Terms and Conditions

1. Definitions

For the purposes of these Terms:

• Application: the technology platform called Prime Pass, available through a mobile application or any other digital means enabled by the Company.
• User: an individual who creates an account and uses the Application.
• Establishments: partner businesses that publish promotions within the Application.
• Promotions: discounts, perks or commercial offers made by Establishments to Users.
• Subscription: an access plan purchased by the User or by Establishments that allows them to access certain features or promotions within the Application.

2. Acceptance of the Terms

Accessing and using the Application implies full acceptance of these Terms. The User gives consent by electronic means, so this agreement constitutes a valid contract under the Mexican legislation applicable to electronic commerce. If the User does not agree with these Terms, the User must refrain from using the Application.

3. Nature of the Platform

Prime Pass is a technology platform that connects Users with Establishments that offer commercial promotions. Prime Pass does not directly sell or provide the products or services offered by the Establishments. Accordingly, the Establishments are solely responsible for:

• The accuracy of the promotions they publish.
• Honoring the promotions they offer.
• The quality of their products or services.
• Any claim arising from those products or services.

4. Legal Capacity

Use of the Application is limited to persons over 18 years of age with sufficient legal capacity to enter into contracts. By registering in the Application, the User represents that they meet this requirement.

5. Account Registration

To use certain features, the User must create an account by providing truthful and up-to-date information. The User is responsible for keeping their credentials confidential, for all activity carried out from their account and for updating their information when necessary. Prime Pass may suspend or cancel accounts that contain false information, misuse the platform or breach these Terms.

6. Subscriptions

Access to certain features or promotions within the Application may require payment of a Subscription. Prime Pass may offer different plans, including daily, weekly, monthly and annual subscriptions. The specific conditions, prices and duration of each Subscription will be disclosed within the Application. Prime Pass may change prices or plans at any time. Unless expressly stated otherwise, Subscriptions are non-refundable.

7. Payments

Subscription payments may be processed through third-party payment service providers, including digital payment platforms or app stores. Prime Pass does not store Users’ complete financial information. Payments are subject to the terms and conditions of the corresponding payment provider.

8. Subscription Cancellation

The User may cancel their Subscription following the procedures set out within the Application or by the payment provider used. Cancellation will prevent future charges but will not result in refunds for periods already paid, unless applicable law provides otherwise. Prime Pass may cancel or suspend Subscriptions in case of fraud, misuse of the platform or breach of these Terms.

9. Establishment Promotions

Partner Establishments may publish promotions within the Application, subject to their validity period, availability and the specific conditions of each Establishment. Prime Pass does not guarantee the availability or fulfillment of published promotions.

10. Promotion Validation

To access promotions, the User may be required to show a QR code generated by the Application or to provide a user identifier. The Establishment is responsible for verifying this information. Prime Pass does not take part in the Establishment’s final decision to apply the promotion.

11. Prohibited Conduct

The User agrees not to:

• Use the Application for fraudulent purposes.
• Impersonate anyone.
• Manipulate promotions.
• Create multiple accounts to obtain improper benefits.
• Interfere with the operation of the Application.
• Use the platform for illegal purposes.

Prime Pass may suspend or cancel accounts that engage in such conduct.

12. Intellectual Property

All intellectual property rights related to the Application, including software, design, trademarks and content, belong to Prime Pass or to their respective owners. Their use, reproduction or distribution without authorization is prohibited.

13. Third-Party Services

The Application may include links to or integrations with third-party services. Prime Pass is not responsible for the content, availability or operation of those services.

14. Limitation of Liability

Prime Pass acts exclusively as a technology intermediary. Accordingly, Prime Pass will not be liable for Establishments failing to honor promotions, for the quality of the products or services offered, for damages arising from interactions between Users and Establishments, or for service interruptions beyond its control.

15. Indemnification

The User agrees to indemnify and hold harmless Prime Pass, its officers, employees and affiliates from any claim, damage or expense arising from misuse of the Application, breach of these Terms or violations of applicable law.

16. Service Availability

Prime Pass does not guarantee that the Application will be available without interruption. The Application may be temporarily suspended for maintenance, updates or technical reasons.

17. Force Majeure

Prime Pass will not be liable for failures arising from events beyond its reasonable control, including telecommunications failures, internet outages, cyberattacks, acts of authority or natural disasters.

18. Changes

Prime Pass may modify these Terms at any time. Changes will be published within the Application and will take effect upon publication.

19. Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

20. Governing Law and Jurisdiction

These Terms are governed by the laws of the United Mexican States. For any dispute, the parties submit to the jurisdiction of the competent courts of Mexico City, waiving any other jurisdiction that may apply to them.