VERTICAL TRIBES S.A.P.I. DE C.V. (hereafter “TRIVER”), aims to provide the User with a quality and harmonious service by making available the following Terms and Conditions applicable to the Membership (“Membership Terms and Conditions”), which govern the provision of the Service specified below. These are considered a binding contract between the User and TRIVER.

INDEX

1. Definitions

1.1. Host

1.2. Amenities / Common Areas

1.3. TRIVER Account

1.4. Monthly Fee

1.5. Living Space

1.6. Guests

1.7. Membership

1.8. Internal Regulations

1.9. Additional Services

1.10. Membership Terms and Conditions

1.11. Tribe

1.12. TRIVER

1.13. User

2. Our Mission

3. Service/Membership Description

3.1. Types of Living Spaces

3.2. Validity

3.3. Included Services

3.4. Additional Services

3.5. Guests

3.6. Hours

3.7. Common Areas:

4. Prices, Payments, and Billing

4.1. Price

4.2. Payment Method

4.3. Non-Payment

4.4. Billing

4.5. Promotions

5. Guarantee

6. User's Rights

7. User's Obligations

8. Cancellation and Termination of Membership

9. Assignment

10. Jurisdiction and Applicable Legislation

11. Asset Forfeiture

12. Modifications

1. DEFINITIONS.

The following terms shall have the meaning set forth below:

1.1. HOST.- A TRIVER employee responsible for serving the User and ensuring the building's proper functioning, available from Monday to Friday from 9 am to 6 pm and Saturdays from 9 am to 1 pm, with responsibilities established in section 3.8.

1.2. COMMON AREAS.-

- Refer to the areas that, according to their nature and ordinary purpose, can be enjoyed by all Users of a certain Tribe, without infringing on others' rights and are governed by a Use Regulation to safeguard their integrity and that of other Users.

1.3. TRIVER ACCOUNT.-

- Refers to the indefinite legal link, personal and non-transferable, through which the User, once meeting the necessary requirements, can access the services provided by TRIVER, either through the TRIVER Platform or on the Website.

1.4. FEE.-

- Refers to the amount the user will pay to TRIVER periodically for the Membership, which will allow the User access to the services contracted in such Membership.

1.5. LIVING SPACE.-

- Refers to the physical and private space assigned to the User for the duration previously contracted by the User, who may contract a single or double Living Space.

- TRIVER will provide the User with a detailed description of the Living Space.

1.6. GUESTS.-

- Refers to people accessing the property as companions of the Tribe members, who are bound by the terms of this document and/or any other issued by TRIVER, which may be guests for short or extended stays.

1.7. MEMBERSHIP.-

- Refers to the service acquired by the User, which, through a single payment, grants the User the Right of Access to the selected Tribe and consequently the use of the Living Space and Common Areas, according to the type of Membership contracted.

- Membership types include single and double; for short or long stays,

1.8. INTERNAL REGULATIONS.-

- Refers to the set of rules that must be respected by the User, in order to make proper use of the Living Space and the Common Areas, with the aim of maintaining a proper relationship with TRIVER, with other Users, and the TRIVER community in general.

1.9. ADDITIONAL SERVICES.-

- Refers to the set of extraordinary services, specified in section 3.4., that will be offered by TRIVER not included in the Membership and that the User can contract or schedule at any time, if the service allows it (e.g., additional weekly cleaning).

1.10. MEMBERSHIP TERMS AND CONDITIONS.-

- Refers to the set of rules and basic concepts that regulate the legal relationship between the User and TRIVER, which are accepted by the User and binding between the parties.

1.11. TRIBE.-

- Refers to the integral physical space, chosen by the User, where the Living Space is located and in which, according to the contracted Membership, will have access to all the services and amenities offered by TRIVER.

1.12. TRIVER.-

- Refers to the entity responsible for offering the User, through an online site, the acquisition of Memberships, which grant the right to be part of a Tribe through the use of a Living Space, being able to use the Common Areas and, where appropriate, amenities and Additional Services.

1.13. USER.-

- Any person who contracts a Membership to receive TRIVER's services.

2. OUR MISSION

TRIVER is a Mexican brand that promotes human coexistence and community experiences, creating spaces that allow people to live in constant communication and interaction in a healthy and friendly environment.

3. SERVICE/MEMBERSHIP DESCRIPTION

- Once the User creates their TRIVER Account, they can acquire a Membership which will give them the right to use the Living Space designated by TRIVER and the Tribe's Common Areas, the User must pay the corresponding fee for the acquisition of the Membership.

- The Membership does not grant property rights over the Living Space or the Common Areas.

- Likewise, the User may contract, with an extra cost, the Additional Services offered by TRIVER.

For the use of the Membership, the user should consider the following:

3.1. Types of Membership

- Single Membership: The Living Space can only be used by one person.

- Double Membership: The Living Space can be occupied by a maximum of two people.

3.2. Validity of the Membership

- Short stay Membership: the period of contracting the Living Space is from 7 to 27 days, which can be single or double.

- Long stay Membership: the period of contracting the Living Space is from 28 days up to 1 year, with the possibility of renewal, which can be single or double.

The validity of the Membership may be modified according to the following criteria:

- Extend Stay: it is possible at any time and by mutual agreement between the parties.

- The promotions or discounts available in the current Membership may not necessarily be honored, and TRIVER may adjust the cost of the same (subject to availability).

- Shorten Stay: if notified one month or more in advance, no charge will be made; otherwise, a penalty of 50% of one month's stay or the rest of the stay, whichever is less, will be charged.

- Membership Renewal: in case of termination of the validity, the Membership can be renewed, understanding that the parties will agree on the new price of the same (subject to availability).

3.3. Included Services. These are the services included within the Membership of the Users, which will not have an additional cost to the monthly fee.

- Electricity

- Water

- Gas

- Internet

- Cleaning of common areas

- Cleaning of living spaces once a week for long stays: It will be scheduled at the beginning of the week, and the user will be notified of the day their Living Space is due. In case of needing a change, the schedule will be reviewed with TRIVER, with at least 24 hours in advance to the scheduled service.

- Surveillance: There will be a security element all day, which will have an emergency protocol that can be activated whenever it is deemed appropriate.

- Package reception: TRIVER through its employees may receive the User's packages, which will be stored at the reception, but TRIVER will not be responsible for their condition or loss.

- Maintenance: For maintenance-related issues, the User must contact the Tribe's Host, who must respond within the next 24 hours.

3.4. Additional Services: These are services not included within the Membership, which can be contracted by the User for an additional cost, including but not limited to the following:

- Additional cleaning

- Long-stay guests

- Rooftop rental

- Coffee service

- Prepared food service

- Local food takeout service

- Special TRIVER events. Includes periodic events which could consist of yoga classes, gardening classes, wine tastings, cooking classes, excursions, bike club, etc.

In the event that the User contracts services from a third party, TRIVER will not be responsible for the provision of such services, and the User releases TRIVER from all responsibility.

3.5. Guests.

The User may bring a maximum of 5 (five) people as guests to common areas and in the Living Spaces depending on the contracted membership and must be responsible for them and their actions, who will register upon entering and must present official identification. Guests must comply with the Tribe's Regulations.

In the Tribes, there will be two types of Guests:

- Short-stay guests: These are people who enter the Tribe for a maximum stay of 12 hours either in the User's living space or in the common areas, in case of exceeding this number, the User will be asked to pay the rent of a common area since it will be considered an event.

- Extended-stay guests: These are people who enter the Tribe for a stay longer than 12 hours either in the User's living space or in the common areas, a charge of $100 per night per guest will be made, respecting the capacity of the Living Space.

3.6. Hours

- Check-in: Will be conducted from Monday to Sunday from 3 pm to 6 pm. At check-in, the state in which the Living Space is delivered will be

reviewed, and photos of the inspection carried out can be taken, which can be uploaded to the User's TRIVER Account.

- Check-out: Will be conducted from Monday to Sunday from 8 am to 11 am. At the time of delivering the Living Space, TRIVER through its staff will carry out the inspection of the Living Space to check that it is received in the same conditions in which it was delivered, except for normal wear and tear generated by use. In case there are damages to the Living Space, the User will be obliged to pay the cost of repairing or replacing the damage.

- Host Hours:

• Monday to Friday: 9 am to 6 pm

• Saturdays: 9 am to 1 pm

3.7. Common Areas:

- Are all areas of the building excluding the rooms and restricted areas (machine room, warehouses, rooftop, backyard, etc.).

- TRIVER may rent to the User privately the Common Areas, and the User must pay the fee determined by TRIVER at the time.

3.8. Host Responsibilities

- Receive and farewell the members of the Tribe

- Support the members of the Tribe in any discomfort or problem they have in the facilities

- Solve doubts or concerns of the members of the Tribe

- Keep a record of the flow of people in the building

- Sell and/or reserve the additional services offered by TRIVER

- Inventory management (cleaning supplies, stationery, etc.)

- Coordinate the cleaning and maintenance staff

- Ensure that the facilities are kept in good condition

- Receive and safeguard packages and deliveries from suppliers

- Trigger emergency protocols if necessary

4. Prices, Payments, and Billing

4.1. Price.

- In terms of Article 42 of the Federal Consumer Protection Law, the contracting price of the Membership displayed on the Website and/or TRIVER Platform represents a reference price and not the retail price, the User agreeing that the price for Membership will be the one shown at the end of the contracting of the same.

4.2. Payment Method.

- The payment of the membership will be made periodically, in advance months. The User must make the payment according to the date established by TRIVER at the time of contracting the Membership.

- The payment of the Membership will be made through the payment processors that TRIVER establishes for such purposes. The aforementioned information will be communicated to the User during the online contracting process.

- The User may use the credit or debit card of a third party to make the payment of the monthly membership fee, for which they must have the authorization of the cardholder. The User and the cardholder are obliged to fill out the format provided by TRIVER, a document that must be uploaded to the User's TRIVER Account and must attach official identification and RFC of the cardholder. The cardholder, by filling out the format, is obliged to accept these Membership Terms and Conditions.

- The User agrees and acknowledges that any payment made will be considered as made at TRIVER's establishment.

4.3. Non-Payment.

- At the time the User contracts the Membership, TRIVER will establish the payment date of the monthly fee granting the User a grace period of 5 (five) business days, understanding that once the grace period has expired, a moratorium interest equivalent to 5% (five percent) monthly on the pending payment fee will be generated, which will be generated until the amount is fully covered.

- TRIVER reserves the right to deny access to the User who does not timely cover the contribution indicated in this clause. Access can only be denied from the expiration and until the User continues without making the corresponding payment. In addition to TRIVER denying access, it may also charge interest according to what is established here, without this meaning a prejudice to the User.

- TRIVER must notify the User via email of the refusal to allow them to access the Property where the Tribe is located. In case of denying access, the relationship between the parties will be considered terminated, and TRIVER may take immediate and definitive possession of the Living Space used by the User. For TRIVER to recover possession of the Living Space, it must raise a public deed in which the User's non-compliance is recorded and the conditions in which the Living Space was left are noted. If TRIVER finds objects belonging to the User in the Living Space at the time of raising the deed, then it will safeguard them in a warehouse and notify the User via email to pick them up within a period of 5 (five) natural days from the day following the notification. After the aforementioned period has elapsed, TRIVER will have no responsibility whatsoever over such objects. TRIVER reserves the right to take legal action to charge the User the expenses incurred to recover possession of the delinquent User's Living Space.

- Non-payment is a breach of the contract entered into between TRIVER and the User, which may result in the blocking or cancellation of the User's TRIVER Account, as well as the cancellation of the Membership.

4.4. Billing.

The User agrees and

acknowledges that any payment made under these Membership Terms and Conditions will be considered as made at TRIVER's establishment.

In case of requiring an invoice, request it from the host, sending your tax data and it will be sent to the provided email within the next 7 business days.

4.5. Promotions.

TRIVER reserves the right to publish promotions on the price of the Membership or on the Additional Products and Services. The current promotions will be published on Social Networks, Website, and/or TRIVER Platform and will void any other promotions previously published by TRIVER on social media or any other means that do not specifically indicate their validity, and may be revoked or modified at any time by TRIVER.

The User will have the right to mention the promotions applicable to them, and TRIVER will make its best efforts to identify and communicate to the User any promotion applicable to any Offer made by the User and, where appropriate, to include it in the corresponding Order Confirmation.

TRIVER will make its best efforts to honor the current promotions listed on the Website and/or TRIVER Platform. Notwithstanding the foregoing and despite our best efforts, due to causes attributable to our landlords, suppliers, products, and/or services, due to technical difficulties in updating our advertising on The Website and/or TRIVER Platform, due to the time that naturally consumes such activity, due to human errors and other situations beyond our will, fortuitous event or force majeure, the costs or promotions of the Membership or Additional Products and Services could appear with an incorrect or outdated price or appear available without being so, so in these cases TRIVER will not be able to respect the erroneous promotions and costs that appear on the Website and/or TRIVER Platform.

5. Guarantee

The User, at the time of contracting a long-stay membership, is obliged to deliver to TRIVER a Guarantee of $8,000.00 MXN.

Such amount is received by TRIVER as a deposit and will serve to guarantee the User's compliance with the Membership Terms and Conditions and other obligations under their charge. Likewise, at this time, the User must present, by the means indicated by TRIVER, a Credit or Debit Card as a guarantee, for the purpose of ensuring the timely payment of the monthly Membership fees, as well as guaranteeing the proper use of the facilities and any damage or defect, which may be caused directly or indirectly by the User to TRIVER.

Therefore, the User irrevocably authorizes TRIVER to retain said deposit and use it to settle any amount owed, as well as to repair any damage caused by the User (TRIVER must provide the User with the cost of repairing the damages), without the need for a judicial declaration or any additional act. In case the amount received as a guarantee is not sufficient to remedy the breach of its obligations or the repair of the damage caused, the User authorizes to charge the additional amounts to the User's bank debit or credit cards.

Damages and defects in the facilities resulting from natural wear and tear, ordinary use, and the simple passage of time will not be considered damages, and TRIVER may not claim or charge the User for such damages or defects.

In the event that, at the end of the Membership's validity, the User has fulfilled all its obligations, does not owe any amount, or has not caused any damage, TRIVER will be obliged to return the amount received as a guarantee, excluding the commission charged by the platform, which must be carried out within a period of 15 (fifteen) business days from the date of termination of the Membership.

6. User's Rights

The User's rights consist of the use of the Membership, which allows access to the selected Tribe, being able to use the Living Space assigned to them, as well as the Common Areas. Likewise, they may carry out all those activities authorized in the Membership Terms and Conditions and in the Internal Regulations.

7. User's Obligations

The User must comply with those general and mandatory rules of conduct dictated from time to time by TRIVER, likewise must comply with the established in the Membership Terms and Conditions and in the Internal Regulations which will be delivered digitally to the User at the time of Check-in.

8. Cancellation and Termination of Membership

8.1. Cancellation of the Membership.- In the case that the User wants to cancel the Membership, the following criteria should be considered:

- If the cancellation is made before 7 natural days of their arrival, it can be carried out without any penalty, and the corresponding refund will be made in the times established by each payment engine.

- In case of no-show and not having carried out their cancellation procedure within the established period in the previous point, no amount will be refundable.

- Once the Check-In has been carried out and by decision of the User wishes to leave the facilities, no refund will be made.

8.2. Termination of the Membership.- Due to the User's breach of the Membership Terms and Conditions and/or the Internal Regulations, TRIVER reserves the right to terminate the

Membership without any refund, must notify such situation to the User via email, being effective the termination of the relationship between the Parties immediately. In case of non-compliance by the User, TRIVER may recover possession of the Living Space as established in section 4.3. In this case, the User will incur a conventional penalty equivalent to two monthly Membership fees, in addition to covering the expenses incurred by TRIVER for the recovery of possession of the Living Space.

9. Assignment.

TRIVER and the User agree that TRIVER may assign, sell, encumber, or affect all or part of its rights and obligations under these Membership Terms and Conditions without the prior consent of the User, for which the User grants its irrevocable authorization and consent.

The User under no circumstances may assign, sell, encumber, or affect in any way their rights and obligations derived from these Membership Terms and Conditions.

10. Jurisdiction and Applicable Legislation.

TRIVER and the User agree that the Membership Terms and Conditions will be governed by the applicable legislation in the United Mexican States. TRIVER and the User hereby expressly submit to the jurisdiction of the competent courts in Mexico City, waiving any other jurisdiction that may correspond to them by reason of their present or future domicile or for any other reason.

11. Asset Forfeiture.

The User, their visitors, and/or third parties declare that: (a) they have not committed or will commit, any of the offenses referred to in the Asset Forfeiture Law for the Federal District or the Federal Asset Forfeiture Law, as well as any other applicable in the matter; and (b) they will not use the Living Space or the Common Areas as an instrument for the commission of any illicit act. Otherwise, TRIVER will notify such circumstance to the competent authorities. The User will be responsible for all damages caused by the use of the assigned assets as an instrument for the commission of any illicit act.

12. Modifications.

TRIVER may modify the Membership Terms and Conditions at any time. If changes are made, the revised version will be published on the Website and/or TRIVER Platform, and the "Last Update" date will be updated. Significant changes will also be communicated by email at least 30 days before the effective date. If the User does not agree with the modifications and does not express their disagreement before the Membership Terms and Conditions come into effect or continues to use the Membership, it will be understood as acceptance of the same.

Last Update Date: November 14, 2023.

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