SalesOS Platform Terms of Use — B2B

• "SalesOS Platform" — digital SaaS (Software as a Service) platform developed and operated by Play2sell S.A. for sales management, gamification and payments.
• "Modules" — separately contractable features: Gamification, Payments and CRM.
• "Tenant" — legal entity that contracts and uses the SalesOS platform to manage its sales team.
• "Users" — members of the Tenant's sales team who interact with the mobile application and/or platform dashboard.
• "Beneficiaries" — recipients of awards or commissions distributed by the Payments module.
• "Dashboard" — web-based administrative panel for platform management by the Tenant.
• "PlayCoins" — virtual currency accruable by Users in exchange for rewards, with no monetary value.
• "API/Webhook" — integration mechanisms with the Tenant's external systems, such as CRM and ERP.
• "Commercial Proposal" — supplementary document that defines contracted modules, pricing, term and specific conditions of the engagement.
• "Play2sell" — Play2sell S.A., registered under CNPJ no. 28.864.200/0001-01, headquartered in the city of São Paulo/SP.

Play2sell grants the Tenant a non-exclusive, temporary and non-transferable license to use the SalesOS software, in SaaS modality, covering the mobile application, the web dashboard and the APIs made available.

The modules effectively contracted are defined in the Commercial Proposal, which is incorporated into these Terms for all legal purposes.

Use restrictions:

• Reverse engineering, decompilation or disassembly of the software is prohibited
• Sublicensing, commercializing or transferring to third parties is prohibited
• Assignment without prior written consent of Play2sell is prohibited, except to a company of the same economic group upon 30 (thirty) days prior notice
• Use for unlawful, fraudulent purposes or that violate third-party rights is prohibited

The Gamification module allows the Tenant to engage its sales team through game mechanics applied to the sales context:

• Thematic and customized quizzes on products, sales techniques and market knowledge
• Real-world missions linked to commercial goals and activities
• Rankings (leaderboards) with classification by period and segment
• Badges and achievements for performance
• Individual and collective challenges
• Integration with the Tenant's CRM/ERP via API, Webhook or manual data upload

3.1 PlayCoins

• PlayCoins are accruable by Users based on their participation and performance
• PlayCoins have no monetary value and are not convertible into cash
• PlayCoins expire after 6 (six) months without redemption, deducted in descending order of expiration
• Redemption may be done via the product catalog (PlayClub) or, when available, via the Payments module (cash prizes), according to the Tenant's campaign

3.2 Responsibilities regarding CRM/ERP data

The Tenant is solely responsible for the accuracy, integrity and currency of the sales data provided via CRM/ERP integration. Play2sell does not verify or validate the accuracy of such information.

The Payments module allows the Tenant to manage award campaigns, incentives and automated commission distribution:

• Management of award and incentive campaigns
• Automated commission distribution (split payment)
• Individual digital bank accounts for Beneficiaries, operated by a BaaS (Banking as a Service) partner
• Transfers via PIX (free) or TED (fee per Commercial Proposal)

4.1 Provisioning and disbursement of funds

• The provisioning of funds for awards and commissions is the Tenant's sole responsibility
• Funds disbursed do not form part of Play2sell's assets under any title
• Funds are made available to Beneficiaries within up to 48 (forty-eight) business hours after the effective credit by the contracting company

4.2 Fraud prevention

Play2sell may temporarily block funds in the event of substantiated suspicion of fraud, with immediate notification to the Tenant and resolution within up to 48 (forty-eight) hours.

4.3 Tenant responsibilities

• The Beneficiary is responsible for their digital bank account; use for purposes other than awards and commissions is prohibited
• The Tenant is solely responsible for all social security, pension, tax and labor charges levied on awards and commissions distributed
• The Tenant must make financial resources available for awards at least 24 (twenty-four) hours in advance

5.1 Service description

The CRM module provides tools for complete commercial funnel management:

• Lead and commercial opportunity management
• Configurable pipelines with customized stages
• Automatic lead distribution to the sales team
• Interaction logging (calls, WhatsApp, email, visits)
• Performance reports and analytics

5.2 Ownership of lead data

• The Tenant retains all rights, title and interests in leads, contacts, opportunities and interactions inserted into the platform ("Customer Data")
• Play2sell receives a limited, non-exclusive license solely for the provision of the contracted service
• Customer Data does not form part of Play2sell's assets and may not be commercialized, assigned or used for purposes other than service delivery

5.3 Data portability and export

• The Tenant may export all of its data (leads, interactions, history, documents) in standard format (CSV, JSON) at any time during the term
• After termination: data available for export for 30 (thirty) days
• After the export period: permanent deletion within up to 180 (one hundred and eighty) days
• Play2sell will provide reasonable assistance for migration upon request

5.4 Responsibility for data quality

• The Tenant is solely responsible for the accuracy, quality, integrity, legality and origin of lead data
• Play2sell does not verify or validate the accuracy of contact information entered
• Any inconsistencies or duplicates in the data are the Tenant's responsibility

5.5 Consent and LGPD for lead data

• The Tenant declares having an adequate legal basis (consent, legitimate interest or another basis provided for under the LGPD) for the processing of lead personal data
• The Tenant is responsible for obtaining and maintaining data subject consent where applicable
• The Tenant must respond to data subject requests (access, rectification, deletion) within 15 (fifteen) days
• Play2sell will provide tools to facilitate compliance with data subject requests

5.6 Automatic lead distribution

• The module uses rules configured by the Tenant (round-robin, geolocation, availability, profile) to assign leads to salespeople
• Play2sell does not guarantee commercial results arising from distribution
• Play2sell is not responsible for missed opportunities due to distribution rules configured by the Tenant
• Distribution failures resulting from salesperson unavailability or inadequate configurations are the Tenant's responsibility

5.7 Integrations with third-party systems

• The Tenant may connect the platform to external systems (CRM, ERP, marketing tools) via APIs and Webhooks
• Play2sell is not responsible for disclosure, modification or loss of data resulting from access by third-party applications authorized by the Tenant
• The availability and functioning of integrations depend on external providers
• The Tenant is responsible for keeping integration credentials secure and up to date

5.8 Restriction on sensitive data

It is prohibited to use lead and contact fields to store sensitive data (Art. 5, II, of the LGPD): racial or ethnic origin, religious belief, political opinion, health or sexual life data, biometric or genetic data. Exception: when expressly authorized by Play2sell and with documented adequate legal basis.

5.9 Logging of interactions and communications

• The platform logs commercial interactions (calls, WhatsApp, email, visits) associated with leads as configured by the Tenant
• Play2sell is not responsible for the content of communications made by salespeople
• The Tenant is responsible for the compliance of communications with applicable legislation (telemarketing rules, unsolicited communications, LGPD)

5.10 Data retention and lifecycle

• Leads marked as "lost" or "closed" remain on the platform as configured by the Tenant
• The Tenant is responsible for defining and enforcing its internal data retention policy
• Play2sell maintains backups for up to 30 (thirty) days after deletion by the Tenant
• Play2sell may provide archiving and bulk deletion tools

6.1 Availability

Play2sell commits to maintaining the SalesOS platform with a minimum availability of 99.5% (ninety-nine point five percent) over a rolling 12 (twelve) month period.

6.2 Discount for unavailability

In the event of SLA non-compliance, the Tenant shall be entitled to a proportional discount, calculated by the formula: DC = n × MM/2880, where DC is the discount credit, n is the number of hours of unavailability exceeding the SLA and MM is the monthly license fee.

6.3 SLA exceptions

• Force majeure or acts of God
• Unavailability of third-party infrastructure (internet providers, financial institutions, cloud providers)
• Failures in the Tenant's equipment or systems
• Scheduled maintenance (communicated 5 days in advance, preferably outside business hours)
• Emergency maintenance (immediate notification)

6.4 Support

Play2sell provides support to the Tenant through: Knowledge Base (help.play2sell.com), WhatsApp and email.

The Tenant agrees to:

• Use the platform within the scope of the license granted and in compliance with applicable law
• Keep User and Beneficiary data current and accurate, including name, email, phone and CPF
• Make financial resources available for awards and commissions at least 24 (twenty-four) hours in advance
• Prepare internal regulations for incentive campaigns, where applicable
• Provide CRM/ERP integration or maintain manual updates of sales data
• Be fully responsible for all content entered into the platform
• Hold Play2sell harmless from third-party claims arising from use of the platform
• Make payments as stipulated in the Commercial Proposal
• Not use the platform for unlawful, fraudulent purposes or that violate third-party rights

• The software, methods, know-how, algorithms and tools comprising the SalesOS platform are the exclusive property of Play2sell, protected by copyright and industrial property legislation
• Content co-created with information provided by the Tenant: intellectual property belongs to both parties, subject to prior approval by the Tenant
• Technological inventions originated exclusively from the services rendered are attributed to Play2sell
• Removal of proprietary legends, trademarks or copyright notices from the platform is prohibited

For purposes of the General Data Protection Law (Law no. 13.709/2018):

• The Tenant acts as Controller of the personal data of its Users and Beneficiaries
• Play2sell acts as Processor of data, processing personal data exclusively in accordance with the Controller's instructions and for the performance of the contracted services

9.1 Play2sell's obligations as Processor

• Process personal data exclusively for the performance of the contracted services
• Implement appropriate technical and administrative security measures to protect personal data against unauthorized access, destruction, loss, alteration or improper communication
• Not share personal data with third parties without the Tenant's prior authorization, except when required by law
• Cooperate with the Tenant in responding to data subject requests
• Notify the Tenant of security incidents involving personal data within up to 48 (forty-eight) hours of becoming aware of the incident
• Cooperate with the National Data Protection Authority (ANPD), where applicable, with notification within up to 72 (seventy-two) hours

9.2 Right to audit

The Tenant may conduct audits of Play2sell's data protection practices, upon prior scheduling with at least 30 (thirty) days' notice.

9.3 End of processing

Upon termination of the contractual relationship, Play2sell commits to delivering and subsequently deleting all personal data processed, except where there is a legal obligation of retention. We guarantee transparency to data subjects and compliance with deletion or rectification requests.

For full details on the processing of personal data, consult our Privacy Policy and the Data Processing Agreement (DPA).

To the maximum extent permitted by applicable law, Play2sell shall not be liable for:

• Moral, indirect, consequential, punitive damages, lost profits or loss of revenue
• Improper use of the platform or Tenant negligence
• Unavailability of third-party infrastructure (internet providers, financial institutions, cloud providers)
• Force majeure events or acts of God
• Commercial or financial results arising from use of the platform

Play2sell's total and aggregate liability for any claims arising from these Terms or the services rendered is limited to the total amount paid by the Tenant in the 12 (twelve) months preceding the event giving rise to the claim.

11.1 Confidentiality

The parties undertake to keep confidential all confidential information obtained by reason of this contractual relationship, including commercial terms, business information, technical data and strategies, during the term and for 3 (three) years after termination.

Exceptions to confidentiality:

• Information that becomes part of the public domain without fault of the receiving party
• Information disclosed by judicial or legal order
• Information previously known to the receiving party, as evidenced

Penalty for breach of confidentiality: R$ 100,000.00 (one hundred thousand reais), without prejudice to compensation for losses and damages.

11.2 Non-solicitation

The parties undertake not to recruit, hire or solicit employees or service providers of the other party, during the term and for 3 (three) years after termination of the contractual relationship.

12.1 Termination without penalty

After the end of the minimum term established in the Commercial Proposal, either party may terminate the agreement upon 30 (thirty) days' prior notice, without any penalty or additional charges.

12.2 Early termination

Termination before the end of the minimum term obliges the Tenant to pay the remaining months of the minimum term.

12.3 Automatic termination

The agreement shall be automatically terminated in the event of a bankruptcy filing or approval of judicial reorganization proceedings for either party.

12.4 Termination for breach

In the event of breach of essential obligations, the aggrieved party shall notify the breaching party, which shall have 15 (fifteen) days to remedy the irregularity. If not remedied, termination operates by operation of law.

12.5 Effects of termination

• Return of provisioned funds (Payments module): within 15 (fifteen) business days, accompanied by a detailed report
• Tenant's data available for export for 30 (thirty) days after termination
• Surviving obligations: confidentiality, LGPD and any payments due

13.1 Anti-corruption

The parties declare knowledge of and commit to observing Law no. 12.846/2013 (Anti-Corruption Act), prohibiting any undue advantage to public or private agents.

13.2 Social and environmental responsibility

The use of slave, child or degrading labor is prohibited. The parties commit to responsible social and environmental practices.

13.3 Absence of employment relationship

These Terms do not establish any employment, corporate, agency or representation relationship between the parties.

13.4 Assignment

The assignment of rights or obligations arising from these Terms requires the prior written consent of the other party.

13.5 Use of image and brand

The Tenant authorizes Play2sell to use its brand and name for institutional disclosure purposes. This authorization may be revoked by written notice.

13.6 Satisfaction surveys

The Tenant authorizes the sending of satisfaction surveys by email, WhatsApp, SMS or telephone.

13.7 Communications

All communications between the parties shall be made electronically and considered received within 5 (five) business days after sending.

13.8 Amendments to the Terms

Play2sell may update these Terms at any time, with 30 (thirty) days' prior notice via the Dashboard and email. Continued use of the platform after the notice period constitutes acceptance of the amendments.

13.9 Binding effect

These Terms are binding upon the parties, their heirs and successors under any title.

13.10 Jurisdiction

The courts of the Comarca de São Paulo, State of São Paulo, are elected to resolve any disputes arising from these Terms, with express waiver of any other jurisdiction, however privileged.

13.11 Governing law

These Terms are governed by the laws of the Federative Republic of Brazil.

For questions about these Terms, please contact:

Play2sell S.A.
CNPJ: 28.864.200/0001-01
Email: legal@play2sell.com
Website: https://salesos.com