TERMS AND CONDITIONS OF USE

WE, YO ESTOY BITCOIN, SOCIEDAD ANÓNIMA DE CAPITAL VARIABLE, abbreviated as YO ESTOY BITCOIN, S.A. DE C.V., and any affiliated or related company in other jurisdictions where it operates under the trade name “Estoy” (hereinafter, interchangeably, “YO ESTOY BITCOIN” or “THE PROVIDER”); and, on the other hand, THE CLIENT, who hereinafter shall be referred to interchangeably as “THE CLIENT”; who, jointly, may be referred to as “the Parties,” in the capacities in which we act, DECLARE: that we have agreed to formalize this NON-EXCLUSIVE AGREEMENT FOR THE PROVISION OF CRYPTOCURRENCY PAYMENT PROCESSING SERVICES (hereinafter, the “Contract” or the “Agreement”), which shall be governed by the following clauses:

1. COMPANY INFORMATION

Corporate Name: YO ESTOY BITCOIN, SOCIEDAD ANÓNIMA DE CAPITAL VARIABLE

Trade Name: Estoy

Tax Identification Number (TIN): 0623-080125-116-9

Address: Avenida La Revolución, Plaza Presidente, Level 6, Office 23, San Salvador, El Salvador

Phone: +1 (202) 534-7741

Email: hola@estoy.com

The company operates under the jurisdiction of El Salvador and is duly incorporated in accordance with Salvadoran law.

YO ESTOY BITCOIN offers its multi-layer cryptocurrency payment processing platform, comprised of mobile applications and websites provided by and on behalf of YO ESTOY BITCOIN (collectively, the “Platform”). As used in this Contract, the term “Platform” includes all such mobile applications, websites, as well as all the Services and Content (as defined below). The Platform enables THE CLIENT, its employees, and contractors (each, a “User”) to process cryptocurrency transactions and perform customer identity verification, as established within the Platform itself (“Services”).

Prior to becoming a User, and before accessing or using the Platform, THE CLIENT must accept the terms and conditions set forth in this Contract. Unless THE CLIENT and YO ESTOY BITCOIN have jointly signed a separate and specific agreement related to the Platform, this Contract constitutes the full and exclusive agreement between THE CLIENT and YO ESTOY BITCOIN regarding access to and use of the Platform, and supersedes any prior proposal, communication, or agreement, whether verbal, written, unsigned, or informal, that the Parties may have had regarding the same subject matter.

2. DEFINITIONS

2.1 Platform: Refers to the website, mobile application, computer applications, and technological systems operated by Yo Estoy Bitcoin, S.A. de C.V., or by the related company in Panama, under the “Estoy” brand, through which the Services are offered.

2.2 User: Means, interchangeably, any natural or legal person who accesses and uses the Services of the Platform, including, without limitation: (i) registered users, and (ii) any person who visits and/or occasionally uses the Platform, regardless of the verification level of their account.

2.3 Cryptocurrencies: Includes Bitcoin, Ethereum, and any other digital asset supported by the Platform.

2.4 Digital Asset: Any asset or digital currency used on the Platform, whose custody is the responsibility of the Service Provider.

2.5 Application and/or Applications: Any computer-based means, whether owned or third-party, used to access the Platform.

2.6 Wallet: A virtual account opened on the Platform that reflects the data of the User’s Funds balance and the collections and payments made by the User, as well as any other relevant data for the User.

2.7 KYC: Refers to the “Know Your Customer” procedures required by the applicable legislation in the corresponding jurisdiction.

2.8 AML: Means the Anti-Money Laundering and Counter-Terrorism Financing policies, procedures, and internal controls required by the applicable legislation.

2.9 Service Provider: Any legal entity that owns the Platform and, directly or through third parties, carries out all cryptocurrency purchase and sale operations and has responsibility for the custody of Digital Assets on behalf of the User.

2.10 Financial Entity: Those entities covered under the Financial Entities Law in each country where the Service Provider has open operations.

2.11 Funds: Those resources reflected in the User’s Wallet and accounted for by the Service Provider in accordance with applicable regulations.

2.12 Services: The services provided by the Service Provider directly or through affiliated companies or authorized third parties, including, but not limited to, the purchase and sale of Cryptocurrencies, custody services, and payment processing.

2.13 Fees: The prices, commissions, and/or costs to which the Services shall be subject, published on the Platform or agreed between the Parties.

3. Acceptance of Terms

3.1 By accessing, registering, clicking “Accept,” using, or continuing to use the Platform or any of the Services, the User expressly, voluntarily, and bindingly declares that they have read, understood, and fully accepted these Terms and Conditions, together with any policy or document incorporated by reference (including, but not limited to, the Privacy Policy, the Fees Policy, and the Compliance Policy), and the relevant transaction and operation rules related to these YO ESTOY BITCOIN Services, and that they agree to be legally bound by their terms and conditions.

3.2 YO ESTOY BITCOIN reserves the right to change or modify the Terms and Conditions at any time, at its sole discretion, and will notify such changes by posting the revised Terms on the Site and updating the corresponding “Last Updated” date. Your continued use of the YO ESTOY BITCOIN Services after being notified of these changes constitutes your acceptance of the modified Terms and Conditions.

3.3 If the User does not agree with any of the provisions contained herein, they must refrain from accessing or using the Platform and its Services. Use of the Platform, even without formal registration, shall be deemed as implied acceptance and shall result in the establishment of a legally binding relationship between the User and Yo Estoy Bitcoin, S.A. de C.V.

3.4 The Company may amend, update, or replace these Terms and Conditions or any incorporated policy whenever it deems necessary due to regulatory, operational, or business changes. Continued use of the Platform after such modifications have been published shall constitute express acceptance thereof.

3.5 These Terms and Conditions are a prerequisite for your access to the Services. In case of any inconsistency between these Terms and Conditions and the General Terms, the provisions of these Terms and Conditions shall prevail.

4. User Registration

4.1 In order to access a Digital Wallet and the Services of the Platform, any natural or legal person must register and create a User account by completing the registration form available on the Platform and providing the information requested according to the type of account: (a) Account for a natural person; (b) Account for a legal entity.

4.2 YO ESTOY BITCOIN reserves the right to accept or reject, at its sole discretion, the opening of an account. Prior to activation, additional information and documentation may be required in order to complete the KYC (Know Your Customer) or KYB (Know Your Business) process.

4.3 Once the required information has been submitted, YO ESTOY BITCOIN shall notify the Applicant, within no more than ten (10) business days, of the approval or denial of the account opening. The Company may request additional information at any time, even after the account has been approved.

5. Eligibility and Enrollment

5.1 To become a User and access a Digital Wallet, a natural person must be at least eighteen (18) years old or the legal minimum age in their jurisdiction and have the legal capacity to accept these Terms and Conditions. If a User is found to be underage or lacking the legal capacity to accept these Terms and Conditions, the account will be required to be closed, and the user’s information will be deleted from the Platform. In the case of legal entities, the authorized representative must have the legitimacy, capacity, and documentation enabling them to legally bind the entity, as well as the necessary authorizations to operate a Digital Wallet on its behalf. The entity must be duly incorporated under the laws of its country of origin.

5.2 Required Documentation. Depending on the risk level, the User may be required to provide the following documentation:

5.3 Access to and use of the Service is conditional upon the successful completion of the Know Your Customer (KYC) processes implemented by YO ESTOY BITCOIN, specifically designed in accordance with the recommendations issued by the Financial Action Task Force (FATF), particularly Recommendation 10 (Customer Due Diligence), Recommendation 12 (Politically Exposed Persons), and Recommendation 15 (New Technologies).

5.4 Only customers who have satisfactorily completed the KYC procedures established by YO ESTOY BITCOIN may use the Service. YO ESTOY BITCOIN reserves the exclusive right to determine whether a customer meets the established criteria to be considered eligible.

5.5 YO ESTOY BITCOIN expressly reserves the right to reject, suspend, or cancel access to the Service for any customer who fails to meet the KYC requirements or in whom irregularities or indications of participation in illicit activities are detected, including, but not limited to, money laundering (ML) or terrorist financing (TF).

5.6 In the event of detecting any irregularity or reasonable indication of suspicious activities related to ML/TF, YO ESTOY BITCOIN may take immediate preventive measures as established in its internal anti-money laundering and counter-terrorist financing policies, as well as execute the corresponding procedures.

5.7 The customer expressly understands and agrees that the initial approval of the KYC process does not limit or condition in any way YO ESTOY BITCOIN’s right to carry out additional periodic or extraordinary reviews and to take additional preventive or service termination measures, whenever deemed appropriate and necessary to comply with applicable regulations and to protect the integrity of the Service.

5.8 No person may register or maintain an account who: (a) Has been previously suspended or removed from the Platform; (b) Maintains another active account on the Platform; (c) Resides, is incorporated, or is established in a restricted or sanctioned jurisdiction, or whose access may cause YO ESTOY BITCOIN to violate applicable laws or regulations.

5.9 YO ESTOY BITCOIN will implement Customer Due Diligence (CDD) and Enhanced Due Diligence (EDD) controls for Users classified as high risk, conducting continuous transaction monitoring to detect possible illicit activities.

5.10 Identity Verification. By registering, the User authorizes YO ESTOY BITCOIN to use the information provided to verify their identity, prevent activities related to money laundering, terrorist financing, fraud, or other financial crimes. The information may be retained while the account remains active and for a period of at least ten (10) years after its closure, or for the period determined by applicable law.

5.11 The User declares that all information provided is true, complete, and up-to-date, and agrees to maintain it as such. YO ESTOY BITCOIN may suspend or cancel the account if inconsistencies, falsehoods, or outdated information are detected, notifying the User and granting the opportunity to remedy such issues when applicable.

6. Access and Use of the Digital Wallet

6.1 Only the registered User may access the Digital Wallet. The User must immediately notify YO ESTOY BITCOIN of any unauthorized use of their account. The Company shall not be liable for losses resulting from unauthorized access that is a consequence of the User’s negligence in safeguarding their credentials.

6.2 YO ESTOY BITCOIN will implement security standards to protect Digital Wallets, but the User is responsible for not sharing their credentials and for adopting reasonable measures to protect their access information.

7. Services Offered

7.1 Exchange Services: Purchase, sale, and exchange of supported cryptocurrencies.

7.2 Custody Services: Secure storage of digital assets in digital wallets.

7.3 Conversion Services: Conversion between cryptocurrencies and fiat currency (USD).

7.4 Additional Services: Other digital financial services that may be added in the future.

8. Regulatory

8.1 Applicable Legal Framework: The YO ESTOY BITCOIN Platform operates in strict accordance with the regulations in force in the jurisdictions in which it provides its Services, including, but not limited to:

In El Salvador: Digital Assets Law (Legislative Decree No. 614 of 2023), Bitcoin Law (Decree No. 57 of 2021, as applicable), Anti-Money Laundering and Asset Forfeiture Law, Special Law Against Acts of Terrorism, its regulations, and other provisions issued by the National Commission of Digital Assets (CNAD), the Central Reserve Bank (BCR), and the Superintendency of the Financial System (SSF).

In Panama: Law 23 of 2015 (Prevention of Money Laundering, Terrorism Financing, and Proliferation of Weapons of Mass Destruction), its regulations, and rules issued by the Superintendency of Banks, the Superintendency of the Securities Market, the Intendancy for the Supervision and Regulation of Non-Financial Obligated Entities, and other competent authorities.

8.2 AML/CFT: Both YO ESTOY BITCOIN and the User agree to strictly comply with all laws, regulations, and rules in force related to the marketing, exchange, and holding of digital assets, particularly those concerning the prevention of money laundering (AML), terrorist financing (TF), and customer identification and due diligence (KYC). The Platform implements a Risk Management System in AML/CFT matters that includes internal policies, due diligence procedures (KYC, CDD, and EDD), continuous transaction monitoring, technological controls, and periodic training of its personnel, in accordance with international standards, including the Recommendations of the FATF.

8.3 The User expressly undertakes to provide YO ESTOY BITCOIN with all information and documentation necessary to comply with current regulatory obligations, including, without limitation, information related to identification and the lawful origin of funds.

8.4 YO ESTOY BITCOIN reserves the right to request additional information from the User at any time, as well as to conduct internal audits or extraordinary reviews to ensure full adherence to applicable regulatory and legal obligations.

8.5 Both parties acknowledge that any breach of the obligations mentioned in this section may result in the immediate termination of access to the Service and in other actions established by applicable regulations.

8.6 YO ESTOY BITCOIN shall retain, in secure electronic format, all operational, accounting, and communications records related to the Operations for a minimum period of ten (10) years and shall make them available to the CNAD or any competent authority that requires them. The User agrees to submit to reasonable internal or external audits to verify adherence to these obligations.

8.7 Sanctions and Travel Rule: The User declares not to be included in national or international sanctions lists (OFAC, EU, UN). For digital asset transfers ≥ USD 1,000, YO ESTOY BITCOIN shall apply the Travel Rule and include the originator and beneficiary information in accordance with FATF Recommendation 16. Failure to comply shall entitle YO ESTOY BITCOIN to reject or cancel the Operation. All transactions exceeding the thresholds established by applicable regulations, as well as those deemed unusual, suspicious, or relevant, shall be reported in accordance with the requirements of the law.

8.8 Recordkeeping: The Platform shall retain user identification records, supporting documentation, transaction history, and operation reports for a period no less than that required by applicable law in each jurisdiction (minimum of five years), even after account closure.

8.9 Cooperation with Authorities: The Platform shall fully cooperate with regulatory, judicial, and investigative authorities, both national and international, when required by law or under cooperation agreements, and may share User information in strict accordance with applicable regulations and prevailing privacy policies.

8.10 International Sanctions: The Platform shall not provide Services to persons or entities included in sanctions lists issued by the United Nations (UN) Security Council, the Office of Foreign Assets Control (OFAC) of the U.S. Department of the Treasury, the European Union (EU), or other recognized authorities. To this end, it shall maintain automated controls and periodic manual reviews aimed at detecting and blocking such persons or entities.

9. Limits and Restrictions

9.1 Verification Limits:

9.2 Withdrawal Limits: Subject to additional verifications depending on amounts and frequency.

9.3 Geographic Restrictions: Services may not be available in certain jurisdictions.

10. Fees and Commissions

10.1 The User agrees to pay YO ESTOY BITCOIN all applicable fees and charges arising from the use of the Service, in accordance with the rates in effect and established by YO ESTOY BITCOIN, which may be updated periodically and will be duly communicated to the User through the previously established communication channels.

10.2 The User acknowledges and agrees that YO ESTOY BITCOIN may deduct from the total amount transferred to the User any fee or cost associated with the transfer of tokens, such as network, transfer, or withdrawal fees, with the User being duly informed of such costs before the execution of each transaction.

10.3 Fee Structure:

10.4 Fee Modifications: Fees may be modified with 30 days’ prior notice.

10.5 The User expressly agrees that all fees and charges are final and non-refundable once the corresponding transaction has been accepted and executed. Each party shall bear the taxes, duties, or withholdings that, under applicable law, correspond to them in relation to the Transactions.

10.6 Taxes: Users are responsible for their tax obligations in accordance with Salvadoran law.

11. Security and Custody

11.1 Security Measures:

11.2 Asset Custody:

11.3 User Responsibility:

12. Prohibitions and Restricted Activities

12.1 Prohibited Activities:

12.2 Consequences: Violations may result in suspension or permanent termination of the account.

13. Privacy and Data Protection

13.1 Both parties agree to maintain in strict confidentiality all sensitive, technical, financial, operational, or any other information directly or indirectly related to the operations carried out through the service provided by YO ESTOY BITCOIN. Such information includes, but is not limited to, quotations, prices, specific operating conditions, User data, internal processes, settlement mechanisms, and internal policies.

13.2 Confidential information provided by either party may only be used for the specific purpose for which it has been shared, and any unauthorized disclosure or misuse is strictly prohibited.

13.3 Notwithstanding the foregoing, YO ESTOY BITCOIN may disclose confidential information when such disclosure is required by laws, regulations, or competent authorities, especially with respect to AML/KYC regulations, prevention of money laundering, terrorist financing, and regulatory obligations, as set forth in Section 8 of these Terms and Conditions.

13.4 The confidentiality obligations set forth in this section shall remain in force during the term of the service and shall continue indefinitely after the termination or suspension of such service, unless the confidential information becomes public domain or the parties agree otherwise in writing.

13.5 The Parties shall process personal data in accordance with the Personal Data Protection Law of El Salvador and international standards. The User may exercise ARCO rights by submitting a written request to the contact address indicated by YO ESTOY BITCOIN.

13.6 Data Collection: We collect information necessary to comply with regulatory obligations and to provide services.

13.7 Use of Information: Data is used exclusively for: identity verification and KYC/AML requirements; provision of services; legal obligations.

13.8 Protection: We implement technical and organizational measures to protect personal data.

13.9 Sharing: Data may be shared with authorities when legally required.

14. Limitation of Liability

14.1 Except in cases of gross negligence, willful misconduct, or deliberate breach by YO ESTOY BITCOIN, it shall not be liable to the User or any third party for losses, damages, costs, or expenses arising from or related to the use of the Service, including, but not limited to, losses resulting from market fluctuations, blockchain network interruptions, technological failures beyond its control, errors in the execution of transactions, or events considered force majeure.

14.2 The User expressly agrees to indemnify, defend, and hold harmless YO ESTOY BITCOIN, its officers, representatives, affiliates, and employees from and against any claim, loss, cost, expense, demand, liability, or damage (including reasonable legal fees) incurred or claimed against YO ESTOY BITCOIN, arising directly or indirectly from the User’s misuse of the Service, breach of these Terms and Conditions, or violation of applicable laws or regulations.

14.3 The indemnification obligation described herein shall survive the termination or suspension of access to the Service for any reason, until such claims have been fully satisfied or resolved.

14.4 Notwithstanding the foregoing, in no event shall YO ESTOY BITCOIN be liable to the User for any indirect, consequential, special, incidental, or punitive damages arising from the provision or interruption of the Service.

14.5 General Limitations: YO ESTOY BITCOIN, S.A. DE C.V. shall not be liable for: losses due to market volatility; service interruptions due to maintenance; acts of force majeure; user errors.

14.6 Maximum Liability: Total liability shall not exceed the value of the fees paid by the User in the 12 months prior.

14.7 Exclusions: Indirect, special, incidental, or consequential damages are excluded.

15. Force Majeure

15.1 We shall not be liable for delays or failures caused by circumstances beyond our reasonable control, including: natural disasters; government actions; Internet or utility service interruptions; pandemics or health emergencies; among others.

15.2 Force Majeure events shall be considered those that are unforeseeable or unavoidable, beyond the reasonable control of the Parties —including, but not limited to, natural disasters, widespread blockchain network failures, suspension of convertibility, acts of authority, or armed conflicts— that temporarily or permanently prevent the fulfillment of obligations.

16. Amendments

16.1 Right to Amend: YO ESTOY BITCOIN expressly reserves the exclusive and unilateral right to amend, update, or revise these Terms and Conditions at any time, provided that such amendments are necessary due to changes in internal policies, operational procedures, internal controls, or applicable regulatory modifications.

16.2 Notice: Significant changes shall be notified at least 30 days in advance. YO ESTOY BITCOIN shall duly inform the User of any substantial modification to these Terms and Conditions through the communication channels previously established and agreed upon between the parties. It shall be the sole responsibility of the User to remain informed about such modifications.

16.3 Acceptance: Continued use of the Platform following notice of modifications by YO ESTOY BITCOIN shall constitute the User’s express and full acceptance of the new terms.

17. Termination

17.1 YO ESTOY BITCOIN reserves the right to temporarily suspend or permanently terminate the User’s access to the Service at any time, when there are justified reasons, including, but not limited to: (a) Breach by the User of any of the obligations set forth in these Terms and Conditions. (b) Breach or well-founded suspicion of breach of KYC, AML, and applicable regulations regarding the prevention of money laundering and terrorist financing. (c) Regulatory reasons, including changes in applicable regulations or instructions from competent authorities that prevent or restrict the provision of the OTC service. (d) Security reasons related to the integrity of the platform, the protection of digital assets, technological infrastructure, or in the event of incidents compromising the security of the User or YO ESTOY BITCOIN.

17.2 In the event of termination or suspension of the service for any of the causes mentioned above, YO ESTOY BITCOIN shall duly notify the User, except where there is an express prohibition for regulatory or security reasons that prevents such prior notice.

17.3 The termination or suspension of the service shall not affect those obligations which, by their nature, must survive the termination of access to the service, such as confidentiality obligations, liability, regulatory obligations, and anti-money laundering prevention.

17.4 The contractual relationship and provision of the service shall have an indefinite term. Either Party may terminate it without cause by providing prior notice or notification through the platform, or with thirty (30) days’ advance notice, without prejudice to the causes for immediate termination provided in Section 17.

17.5 Effects of Termination:

18. Dispute Resolution

18.1 Governing Law: These terms are governed by the laws of the jurisdiction where the Service Provider is incorporated and provides its services, currently the Republic of El Salvador and the Republic of Panama.

18.2 Jurisdiction: For operations carried out through the company in El Salvador, the competent courts shall be those of San Salvador. For operations carried out through the company in Panama, the competent courts shall be those of Panama City.

18.3 Arbitration: The parties agree that any controversy, dispute, or claim arising from this contract, its breach, interpretation, performance, termination, or nullity, may be definitively resolved through arbitration at law, in accordance with the rules of the arbitration center competent in the applicable jurisdiction. The arbitral award shall be final, binding, and enforceable upon the parties, and may be judicially enforced.

18.4 Mediation: Mediation shall be encouraged prior to initiating judicial or arbitral proceedings.

19. Contact and Support

19.1 Customer Service:

19.2 Complaints and Claims: Formal procedure available on the Platform. Emergencies: 24/7 contact for critical security matters.

If your complaint is not satisfactorily resolved by our institution, you may submit it to the Superintendencia del Sistema Financiero de El Salvador (SSF) through the official channels indicated on its website.

20. Final Provisions

20.1 By accessing, using, registering, or clicking “Accept” in connection with any service offered by YO ESTOY BITCOIN, you declare that you have read, understood, and agreed to comply with these Terms, as well as with our Privacy Policy.

20.2 By using YO ESTOY BITCOIN’s Services, you agree and acknowledge that: (a) You are aware of the inherent risks of digital asset transactions, including, but not limited to, price fluctuations, liquidity risks, and potential economic losses. (b) You assume full responsibility for the use of YO ESTOY BITCOIN’s Services and for decisions related to the purchase, sale, storage, or investment in digital assets. (c) YO ESTOY BITCOIN shall not be liable for losses, damages, or adverse consequences arising from the use of its Services or from transactions conducted by you. (d) You agree to resolve all disputes individually through final and binding arbitration and waive any participation in class actions.

20.3 If you reside in a jurisdiction where access to the Services is restricted, prohibited by law, or where, according to business or product policies, the service cannot be provided, you may not use YO ESTOY BITCOIN’s Services. Any unauthorized access or misuse of the Services may result in sanctions, including the suspension, freezing, or complete closure of your account, and the confiscation of digital assets or other funds in the event of legal violations.

20.4 Neither Party may assign, in whole or in part, its rights or obligations without the prior written consent of the other Party, except for intra-group assignments that YO ESTOY BITCOIN may carry out upon prior notice to the User at least ten (10) days in advance or at the commencement or settlement of the transaction.

20.5 The nullity or invalidity of any clause shall not affect the validity of the remaining provisions; the Parties shall replace the affected provision with another of equivalent economic effect.

21. General Provisions

21.1 Entire Agreement: If any provision is invalid, the remainder shall remain in full force and effect.

21.2 Assignment: Users may not assign their rights without written consent.

21.3 Language: In the event of a conflict between versions in different languages, the Spanish version shall prevail.

21.4 Notices: Official communications shall be made through the Platform or the registered email.

22. Acknowledgments and Representations

22.1 The User acknowledges that: (a) They have read and understood these Terms. (b) Digital assets involve significant risks. (c) There is no guarantee of profits. (d) Regulations may change.

22.2 The User declares that: (a) They have the legal capacity to enter into contracts. (b) The information provided is true and complete. (c) They are not included in sanctions lists. (d) They understand the risks involved.

ACCEPTANCE

By accessing, registering, or using the “Estoy” Platform and any of its services, the User declares and warrants that they have read, understood, and fully accepted these Terms and Conditions, as well as the supplementary policies that form an integral part thereof.

These Terms and Conditions have been prepared in accordance with the applicable legislation in El Salvador and, where applicable, adapted to other jurisdictions where the Platform operates. It is recommended to seek independent legal advice before implementation or acceptance.