot make any changes to the present agreement without previous authorization from FEENICIA.

FEENICIA may make the necessary changes to this agreement which will be informed by email to all our clients. They may accept said changes online by clicking on “I agree” button or if our clients continue to carry out operations through the platform FEENICIA after said notifications are sent. Changes to these Terms and Conditions shall be notified thirty days prior to becoming valid.

25. APPLICABLE JURISDICTION

The parties agree to be subject for the interpretation and compliance of this agreement to the Mexican laws in force, as well as to the courts in Mexico City and expressly waive any other jurisdiction that may correspond thereto due to their present or future domiciles or due to any other reason.

Last update: October 1st, 2020.

FEENICIA’S TERMS AND CONDITIONS

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