These Terms and Conditions govern access to and use of the services provided by FidelyA Tech Group S.L. ("FidelyA", "we", "us" or "the Company") through its platform, website and related services. By accessing, contracting or using FidelyA's services, the client or user agrees to be bound by these Terms. If you do not agree with any part of them, you should not use our services.

FidelyA provides a B2B platform designed to help companies improve corporate culture, motivation, team follow-up and personalized incentives. The services may include, among others: • Access to the FidelyA platform. • Configuration of diagnostic and follow-up programs. • Questionnaires for team managers and employees. • Identification of frictions, needs and improvement opportunities. • Definition of objectives and follow-up indicators. • Improvement plans and operational recommendations. • Periodic tracking of participation, progress and results. • Management of personalized incentives, rewards or recognition. • Dashboards, monthly reports and final reports. • Integrations, support and complementary services related to the use of the platform. The specific scope of each service will be defined in the commercial proposal, contract, order form or specific agreement signed with each client.

The usual process may include: • Request for information or a demo by the client. • Initial meeting to understand needs, objectives and organizational context. • Presentation of a commercial proposal or implementation plan. • Acceptance of the proposal or signature of the relevant contract. • Configuration of the client account, program or environment. • Activation of platform access and launch of the service. FidelyA may adapt the contracting process depending on the type of client, program scope, number of users, technical needs or additional services required.

The client agrees to use the FidelyA platform lawfully, responsibly and in accordance with these Terms. The client is responsible for: • The accuracy and updating of the information provided. • Proper authorization of the people accessing the platform. • Appropriate use of the data, reports, indicators and recommendations generated. • Internal communication required for team participation. • Compliance with employment, data protection and any other regulations applicable to its organization. FidelyA may suspend or limit access to the platform if it detects abusive, unlawful, fraudulent use or use contrary to these Terms.

Prices, payment terms, service duration, number of users, included modules and any additional costs will be established in the relevant commercial proposal or contract. Unless otherwise agreed: • Amounts will be invoiced according to the terms agreed with the client. • Prices will not include taxes unless expressly indicated. • Late payment may result in temporary suspension of the service. • Additional services, specific integrations or custom developments may be quoted separately.

The client agrees to: • Provide sufficient, accurate and updated information for the proper provision of the service. • Appoint a person or team responsible for program coordination. • Obtain the necessary internal authorizations for the use of the platform. • Properly inform users or employees when required. • Use the platform in accordance with applicable law. • Not attempt to access areas, data or systems for which it is not authorized. • Maintain confidentiality of credentials, access and sensitive information. • Make payments within the agreed deadlines.

FidelyA undertakes to: • Provide the services with professional diligence. • Keep the platform available under reasonable operating conditions. • Protect the confidentiality of client information. • Apply reasonable technical and organizational security measures. • Provide support according to the agreed terms. • Communicate relevant incidents that may affect the service. • Deliver, where applicable, the reports or results defined in the agreement with the client. FidelyA does not guarantee specific business, employment, financial or performance results derived from the use of the platform, as such results also depend on the client's internal factors, user participation, management decisions and organizational context.

When the service includes incentives, rewards, vouchers, gift cards or other benefits, these may be managed directly by FidelyA or through third-party providers. The client acknowledges that: • The availability, terms of use, expiry or restrictions of certain incentives may depend on third parties. • FidelyA will not be responsible for changes, incidents or limitations attributable exclusively to such third parties. • The use of rewards must comply with applicable law, the client's internal policies and the specific terms of each provider. • Incentives must not be used for unlawful, discriminatory purposes or purposes contrary to applicable employment or tax regulations.

All intellectual and industrial property rights over the FidelyA platform, its software, design, code, interfaces, methodologies, databases, documentation, trademarks, content and proprietary materials belong to FidelyA Tech Group S.L. or its licensors. The client does not acquire any ownership rights over the platform, but only a limited right of use in accordance with the contracted terms. The data, content and information provided by the client will remain the property of the client, without prejudice to the rights necessary for FidelyA to provide the service. Unless expressly authorized, the client may not copy, modify, distribute, resell, sublicense, decompile, reverse engineer or commercially exploit the platform or its components.

Both parties agree to keep confidential any non-public information received in the context of the commercial relationship. Confidential information may include commercial, technical, financial, strategic, organizational, employee, customer, supplier, internal process, product, technology or any other information identified as confidential or that should reasonably be understood as confidential. This obligation will remain in force during the contractual relationship and for a period of 5 years after its termination, unless the law requires a longer period.

The processing of personal data will be governed by FidelyA's Privacy Policy and, where applicable, by the data processing agreement signed with the client. When FidelyA processes personal data on behalf of the client, it will act as data processor in accordance with the General Data Protection Regulation (GDPR) and applicable Spanish law. The client is responsible for having an appropriate legal basis to provide personal data to FidelyA and to invite employees, team managers or other users to participate in the programs.

FidelyA will only be liable for direct damages caused by wilful misconduct or gross negligence, within the limits permitted by applicable law. To the extent permitted by law, FidelyA will not be liable for: • Indirect damages, loss of profits or loss of opportunity. • Loss of data caused by misuse, client errors or third parties. • Employment, organizational or business decisions made by the client. • Specific results in motivation, performance, turnover, work climate or productivity. • Incidents caused by external providers, integrations, networks, devices or systems outside FidelyA. • Incorrect use of reports, indicators, recommendations or information generated by the platform. Unless specifically agreed otherwise, FidelyA's total liability will be limited to the amount actually paid by the client for the affected services during the 12 months prior to the event giving rise to the claim.

The duration of the service will be as indicated in the relevant proposal, contract or order form. The contract may terminate due to: • Expiry of the contracted term. • Mutual agreement between the parties. • Material breach not remedied within a reasonable period after written notice. • Non-payment of overdue amounts. • Improper, unlawful or unauthorized use of the platform. • Any other cause provided for in the specific contract. Upon termination of the service, the client will lose access to the platform, unless an additional period for download, transition or data retention is agreed.

Neither party will be liable for failure to comply with its obligations when such failure is due to force majeure, including natural disasters, conflicts, general strikes, widespread telecommunications failures, cyberattacks, legal restrictions, pandemics or other unforeseeable or unavoidable circumstances beyond the reasonable control of the affected party. The affected party must notify the other party of the situation as soon as reasonably possible.

FidelyA may update these Terms to reflect legal, technical, operational or commercial changes. When changes are relevant, FidelyA will try to inform the client through reasonable means. Continued use of the services after the changes come into effect will imply acceptance of the new Terms, unless the law requires express consent.

These Terms will be governed by Spanish law. Unless applicable law provides otherwise, the parties submit to the courts and tribunals of Madrid for the resolution of any dispute related to these Terms or FidelyA's services.

For any questions about these Terms, you may contact: FidelyA Tech Group S.L. Email: morgan@fidelya.co Madrid, Spain