Terms and Conditions of Use

1. Acceptance

1.1. By accessing and browsing the website www.nexforce.ia (“Website”), contacting Nexforce through the Website or other official communication channels to purchase products or services, and/or registering as a Nexforce user, You declare that you have read, understood, accepted, and expressly agree to use the services provided by Nexforce, by companies within the same group, or by third parties through the Website described in this instrument (“Services”) in accordance with these Terms and Conditions, as well as any additional terms related to the Website and other Nexforce policies (“Agreements”).

1.2. These Terms and Conditions constitute a binding contract between the users and/or visitors of the Website or otherwise clients of Nexforce (“Users” or “You”) and Nexforce, so it is important to read them carefully before accepting them or continuing to browse the Website or use the Services.

1.3. If you do not fully agree with all the Agreements, do not use the Website or any Service offered by Nexforce or accessible through the Website.

2. Capacity

2.1. The Services are directed to legal entities with legal capacity to contract. Persons who do not have such capacity, minors, or Users who have been suspended from the Website may not use the Services.

2.2. By accessing the Website, contacting Nexforce to purchase products or services, or by registering as a user, you declare and warrant that (i) you are over 18 years of age and are legally qualified to enter into agreements and contract obligations in accordance with the laws of the Federative Republic of Brazil; or (ii) you are a representative of a legal entity and have sufficient powers to contract on behalf of such legal entity.

2.3. Any individual or legal entity that registers on the Website (as applicable), uses the Website to access Services, or contacts Nexforce by any means to acquire products or services shall be considered a User.

3. Registration

3.1. Despite the existence of freely accessible pages, at some point during Website navigation and/or the contracting process, in order to contract or continue using the Services or certain features of the Services, the User may be required to register as a User and/or fill out a registration form with their data, including personal data (“Personal Data”) to create an account (“Account”) with Nexforce, companies within the same group, or their partners, through the following process:

3.1.1. Completion of the registration form. The registered data must be the User’s Personal Data and/or data of the legal entity they represent. Nexforce is not responsible for the truthfulness, accuracy, validity, and authenticity of Personal Data or other registered data. Users guarantee and are civilly and criminally liable, in any case, for the truthfulness, accuracy, validity, and authenticity of the data provided.

3.1.2. The User may also be required to provide information that, when combined with other data, may identify third parties.

3.1.3. You acknowledge that the provision of such data as well as its processing, as defined in Article 5, X, of Law No. 13,709, of August 14, 2018, is essential for your use of certain features of the Services.

3.1.4. For further information about the processing of your registration data and other personal data by us, about your rights regarding these operations, and about our personal data protection policy, please read our Privacy Notice.

3.1.5. By completing the registration, or otherwise submitting information to Nexforce or via the Website, the User declares that all data, information, and documents provided by You to Us, whether yours or from third parties, are current, complete, accurate, and truthful, and commits to keeping them duly updated so that they remain complete, accurate, and truthful, and must inform of any changes to such data, information, and documents, under penalty of liability for any losses or damages resulting from outdated, irregular, or untruthful information.

3.1.6. Nexforce reserves the right to request supporting documents and/or additional data to confirm the data provided by the User, as well as to temporarily or permanently suspend Users whose provided data is not confirmed, either randomly or when Nexforce has reason to believe that the data provided by the User is not accurate, precise, and/or truthful.

3.1.7. The User commits to maintaining the confidentiality of any registered password or data provided by Nexforce as part of its security procedures. Nexforce reserves the right to deactivate Accounts at any time if it determines that the User has violated the Terms and Conditions and/or any Nexforce Agreement for the use of the Website.

3.2. Account Use: The Account is personal, exclusive, and non-transferable, and it is prohibited for the same User to register or own more than one Account. If Nexforce detects different Accounts containing corresponding or related data, it may cancel, suspend, or deactivate such Accounts. The User shall be responsible for all operations performed through their Account; therefore, the User commits to immediately notifying Nexforce through adequate and reliable means of any unauthorized use of their Account, as well as any unauthorized third-party access. Nexforce reserves the right to refuse any registration request or cancel a previously accepted registration, without being obligated to communicate or explain the reasons for its decision and without generating any right to compensation or reimbursement.

4. Modifications

4.1. Nexforce may modify these Terms and Conditions or establish new policies for the use of the Website at any time by publishing the modified terms on the Website. All modified terms shall take effect within 10 (ten) calendar days after their publication on the Website. Relevant modifications will be communicated through the Website to Users via a banner or notice on the Website.

4.2. Users who do not agree with the modifications made by Nexforce may request the cancellation of their Account. The User’s continued use of the Website or contracting of Services after the implementation of the changes shall be considered as acceptance of such changes.

4.3. If you do not agree with the new version of the Terms and Conditions, stop accessing the Website and do not use any Service offered.

5. Information Privacy

5.1. To use the Services offered by Nexforce, Users must provide certain Personal Data. Users’ Personal Data will be processed and stored in accordance with the provisions of Nexforce’s Privacy Notice, which Users declare to know and accept in full.

6. Website Availability

6.1. Users may register with Nexforce free of charge as well as contact Nexforce regarding services at no cost. However, certain products or Services offered by Nexforce or its partners may be paid. The price of products and Services will be disclosed before the contracting of such product/Service.

6.2. Nexforce reserves the right to suspend, withdraw, or restrict the availability of all or part of the Website for operational and/or commercial reasons, as well as to discontinue the offering of any Service, without the need for prior notice to Users.

7. Information Available on the Website

7.1. The content available on the Website or made available to the User in connection with the Services is purely informational. Under no circumstances may such information be interpreted as a suggestion or advice about what should be done by the User.

7.2. The User should obtain professional or specialized advice before taking or refraining from taking any action based on the content of the Website.

8. Intellectual Property

8.1. The User acknowledges that the Website, its content, design, text, graphic components, programs, applications, databases, networks, files that allow the User to access and use their Account, the “Nexforce” brand, as well as all other trademarks, trade names, logos, domain names, and any other resources employed by Nexforce are the exclusive property of Nexforce or its licensors and are protected by international copyright laws and treaties, trademarks, patents, industrial models and designs, as well as trade secrets or other forms of proprietary rights. Improper use and total or partial reproduction of said content is prohibited unless expressly authorized in writing by Nexforce.

8.2. The name, brand, and other intellectual property rights of Nexforce are registered.

8.3. Simply accessing the Website, creating a registration, or contracting Services does not confer upon the User any right, title, or interest in any of these resources, in whole or in part.

8.4. Therefore, the resources displayed or contained on the Website may not, in any way, be copied, distributed, reproduced, or disclosed, in any medium, under penalty of civil and/or criminal liability.

8.5. Users are authorized to print copies and download excerpts from any page of the Website for personal use. Modification of printed or paper copies of printed or downloaded material is prohibited, as is the use of illustrations, photographs, video or audio sequences, or graphics in isolation from the accompanying original text. The character of Nexforce and that of any contributor identified as the author of Website content must always be acknowledged.

9. Third-Party Websites and Services

9.1. The Website may contain links to other third-party websites (“Third-Party Websites”), which does not mean they are owned or operated by Nexforce. Nexforce has no control over the content and performance of Third-Party Websites. By clicking on a link to a Third-Party Website, the User will leave the Website, and Nexforce will have no control over the User’s use of Third-Party Websites. These Third-Party Websites may have their own terms and conditions of use and privacy policies, and the use of such Third-Party Websites will be governed by those terms and conditions and privacy policies.

9.2. Nexforce has not reviewed, and cannot review or control, the materials, including computer software, or other goods or services made available on or through Third-Party Websites. Likewise, Nexforce is not responsible for any information or content available on any Third-Party Website, or the accuracy, timeliness, content, suitability, legitimacy, or quality of informational materials, goods, or services available through Third-Party Websites. The User agrees to assume full responsibility for any indemnification or other damages, whether to the User or third parties, resulting from the use of Third-Party Websites.

9.3. Nexforce may enter into partnerships with third parties to provide products and services under special conditions for Users who have registered on the Website, through links to Third-Party Websites included on the Website. The User acknowledges that by purchasing such products or services from third parties, they are entering into an agreement directly with such third parties.

9.4. Nexforce does not have and shall not have any control over the supply of products or services by third parties, so that under no circumstances shall Nexforce be liable for any losses and damages resulting from the User’s relationship with such third parties.

10. Indemnification

10.1. The User expressly and irrevocably commits to holding Nexforce and/or its companies, employees, managers, administrators, representatives, and officers harmless with respect to any claim and/or demand and/or extrajudicial, administrative, or judicial sanction, brought by other Users, third parties, or any governmental entity, related to their activities on the Website, compliance with and/or violation of these Terms and Conditions, or in the event of the existence of fines and/or debts of any kind generated by the User or their activity performed on or through the Website.

10.2. If Nexforce is included as a party in any type of demand, including administrative proceedings, resulting from or related to acts or omissions of the User’s responsibility as provided in the Agreements, the User shall immediately request Nexforce’s exclusion as a party to the dispute and assume all expenses incurred by Nexforce, including but not limited to attorney’s fees, expert fees, court costs, amounts for fines, indemnification, judicial condemnation, settlement, tax and social security payments, among others.

10.3. The User accepts that the use of the Website is carried out under their sole and exclusive responsibility. Nexforce is not responsible for any direct or indirect damage or loss, including, without limitation, damages caused by loss of opportunity, harm, or deterioration of information, or for delays, interruptions, and defects that may exist in transmissions, using the Website, as well as viruses or system failures, provided they are not attributable to Nexforce.

11. Limitation of Liability

11.1. Unless otherwise provided in the Agreements, the User accepts and acknowledges that Nexforce does not offer any guarantee of results.

11.2. Nexforce is not responsible for the effective fulfillment of obligations assumed by Users. Each User acknowledges that, when conducting operations with other Users, they do so at their own risk.

11.3. Nexforce is not and shall not be, under any circumstances, liable for the actions and omissions of subcontractors, partners, suppliers, and third parties that perform services or provide data for Nexforce to perform its own Services.

11.4. Under the terms of Clauses 6.1 and 6.2 of this instrument, Nexforce does not guarantee and is not responsible for the accuracy of information contained in User reports, and is under no circumstances liable for losses and damages resulting from decisions made based on such materials.

11.5. The User understands and accepts the characteristics and risks of Internet connection and navigation. Therefore, Nexforce shall not be liable for failures, interruptions, and/or network outages and/or connection and/or data transmission services, nor does it guarantee access to the Website in an uninterrupted, accurate, or error-free manner (provided that this does not arise from causes attributable to it), and therefore Nexforce shall not be liable for any damage that the User may suffer due to such circumstances.

11.6. Nexforce uses adequate security measures in accordance with market standards to ensure the protection of the Website and information entered or collected through the Website, such as antivirus and protection against viruses, bugs, Trojan horses, malware, spyware, and other Internet risks (“Risks”). However, You acknowledge that no system, server, or software is absolutely immune to attacks and/or intrusions by hackers and other malicious agents, and Nexforce is not responsible for any unauthorized deletion, acquisition, use, or disclosure of your data resulting from attacks that Nexforce could not reasonably prevent through said security standards. The security measures adopted by Nexforce do not exempt Users from the responsibility of having their own protection methods to safely navigate, access, and use Internet websites. Therefore, Nexforce is not liable for damages caused by the Risks and/or any other damage resulting from access to and/or use of the Website. Nexforce also assumes no responsibility for unauthorized access to or use of the servers used to host the Website and/or User data by third parties.

11.7. Nexforce uses an SSL-encrypted security system, secure connection, to encrypt User data uploaded to the Website.

11.8. However, it is important to note that the security of information transmitted over the Internet or by email cannot be guaranteed, as Nexforce and/or its licensors and/or related companies are in no case liable for damages that may eventually occur from the use of electronic communication means, including, among others, damages arising from failure or delay in sending electronic communications, interception or manipulation of electronic communications by third parties or through computer programs used for the transmission of electronic communications or viruses.

11.9. Likewise, Nexforce shall not be liable to the User or third parties for damages, infractions, crimes, misdemeanors, or any other type of unlawful act that may be committed, whether intellectual property rights, honor and reputation of persons, their personal data, credit, consumer rights, or any other right that may be violated as a consequence of improper use of the Website by Users.

11.10. The limitations on Nexforce’s liability established in this paragraph also apply to Nexforce’s directors, administrators, representatives, officers, collaborators, employees, and/or consultants, who are also exempt from any liability related to the use of and/or access to the Website by Users and/or third parties, for which they shall not be held responsible.

11.11. You are responsible for the configuration of your computer, your computer programs, and the platform for accessing the Website. You must use your own antivirus software.

12. Prohibited Uses

12.1. You agree not to use the Website, your Account on the Website, and information obtained through the Services in any way that may constitute an unlawful act, infraction, violation of rights, or damage to Nexforce or third parties, including but not limited to use for (i) unauthorized access to computer devices with the purpose of obtaining, altering, or destroying data or information without the express authorization of the holder of such data or of the device or server on which they are stored; (ii) probing, scanning, or testing the vulnerability of the Website; (iii) attempting to modify, reverse engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a humanly perceptible form any of the source codes used by Nexforce for the provision of the Website.

12.2. You agree not to intentionally introduce viruses, Trojan horses, worms, logic bombs, or other materials and/or any other program that may contaminate, destroy, or interfere with the proper functioning of the Website. You must not attempt to gain unauthorized access to the Website, the server on which the Website is hosted, or any server, computer, or database connected to the Website.

12.3. You must not attack the Website through a denial-of-service attack or distributed denial-of-service attack. In the event of a violation of this provision, You will commit a crime under the terms of Decree-Law No. 2,848, of December 7, 1940, as amended by Law No. 12,737, of November 30, 2012. We will report any infraction to the competent authorities and cooperate with them, revealing your identity. In the event of committing any infractions, your right to use our websites will be immediately revoked.

13. Term

13.1. These Terms and Conditions shall be valid throughout your use of the Website, without prejudice to Nexforce’s right to unilaterally make modifications to the Terms and Conditions as provided in Clause 4.1.

14. Termination

14.1. Either Party may terminate these Terms and Conditions and their rights at any time, for any reason or for no reason, by notifying the other party of their intention to do so in accordance with these Terms and Conditions. These Terms shall be automatically terminated if You breach any representation, warranty, or clause of these Terms and Conditions. Such termination shall be automatic and shall not require any action by Nexforce.

14.2. Any termination of these Terms and Conditions automatically terminates all of the User’s rights to use the Website as well as the provision of Services. Subsequent to termination, Nexforce reserves the right to do whatever it deems necessary to prevent unauthorized use of the Website, including but not limited to the use of technological barriers such as IP blocking and direct contact with your Internet service provider.

15. General Provisions

15.1. These Terms and Conditions shall bind and benefit the Parties, their successors, and authorized assigns.

15.2. If any provision of this Agreement is found to be invalid or unenforceable, that provision shall be interpreted to reflect the original intent of the Parties, and the remaining provisions shall continue in full force and effect.

15.3. A waiver by either Party of any term or condition of these Terms or of any breach thereof, in any instance, shall not constitute a waiver of such term or condition or any subsequent breach.

15.4. Nexforce may assign or transfer these Terms and Conditions at any time, without obligation to notify you. These Terms and Conditions and all rights and obligations imposed hereby may not be assigned or transferred by the User without the prior written consent of Nexforce.

15.5. The Parties are independent, and no agency, partnership, joint venture, or employment relationship is intended or created by these Terms and Conditions.

15.6. The headings in these Terms are for convenience only and shall not limit, expand, or affect any of the clauses, terms, conditions, or provisions of this Agreement.

15.7. In case of questions regarding the Website, its content, the Services, and these Terms and Conditions, as well as other Agreements, the User should contact contato@nexforce.ia.

15.8. These Terms of Use shall be interpreted according to Brazilian law, in the Portuguese language, and the Courts of Barueri, State of São Paulo, are hereby elected, with express waiver of any other, however privileged, to resolve any doubt, dispute, or litigation arising from these Terms.