TERMS AND CONDITIONS

1. Subject matter and service identification

Welcome to e-MAPs® – Intelligent Safety Compliance Platform (hereinafter "e-MAPs®"), software developed and exclusively owned by Digiconforme, Lda., with registered office at Alenquer Inovar, Rua Orlando Jorge Pereira, no. 1, 2580-385 Alenquer, Portugal, NIPC 518521397 and general email address [email protected] (hereinafter "Digiconforme"), made available as a SaaS (Software as a Service) model, under the terms of these Terms and Conditions (hereinafter "T&C").

2. Binding terms and conditions of use

2.1. Subscribing to e-MAPs® grants the user the status of "Client", establishing that, from that moment, the Client has acknowledged and declared their full and unconditional acceptance of these T&C, as well as the e-MAPs® Privacy Policy.

2.2. By subscribing to e-MAPs®, the Client declares, for all legal purposes, that they have read, acknowledged and fully accepted these T&C.

2.3. The Client's subscription to e-MAPs® also includes acceptance of all notices, instructions and rules of use that may be made available by Digiconforme in connection with the use of the platform after acceptance of these T&C, which shall be binding on the Client.

2.4. The Client declares, for all legal purposes, that the person accepting these T&C on their behalf has sufficient authority to legally bind them to the platform subscription and the services to be provided, and the Client assumes full responsibility for this declaration and may not subsequently invoke a lack of authority to accept the T&C and/or the platform subscription and services provided.

3. Intellectual property rights

3.1. During the term of the subscription, Digiconforme grants the Client a single (1) non-exclusive, non-transferable licence to use the version of e-MAPs® in force at any given time, for use in connection with their business activity and by duly authorised users.

3.2. All intellectual property rights over e-MAPs®, including, in particular, the software, code, databases, structure, organisation, interfaces, design, trademarks, logos, content, features, algorithms and all other components, are and remain the exclusive property of Digiconforme.

3.3. The Client undertakes not to access, copy, reproduce, modify, reverse engineer, or by any other means attempt to obtain access to the source code, structure, databases, APIs, algorithms or internal workings of e-MAPs® and its other components.

3.4. Any breach of the provisions of this clause shall immediately constitute grounds and justification for the immediate termination of the agreement in force for reasons attributable to the Client, who shall be required to indemnify Digiconforme for all and any consequential damages and loss of profits, including reputational and other damages, without prejudice to any other sanctions and penalties provided by law.

4. Client obligations in the use of the platform

4.1. The Client and its users undertake to use e-MAPs® only for legitimate purposes and in accordance with these T&C, refraining from carrying out any acts that may violate the law, harm third parties' rights, damage or overload the platform, compromise platform security, gain unauthorised access to accounts or data, circumvent protection mechanisms, introduce malicious code, extract or use information from e-MAPs® for unauthorised purposes, or share access credentials.

4.2. Digiconforme is not obliged to monitor the use of e-MAPs® by the Client or its users. However, it reserves the right to access and analyse platform usage whenever necessary for security purposes, fraud prevention, technical support, service improvement, compliance verification with these T&C, or fulfilment of any legal obligations.

4.3. Digiconforme reserves the right to suspend or cancel the Client's access to e-MAPs® whenever the platform is used, by the Client or its users, in breach of these T&C, without prejudice to the right to resort to any legal means it deems appropriate.

5. Limitation of liability

5.1. Digiconforme does not provide, through e-MAPs®, any technical, legal, regulatory or safety consultancy services, nor does it substitute the legal, technical or operational obligations incumbent on the Client.

5.2. Any alerts, notifications, suggestions or guidance provided by e-MAPs® are for informational and management support purposes only and do not constitute technical or legal advice or a guarantee of compliance with applicable legislation.

5.3. The Client is solely responsible for the proper management, planning and fulfilment of legal and technical obligations relating to its equipment, facilities, maintenance, inspections and periodic verifications, as well as for the entry, updating, accuracy and reliability of information entered into e-MAPs®.

5.4. Digiconforme shall not be liable for any direct or indirect damages, loss of profits, losses or legal non-compliance resulting from data, configurations, features, content or information in e-MAPs® that prove to be outdated, incomplete, inaccurate or inadequate to the Client's circumstances, as it is solely the Client's responsibility to validate, verify and adapt such information to their legal and operational obligations.

5.5. In any event, Digiconforme's total liability arising from the use of e-MAPs® shall never exceed the amount actually paid by the Client for the subscription in the 12 months prior to the event giving rise to the damage.

5.6. Digiconforme may temporarily suspend access to e-MAPs® for maintenance, technical updates or platform improvements, giving prior notice and always seeking to minimise the impact on the Client.

5.7. Digiconforme shall use its best efforts to ensure platform availability, without however guaranteeing any minimum level of availability. Digiconforme shall not be liable for failures, interruptions or limitations in access to e-MAPs® resulting from force majeure events or factors beyond its control, such as power outages, communications networks, third-party services or cyberattacks.

6. Data accuracy

6.1. To access e-MAPs®, the Client and its authorised users must provide the data required for registration and use of the platform, namely the contact details referred to in section 7.1., data about their equipment and internal records, and any other information requested.

6.2. The Client is responsible for ensuring that all information provided is reliable, accurate, complete and up to date, and shall update it whenever changes occur.

6.3. Digiconforme shall not be held liable for any failure in the operation of e-MAPs® alerts, notifications or communications resulting from incorrect, outdated or incomplete data provided by the Client or its users.

7. Registration and login information

7.1. At the time of registration and during the use of e-MAPs®, the Client is asked to provide personal and access (login) data, including names, emails, telephone numbers and passwords of users authorised by the Client.

7.2. The Client and its users are solely responsible for maintaining the confidentiality of their access credentials and for taking measures to prevent their misuse by third parties. Digiconforme shall not be held liable for any damages or misuse of e-MAPs® resulting from the disclosure, loss or unauthorised use of user access credentials.

7.3. If the Client or any user suspects that their credentials have been compromised, they must immediately change their password or notify Digiconforme via email at: [email protected].

7.4. If the Client chooses to access e-MAPs® through third-party authentication and account verification services, such as Google or Microsoft, the terms and conditions of those third parties may also apply.

8. Technical Support

8.1. After commencing use of e-MAPs®, the Client will have access to remote technical support for the use of the platform, subject to a principle of reasonable use in accordance with standard market practice.

8.2. Where remote technical support requests exceed the period referred to in the preceding paragraph, Digiconforme may propose the provision of additional services, which shall be subject to a separate quote and invoicing by agreement between the parties.

9. Prices and payments

9.1. The prices applicable to e-MAPs® services are published on the website and on the platform itself, and may be subject to promotional campaigns, discounts or specific commercial conditions per Client.

9.2. Digiconforme reserves the right to update e-MAPs® prices at any time, with prior notice of at least 60 (sixty) days before the subscription renewal date. New prices will only apply from the next renewal date.

9.3. The e-MAPs® subscription is invoiced on a half-yearly or annual basis, at the Client's choice, and renews automatically for the same period.

9.4. Failure to pay any amount due entitles Digiconforme to suspend the Client's access to e-MAPs® until full payment is made, without prejudice to the application of statutory interest on late payments.

9.5. Failure by the Client to pay an invoice for more than 30 days after the due date shall result in the definitive termination of the licence agreement and access to the e-MAPs® platform, requiring a new licence to be entered into.

9.6. Each licence only includes the use of e-MAPs® for a single establishment.

9.7. For the purposes of these T&C, an establishment means a fixed location identified by a unique address and which must be independently registered on the platform.

9.8. The Client may, at any time, add establishments to the establishment already registered on the platform, with the corresponding cost added to the subscription value in accordance with the current pricing schedule.

9.9. Any additional establishment shall be invoiced proportionally to the remaining period of the current subscription and shall be renewed together with the subscription. Specific discount conditions applicable to the registration of additional establishments are set out in the current pricing schedule on the platform.

10. Non-renewal and deletion of Client data

10.1. The Client may, at any time, choose not to renew their e-MAPs® subscription, retaining access to the platform until the end of the paid period, with no refund of amounts already paid.

10.2. After 30 (thirty) days from the expiry of the subscription without renewal, Digiconforme may proceed with the definitive blocking of the account and permanent deletion of all Client data stored in e-MAPs®, with no possibility of recovery.

10.3. The Client may, at any time, request the early deletion of their data, without prejudice to any applicable legal retention obligations.

10.4. It is the Client's sole and full responsibility to export or back up their data before the subscription expires or the account is deleted.

11. Client data and data processing agreement

11.1. Data and information entered by the Client into e-MAPs® remain under their sole ownership and responsibility.

11.2. Where, in connection with the use of e-MAPs®, personal data is processed, Digiconforme shall act as data processor, processing such data only on behalf of and in accordance with the Client's documented instructions, and as data controller, pursuant to Article 28 of the GDPR.

11.3. In the context of the processing of personal data carried out on behalf of the Client, Digiconforme undertakes to:

• Process personal data only for the purposes necessary to provide the subscribed service and in accordance with the Client's instructions, without using it for any proprietary purposes;
• Ensure that persons authorised to process personal data have undertaken confidentiality commitments;
• Implement appropriate technical and organisational measures to ensure a level of security appropriate to the risk, in accordance with Article 32 of the GDPR;
• Not use sub-processors other than those previously authorised by the Client in these T&C. The Client hereby authorises Digiconforme to engage the sub-processors necessary for the provision of the service, including cloud infrastructure and hosting providers, with Digiconforme undertaking to notify the Client of any changes to the sub-processors used, through updates to the list of sub-processors available in the Privacy Policy;
• Assist the Client, within possible limits and circumstances, through appropriate technical and organisational measures, in fulfilling obligations relating to the exercise of data subjects' rights;
• Assist the Client in fulfilling the obligations set out in Articles 32 to 36 of the GDPR, in particular with regard to security, data breach notification, impact assessments and prior consultation;
• Upon termination of the service, delete all personal data processed, unless there is a legal obligation to retain it. During the subscription period, the Client may, at any time, export their data using the features available on the platform;
• Provide the Client, upon duly substantiated written request, with the information necessary to demonstrate compliance with the obligations set out in Article 28 of the GDPR. The right of audit may be exercised by the Client with a minimum of 30 days' prior notice, no more than once per year, under conditions to be agreed between the parties and without disrupting Digiconforme's normal operations; Digiconforme may, alternatively, provide audit reports or third-party certifications demonstrating equivalent compliance with the applicable obligations.

11.4. The personal data processed in connection with the use of e-MAPs® is that provided by the Client and its users for registration and platform management purposes, namely user identification and contact data and, where applicable, data relating to the occupants of managed spaces. Processing is carried out exclusively for the purpose of providing the contracted service, and the duration of processing coincides with the subscription period.

11.5. The processing of personal data is also governed by the e-MAPs® Privacy Policy, available on a dedicated page, as well as by the provisions of Regulation (EU) 2016/679 (GDPR) and Law no. 58/2019 of 8 August.

12. Confidentiality

12.1. Digiconforme undertakes to maintain the confidentiality of all Client information to which it has access in connection with the use of e-MAPs®, and not to disclose it to third parties or use it for purposes other than those necessary to provide the subscribed service.

12.2. The same duty of confidentiality applies to the Client with respect to any technical or commercial information of e-MAPs® to which they have access or knowledge.

12.3. The duty of confidentiality remains in force even after the definitive termination of the subscription and the corresponding licence.

13. Assignment and subcontracting

The Client authorises Digiconforme to transfer, in whole or in part, the rights and obligations arising from the e-MAPs® subscription, and to subcontract the provision of part of the service to entities within its corporate group or to duly qualified third parties, without prejudice to the continuity of the service and the maintenance of the conditions applicable to the subscription.

14. Updates to these T&C

14.1. Digiconforme reserves the right to update these T&C periodically, with any amendments communicated to the Client by email and published, as is the case with the current T&C, on the e-MAPs® website, entering into force 30 (thirty) days after the date of their publication.

14.2. If the Client continues to use e-MAPs® after the update of the T&C, they shall be deemed to have accepted the amendment.

14.3. If the Client does not accept the updates communicated by Digiconforme, they must cease using e-MAPs® before the changes come into force and, if they choose, export or back up their data before the subscription expires or the account is deleted.

14.4. e-MAPs® subscription plans are prepaid, and therefore Digiconforme will not refund any amount already paid by the Client corresponding to the remaining subscription period.

15. Applicable law and jurisdiction

15.1. The relationship between Digiconforme and the Client is governed by Portuguese law.

15.2. For the resolution of any disputes arising from the use of e-MAPs® or these T&C, the parties agree on the exclusive jurisdiction of the courts of the District of Lisbon, expressly waiving any other jurisdiction.