TechFX Payroll – platform operated by TECHFX LTDA, a private legal entity, enrolled with the CNPJ/MF under No. 68.914.427/0001-39, with its head office at Av. Paulista 777, Floor 15, Conj. 15, Room 3456, São Paulo/SP, ZIP Code: 01311-100. Last updated: September 2026 (Version 1.0)

Hey!

We are glad to have your interest! Before using the platform, take a moment to read these Terms of Use and get to know the rules that govern our relationship with your company.

This document (“Terms of Use” or “Terms“) sets out the conditions of use of the TechFX Payroll platform, made available by TECHFX LTDA., a limited liability business company, enrolled with the CNPJ under No. 68.914.427/0001-39, headquartered at Av. Paulista 777, Floor 15, Conj. 15, Room 3456, São Paulo/SP, ZIP Code: 01311-100 (“OPERATOR” or “We”). Should any doubt remain, do not hesitate to contact us at hey@techfx.com.br.

You must read these Terms carefully and in full, as they describe the conditions applicable to companies that use the PLATFORM to organize their international payroll. These Terms are an integral and inseparable part of the PLATFORM’s Privacy Policy, available at https://www.techfx.com.br/payroll-privacy-policy, so that acceptance of these Terms implies awareness of the Privacy Policy, and it is essential that you also read it carefully.

One essential point, which you will see repeated throughout this document: the virtual asset services accessible through the PLATFORM are provided directly and exclusively by LUMX, with whom your company will establish its own contractual relationship, separate from and independent of these Terms, as set out below.

1. Definitions

In this instrument, the expressions below are understood in accordance with the following definitions:

OPERATOR: TECHFX LTDA., a limited liability business company, enrolled with the CNPJ under No. 68.914.427/0001-39, headquartered at Av. Paulista 777, Floor 15, Conj. 15, Room 3456, São Paulo/SP, ZIP Code: 01311-100, operator of the PLATFORM under the licensed brand “TechFX Payroll”.

PLATFORM: the TechFX Payroll web and mobile platform, under the responsibility and operation of the OPERATOR, including applications, dashboards, APIs and interfaces, through which COMPANIES use the PLATFORM SERVICES and access, within LUMX’s own environment, the LUMX SERVICES.

PLATFORM SERVICES: the services of an exclusively technological nature provided by the OPERATOR, described in Section 5, comprising the registration and management of PAYEES, the organization and preparation of international payroll payment instructions, reports, history, receipts and technical support.

LUMX: LUMX SOCIEDADE PRESTADORA DE SERVIÇOS DE ATIVOS VIRTUAIS LTDA., a private legal entity, enrolled with the CNPJ under No. 42.887.120/0001-00, with its head office at Avenida Ataulfo de Paiva, No. 391, room 606, Leblon, Rio de Janeiro/RJ, ZIP Code 22440-032, provider of the LUMX SERVICES in its capacity as a virtual asset service provider, an activity regulated by the Central Bank of Brazil, as set out in Section 4.

LUMX SERVICES: the virtual asset services provided directly and exclusively by LUMX, under the applicable legislation and regulation and the LUMX DOCUMENTATION, including the processing and settlement of transactions.

LUMX DOCUMENTATION: LUMX’s terms of use, privacy policy and other documents applicable to the LUMX SERVICES, presented to and accepted directly by the COMPANY within LUMX’s environment.

COMPANY: the legal entity, Brazilian or foreign, duly incorporated under the laws of its country of origin, which accepts these Terms and contracts the PLATFORM SERVICES for the management of the international payroll of its own employees and contractors, and which also contracts the LUMX SERVICES, directly with LUMX, in an autonomous relationship.

ADMINISTRATOR USER: the individual, with full legal capacity, formally linked to the COMPANY and authorized by it to operate the PLATFORM on its behalf.

PAYEE: the recipient of payments (employee or contractor of the COMPANY) registered by the COMPANY on the PLATFORM.

STABLECOIN: a virtual asset whose value seeks reference in another asset, such as a fiat currency, used in the settlement of transactions processed by LUMX, under article 3 of Law No. 14,478/2022. The stablecoins used in the settlement of transactions processed by LUMX are referenced in foreign currency and are therefore also subject to the regulation of the Central Bank of Brazil. Stablecoins are not legal tender in Brazil, are not to be confused with electronic money (article 6, VI, of Law No. 12,865/2013) and carry no guarantee of value maintenance, as per the warnings in Section 12.

API: Application Programming Interface, a set of routines and programming standards for accessing a software application or web-based platform.

DATA PROCESSING: under article 5, X, of Law No. 13,709/2018 (LGPD), any operation carried out with personal data, such as those relating to collection, production, reception, classification, use, access, reproduction, transmission, distribution, processing, filing, storage, deletion, evaluation or control of information, modification, communication, transfer, dissemination or extraction, as detailed in the PLATFORM’s Privacy Policy.

2. Acceptance

This instrument governs the conditions of use of the PLATFORM and constitutes a contract between the COMPANY and the OPERATOR. Use of the PLATFORM SERVICES indicates that the COMPANY agrees with all the terms and conditions contained in this instrument and with the applicable legal provisions.

Acceptance of these Terms becomes effective upon the first of the following events: (i) clicking “accept”, “agree” or the equivalent; (ii) completion of the COMPANY’s registration; or (iii) the first use of the PLATFORM SERVICES.

The COMPANY acknowledges that electronic acceptance constitutes a valid and binding expression of will, sufficient to form the contract, under the applicable legislation, including article 10, paragraph 2, of Provisional Measure No. 2,200-2/2001, and declares that these Terms were read and understood prior to acceptance, being written in plain language and made available for consultation before contracting.

THE COMPANY UNDERSTANDS AND AGREES THAT THE OPERATOR WILL TREAT ELECTRONIC ACCEPTANCE OR USE OF THE PLATFORM SERVICES AS ACCEPTANCE OF THESE TERMS.

THE PERSON WHO ACCEPTS THESE TERMS ON BEHALF OF THE COMPANY DECLARES THAT THEY HOLD POWERS TO BIND IT. IF THEY DO NOT HOLD SUCH POWERS, THEY MUST NOT PROCEED.

THESE TERMS GOVERN EXCLUSIVELY THE PLATFORM SERVICES. THE LUMX SERVICES ARE PROVIDED DIRECTLY BY LUMX AND DEPEND ON ACCEPTANCE OF THE LUMX DOCUMENTATION AND ON APPROVAL BY LUMX, WITHIN LUMX’S ENVIRONMENT, AS SET OUT IN SECTION 4.

Acceptance may only be carried out by a COMPANY duly incorporated and in good standing under the laws of its country of incorporation (in Brazil, active before the CNPJ), represented in the form of its constitutive documents, and binds, in addition to the COMPANY, the ADMINISTRATOR USERS authorized by it, as set out in Section 7.

The PLATFORM’s Privacy Policy, available at https://www.techfx.com.br/payroll-privacy-policy, forms part of these Terms by reference. In the event of a conflict between these Terms and any informational material, commercial page or communication from the OPERATOR, these Terms shall prevail; the COMPANY’s relationship with LUMX is governed exclusively by the LUMX DOCUMENTATION, which is not altered by this instrument.

If the COMPANY DOES NOT AGREE with the provisions set out in this instrument, it MUST NOT access, register on or use the PLATFORM in any way.

These Terms are effective for an indefinite period, from acceptance until the account is closed as set out in Section 15.

The OPERATOR will keep a record of the acceptance of these Terms, with date, time, accepted version, identification of the representative and IP address, as well as records of the display of the mandatory notices presented on the PLATFORM (with date, time and version of the text displayed), for a minimum period of 10 (ten) years, as evidence of contracting and for the purposes of auditing and responding to competent authorities. The version of these Terms in force will remain available for consultation and download on the PLATFORM, and the COMPANY may request a copy of the version it accepted through the channels in Section 11.

3. Who we are and what we do

The OPERATOR is a technology company whose purpose is the development, licensing and operation of software. Through the PLATFORM, it makes available to the COMPANY the technological layer of the international payroll operation, which comprises: the interface, the integrations and the tools that allow the COMPANY to register its PAYEES, organize and approve its payrolls, transmit payment instructions for LUMX processing and follow up on their results. The transactions themselves, understood here as the conversion, movement and settlement of amounts and virtual assets, are processed and settled exclusively by LUMX, a virtual asset service provider, in the regulated layer described in Section 4.

Identification. The virtual asset services offered on this platform are provided directly by LUMX SOCIEDADE PRESTADORA DE SERVIÇOS DE ATIVOS VIRTUAIS LTDA, which operates under the transition regime set out in article 88 of BCB Resolution No. 519/2025, with an application for authorization to operate as a virtual asset service provider filed with the Central Bank of Brazil and currently under review. TechFX Payroll acts exclusively as a technological channel and relevant technology service provider to LUMX, and is not a virtual asset service provider, a payment institution or a financial institution, and does not act as an agent or attorney-in-fact of LUMX.

As a result, the OPERATOR does not receive, hold, safeguard, control, transmit, settle or intermediate clients’ funds or virtual assets; does not carry out purchase, sale or exchange operations of virtual assets; does not provide virtual asset services; is neither a payment institution nor a financial institution; and does not act as an agent or attorney-in-fact of LUMX. All movement of funds and virtual assets occurs exclusively in the LUMX SERVICES layer, executed by and under the responsibility of LUMX and its authorized partners.

4. The LUMX layer: regulated service, direct and independent relationship

4.1. Regulatory environment. Virtual asset services are an activity regulated in Brazil by Law No. 14,478/2022, by Decree No. 11,563/2023 and by the regulation of the Central Bank of Brazil, in particular BCB Resolutions No. 519, No. 520 and No. 521, of 2025, and any subsequent amendments. Under this regulation, the provision of virtual asset services is restricted to companies authorized by, or in the process of authorization before, the Central Bank of Brazil. LUMX provides the LUMX SERVICES in that capacity, operating under the transition regime set out in article 88 of BCB Resolution No. 519/2025, with an application for authorization to operate as a virtual asset service provider filed with the Central Bank of Brazil and currently under review. The OPERATOR, in turn, acts exclusively as a relevant technology service provider to LUMX, under articles 32 to 42 of BCB Resolution No. 520/2025, and is not part of the regulated layer.

4.2. Onboarding in the LUMX environment. In order to use the LUMX SERVICES, the COMPANY will be directed, from the PLATFORM, to an environment made available and controlled by LUMX, in which it will review and accept the LUMX DOCUMENTATION and submit to LUMX’s registration analysis, according to LUMX’s exclusive criteria.

Direct relationship. By proceeding, you will be establishing a direct and autonomous contractual relationship with LUMX for the use of the LUMX SERVICES, separate from and independent of any commercial relationship you maintain with TechFX Payroll regarding the other services of the platform.

Redirection. To access the LUMX SERVICES, you will be directed to a LUMX environment, where you must review and accept the Terms of Use, the Privacy Policy and other applicable documents. The relationship regarding the LUMX SERVICES is established directly between you and LUMX.

The OPERATOR does not implement, in its own interface, any acceptance mechanism, checkbox or consent relating to the LUMX DOCUMENTATION, its sole responsibility being to enable the COMPANY’s technical access to LUMX’s environment, at the integration points approved by LUMX. The COMPANY’s relationship with LUMX is governed by the LUMX DOCUMENTATION; these Terms do not replace it, do not incorporate it and do not alter it.

Processing and refusal. Transactions are processed by LUMX and may be reviewed, delayed, blocked or refused in cases of suspected fraud, money laundering, terrorist financing, breach of sanctions or of any other applicable legal or regulatory requirement. LUMX may refuse, suspend or terminate, at its discretion and under the LUMX DOCUMENTATION, any transaction, account or Client.

4.3. LUMX’s prerogatives. In its capacity as a virtual asset service provider and in fulfilling its legal and regulatory duties, it is for LUMX alone, and not the OPERATOR, among other prerogatives set out in the LUMX DOCUMENTATION:

(i) to conduct the COMPANY’s registration analysis, including identification and qualification procedures (KYC/KYB), document verification, queries to databases and restrictive lists and risk assessment, and it may approve or refuse registrations according to its own criteria;

(ii) to request, at any time, additional documents and information from the COMPANY, including on the origin and purpose of funds, as a condition for starting or continuing the provision of the LUMX SERVICES;

(iii) to continuously monitor transactions, with tools for the prevention of money laundering, terrorist financing and the proliferation of weapons of mass destruction (AML/CFT), sanctions screening and wallet monitoring;

(iv) to review, delay, block or refuse transactions, and to set and change operational limits, under the LUMX DOCUMENTATION and the applicable regulation;

(v) to suspend or terminate accounts and registrations, under the LUMX DOCUMENTATION;

(vi) to report suspicious operations and situations to the competent authorities, as provided by law, including without prior notice to the COMPANY or the OPERATOR, where such notice is legally prohibited;

(vii) to define the countries and destinations supported by the operation and the prohibited activities and businesses, according to the lists maintained by LUMX in the LUMX DOCUMENTATION; and

(viii) to comply with determinations of the competent authorities, including orders of blocking, unavailability or provision of information.

THE COMPANY ACKNOWLEDGES THAT THE ACTIVITIES DESCRIBED IN ITEM 4.3 ARE THE EXCLUSIVE RESPONSIBILITY AND PREROGATIVE OF LUMX. THE OPERATOR DOES NOT TAKE PART IN THESE DECISIONS, HAS NO INFLUENCE OVER THEM, HAS NO ACCESS TO THE COMPLIANCE REASONS UNDERLYING THEM AND IS NOT LIABLE FOR THEIR EFFECTS.

4.4. Direct contact. LUMX may contact the COMPANY directly, at any time and by any means, including to address onboarding, acceptance of the LUMX DOCUMENTATION, support, transactions and AML/CFT routines, without the participation of the OPERATOR.

4.5. Updates to the LUMX layer. The LUMX DOCUMENTATION and the applicable regulation may be amended at any time, including by determination of the Central Bank of Brazil, which may impact functionalities, deadlines, limits, notices and flows of the PLATFORM. The OPERATOR will implement the necessary adjustments and will inform the COMPANY whenever the impact is material.

4.6. Cancellation and reversal of payment orders. The rules and conditions on cancellation, reversal, refund, reprocessing and settlement deadlines of payment orders are defined exclusively by LUMX and are set out in the LUMX DOCUMENTATION, available at https://lumx.io/legal, which is the correct and always up-to-date source of this information, prevailing over any summary description contained in these Terms.

On the PLATFORM, the COMPANY may review or cancel payment instructions only while they have not yet been transmitted to the LUMX SERVICES layer. After transmission, the OPERATOR cannot cancel, reverse, refund or interrupt the order (Section 11), and any request of this nature must be addressed directly to LUMX, through the channels indicated in Section 11, subject to the rules of the LUMX DOCUMENTATION. The COMPANY is aware that transactions confirmed on blockchain networks may be irreversible, as set out in Section 12, and that any refund of amounts, where applicable, is processed by LUMX according to its own criteria and deadlines.

5. The Platform’s services and functionalities

Once the COMPANY’s registration analysis has been successfully completed, including approval by LUMX in the LUMX SERVICES layer, the PLATFORM will offer the following functionalities, among others:

5.1. Payee management: registration, editing and deactivation of PAYEES, with the data required to direct payments (identification, destination country and receiving details), subject to the list of countries supported by the operation, available at https://lumx.io/legal/legal-and-privacy/supported-countries.

5.2. Payroll organization: creation and scheduling of payrolls, definition of amounts per PAYEE, internal review and approval by the COMPANY before submission.

5.3. Instruction initiation: submission of the payment instructions approved by the COMPANY for processing in the LUMX SERVICES layer. The execution, conversion and settlement of transactions are carried out exclusively by LUMX, as set out in Section 4. Until transmission, the instruction may be reviewed or cancelled by the COMPANY on the PLATFORM itself; after transmission, item 4.6 (cancellation and reversal) applies.

5.4. Tracking and receipts: consultation of instruction status, payroll history, management reports and issuance of receipts for the operations carried out.

5.5. Approval levels and workflows: definition, by the COMPANY, of internal approval levels for the creation and submission of payrolls (for example, preparation by one ADMINISTRATOR USER and approval by another), according to the available settings.

5.6. Notifications: operational alerts and communications on the status of payrolls, instructions and relevant account events, through the configured channels.

5.7. Export and integrations: export of reports and receipts in a structured format for the COMPANY’s accounting and auditing purposes.

5.8. Access management: enabling, administration and revocation of ADMINISTRATOR USERS by the COMPANY.

5.9. Technical support: assistance regarding the operation of the PLATFORM, as set out in Section 11.

The OPERATOR may improve, change or discontinue functionalities of the PLATFORM, subject to Sections 14 and 15. Functionalities in beta or early access will be identified as such and provided on an as-is basis.

6. Registration

Only legal entities duly incorporated and in good standing under the laws of their country of incorporation, Brazilian or foreign, represented by individuals with full legal capacity and powers of representation, may register on the PLATFORM. To complete the registration, the COMPANY must follow the steps below:

6.1. Registration entry: provision of the representative’s corporate e-mail and creation of the initial access;

6.2. COMPANY data: corporate name or denomination, tax identification or business registration number in the country of incorporation (in Brazil, the CNPJ), date of incorporation, head office address and corporate documentation (articles of association, bylaws, certificate of incorporation or equivalent document of the country of incorporation, with proof of registration and of representation, such as a certificate of directors, secretary’s certificate or power of attorney);

6.3. Data of the representative and of the ADMINISTRATOR USERS: full name, identification document (in Brazil, CPF and identity document; abroad, passport or equivalent national identification), position, e-mail and telephone;

6.4. Confirmation: review and confirmation of the data provided;

6.5. Onboarding in the LUMX layer: redirection to LUMX’s environment for acceptance of the LUMX DOCUMENTATION and LUMX’s own registration analysis, as set out in Section 4;

6.6. Supplementary documentation: during the process, additional documents may be requested, including at the requirement of LUMX or of the applicable regulation. Documents issued abroad may be required with an apostille (Hague Apostille Convention) or consular legalization, as applicable, and with a simple translation into Portuguese or English, when requested.

It is the COMPANY’s exclusive responsibility to provide, update and ensure the accuracy of its registration data, and the OPERATOR bears no liability arising from untrue, incorrect or incomplete data provided by the COMPANY.

The OPERATOR reserves the right to use all valid and possible means to identify the COMPANY and its representatives, as well as to request additional data and documents it deems relevant to verify the information provided, with use of the PLATFORM conditional upon their submission.

Should a registration be considered suspect of containing erroneous or untrue data, the OPERATOR reserves the right to suspend, temporarily or permanently, the COMPANY’s access, without prejudice to the communication set out in Section 15. The refusal, suspension or termination of registration in the LUMX SERVICES layer follows LUMX’s exclusive criteria, as set out in Section 4.

Under no circumstances will the assignment, sale, lease or any other form of transfer of the COMPANY’s registration be permitted.

7. Administrator Users and credentials

The COMPANY enables and administers its ADMINISTRATOR USERS and is fully responsible for the acts they perform on the PLATFORM. The COMPANY’s acceptance of these Terms binds its ADMINISTRATOR USERS.

On first access to the PLATFORM, each ADMINISTRATOR USER must additionally declare awareness of and agreement with these Terms and with the Privacy Policy, to the extent applicable to them, in particular the duties of safekeeping credentials, the rules of conduct and use of the PLATFORM and the conditions for processing personal data. The OPERATOR will keep a record of this individual acceptance (date, time, version and identification of the ADMINISTRATOR USER), in the manner and for the period set out in Section 2.

By accepting, the ADMINISTRATOR USER declares that: (i) they are over 18 (eighteen) years of age and have full legal capacity; (ii) they maintain a link with the COMPANY and have been authorized by it to operate the PLATFORM on its behalf; and (iii) they will use the PLATFORM exclusively in the interest and on behalf of the COMPANY, within the profiles and permissions assigned to them.

The individual binding of the ADMINISTRATOR USER is cumulative, not alternative, to the COMPANY’s liability: before the OPERATOR, the COMPANY remains fully responsible for the acts of its ADMINISTRATOR USERS, without prejudice to the personal liability of an ADMINISTRATOR USER who acts with fraud, willful misconduct, in excess of the powers assigned to them or in breach of these Terms, with the right of recourse against them assured to the OPERATOR and to the COMPANY, as provided by law.

The COMPANY’s first access will be assigned to the representative who completes the registration (main administrator), who will be responsible for enabling the other ADMINISTRATOR USERS. The COMPANY may assign distinct profiles and permissions to each ADMINISTRATOR USER, according to the settings available on the PLATFORM, including segregating who prepares and who approves payrolls, as set out in Section 5.5, and is responsible for keeping these assignments aligned with its own internal approval policies.

Access credentials are individual and non-transferable, and the sharing of credentials between individuals, the creation of generic or collectively used accounts, the use of another person’s credentials and access to the PLATFORM by unauthorized automated means are prohibited. The COMPANY must: (i) safeguard the custody and confidentiality of the credentials; (ii) keep the list of enabled ADMINISTRATOR USERS up to date, immediately revoking the access of persons who have left or lost the assignment; and (iii) notify the OPERATOR immediately, through the channels in Section 11, of any unauthorized use, loss or compromise of credentials.

Access to the PLATFORM will use authentication mechanisms defined by the OPERATOR, which may include one-time passwords (OTP), multi-factor authentication and automatic session expiry. The OPERATOR may improve these mechanisms at any time, for security reasons, and may make access conditional on their adoption.

Where there are indications of compromised credentials, unauthorized access or anomalous use, the OPERATOR may, as a preventive measure, block the affected credential or suspend active sessions, informing the COMPANY as soon as possible. Upon receipt of the notice of compromise set out in item (iii) above, the OPERATOR will block the indicated credential within a timeframe compatible with the urgency.

The operations carried out on the PLATFORM are recorded in audit trails (logs), with identification of the ADMINISTRATOR USER, date and time, processed in accordance with the Privacy Policy and made available to the COMPANY upon request, for internal control purposes. The duties of confidentiality regarding credentials and information accessed on the PLATFORM survive the departure of the ADMINISTRATOR USER or the revocation of their access.

8. Declarations and responsibilities of the Company

By accepting these Terms, the COMPANY declares and warrants that:

(i) Own business use: it will use the PLATFORM exclusively for its own business purposes, relating to the management of the payroll of its own employees and contractors, and resale, sublicensing, sharing with third parties, use on behalf of third parties and offering the PLATFORM as a service to third parties are prohibited;

(ii) Payee data: the PAYEE data it registers was collected and is shared lawfully, on an adequate legal basis, and it is responsible for maintaining, before its employees and contractors, the privacy notices and information required by the applicable legislation, including regarding sharing with the OPERATOR and with LUMX for the execution of payments;

(iii) Lawfulness: it will not use the PLATFORM for any illegal or fraudulent purposes or purposes contrary to good faith, including money laundering, terrorist financing, breach of sanctions, payment for unlawful activities or simulation of employment or service relationships;

(iv) Accuracy: the registration information and payment instructions provided are true and complete and will be kept up to date, with the COMPANY being responsible for the amounts, recipients and data it approves and submits;

(v) Regulated layer: it is aware that the approval of registrations and the processing of transactions in the virtual asset layer are exclusive decisions of LUMX, as set out in Section 4, and that access to the LUMX SERVICES may be refused, suspended or terminated by LUMX under the LUMX DOCUMENTATION;

(vi) Security: it will maintain an adequate and secure technological environment for access to the PLATFORM, using appropriate tools (antivirus, firewall, updated software), and will not attempt to obtain unauthorized access to systems, circumvent security mechanisms, carry out reverse engineering or extract data from the PLATFORM by unauthorized automated means.

(vii) Relationship with PAYEES: it is solely and exclusively responsible for the legal relationship maintained with its PAYEES, whether employment, service provision or of another nature, including the definition and calculation of the amounts payable, the assessment and payment of applicable taxes, charges, contributions and withholdings, and compliance with the applicable labor, social security, tax and contractual obligations in each jurisdiction. The PLATFORM is a tool for organizing and transmitting instructions: the OPERATOR does not calculate payroll, does not assess charges, does not carry out withholdings, is not an employer, a service taker or jointly liable for the COMPANY’s obligations towards its PAYEES, and settlement in stablecoin does not change the legal nature of these obligations;

(viii) Sanctions: neither the COMPANY nor its controlling shareholders, officers or ultimate beneficial owners appear on sanctions or restriction lists of national or international bodies, including those of the United Nations, the United States (OFAC), the European Union, the United Kingdom and Brazil, and the COMPANY is not incorporated or headquartered in a jurisdiction subject to a comprehensive embargo, and it will inform the OPERATOR immediately should this condition change;

(ix) Origin of funds: the funds destined for the payments organized through the PLATFORM are of lawful origin;

(x) Anti-corruption: it complies with the anti-corruption legislation applicable to it, including, as the case may be, Law No. 12,846/2013 and the FCPA (USA), and will not use the PLATFORM to enable undue payments, advantages or benefits to public or private agents;

(xi) Cooperation: it will provide, within a reasonable period, the information and documents requested by the OPERATOR, including where the request arises from a requirement of LUMX or of a competent authority, including information on its ultimate beneficial owners and on specific operations.

The COMPANY must have the software and hardware necessary to access the PLATFORM, including a device with internet access and an updated browser, with the OPERATOR being responsible solely for making the PLATFORM available under this instrument.

The COMPANY further declares that it is aware that payment destinations are limited to the countries supported by the operation, according to the list maintained as set out in Section 4.3(vii), and that certain activities and businesses are prohibited in the LUMX SERVICES layer, according to the LUMX DOCUMENTATION, and that breaching these restrictions may result in the refusal of transactions and the termination of registrations by LUMX.

It is the COMPANY’s exclusive responsibility to answer for damages caused to third parties, to other clients of the PLATFORM, to the PLATFORM or to the OPERATOR itself, arising from the use of the functionalities in breach of these Terms.

The declarations in this Section are made on the date of acceptance and are deemed renewed upon each access to the PLATFORM and each payment instruction transmitted, and the COMPANY undertakes to inform the OPERATOR, without delay, of any fact that renders them inaccurate.

Complaints, claims or queries from PAYEES relating to the underlying relationship with the COMPANY, including the existence, amount, delay, deductions or nature of payments, must be addressed and resolved exclusively by the COMPANY. Should the OPERATOR be sued, notified or assessed on account of these matters, the COMPANY will assume the defense or reimburse the corresponding costs, as the case may be, and will indemnify the OPERATOR for the losses demonstrably incurred.

The indemnification set out in the preceding paragraph applies equally to losses demonstrably incurred by the OPERATOR as a result of the COMPANY’s breach of the declarations and obligations of this Section.

9. No charges for the Lumx Services

TechFX Payroll does not charge any amount for the LUMX SERVICES. The fees, charges and conditions applicable to the LUMX SERVICES are exclusively those informed by LUMX at the time of contracting or of the transaction.

10. Service level (SLA)

The OPERATOR will use its best efforts to keep the PLATFORM available for as much time as possible.

The following will not be counted in the calculation of any unavailability: (i) scheduled maintenance, communicated with reasonable advance notice; (ii) unavailability or failures attributable to LUMX, its APIs or its partners and providers; (iii) connectivity, equipment or system failures of the COMPANY itself; (iv) events of act of God or force majeure; and (v) suspensions determined by a competent authority or carried out as set out in Section 15.

First-level support tickets will be classified and handled according to the table below. “Response” means the acknowledgment of receipt and the start of ticket triage, which may occur by automated means, and is not to be confused with the resolution time. The timeframes are counted within the service hours (business days, from 9:00 am to 7:00 pm, Brasília time).

Severity	Description	Response	Target resolution
Critical (S1)	Total unavailability of the Platform; security incident with risk to data	Up to 1h	Continuous best effort until mitigation
High (S2)	Material degradation of essential functionality	Up to 4 business hours	Up to 24h
Medium (S3)	Isolated failure without systemic impact	Up to 24 business hours	Up to 5 business days
Low (S4)	Question, improvement request, non-urgent matter	Up to 5 business days	According to prioritization

11. Support and complaints

Channels. For questions or complaints about the Lumx Services (account, transactions, compliance): support@lumx.io. For technical support of the TechFX Payroll platform: hey@techfx.com.br.

The OPERATOR’s support is provided in Portuguese and in English, through the channels above, within the service hours of Section 10, with classification and response times according to the severity table in that Section. To speed up triage, the COMPANY should provide, whenever possible, a description of the problem, the date and time of occurrence, the ADMINISTRATOR USER involved and, where applicable, the identifier of the payroll or of the payment instruction. Any changes to channels or hours will be published on the PLATFORM, without the need to amend these Terms.

The OPERATOR provides support exclusively regarding the PLATFORM SERVICES. Matters relating to the LUMX SERVICES, such as account, transactions, amounts, settlement times, blocks and compliance, received through the OPERATOR’s channels will be forwarded to LUMX, without retention, filtering or substantive response of its own. The COMPANY will be informed of the forwarding, and the follow-up and response to these matters will be the exclusive responsibility of LUMX, through its own channels.

As it is not part of the regulated layer, the OPERATOR’s support has no access to the reasons for LUMX’s compliance reviews, cannot interfere with, accelerate, reverse or cancel transactions being processed in the LUMX SERVICES layer, and does not provide legal, tax, labor or investment advice.

Contacts received from PAYEES will be directed: (i) to the COMPANY, when they concern the underlying relationship between them (existence, amount, dates or nature of payments), as set out in Section 8; and (ii) to LUMX, when they concern the LUMX SERVICES. Requests from PAYEES relating to personal data follow the Data Protection Officer’s channel, indicated in the Privacy Policy.

The OPERATOR will keep a record of the tickets and complaints received and of their forwarding and resolution, for the periods required by legislation and by its contractual obligations, making them available to LUMX or to a competent authority when required.

12. Risks of operations with stablecoins

Risk warning. Stablecoins are not legal tender in Brazil, are not covered by the Credit Guarantee Fund (FGC) or by any other insurance or state protection mechanism, and their value may vary due to issuer, liquidity or de-pegging risks in relation to the reference asset. Past profitability or performance is no guarantee of future results. Lumx does not guarantee the maintenance of the value of any stablecoin.

The COMPANY further declares that it is aware that: (i) transactions recorded on blockchain networks may be irreversible after confirmation, and it is not possible to cancel or reverse them; (ii) processing and settlement times depend on LUMX, its partners and the functioning of the networks used, as set out in the LUMX DOCUMENTATION; (iii) the accuracy of the destination data provided by the COMPANY is essential, as transfers directed to incorrect data may be unrecoverable; and (iv) the regulatory environment for virtual assets is evolving, and legislative or regulatory changes may impact the operation, as set out in Section 4.5.

13. Intellectual property and Company data

The PLATFORM, its code, layout, databases, functionalities and other elements are owned by the OPERATOR or its licensors. Under these Terms, the COMPANY receives a limited, non-exclusive, non-transferable and revocable license to use the PLATFORM, restricted to the purpose set out in Section 8(i), for as long as the adherence to these Terms lasts, and sublicensing is prohibited.

The COMPANY is prohibited from: copying, modifying, distributing, selling or leasing any part of the PLATFORM; carrying out reverse engineering, decompilation or disassembly; extracting or reusing databases; circumventing security mechanisms; or using the PLATFORM to develop a competing product or service.

The data and information entered by the COMPANY on the PLATFORM remain the property of the COMPANY, which grants the OPERATOR authorization to process them to the extent necessary for the provision of the PLATFORM SERVICES, for compliance with legal, regulatory and contractual obligations and for the security of the operation, as detailed in the Privacy Policy.

“TechFX” and “TechFX Payroll” are trademarks used by the OPERATOR under license. Nothing in these Terms transfers to the COMPANY any right over trademarks, software, trade secrets or other intellectual property assets of the OPERATOR, its licensors or LUMX.

14. Limitation of liability

It is for the OPERATOR to ensure the full and proper functioning of the PLATFORM, within the limits of the service level in Section 10, having no influence over or responsibility for the services performed by LUMX in its capacity as a virtual asset service provider, nor over the services of banking, custody, liquidity or technology partners engaged by LUMX.

The OPERATOR is not liable for damages arising from: (i) acts, omissions, decisions, failures, delays or unavailability of LUMX, its APIs or its partners and providers, including as regards the processing, refusal, blocking, suspension or termination of transactions, accounts or registrations; (ii) the content of texts, notices and materials provided by LUMX; (iii) variation in value, liquidity or de-pegging of stablecoins, or the irreversibility of transactions in virtual assets; (iv) incorrect, incomplete or outdated information entered by the COMPANY, including PAYEE data, amounts and payment instructions approved by the COMPANY; (v) use of the PLATFORM in breach of these Terms or of the legislation; (vi) connectivity, equipment or system failures of the COMPANY; and (vii) act of God or force majeure.

To the maximum extent permitted by the applicable legislation, the OPERATOR will not be liable for indirect damages, loss of profits, loss of opportunity, loss of data that the COMPANY has not taken care to preserve, or reputational damages. The OPERATOR’s total liability towards the COMPANY, for all events occurring during the term of these Terms, is limited to the amount of BRL 50,000.00 (fifty thousand reais).

15. Suspension, termination and discontinuation

15.1. Suspension by the OPERATOR. The OPERATOR may suspend, in whole or in part, the COMPANY’s access to the PLATFORM: (i) in the event of a material breach of these Terms, upon notice with a period of 5 (five) business days for remediation, where applicable; (ii) by determination of a competent authority; (iii) upon a reasoned request from LUMX, under the contractual relationship between the OPERATOR and LUMX; or (iv) in the face of a risk to the security, stability or integrity of the PLATFORM, in which case the suspension may be immediate, with subsequent communication.

The suspension will be communicated in writing, indicating the grounds and, where applicable, the measures necessary for remediation. Once the cause is remedied, access will be restored within a reasonable period. A suspension based on item (i) that lasts for more than 30 (thirty) days without remediation may be converted into termination.

15.2. Termination by the OPERATOR. The OPERATOR may terminate the COMPANY’s account: (i) for cause, with immediate effect, in the event of a serious breach of these Terms, understood to include, among others, fraud, false declarations or documents, use of the PLATFORM for unlawful purposes and breach of the restrictions in Section 8, or a material breach not remedied within the period of the notice; or (ii) without cause, upon 30 (thirty) days’ prior notice. In either case, the termination will be communicated in writing and, in the case of item (i), will state the grounds.

15.3. Effects on the Lumx layer. The suspension or termination of the COMPANY’s access to the LUMX SERVICES, decided by LUMX under the LUMX DOCUMENTATION, may impact the functionalities of the PLATFORM that depend on them, without giving rise to any liability of the OPERATOR. The termination of the account on the PLATFORM does not, in itself, terminate the COMPANY’s relationship with LUMX, which follows the provisions of the LUMX DOCUMENTATION.

15.4. Termination by the COMPANY. The COMPANY may terminate its account upon request through the channels in Section 11, with 30 (thirty) days’ prior notice. The termination is not subject to any fine, lock-in period or penalty of any nature. During the notice period, the COMPANY may not create new payrolls, and instructions in progress will follow the provisions of the item below. The termination will take immediate effect, with no notice period required, if there are no scheduled payrolls or instructions pending processing, or if the COMPANY and the OPERATOR so agree.

15.5. Instructions in progress. On the effective date of the suspension or termination: (i) payment instructions not yet transmitted to the LUMX SERVICES layer will be cancelled; and (ii) instructions already transmitted will follow the processing flow of the LUMX SERVICES layer, according to the LUMX DOCUMENTATION, without interference from the OPERATOR. The COMPANY will retain consultation access to the receipts of the operations carried out.

15.6. Discontinuation. The OPERATOR may discontinue the PLATFORM or material functionalities upon 30 (thirty) days’ prior notice. The notice period may be reduced, to the extent strictly necessary, if the provision of the LUMX SERVICES is terminated, suspended or rendered unfeasible before the end of the period, in which case the OPERATOR will inform the COMPANY as soon as possible. Subject to the prior notice, the discontinuation does not give rise to any right to compensation, without prejudice to the data export provided for in the item below.

15.7. Effects of termination. Once the account is terminated or the PLATFORM discontinued: (i) the license to use provided for in Section 13 ceases; (ii) the COMPANY may export its data in a structured format, upon request, within 30 (thirty) days; (iii) after this period, the data will be deleted or retained exclusively under the terms and periods of the Privacy Policy and of the legal, regulatory and contractual retention obligations, including the records of acceptance and of display of the notices in Section 2.

16. Amendments to these Terms

The OPERATOR may amend these Terms upon 10 (ten) days’ prior notice, extended to 30 (thirty) days in the case of material changes. Amendments will apply prospectively only. Continued use of the PLATFORM after the end of the notice period constitutes agreement with the new version. Should the COMPANY not agree with the amendment, it may terminate its account free of charge, as set out in Section 15. The version history will be available upon request at hey@techfx.com.br.

17. General provisions

Governing law and jurisdiction. These Terms are governed by the laws of the Federative Republic of Brazil. The courts of the judicial district of Porto Alegre/RS are elected, with waiver of any other, however privileged it may be.

Communications. Communications from the OPERATOR to the COMPANY will be sent to the registered e-mail address; those from the COMPANY to the OPERATOR, through the channels in Section 11. The COMPANY authorizes the receipt of operational communications by e-mail; promotional communications may be cancelled at any time through the link available in the message itself.

Assignment. The COMPANY may not assign its contractual position without the OPERATOR’s prior consent. The OPERATOR may assign these Terms to a company within its economic group or in a corporate transaction that does not harm the continuity of the PLATFORM SERVICES, upon communication to the COMPANY.

Independence. The parties are independent contracting parties. These Terms do not create, between the COMPANY and the OPERATOR, nor between the COMPANY and LUMX through the OPERATOR, any relationship of partnership, mandate, representation or employment.

Partial invalidity. The eventual invalidity of any provision of these Terms does not affect the others, and the invalid provision shall be interpreted or replaced so as to preserve the original intent of the parties.

Forbearance. Forbearance regarding the breach of any provision does not constitute a waiver of the right to demand its compliance at any time.

Language. These Terms are written in Portuguese. Courtesy translations may be made available; in the event of divergence, the Portuguese version shall prevail.

TechFX Payroll: the virtual asset services are provided directly by LUMX SOCIEDADE PRESTADORA DE SERVIÇOS DE ATIVOS VIRTUAIS LTDA., enrolled with the CNPJ under No. 42.887.120/0001-00 (“Lumx”). TECHFX LTDA, a private legal entity, enrolled with the CNPJ/MF under No. 68.914.427/0001-39, with its head office at Av. Paulista 777, Floor 15, Conj. 15, Room 3456, São Paulo/SP, ZIP Code: 01311-100, operator of the TechFX Payroll platform, acts exclusively as a technological channel and relevant technology service provider to Lumx, under articles 32 to 42 of BCB Resolution No. 520/2025, and is not a virtual asset service provider, a payment institution or a financial institution, nor an agent or representative of Lumx. The relationship concerning the virtual asset services is established directly between the client and Lumx. To contact Lumx: support@lumx.io. “TechFX” and “TechFX Payroll” are trademarks used under license.