Terms and Conditions for the use of the Virtual Assistant of Conversational Commerce of PROCESADORA NACIONAL DE ALIMENTOS C.A.

Welcome to the Virtual Assistant for Conversational Commerce and Product Sales of PROCESADORA NACIONAL DE ALIMENTOS C.A. PRONACA, hereinafter “we”, “us” or “our.” By using our Virtual Assistant, you agree to the following terms and conditions governing your use of the service. Please read this agreement carefully prior to using the Virtual Assistant.

Use of the Virtual Assistant:

• The Virtual Assistant is available exclusively to users who have reached the age of majority with legal capacity to enter into contracts and who are residents of Ecuador.
• The Virtual Assistant has been developed to facilitate the acquisition of food products intended for human consumption and pet food, in addition to providing information regarding these products.
• You agree to use the Virtual Assistant only for lawful purposes and in compliance with all applicable laws and regulations in Ecuador.

Registration and Account:

• To use certain Virtual Assistant features, it may be necessary to create an account by providing accurate and current information.
• You are responsible for maintaining the confidentiality of your account and password and agree to notify us immediately of any unauthorized use of your account.
• The registration of your account and the use of the Virtual Assistant is free of charge for users.
• If the user disagrees with the Terms and Conditions, which are mandatory and binding, the user should refrain from using PRONACA’s Virtual Assistant for Conversational Commerce and Product Sales.
• PRONACA reserves the right to suspend or close a PROFILE in the event of account misuse by a user, which may have consequences for PRONACA or third parties, without prejudice to the initiation of the respective legal actions against the user.

Access:

• To utilize our Virtual Assistant, it is necessary to have the WhatsApp application installed on your mobile device.
• You will receive a one-time access link that will allow you to make continuous use of our Virtual Assistant.

User Information:

• By using the Virtual Assistant, you agree to provide accurate and complete information about yourself when requested.
• We reserve the right to refuse service or terminate accounts if we suspect that the information provided is false, inaccurate or incomplete.

Purchase of Food Products for Human Consumption and Pet Food:

• By making a purchase through the Virtual Assistant, you warrant that you are of legal age to purchase our products in Ecuador, as applicable to your location.
• All sales of food products for human consumption and pet food are subject to availability and to the shipping and delivery policies in force in your location.
• The User agrees to comply with our Return Policy as communicated by our Sales Executive.
• If applicable, the user will be able to benefit from promotional activities arranged by Pronaca.

Contact us:

• In the event of any inquiries, claims, or assistance needed, the user is invited to contact a Sales Executive or Digital Telemarketer.

User’s Responsibility:

• By using the Virtual Assistant, you understand and agree that any transactions made through it are at your own risk.
• Please note that we are not responsible for the inappropriate use of the Virtual Assistant or any actions resulting from the use of this service.

Intellectual Property Rights:

• All intellectual property rights related to the Virtual Assistant, including but not limited to trademarks, logos and content, are the exclusive property of PROCESADORA NACIONAL DE ALIMENTOS C.A. PRONACA.
• You agree not to use, copy, modify or distribute any part of the Virtual Assistant without our prior written consent.

Modification of the Service:

• We reserve the right to modify, update, suspend or discontinue the Virtual Assistant at any time without notice.
• We shall not be held liable for any modification, maintenance, suspension, or discontinuation of the service, whether to you or any third party.

Privacy and Security:

• Our privacy policy details the manner in which we collect, use, and protect your personal information in accordance with Ecuador’s data protection laws.
• We implement reasonable measures to safeguard the security of your information; however, we cannot guarantee the absolute protection of data transmitted through the Virtual Assistant.

Limitation of Liability:

• To the maximum extent permitted by Ecuadorian law, we shall not be held liable for any damages, whether direct, indirect, incidental, special, or consequential, that may result from the use or the inability to use the Virtual Assistant.

Applicable Law and Disputes:

• • These terms and conditions shall be governed by and construed in accordance with the laws of Ecuador, without regard to principles of conflict of laws.
  • Controversies:

The User and PRONACA may be referred to as “Party”, individually, or “Parties”, jointly. By accepting the terms and conditions of use of the Virtual Assistant, the Parties waive their alternative jurisdiction and domicile and submit their differences to resolution as described below:
i. Mediation:Any controversy or difference that cannot be resolved by mutual agreement and that is related to or derives from the use of the Virtual Assistant or from violation of the terms and conditions set forth therein, including, but not limited to its interpretation, execution and compliance, shall be submitted to a Mediation process before the Arbitration and Mediation Center of the Quito Chamber of Commerce, in accordance with the Arbitration and Mediation Law and Regulations of the aforementioned Center.

If the Parties fail to reach an agreement, the controversies or differences shall be submitted to arbitration in accordance with the following paragraph. Based on Article 47 of the Arbitration and Mediation Act, the statement of impossibility of mediation shall replace mediation in the arbitration proceedings.

ii. Arbitration: Any dispute or difference that has not been resolved by the Parties in the Mediation process referred to in the preceding paragraph shall be submitted to the final and binding decision of an Arbitration Court, administered by the Quito Chamber of Commerce, in accordance with the Arbitration and Mediation Law and the Rules of the Arbitration Center of the aforementioned Chamber, and the following rules: The Arbitral Tribunal shall consist of three (3) arbitrators.

• • Each party shall designate an arbitrator to its claim or response, as applicable. The arbitrators designated by the parties shall appoint the chair of the Tribunal. Any designation not made under these terms shall be made by lot.
  • The Parties waive their domicile and ordinary jurisdiction, agree to abide by the award rendered by the arbitral tribunal and undertake not to bring any action or appeal against the award rendered, other than those permitted by law.
  • The procedure shall be confidential.
  • The Tribunal shall rule in accordance with the law; the applicable law is Ecuadorian law.
  • For the enforcement of precautionary measures, the arbitral tribunal is empowered to request public, judicial, police and administrative officials to enforce them, without recourse to any ordinary judge; the parties agree to the emergency arbitration rules available in the Rules of the Center that are in effect at the time the dispute arises.
  • The place of arbitration shall be the city of Quito, at the facilities of the Arbitration and Mediation Center of the Quito Chamber of Commerce. Without prejudice to the rules of emergency arbitration, the parties also reserve the right to seek preventive measures before the civil courts of the city of Quito prior to filing an arbitration claim, without this implying a waiver of the arbitration agreement. It shall be understood that the main claim referred to in article 133 of the General Organic Code of Proceedings is the arbitration claim.

Acceptance and Modifications of the Terms:

The user accepts and acknowledges that PRONACA has the right to modify the terms and conditions of use of the Virtual Assistant, and therefore reserves the right to modify them at any time, without the need to notify the user expressly or directly, however, they will be published in the Virtual Assistant available to users. It is your responsibility to periodically review this page to stay informed of updates. If you continue to use the Virtual Assistant after changes have been made, you will be deemed to have accepted the modifications.

By using our Virtual Assistant, you acknowledge that you have read, understood, and accepted these terms and conditions in their entirety.