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ZORYA

SELFSERVICE

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Terms and Conditions of Use

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Notice on the structure of this document. Thisdocument contains two sets of Terms and Conditions of Use that coexist andsubsist autonomously: (i) the Self Service Terms and Conditions,contained in this first part, applicable to any individual or legal entity thatcontracts the Service in its self-service modality through the website; and(ii) the Enterprise Terms and Conditions, contained in the second partof this document, applicable solely to business customers that contract theService by means of a Master Services Agreement executed with Zorya. Each setof Terms governs only the contracting modality to which it corresponds; in theevent of doubt as to which is applicable, the modality actually contracted bythe Customer shall prevail and, failing that, these Self Service Terms.

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1. Definitions

For purposes of these Terms, the followingterms shall have the meaning set forth below. Any capitalized term not definedin this Section shall have the meaning ascribed to it in the body of theseTerms.

• “Agreement” means these Terms and Conditions of Use, together with the PrivacyNotice, the Data Processing Agreement (DPA), and any service order executed bythe Parties.

• “Customer” means any individual or legal entity that accepts these Terms and usesthe Service, regardless of its domicile, residence, nationality or country ofincorporation.

• “Malicious Code” means code, files, scripts, agents or programs designed to cause harm,including viruses, worms, time bombs and Trojans.

• “Customer Content” means any message, data, file or information that the Customer transmitsthrough the Service.

• “Customer Data” means: (a) any data provided by the Customer or its End Users to Zoryain connection with the use of the Service; or (b) data generated for theCustomer's use as part of the Service. It excludes theZorya Data.

• “Zorya Data” means data derived or generated from the use or provision of the Servicethat does not identify the Customer, its End Users or any natural person, orthat has been anonymized or pseudonymized in such a way that they cannot bere-identified. It does not comprise any information derived fromThird-Party Platform Data or combined with it where the terms of the relevantThird-Party Platform restrict its use, in accordance with Section 8.4 of theDPA.

• “Documentation” means the technical documentation, user guides and Service policiesavailable at www.zoya.com

• “Effective Date” means the date on which the Customer creates and verifies its account onthe Panel.

• “Security Incident”means any breach of security resulting in the destruction, loss, alteration,disclosure of, or unauthorized access to, the Customer Data processed by Zoryaor by its Sub-processors, in accordance with the DPA.

• “Confidential Information” has the meaning set forth in Section 12.

• “Anti-SPAM Penalty” means any economic sanction, contractual penalty, charge or fee imposedon Zorya by Operators, carriers, integrators, Meta, Google or any regulatoryauthority, whether in Mexico or in any other jurisdiction, arising directly orindirectly from the sending of SPAM, abusive traffic or breach of messagingpolicies by the Customer.

• “Operator” means any telecommunications or mobile network service provider involvedin the delivery of messages.

• “Panel” meansthe online administration panel available at www.zorya.com

• “Parties” means Zorya and the Customer jointly; each individually being a “Party”.

• “Third-Party Platform”means any messaging platform, network or channel operated by a third party thatis indispensable for the delivery of the communications, including but notlimited to Meta Platforms, Inc. and its Affiliates (WhatsApp Business API),Google LLC and its Affiliates (RCS Business Messaging) and the Operators.Third-Party Platforms do not constitute Sub-processors, in accordance withSection 8 of the DPA.

• “Service” or “Zorya Selfservice” means the cloud messaging platform described inSection 3.

• “Beta Services” means Service functionalities identified as alpha, beta, prior togeneral availability or similar.

• “Recurring Subscription” means the automatic monthly payment plan by charge to a credit or debitcard, in accordance with Section 6.3.

• “Fees” meansthe applicable prices published on the Panel, including VAT, taxes andapplicable Operator Charges.

• “End User” means any recipient of messages sent by the Customer through theService.

• “Zorya” meansZorya Telecom, S.A. de C.V., as described in Section 2.

• “SPAM” or“Unsolicited Message” means the sending of messages through the Service thatconstitutes any of the following conducts: (a) the sending of ten (10) or moremessages with the same content or substantially similar content within a periodof one (1) minute; (b) the sending of any message that does not have the prior,express and unequivocal consent of the recipient to receive it; (c) the masssending of unsolicited messages, advertisements or promotional content withoutthe express consent of the recipient; (d) the sending of messages whose contentpromotes, markets, carries out collection actions, deceives or arouses interestin a product, service or matter without the recipient having requested them; or(e) the sending of messages with religious or political content, content thatincites hatred, violence or discrimination, pornographic content, contentharmful to security, harmful to recipients or third parties, contrary to publicmorals or that infringes the applicable legislation in any jurisdiction.

2. Acceptance of the Terms

By registering for, accessing or usingZorya Selfservice, the Customer represents that it has read, understood andaccepted these Terms in their entirety. If it does not agree, it must refrainfrom using the Service.

The person who creates the account onbehalf of the Customer represents and warrants that: (i) it has the necessaryauthority to bind the Customer; (ii) it accepts the Terms in their entirety;and (iii) all information provided is true, complete and accurate. The Termsshall enter into force as of the Effective Date.

3. Parties

The Service is provided by Zorya Telecom,S.A. de C.V. (hereinafter, “Zorya”), a company duly incorporated under the lawsof the United Mexican States, and the registered Customer. Zorya and theCustomer shall be referred to jointly as the “Parties”.

Name: ZoryaTelecom, S.A. de C.V.

Domicile: LagoGinebra número 86, Interior A-608, Colonia Cuauhtémoc Pensil, Alcaldía MiguelHidalgo, CDMX. C.P. 11490.

Legal contact: legal@zorya.mx

3.1 Customer Affiliates

The Customer's affiliated companies(entities that control, are controlled by or are under common control with theCustomer) may use the Service in accordance with these Terms. The Customerrepresents and warrants that it has the authority to bind each of itsaffiliates. The Customer and its affiliates shall be jointly and severallyliable for the acts and omissions of such affiliates in connection with theService.

3.2 Zorya Affiliates

Zorya may perform its obligations throughits affiliated companies or subcontractors, without this releasing Zorya fromits obligations under this Agreement.

4. Description of the Service

Zorya Selfservice is a cloudcommunications platform that enables the Customer to send commercial,transactional and notification messages to its End Users through the followingchannels:

• SMS (ShortMessage Service): standard text messages.

• WhatsApp Business API: messages through the Meta Platforms platform.

• RCS (RichCommunication Services): rich messages over mobile network.

Access to the Service is carried outthrough the Panel www.zorya.com and through the APIs that Zorya makesavailable to the Customer, as described in the Documentation.

4.1 Zorya's obligations in theprovision

Zorya undertakes to: (a) provide theService in accordance with these Terms and the Documentation; (b) implementreasonable security measures as described in its Security Policy; (c) usecommercially reasonable efforts to detect and remove Malicious Code; and (d)provide technical support in accordance with the contracted levels.

4.2 Changes to the Service

Zorya may modify the Service at any time.For changes that are not backward-compatible with the Customer's APIs (“AdverseChange”), Zorya shall notify the Customer at least sixty (60) calendar days inadvance, unless the change is required for security reasons, by an Operator orby legal mandate. In the event of an Adverse Change, the Customer may notifyZorya and both Parties shall make reasonable efforts to mitigate the impact.

5. Registration and Account

5.1 Eligibility

The Service is available to any individualover 18 years of age and to duly incorporated legal entities, regardless oftheir domicile or nationality. Upon registering, the Customer represents thatit has full legal capacity to enter into contracts under the legislation of itsjurisdiction.

5.2 Account creation

The Customer must register an account byproviding truthful, up-to-date and complete information. The account ispersonal and non-transferable; the Customer is responsible for maintaining theconfidentiality of its credentials and for all activities carried out under itsaccount. The Customer shall notify Zorya immediately of any unauthorized use ofits account.

5.3 Verification

Zorya reserves the right to verify theidentity and information of the Customer, and to reject or suspendregistrations where there are indications of false information, fraud or breachof these Terms.

5.4 Access security andauthentication

The Customer is responsible forsafeguarding its access credentials and for all operations carried out throughits account. Zorya may make available to the Customer enhanced authenticationmechanisms (including two-factor authentication), the use of which is stronglyrecommended. The Customer must notify Zorya, immediately and through support@buzzync.com, of any unauthorized access, lossor compromise of its credentials. Zorya shall not be liable for damages arisingfrom the breach of this obligation by the Customer.

6. Commercial Terms

6.1 Acquisition modalities

The Service operates under two modalities:

• Prepaid (“One Shot”): the Customer acquires a specific Balance on a one-time basis.Consumption is deducted from the available balance in real time in accordancewith the current Fees published on the Panel. Once the balance is exhausted,the Customer may acquire additional top-ups without the need to cancel anysubscription.

• Recurring Subscription: the Customer contracts a monthly plan with automatic charge to a creditor debit card, in accordance with Section 6.3.

6.2 Operator Charges

The published Fees are exclusive of thecharges and surcharges applied by network Operators (including terminationcharges, connectivity rates and other telecommunications surcharges, “OperatorCharges”). Such charges shall be passed on to the Customer as an additionalitem and deducted from its balance, to the extent applicable according to thedestination and channel of the message. The current Operator Charges shall bevisible on the Panel prior to each sending.

6.3 Recurring Subscription andautomatic charges

By contracting a Recurring Subscription,the Customer grants its express, clear and informed consent for Zorya to makeautomatic monthly charges to the registered payment method. Prior to activatingthe subscription, the Panel shall show the Customer:

• The total amount of the charge.

• The frequency of the charge.

• The date on which the first and subsequent charges will be made.

• The automatic renewal conditions.

• The mechanism to cancel immediately and without penalty.

Without such consent, no automatic chargeshall be made. The Recurring Subscription shall renew automatically at thebeginning of each period, unless previously canceled in accordance with Section7.1. The balance assigned in each cycle that is not consumed within thecorresponding period shall not accumulate or carry over to the followingperiod.

Prior notice of renewal. Zorya shall send the Customer anotice at least five (5) calendar days prior to the scheduled renewal date,informing it of the amount to be charged, the period it will cover and themechanism to cancel. Failure to give prior notice shall entitle the Customer torequest a refund of the unauthorized charge, in accordance with applicableregulations.

6.4 Taxes and invoicing

The published prices include VAT. Zoryashall issue the corresponding CFDI after each top-up or subscription charge.The Customer is responsible for keeping its tax data up to date. If theCustomer is exempt from any tax, it must provide the corresponding supportingdocumentation.

6.5 No refund

Payments made by the Customer are finaland non-refundable, except in the cases expressly provided for in these Termsor required by law. Unused balances do not generate any interest in favor ofthe Customer. Prepaid balances may have a specific validity period, which shallbe indicated on the Panel at the time of acquisition; once such period haselapsed without the balance being consumed, it shall expire automaticallywithout the right to a refund.

6.6 Charge disputes

The Customer must notify Zorya in writing,within sixty (60) calendar days following the date of the disputed charge, ofany discrepancy in the amounts charged. Disputes outside this period shall notbe considered. While the dispute subsists, the Customer may withhold only thedisputed amount, and must act in good faith and cooperate actively with Zoryafor its resolution. Zorya shall not charge default interest or suspend theService for amounts subject to a valid and good-faith dispute.

6.7 Balance upon termination ofthe contract

In the event of termination of theAgreement, Zorya shall use its best efforts to refund the available balance inthe Customer's account, subject to verification of the bank details and thatthere are no outstanding debts.

7. Term and Termination

The Agreement shall enter into force onthe Effective Date and shall remain in force until either Party terminates itin accordance with this Section.

7.1 Voluntary termination andcancellation of Recurring Subscription

Either Party may terminate the Agreementby written notice to the other Party with thirty (30) calendar days' advancenotice.

Cancellation of Recurring Subscription. The Customer may cancel itsRecurring Subscription at any time, immediately and without penalty, throughthe same channel used to contract it (Panel) or by email to support@buzzync.com To avoid the next automaticcharge being generated, cancellation must be carried out at least five (5)calendar days prior to the scheduled renewal date. The cancellation shall takeeffect immediately and no charges shall be made after the date on which it isprocessed. The Customer shall retain access to the Service and to the assignedbalance until the end of the period already paid, without this implying arefund.

Cancellation confirmation. Once the cancellation has beenprocessed, Zorya shall send the Customer an electronic confirmation indicatingthe exact date from which no further charges will be made.

Acquisition of additional balance. For the prepaid One Shot modality,no cancellation is required; the Customer simply acquires balance when needed,without periodic commitments.

7.2 Termination for materialbreach

Either Party may terminate the Agreementif the other Party incurs a material breach and does not cure it within fifteen(15) calendar days following written notice thereof. Breach of the AcceptableUse Policy shall be deemed a material breach.

7.3 Termination for insolvency

Either Party may terminate the Agreementimmediately by written notice if the other Party is declared in a concursomercantil (insolvency proceeding), commences a dissolution proceeding, ceasesoperations, makes an assignment of assets for the benefit of creditors orbecomes subject to any similar proceeding.

7.4 Effects of termination

Upon termination, the Customer must ceaseall use of the Service and the APIs. Zorya may delete the Customer Data inaccordance with its Privacy Policy, unless the law requires its retention for aspecific period.

7.5 Surviving clauses

The following clauses shall survive thetermination of the Agreement for any cause: Section 1 (Definitions), Section 6(Commercial Terms), Section 10 (Protection of Personal Data), Section 11(Intellectual Property), Section 12 (Confidentiality, for three years), Section13 (Limitation of Liability), Section 14 (Indemnification), Section 16(Governing Law and Jurisdiction) and Section 17 (General Provisions).

8. Acceptable Use Policy

The Customer undertakes to use the Servicesolely for lawful purposes and in accordance with the regulations in force inits jurisdiction. The following is strictlyprohibited:

• Sending unsolicited messages (SPAM) or messages to recipients who havenot granted their prior and informed consent.

• Transmitting fraudulent, misleading, defamatory, obscene, threateningcontent or content that infringes the rights of third parties.

• Impersonating the identity of individuals or legal entities.

• Sending content that promotes illegal activities, discrimination orhatred.

• Using the Service to send phishing, smishing, malware or other cyberthreats.

• Circumventing or attempting to circumvent the security systems, ratelimits or anti-SPAM mechanisms of Zorya or of the Operators.

• Generating unusual, fraudulent traffic or traffic that degrades theoperation of the Service for other customers.

• Reselling the Service to third parties without the prior writtenauthorization of Zorya.

• Transmitting sensitive personal datain the Customer Content or in any field, template, attachment or parameterthereof, except with the prior written enablement of Zorya in accordance withSection 4.1 of the DPA.

8.1 Suspension for improper use

Zorya may suspend the Service, in goodfaith and by written notice where circumstances permit, where it determinesthat: (a) the Customer or its End Users breach this Acceptable Use Policy; (b)there is an unusual increase in traffic that Zorya considers fraudulent or thatadversely affects the operation of the Service; (c) the provision of theService is prohibited by applicable law or regulation; (d) the use of theService represents a threat to its security, integrity or availability; (e) theCustomer's information on the Panel is false, inaccurate or incomplete; or (f)the Customer sends SPAM. The Customer shall remain obligated to pay the Feesaccrued during the suspension.

8.2 Prohibition of SPAM andliability for Anti-SPAM Penalties

The Customer is strictly prohibited fromsending SPAM through the Service. In the event that the Customer engages in thesending of SPAM, it shall be solely and exclusively liable to Zorya for alldamages and losses that such conduct causes, including but not limited to:

• The Anti-SPAM Penalties that the authorities or Operators imposeon Zorya as a consequence of the sending of SPAM originated by the Customer,regardless of the jurisdiction where such sanction originates.

• The reasonable costs of legal defense, attorneys' fees and relatedexpenses incurred by Zorya.

• The claims of third parties affected by the messages sent.

• The damage to the commercial and operational reputation of Zorya.

Collection of Anti-SPAM Penalties. The Customer expressly authorizesZorya to deduct from the available balance in its Panel account, immediatelyand without the need for prior judicial declaration, the amount equivalent tothe Anti-SPAM Penalties, penalties, fines and expenses caused by or arisingfrom the sending of SPAM by the Customer. In the event that the availablebalance is insufficient to cover the total amount, the Customer undertakes toreimburse Zorya for the remaining balance within five (5) business daysfollowing Zorya's notice, without prejudice to any other right or legal remedyavailable to Zorya. Such deduction or collection shall not imply any waiver byZorya of any other right, legal action or additional remedy arising from thesame breach, which Zorya may exercise simultaneously or successively.

8.3 Notification of SecurityIncidents

Zorya shallnotify the Customer of any Security Incident affecting the Customer Data withoutundue delay and, in any event, within forty-eight (48) hours of its discovery,or within the shorter period required by applicable regulations, describing thenature of the incident, the categories and approximate volume of affected data,the measures adopted and the applicable recommendations, in the terms ofSection 10 of the DPA. Zorya shall reasonably cooperate with the Customer forits handling. This notification shall not constitute any acknowledgment ofliability on the part of Zorya.

9. Regulatory Compliance

The Customer is solely responsible forcomplying with all regulations applicable to its messaging campaigns, both inMexico and in any jurisdiction where the communications are sent or received.

9.1 Federal Telecommunicationsand Broadcasting Law (LFTR)

The Customer must comply with theprovisions of the Telecommunications Regulatory Commission (CRT) regardingcommercial messaging, including the numbering and portability regulations andthe sender identification obligations.

9.2 Consent of recipients

The Customer warrants that it has obtainedthe valid, prior, informed and unequivocal consent of each end recipient toreceive commercial communications. The Customer shall retain evidence of theconsent and shall make it available to Zorya or to the competent authority whenrequired.

9.3 Meta policies (WhatsAppBusiness API)

The sending of messages through WhatsAppis subject to the WhatsApp Business Policies and the Messaging Policies of MetaPlatforms. Meta may suspend access to the channel if the Customer breaches suchpolicies.

The WhatsAppBusiness API channel constitutes a Third-Party Platform. The processing ofpersonal data arising from its use is additionally subject to Section 8 of theDPA.

9.4 Regulations applicable toRCS

The sending of RCS messages is subject tothe conditions of the mobile network Operators and to the guidelines of GoogleLLC for RCS Business Messaging.

9.5 Applicable internationalregulations

Given that the Service may be used to sendmessages to recipients located outside Mexico, the Customer acknowledges andaccepts that, depending on the destination country of the communications,regulations of other jurisdictions may be applicable, including but not limitedto:

• CAN-SPAM Act (United States of America): regulates the sending of unsolicitedcommercial email and messages.

• CASL (Canada):Canadian Anti-Spam Law that requires express consent for the sending ofcommercial electronic messages.

• GDPR (EuropeanUnion): General Data Protection Regulation, applicable where data of Europeancitizens is processed.

• LGPD (Brazil):General Personal Data Protection Law (Law No. 13,709/2018), applicable wherepersonal data of data subjects located in Brazil is processed.

• TCPA (UnitedStates of America): Telephone Consumer Protection Act, applicable to SMSmessaging and automated calls.

The Customer shall be solely responsiblefor compliance with such regulations and for any Anti-SPAM Penalty or othersanctions arising from its non-compliance, regardless of the jurisdiction oforigin.

9.6 Anti-corruption andinternational trade

Each Party warrants that it will complywith all applicable laws regarding anti-corruption, anti-money laundering andinternational trade, including economic sanctions, export and import controls;and represents that it has not made, offered or promised any payment or gift inviolation of such laws. The Customer shall notify Zorya immediately of anyactual or potential breach of these obligations. Zorya may suspend the Serviceif the Customer breaches this Section.

9.7 Federal Consumer ProtectionLaw (LFPC)

In compliance with Article 76 Bis of theFederal Consumer Protection Law and its reform published in the OfficialGazette of the Federation on December 12, 2025, Zorya shall observe thefollowing obligations in the provision of the Service through electronic means:

• (i) Confidentiality: Zorya shall use the information provided by the Customer confidentiallyand shall not transmit it to third parties unrelated to the transaction, exceptwith the express authorization of the Customer or upon request of a competentauthority, in accordance with Section 12.

• (ii) Technical security: The Panel and the programming interfaces of the Service shall operateunder security protocols (HTTPS/TLS) and other available technical elements toguarantee the confidentiality and integrity of the information.

• (iii) Provider contact details: Before entering into any transaction, theCustomer may consult the physical address, telephone number and email addressof Zorya in Section 2 of these Terms and on the Panel.

• (iv) Truthful and complete information: Zorya undertakes to provide truthful,verifiable and non-misleading information about the characteristics,conditions, costs and payment methods of the Service, in accordance withSection 6.

• (v) Respect for the Customer's decisions: Zorya shall respect the Customer'sdecision regarding the volume and quality of the Service contracted, as well asits right not to receive unsolicited commercial or advertising communications.

• (vi) Responsible commercial practices: Zorya shall refrain from using sales oradvertising strategies that do not provide clear and sufficient information. The Service is not directed at minors.

• (vii) Complaints before PROFECO: Without prejudice to the disputeresolution mechanisms provided for in Section 16, the Customer may filecomplaints before the Federal Consumer Protection Agency (PROFECO) throughwww.profeco.gob.mx or the Consumer Hotline 800 468 8722, in accordance with itslegal powers.

10. Protection of Personal Data

Theprocessing of personal data is governed by the Federal Law on the Protection ofPersonal Data Held by Private Parties (LFPDPPP), published in the OfficialGazette of the Federation on March 20, 2025, and by the other provisions thatmay be applicable, as well as by the regulations applicable in the jurisdictionof the Customer or of the recipients of the communications.

10.1 Customer Data

The datasubjects of such data may exercise their ARCO rights, revoke their consent andlimit the use or disclosure of their personal data in accordance with themechanisms, requirements and periods provided for in the Privacy Notice itself,by request addressed to legal@zorya.mx.

10.2 End-User Data

With respectto the personal data of the End Users, the Customer acts as Controller andZorya solely as Processor, processing them solely in accordance with theCustomer's documented instructions and for the provision of the Service. TheCustomer warrants that it has a valid lawful basis and that it has compliedwith the obligations corresponding to it as Controller, including makingavailable the applicable privacy notice to its End Users, in accordance withthe LFPDPPP and the applicable regulations according to their location.

Zorya'sPrivacy Notice does not apply to the End Users. The requestsfor the exercise of ARCO rights that Zorya receives directly from an End Usershall not be resolved by Zorya on the merits, but channeled to the Customer inits capacity as Controller, in accordance with Section 11.1 of the DPA.

10.3 Data Processing Agreement(DPA)

Theprocessing of the personal data of the End Users is governed by the DataProcessing Agreement (DPA), available at www.zorya.comwhich is incorporated by reference into these Terms and forms an integral partof the Agreement. The DPA governs the documented instructions, the obligationsof each Party, the security measures, confidentiality, sub-processing,Third-Party Platforms, international transfers, the notification of SecurityIncidents, assistance to the Controller, the handling of the rights of datasubjects and the return or deletion of the data upon termination of theAgreement.

In the eventof a conflict between the DPA and these Terms with respect to the processing ofpersonal data of the End Users, the DPA shall prevail, in accordance withSection 17.5.

11. Intellectual Property

All intellectual property rights over theService, the Panel, the APIs, the software, designs, documentation and otherelements that make up Zorya Selfservice are the exclusive property of Zorya orof its licensors. These Terms do not confer on the Customer any ownership rightover such elements.

Zorya grants the Customer a limited,non-exclusive, non-shared, non-sublicensable for retransmission, revocable andnon-transferable license to access and use the Service during the term of theAgreement and in accordance with its Terms. The Customer grants Zorya anon-exclusive license to process, transmit and store the Customer Content tothe extent necessary to provide the Service.

11.1 Feedback

Any comment, suggestion or feedback thatthe Customer provides to Zorya regarding the Service shall become the exclusiveproperty of Zorya, which may use it without restriction or compensation.

12. Confidentiality

Each Party undertakes to keep theConfidential Information of the other Party in strict confidence. “ConfidentialInformation” means any non-public information designated as confidential orthat by its nature should reasonably be considered as such, including thisAgreement, pricing data, customer data, technical data and business strategies.This obligation shall survive the termination of the Agreement for a period ofthree (3) years.

12.1 Exceptions

The confidentiality obligation shall notapply to information that: (i) is or becomes public domain without breach ofthese Terms; (ii) is known by the receiving Party prior to its disclosure; or(iii) is disclosed by mandate of a competent authority, with prior notice tothe other Party to the extent permitted by law.

12.2 Compelled disclosure

The receiving Party that must discloseConfidential Information by legal or regulatory mandate shall provide thedisclosing Party with prior written notice to the extent permitted by law, andshall cooperate reasonably to limit the scope of such disclosure.

12.3 Equitable remedies

The Parties acknowledge that the breach ofthis Section could cause irreparable harm that would not be adequatelycompensated by a monetary remedy, and therefore either Party may seekinjunctive measures or any other equitable remedy before the competent courts,without the need to post a bond or prove the harm.

13. Limitation of Liability

13.1 Disclaimer of warranties

The Service is provided “as is” and “asavailable”. Zoryadoes not grant express or implied warranties, including warranties ofmerchantability, fitness for a particular purpose or non-infringement. Zoryadoes not warrant that the Service will be uninterrupted, error-free or thatmessages will be delivered in their entirety. Zorya is also not responsible forthe security or availability of the Operators' networks.

13.2 Limit of direct liability

Zorya's total aggregate liability to theCustomer, for any cause and under any legal theory, shall not exceed the totalamount paid by the Customer to Zorya during the thirty (30) calendar days priorto the first incident that gave rise to the claim.

13.3 Exclusion of indirectdamages

In no event shall Zorya be liable forindirect, incidental, special, consequential, punitive damages, loss of data,business interruption or loss of profits, even where it has been informed ofthe possibility of such damages.

13.4 Exceptions

The limitations of liability in thisSection do not apply to: (a) the Customer's breach of Section 8 (Acceptable UsePolicy); (b) the payment obligations of either Party; (c) the indemnificationobligations of Section 14; or (d) damages caused by proven willful misconductor bad faith of Zorya.

14. Indemnification

14.1 Indemnification by theCustomer

The Customer shall defend, indemnify andhold Zorya and its officers, employees, representatives and partners free andharmless from any claim, damage, loss, cost or expense (including reasonableattorneys' fees) arising from: (i) the use of the Service by the Customer orits End Users; (ii) the Customer Content; (iii) the breach of anyrepresentation or obligation of these Terms; or (iv) the violation of therights of third parties or of the applicable regulations in any jurisdiction.

14.2 Indemnification by Zorya

Zorya shall defend, indemnify and hold theCustomer free and harmless from any third-party claim alleging that theService, as provided by Zorya, infringes or misappropriates the intellectualproperty rights of such third party (“IP Claim”). If the Service is or may bethe subject of an IP Claim, Zorya may, at its cost and election: (a) obtain theright for the Customer to continue using the Service; (b) modify the Service sothat it does not infringe; or (c) if none of the foregoing options is reasonablypracticable, terminate the Agreement and refund the unused prepaid balances.

14.3 Exclusions to Zorya'sindemnification

Zorya's indemnification obligation doesnot apply where the IP Claim arises from: (a) the Customer's breach of theseTerms; (b) the combination of the Service with other products or services ofthe Customer or of third parties, if the Service alone would not infringe; (c)the use of Beta Services; or (d) modifications to the Service made by theCustomer without Zorya's authorization.

14.4 Indemnification process

The Party seeking indemnification must:(a) notify the indemnifying Party in writing immediately; (b) grant theindemnifying Party exclusive control of the defense and negotiation of thematter; and (c) cooperate reasonably with the indemnifying Party. Theindemnifying Party shall not enter into any settlement that implies anadmission of liability by the indemnified Party, or that imposes obligations onit, without its prior written consent.

15. Force Majeure

Neither Party shall be liable for thenon-performance or delay in the performance of its obligations to the extentthat such non-performance or delay is caused by circumstances beyond itsreasonable control and without negligence on its part, including: acts ofgovernmental or military authority, fires, strikes, floods, terrorist acts,wars, riots, natural disasters, declared epidemics or pandemics, massivefailures of internet or telecommunications infrastructure, or power outages(“Force Majeure Event”). The affected Party must notify the other Partyimmediately and shall adopt all reasonable measures to mitigate theconsequences of the Force Majeure Event.

16. Governing Law and DisputeResolution

These Terms shall be governed by andconstrued in accordance with the laws of the United Mexican States.

16.1 Direct negotiation

In the event of any dispute arising fromthe interpretation, execution or performance of these Terms, the Parties shallappoint senior representatives who, in good faith, shall attempt to resolve thedispute within thirty (30) calendar days following the written notice thereof.

16.2 Arbitration

If the dispute is not resolved throughdirect negotiation, either Party may submit it to binding arbitration beforethe Arbitration Center of Mexico (CAM) or the CANACO Mediation and ArbitrationCenter, in accordance with their rules in force. The arbitration shall beconducted in Mexico City, in the Spanish language, by a sole arbitratorappointed by mutual agreement or, failing that, in accordance with theapplicable rules. The arbitral award shall be final, binding and unappealable,and may be enforced before any competent court.

16.3 Costs and fees

The prevailing Party in any arbitral orjudicial proceeding shall be entitled to reimbursement of its reasonable legalfees and related expenses by the non-prevailing Party.

17. General Provisions

17.1 Notices

All legal notices must be made in writing.Notices to the Customer shall be sent to the email address registered on thePanel. Notices to Zorya must be addressed to legal@zorya.mx or to the domicileindicated in Section 2. Notwithstanding the foregoing, the Customer may filecomplaints before the Federal Consumer Protection Agency (PROFECO) throughwww.profeco.gob.mx or the Consumer Hotline 800 468 8722.

17.2 Assignment

The Customer may not assign or transferits rights or obligations under these Terms without the prior written consentof Zorya. Zorya may assign the Agreement to an affiliated company or in thecontext of a merger, acquisition or sale of assets, notifying the Customer withreasonable advance notice. The assignment does not release the assigning Partyfrom its obligations unless the assignee expressly assumes them and the otherParty accepts it.

17.3 Relationship between theParties

Nothing contained in these Terms shallcreate a partnership, agency, joint venture, employment relationship orfranchise between the Parties. Each Party shall act as an independentcontractor.

17.4 No third-partybeneficiaries

This Agreement does not confer rights orbenefits on any third party, including the End Users or affiliated companies ofthe Customer, unless expressly provided otherwise.

17.5 Order of precedence

In the event of a conflict orinconsistency between the documents that make up the Agreement, the followingorder of precedence shall apply: (1) any service order signed by the Parties;(2) the Data Processing Agreement (DPA); (3) these Terms and Conditions of Use;(4) any other term incorporated by reference; and (5) the technicalDocumentation.

17.6 Severability

If any provision of these Terms isdeclared invalid or unenforceable by a competent authority, the remainingprovisions shall continue in full force and effect.

17.7 Waiver

The failure of a Party to exercise anyright provided for in these Terms shall not constitute a waiver of such rightnor prevent its subsequent exercise.

17.8 Entire agreement

These Terms, together with the referenceddocuments and any executed service order, constitute the entire agreementbetween the Parties and supersede any prior agreement, verbal or written,regarding the subject matter thereof.

18. Amendments to the Terms

Zorya may amend these Terms at any time toreflect legal, regulatory, technical or commercial changes. Any materialamendment shall be notified to the Customer by email or through the Panel atleast fifteen (15) calendar days in advance of its entry into force. Continueduse of the Service after the effective date of the amendments shall constituteacceptance thereof. If the Customer does not agree with the amendments, it mayterminate the Agreement in accordance with Section 7.1, without penalty, beforetheir entry into force. The amendments shall not apply retroactively to chargesalready accrued.

19. Electronic Communications

The Customer grants its consent to receivefrom Zorya communications, notices and notifications of a legal, operational orsecurity nature by electronic means, including the email address registered onthe Panel and the messages displayed within the platform. Such communicationsshall have the same validity and legal effects as those made in writing. TheCustomer is responsible for keeping its contact details up to date and forperiodically reviewing such communications.

20. Accessibility, Inclusion andNon-Discrimination

Zorya endeavors to ensure that access toand use of the Service is carried out under conditions of equality, inclusionand non-discrimination. Zorya shall make reasonable efforts to ensure that thePanel and the Documentation observe accessibility and plain-language criteria,and to make available to the Customer support channels that address its needs.The use of the Service to disseminate content that incites hatred, violence ordiscrimination on grounds of ethnic or national origin, gender, age,disability, social status, health conditions, religion, sexual preferences orany other that undermines the dignity of persons is prohibited, in accordancewith Section 8.

21. Language

These Terms are entered into in theSpanish language, which version shall govern for all legal purposes. Anytranslation provided is made solely for the Customer's convenience; in theevent of a discrepancy between the Spanish version and any translation, theSpanish version shall prevail.

Acknowledgment of Acceptance

By clicking on “I accept the Terms andConditions” during the registration process, or by using the Service, theCustomer confirms that it has read, understood and accepted these Terms intheir entirety, with the same legal effects as a handwritten or advancedelectronic signature, in accordance with applicable legislation.

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Last Updated • July 2026 • legal@zorya.mx

ZORYA

ENTERPRISE

Terms and Conditions — Business Customers

Scope of application. These Enterprise Terms andConditions (the “Enterprise Terms”) apply solely to individuals or legalentities that contract the Service in its business modality by means of aMaster Services Agreement (MSA) executed with Zorya. These Enterprise Termsreplace, with respect to the business customer, the Self Service Terms thatprecede them. In the event of a conflict between the two, with respect to abusiness customer the Enterprise Terms and the corresponding Service Order orMSA shall prevail.

1. Definitions

For purposes of these Enterprise Terms,the following terms shall have the meaning set forth below. Any capitalizedterm not defined in this Section shall have the meaning ascribed to it in thebody of these Terms, in the Service Order or in the MSA.

• “Agreement” means these Enterprise Terms, together with the Service Order, the MSA(where applicable), the Privacy Notice, the Data Processing Agreement (DPA),and any annex executed by the Parties.

• “Affiliate” means any entity that controls, is controlled by or is under commoncontrol with a Party, where control means the direct or indirect ownership ofmore than fifty percent (50%) of the share capital or of the voting rights.

• “Beneficial Owner” has the meaning ascribed to it by the applicable legislation on tax andanti-money laundering matters.

• “Customer” means the legal entity identified in the Service Order that contractsthe Service in its business modality.

• “Malicious Code” means code, files, scripts, agents or programs designed to cause harm,including viruses, worms, time bombs and Trojans.

• “Customer Content” means any message, data, file or information that the Customertransmits through the Service.

• “Zorya Data” means data derived or generated from the use or provision of theService that does not identify the Customer, its End Users or any naturalperson, or that has been anonymized or pseudonymized in such a way that theycannot be re-identified. It does not comprise any informationderived from Third-Party Platform Data or combined with it where the terms ofthe relevant Third-Party Platform restrict its use, in accordance with Section8.4 of the DPA.

• “Documentation” means the technical documentation, user guides and Service policiesavailable at www.zorya.com

• “Security Incident” means any breach of security resulting in the destruction, loss,alteration, disclosure of, or unauthorized access to, the Customer Dataprocessed by Zorya.

• “Confidential Information” has the meaning set forth in Section 13.

• “MSA”means the Master Services Agreement that, where applicable, the Parties executeand into which these Enterprise Terms are incorporated by reference.

• “Operator” means any telecommunications or mobile network service providerinvolved in the delivery of messages.

• “Service Order” means the document (physical or electronic) by which the Parties agreeon the scope, volumes, fees, term and other specific commercial conditions ofthe business contracting.

• “Parties”means Zorya and the Customer jointly; each individually being a “Party”.

• “Service”means the cloud messaging platform described in Section 4, contracted in itsbusiness modality.

• “Beta Services” means Service functionalities identified as alpha, beta, prior togeneral availability or similar.

• “Sub-processor” means any third party engaged by Zorya to process Customer Data in theperformance of the provision of the Service.

• “Fees”means the prices agreed in the Service Order, including the applicable OperatorCharges and taxes.

• “End User” means any recipient of messages sent by the Customer through theService.

• “Zorya”means Zorya Telecom, S.A. de C.V., as described in Section 3.

• “SPAM” or “Unsolicited Message” means the sending of messages through theService that constitutes any of the following conducts: (a) the sending of ten(10) or more messages with the same content or substantially similar contentwithin a period of one (1) minute; (b) the sending of any message that does nothave the prior, express and unequivocal consent of the recipient to receive it;(c) the mass sending of unsolicited messages, advertisements or promotionalcontent without the express consent of the recipient; (d) the sending of messageswhose content promotes, markets, carries out collection actions, deceives orarouses interest in a product, service or matter without the recipient havingrequested them; or (e) the sending of messages with religious or politicalcontent, content that incites hatred, violence or discrimination, pornographiccontent, content harmful to security, harmful to recipients or third parties,contrary to public morals or that infringes the applicable legislation in anyjurisdiction.

2. Acceptance of the Terms andScope

By executing a Service Order or an MSAthat incorporates these Enterprise Terms by reference, or by accessing or usingthe Service in its business modality, the Customer represents that it has read,understood and accepted these Enterprise Terms in their entirety.

The person who executes the Service Orderor the MSA on behalf of the Customer represents and warrants that: (i) it hassufficient and current authority to bind the Customer; (ii) it accepts theTerms in their entirety; and (iii) all information provided is true, completeand accurate. These Terms shall enter into force on the date indicated in theService Order or, failing that, on the date of its execution.

3. Parties

The Service is provided by Zorya Telecom,S.A. de C.V. (hereinafter, “Zorya”), a company duly incorporated under the lawsof the United Mexican States, and the Customer identified in the Service Order.Zorya and the Customer shall be referred to jointly as the “Parties”.

Name; ZoryaTelecom, S.A. de C.V.

Domicile: LagoGinebra número 86, Interior A-608, Colonia Cuauhtémoc Pensil, Alcaldía MiguelHidalgo, CDMX. C.P. 11490.

Legal contact: legal@zorya.mx

3.1 Customer Affiliates

The Customer's Affiliates may use theService in accordance with these Terms, subject to the execution of thecorresponding Service Order. The Customer represents and warrants that it hasthe authority to bind each of its Affiliates that use the Service, and shall bejointly and severally liable for the acts and omissions of such Affiliates inconnection with the Service.

3.2 Affiliates andSub-processors of Zorya

Zorya may perform its obligations throughits Affiliates, subcontractors or Sub-processors, without this releasing itfrom its obligations under this Agreement, being liable for the acts of suchthird parties as if they were its own.

4. Description of the Service

The Service is a cloud communicationsplatform that enables the Customer to send commercial, transactional andnotification messages to its End Users through the following channels:

• SMS (ShortMessage Service): standard text messages.

• WhatsApp Business API: messages through the Meta Platforms platform.

• RCS (RichCommunication Services): rich messages over mobile network.

In its business modality, the Service mayinclude additional functionalities in accordance with the Service Order, suchas dedicated numbers or sender IDs, reserved processing capacity (throughput),test environments, custom integrations and differentiated support levels.Access is carried out through the Panel and the APIs that Zorya makes availableto the Customer, as described in the Documentation.

4.1 Zorya's obligations in theprovision

Zorya undertakes to: (a) provide theService in accordance with these Terms, the Service Order and theDocumentation; (b) implement security measures in accordance with Section 11;(c) use commercially reasonable efforts to detect and remove Malicious Code;and (d) provide the technical support corresponding to the contracted level.

4.2 Changes to the Service

Zorya may modify the Service at any time.For changes that are not backward-compatible with the Customer's APIs (“AdverseChange”), Zorya shall notify the Customer at least sixty (60) calendar days inadvance, unless the change is required for security reasons, by an Operator orby legal mandate. In the event of an Adverse Change, the Parties shall makereasonable efforts to mitigate its impact.

5. Onboarding, Accounts andVerification (KYC)

5.1 Eligibility and authority

The business Service is available to dulyincorporated legal entities with legal capacity to bind themselves. TheCustomer represents that it has full capacity and the necessary corporateauthorizations to enter into the Agreement.

5.2 Accounts and useradministration

The Customer shall designate one or moreadministrators responsible for managing the accesses, sub-accounts andpermissions of its authorized users. The Customer is responsible for theactivities carried out under its account and for maintaining theconfidentiality of the credentials, as well as for timely revoking the accessesthat correspond.

5.3 Verification, KYC andanti-money laundering

Zorya reserves the right to verify theidentity, legal existence, representation and Beneficial Owner of the Customer,as well as to request the corresponding supporting documentation, in compliancewith its obligations regarding the prevention of money laundering and terroristfinancing. Zorya may reject or suspend the contracting where there areindications of false information, fraud, or breach of such obligations.

5.4 Access security

The Customer shall implement and maintainreasonable access controls, including, where available, two-factorauthentication. The Customer shall notify Zorya immediately of any unauthorizedaccess or compromise of credentials.

6. Business Commercial Terms

6.1 Prices and Service Orders

The Fees, committed volumes, volumediscounts, currency and other economic conditions shall be those agreed in theService Order. In the absence of an express stipulation, the current Feespublished by Zorya shall apply. The Fees are exclusive of the Operator Charges,unless the Service Order provides otherwise.

6.2 Invoicing, credit andpayment

Unless otherwise agreed in the ServiceOrder, the Service shall be invoiced monthly in arrears. The Customer shall paythe invoices within thirty (30) calendar days following their receipt, byelectronic transfer to the account that Zorya indicates. Zorya shall issue thecorresponding CFDI. The Customer is responsible for keeping its tax data up todate.

6.3 Default interest andsuspension for non-payment

Amounts not paid when due (except thosesubject to a valid and good-faith dispute in accordance with Section 6.6) shallbear default interest at the rate agreed in the Service Order or, failing that,at a rate of one percent (1%) per month on outstanding balances. After ten (10)calendar days from the notice of default without cure, Zorya may suspend theService, without prejudice to the accrued Fees and the other rights availableto it.

6.4 Operator Charges

The charges and surcharges applied bynetwork Operators (including termination charges, connectivity rates and othertelecommunications surcharges, “Operator Charges”) shall be passed on to theCustomer as an additional item, to the extent applicable according to thedestination and channel of the message. Zorya shall inform the Customer of thecurrent Operator Charges.

6.5 Taxes

The Fees do not include taxes, unlessexpressly indicated. The Customer shall be responsible for the taxes levied onthe provision of the Service, with the exception of Zorya's income taxes. Ifthe Customer is obligated to make any withholding, it shall do so in accordancewith applicable legislation, delivering the corresponding certificates.

6.6 Invoicing disputes

The Customer must notify in writing,within thirty (30) calendar days following the date of the invoice, of anydiscrepancy in the amounts invoiced. While a good-faith dispute subsists, theCustomer may withhold only the disputed amount, and must pay the rest inaccordance with Section 6.2 and cooperate actively for its resolution. Zoryashall not charge default interest or suspend the Service for amounts subject toa valid and good-faith dispute.

6.7 Minimum commitments andconsumption

Where the Service Order establishes aminimum consumption or spending commitment, the Customer shall pay at leastsuch minimum during the agreed period, regardless of the volume actually used.Unused balances or volumes shall not accumulate for subsequent periods, unlessotherwise agreed.

7. Term and Termination

The Agreement shall enter into force onthe date indicated in the Service Order and shall remain in force during theinitial term agreed therein, renewing automatically for equal periods unlesseither Party notifies otherwise at least thirty (30) calendar days in advanceof the expiry of the current period.

7.1 Termination for convenience

Unless otherwise agreed in the ServiceOrder, either Party may terminate the Agreement for convenience by writtennotice with thirty (30) calendar days' advance notice. Termination forconvenience does not release the Customer from payment of the minimumcommitments accrued up to the effective date of termination.

7.2 Termination for materialbreach

7.3 Termination for insolvency

7.4 Effects of termination

Upon termination, the Customer must ceaseall use of the Service and the APIs, and pay the accrued amounts. Zorya, uponwritten request of the Customer submitted within thirty (30) calendar daysfollowing termination, shall return or delete the Customer Data in accordancewith Section 10, unless the law requires its retention.

7.5 Surviving clauses

The following Sections shall survive thetermination of the Agreement for any cause: Sections 1 (Definitions), 6(Commercial Terms, with respect to accrued amounts), 10 (Data Protection), 11(Security), 12 (Intellectual Property), 13 (Confidentiality, for five years),15 (Limitation of Liability), 16 (Indemnification), 18 (Non-Solicitation), 20(Governing Law) and 21 (General Provisions).

8. Acceptable Use and Anti-SPAMPolicy

The Customer undertakes to use the Servicesolely for lawful purposes and in accordance with the regulations in force inits jurisdiction and in those of destination. Thefollowing is strictly prohibited:

• Sending unsolicited messages (SPAM) or messages to recipients who havenot granted their prior and informed consent.

• Transmitting fraudulent, misleading, defamatory, obscene, threateningcontent or content that infringes the rights of third parties.

• Impersonating the identity of individuals or legal entities.

• Sending content that promotes illegal activities, discrimination orhatred.

• Using the Service to send phishing, smishing, malware or other cyberthreats.

• Circumventing or attempting to circumvent the security systems, ratelimits or anti-SPAM mechanisms of Zorya or of the Operators.

• Generating unusual, fraudulent traffic or traffic that degrades theoperation of the Service for other customers.

• Reselling the Service to third parties without the prior writtenauthorization of Zorya, unless the Service Order expressly authorizes a resalescheme.

8.1 Suspension for improper use

Zorya may suspend the Service, in goodfaith and —where circumstances permit— upon prior written notice, where itdetermines that: (a) the Customer or its End Users breach this Policy; (b)there is an unusual increase in traffic that Zorya considers fraudulent or thataffects the operation of the Service; (c) the provision is prohibited by law orregulation; (d) the use represents a threat to the security, integrity oravailability of the Service; (e) the Customer's information is false,inaccurate or incomplete; or (f) the Customer sends SPAM. In the case ofbusiness customers, Zorya shall endeavor to limit the suspension to theaffected traffic or sub-account. The Customer shall remain obligated to pay theFees accrued during the suspension.

8.2 Prohibition of SPAM andliability for Anti-SPAM Penalties

• The Anti-SPAM Penalties that the authorities or Operators impose on Zorya as a consequence ofthe sending of SPAM originated by the Customer, regardless of the jurisdictionwhere the sanction originates.

• The reasonable costs of legal defense, attorneys' fees and relatedexpenses incurred by Zorya.

• The claims of third parties affected by the messages sent.

• The damage to the commercial and operational reputation of Zorya.

Collection of Anti-SPAM Penalties. Zorya shall notify the Customer ofthe Anti-SPAM Penalties, penalties and expenses caused by or arising from thesending of SPAM, accompanied by the reasonably available supportingdocumentation. The Customer shall reimburse such amounts within ten (10) businessdays following the notice. Zorya may set off such amounts against any balance,advance or amount in favor of the Customer. The foregoing is without prejudiceto any other right, action or remedy available to Zorya, which it may exercisesimultaneously or successively. The Parties shall cooperate in good faith tochallenge or mitigate the Anti-SPAM Penalties where appropriate.

9. Regulatory Compliance

The Customer is solely responsible forcomplying with all regulations applicable to its messaging campaigns, both inMexico and in any jurisdiction where the communications are sent or received.

9.1 Federal Telecommunicationsand Broadcasting Law (LFTR)

9.2 Consent of recipients

The Customer warrants that it has obtainedthe valid, prior, informed and unequivocal consent of each end recipient toreceive commercial communications, and shall retain the corresponding evidence,making it available to Zorya or to the competent authority when required.

9.3 Meta policies (WhatsAppBusiness API)

The sending of messages through WhatsAppis subject to the Business and Messaging Policies of Meta Platforms. Meta maysuspend access to the channel if the Customer breaches such policies.

The WhatsAppBusiness API channel constitutes a Third-Party Platform. The processing ofpersonal data arising from its use is additionally subject to Section 8 of theDPA.

9.4 Regulations applicable toRCS

The sending of RCS messages is subject tothe conditions of the mobile network Operators and to the guidelines of GoogleLLC for RCS Business Messaging.

9.5 Applicable internationalregulations

Given that the Service may be used to sendmessages to recipients located outside Mexico, the Customer acknowledges that,depending on the destination country, regulations of other jurisdictions may beapplicable, including but not limited to: CAN-SPAM Act and TCPA (United Statesof America), CASL (Canada), GDPR (European Union) and LGPD (Brazil). TheCustomer shall be solely responsible for its compliance and for any Anti-SPAMPenalty or other sanctions arising from its non-compliance, regardless of thejurisdiction of origin.

9.6 Anti-corruption, anti-moneylaundering and international trade

Each Party warrants that it will complywith all applicable laws regarding anti-corruption, anti-money laundering andinternational trade, including economic sanctions and export and importcontrols, and represents that it has not made, offered or promised any paymentor gift in violation of such laws. Each Party shall notify the otherimmediately of any actual or potential breach. Zorya may suspend the Service ifthe Customer breaches this Section.

9.7 Consumer regime

As this is a relationship betweenmerchants for business purposes, the Parties acknowledge that the FederalConsumer Protection Law may not apply to this relationship. Nevertheless, theCustomer is responsible for observing the consumer protection regulationsapplicable vis-à-vis its own End Users.

10. Protection of Personal Dataand Data Processing

10.1 Roles of the Parties

With respectto the personal data of the End Users, the Customer acts as Controller andZorya as Processor, processing such data solely in accordance with theCustomer's documented instructions and for the provision of the Service. TheCustomer warrants that it has complied with the obligations of the Controller,including the existence of a lawful basis and of the applicable privacynotices.

10.2 Customer Data

Zorya shallprocess the personal data of the Customer and its representatives in itscapacity as controller, for the purposes necessary for the provision of theService, invoicing, technical support and legal compliance. Such processing isgoverned by the Privacy Notice, available at https://zorya.mx/privacidad. Thedata subjects may exercise their ARCO rights, revoke their consent and limitthe use or disclosure of their personal data in accordance with the mechanisms,requirements and periods provided for in such Notice, by request addressed tolegal@zorya.mx.

10.3 Data Processing Agreement(DPA)

Theprocessing of the personal data of the End Users is governed by the DataProcessing Agreement (DPA), available at https://zorya.mx/atd, which isincorporated by reference into these Terms and forms an integral part of theAgreement. The DPA governs the documented instructions, the obligations of eachParty, the security measures (Annex B), confidentiality, sub-processing and itsregime of additions and objections (Section 7), the Third-Party Platforms(Section 8), the international transfers (Section 9), the notification ofSecurity Incidents (Section 10), assistance to the Controller and the handlingof the rights of data subjects (Section 11), the demonstration of complianceand audit (Section 12), and the return or deletion of the data upon termination(Section 13).

In the eventof a conflict between the DPA and these Enterprise Terms with respect to theprocessing of personal data of the End Users, the DPA shall prevail, inaccordance with the order of precedence provided for in Section 19.

11. Information Security

Zorya shallmaintain an Information Security Management System aligned with recognizedstandards (including ISO/IEC 27001) and shall implement the administrative,technical and physical security measures set forth in Annex B of the DPA,which may be updated provided that they do not reduce the level of protection.

11.1 Notification of SecurityIncidents

11.2 Demonstration of complianceand audit

Thedemonstration of compliance with Zorya's security obligations, including thedelivery of information, policies, certifications or third-party assessmentreports, as well as the exercise of the on-site audit right and the allocationof its costs, shall be carried out in accordance with Section 12 of the DPA.

12. Intellectual Property

All intellectual property rights over theService, the Panel, the APIs, the software, designs, documentation and otherelements are the exclusive property of Zorya or of its licensors. These Termsdo not confer on the Customer any ownership right over such elements.

Zorya grants the Customer a limited,non-exclusive, revocable and non-transferable license to access and use theService during the term of the Agreement and in accordance with its Terms. TheCustomer grants Zorya a non-exclusive license to process, transmit and storethe Customer Content to the extent necessary to provide the Service. TheCustomer retains ownership of the Customer Data and the Customer Content.

12.1 Feedback

Any comment, suggestion or feedback thatthe Customer provides to Zorya regarding the Service may be used by Zoryawithout restriction or compensation.

13. Confidentiality

Each Party undertakes to keep theConfidential Information of the other Party in strict confidence. “ConfidentialInformation” means any non-public information designated as confidential orthat by its nature should reasonably be considered as such, including thisAgreement, the Service Order, pricing data, customer data, technical data andbusiness strategies. This obligation shall survive the termination of theAgreement for a period of five (5) years; in the case of trade secrets, theobligation shall subsist for as long as they retain such character.

13.1 Exceptions

The confidentiality obligation shall notapply to information that: (i) is or becomes public domain without breach ofthese Terms; (ii) is known by the receiving Party prior to its disclosure;(iii) is independently developed by the receiving Party without use of theConfidential Information; or (iv) is disclosed by mandate of a competentauthority, with prior notice to the extent permitted by law.

13.2 Equitable remedies

The Parties acknowledge that the breach ofthis Section could cause irreparable harm not adequately compensable by amonetary remedy, and therefore either Party may seek injunctive measures or anyother equitable remedy before the competent courts, without the need to post abond or prove the harm.

14. Representations andWarranties

Each Party represents and warrants to theother that: (a) it has full capacity and authority to enter into the Agreement;(b) the Agreement constitutes a valid and enforceable obligation; and (c) itwill comply with all laws applicable to it in the performance of the Agreement.The Customer additionally represents that it has the necessary rights andconsents with respect to the Customer Content and the End-User Data.

15. Limitation of Liability

15.1 Disclaimer of warranties

The Service is provided “as is” and “asavailable”. Exceptfor the warranties expressly provided for in the Agreement, Zorya does notgrant express or implied warranties, including warranties of merchantability,fitness for a particular purpose or non-infringement. Zorya does not warrantthat the Service will be uninterrupted or error-free, or that all of themessages will be delivered, nor is it responsible for the availability of theOperators' networks.

15.2 Limit of liability

Except for the exceptions in Section 15.4,the total aggregate liability of each Party to the other, for any cause andunder any legal theory, shall not exceed the total amount paid or payable bythe Customer to Zorya during the twelve (12) months prior to the first eventthat gave rise to the claim.

15.3 Exclusion of indirectdamages

In no event shall either Party be liableto the other for indirect, incidental, special, consequential, punitivedamages, loss of data, business interruption or loss of profits, even where ithas been informed of the possibility of such damages.

15.4 Exceptions

The limitations of this Section do notapply to: (a) the Customer's breach of Section 8 (Acceptable Use andAnti-SPAM); (b) the payment obligations; (c) the indemnification obligations ofSection 16; (d) the breach of the confidentiality obligations of Section 13; or(e) damages caused by willful misconduct or bad faith.

16. Indemnification

16.1 Indemnification by theCustomer

16.2 Indemnification by Zorya

16.3 Exclusions to Zorya'sindemnification

16.4 Indemnification process

The Party seeking indemnification must:(a) notify the indemnifying Party in writing immediately; (b) grant theindemnifying Party reasonable control of the defense and negotiation; and (c)cooperate reasonably. The indemnifying Party shall not enter into anysettlement that implies an admission of liability by the indemnified Party, orthat imposes obligations on it, without its prior written consent.

17. Insurance

Where the Service Order so requiresdepending on the nature and volume of the contracting, each Party shallmaintain in force the insurance policies that are reasonable for theperformance of its obligations, including civil liability and, where applicable,coverage for cyber incidents, and shall evidence their validity upon request ofthe other Party.

18. Non-Solicitation ofPersonnel

During the term of the Agreement and for aperiod of twelve (12) months following its termination, neither Party shallactively solicit for hire the key personnel of the other Party who havedirectly participated in the provision or receipt of the Service, without theprior written consent of the other Party. This restriction does not preventhiring resulting from general public calls not specifically directed at suchpersonnel.

19. Force Majeure

Neither Party shall be liable for thenon-performance or delay in the performance of its obligations (except paymentobligations) to the extent that this is caused by circumstances beyond itsreasonable control and without negligence on its part, including: acts ofgovernmental or military authority, fires, strikes, floods, terrorist acts,wars, riots, natural disasters, declared epidemics or pandemics, massivefailures of internet or telecommunications infrastructure, or power outages(“Force Majeure Event”). The affected Party shall notify the other immediately andshall adopt reasonable measures to mitigate its consequences. If the ForceMajeure Event extends for more than thirty (30) calendar days, either Party mayterminate the Agreement by written notice.

20. Governing Law and DisputeResolution

These Terms shall be governed by andconstrued in accordance with the laws of the United Mexican States.

20.1 Direct negotiation

In the event of any dispute arising fromthe interpretation, execution or performance of these Terms, the Parties shallappoint senior representatives who, in good faith, shall attempt to resolve itwithin thirty (30) calendar days following the written notice thereof.

20.2 Arbitration

If the dispute is not resolved throughdirect negotiation, either Party may submit it to binding arbitration beforethe Arbitration Center of Mexico (CAM), in accordance with its rules in force.The arbitration shall be conducted in Mexico City, in the Spanish language,before a sole arbitrator; where the amount in dispute exceeds the equivalent innational currency of five hundred thousand United States dollars (USD$500,000.00), the arbitral tribunal shall be composed of three (3) arbitrators.The award shall be final, binding and unappealable, and may be enforced beforeany competent court. Nothing in this Section prevents either Party from seekinginjunctive or precautionary measures before the competent courts.

20.3 Costs and fees

The prevailing Party in any arbitral orjudicial proceeding shall be entitled to reimbursement of its reasonable legalfees and related expenses by the non-prevailing Party.

21. General Provisions

21.1 Notices

All legal notices must be made in writingand addressed to the contacts and domiciles indicated in the Service Order or,failing that, to legal@zorya.mx and to the domicile indicated in Section 3,with respect to Zorya.

21.2 Assignment

The Customer may not assign or transferits rights or obligations without the prior written consent of Zorya. Zorya mayassign the Agreement to an Affiliate or in the context of a merger, acquisitionor sale of assets, notifying the Customer with reasonable advance notice. Theassignment does not release the assigning Party from its obligations unless theassignee expressly assumes them.

21.3 Relationship between theParties

Nothing in these Terms shall create apartnership, agency, joint venture, employment relationship or franchisebetween the Parties. Each Party shall act as an independent contractor.

21.4 No third-partybeneficiaries

This Agreement does not confer rights orbenefits on any third party, including the End Users or Affiliates of theCustomer, unless expressly provided otherwise.

21.5 Publicity and use oftrademark

Neither Party shall use the name,trademark or logo of the other in advertising or promotional materials withoutits prior written consent. Nevertheless, with the prior consent of theCustomer, which shall not be unreasonably withheld, Zorya may identify theCustomer as a user of the Service in its portfolio of references.

21.6 Order of precedence

In the event of a conflict between thedocuments that make up the Agreement, the following order of precedence shallapply: (1) the Service Order; (2) the MSA, where applicable; (3) the DataProcessing Agreement (DPA); (4) these Enterprise Terms; (5) any other termincorporated by reference; and (6) the technical Documentation.

21.7 Severability

If any provision is declared invalid orunenforceable by a competent authority, the remaining provisions shall continuein full force and effect.

21.8 Waiver

The failure of a Party to exercise anyright shall not constitute a waiver of such right nor prevent its subsequentexercise.

21.9 Entire agreement

These Terms, together with the ServiceOrder, the MSA and the other referenced documents, constitute the entireagreement between the Parties and supersede any prior agreement, verbal orwritten, regarding their subject matter.

Acknowledgment of Acceptance (Business Customer)

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‍By executing the Service Order or the MSAthat incorporates these Enterprise Terms by handwritten signature or by digitalor advanced electronic signature, or by using the Service in its businessmodality, the Customer, through its representative or in its own right withsufficient authority, confirms that it has read, understood and accepted theseTerms in their entirety, with the same legal effects as a handwrittensignature, in accordance with applicable legislation.

Terms and Conditions Enterprise • June2026 • legal@zorya.mx

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