Terms and Conditions

1. Acceptance of Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User", "Client", or "You") and Jerry Strait, a company incorporated and registered in Portugal with tax identification number (NIF) 327380136, having its registered office at Avenida Do Brasil 127, 2735-674 Agualva-Cacém, Portugal ("Company", "We", "Us", or "Our"), governing your access to and use of the CFM - CONTROL FLEET MOTOS platform ("Platform" or "Service").

By creating an account, accessing, or using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms, together with our Privacy Policy, which is incorporated herein by reference. If you are accepting these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind such entity to these Terms.

If you do not agree with any part of these Terms, you must not access or use the Platform. Continued use of the Platform following any modification to these Terms shall constitute your acceptance of such modifications.

These Terms are provided in accordance with Decreto-Lei n.o 7/2004, of 7 January (Portuguese Electronic Commerce Act), which transposes Directive 2000/31/EC on electronic commerce, and Lei n.o 24/96, of 31 July (Consumer Protection Act), where applicable.

2. Definitions

For the purposes of these Terms, the following definitions apply:

• "Platform" means the CFM - CONTROL FLEET MOTOS software-as-a-service application, including all associated web interfaces, APIs, and related services accessible at https://fleetmoto.com.
• "Organization" means a business entity, company, or individual entrepreneur that subscribes to the Platform to manage their motorcycle rental fleet operations.
• "User" means any individual who accesses the Platform, whether as an Organization owner, administrator, manager, or viewer.
• "Subscription" means the recurring payment plan selected by the Organization granting access to the Platform's features and services.
• "User Data" means all data, content, and information submitted, uploaded, or generated by Users or Organizations through the use of the Platform, including but not limited to motorcycle fleet records, rental agreements, maintenance logs, financial records, and renter information.
• "Service Level" means the performance metrics and availability commitments as described in these Terms.
• "Authorized Users" means individuals who are authorized by an Organization to access and use the Platform on its behalf, subject to the role-based permissions assigned within the Platform.
• "Multi-Tenant Architecture" means the software architecture in which a single instance of the Platform serves multiple Organizations, with each Organization's data logically isolated from other Organizations.

3. Service Description

CFM - CONTROL FLEET MOTOS is a cloud-based Software-as-a-Service (SaaS) platform designed for motorcycle rental businesses. The Platform provides comprehensive fleet management tools enabling Organizations to efficiently manage their motorcycle rental operations.

The Platform includes the following core features:

• Fleet Management: Registration, tracking, and lifecycle management of motorcycles including status monitoring, documentation storage, and vehicle history.
• Rental Operations: End-to-end rental management including rental creation, active rental tracking, rental history, and automated calculations for rental periods and pricing.
• Renter Management: Customer database with contact information, rental history, document verification, and communication records.
• Maintenance Tracking: Scheduling and recording of maintenance activities, service history, cost tracking, and preventive maintenance alerts.
• Financial Management: Revenue and expense tracking, ledger entries, financial reporting, and business analytics.
• Reporting and Analytics: Dashboard views, utilization metrics, fleet performance reports, and exportable data summaries.
• Multi-User Access: Role-based access control with multiple permission levels (Owner, Admin, Manager, Viewer) allowing teams to collaborate within an Organization.
• Multi-Language Support: Interface available in English, Spanish, Portuguese (Portugal), and Portuguese (Brazil).

The Platform is designed so that each Organization's data is strictly isolated and inaccessible to other Organizations. We implement rigorous data segregation to ensure the security and confidentiality of each Organization's information.

The Company reserves the right to modify, update, or enhance the Platform's features at any time. Material changes to core functionality will be communicated to Users with at least 30 days' prior notice. New features or tools added to the Platform shall also be subject to these Terms.

4. User Account

To access the Platform, you must create a user account by providing accurate and complete registration information. You are responsible for maintaining the confidentiality of your account credentials, including your password, and for all activities that occur under your account.

Each user account is personal and non-transferable. You agree to immediately notify the Company of any unauthorized use of your account or any other breach of security. The Company shall not be liable for any loss arising from your failure to safeguard your account credentials.

Account holders must:

• Be at least 18 years of age or the age of legal majority in your jurisdiction.
• Provide a valid email address and accurate business information.
• Represent a legitimate motorcycle rental business or be an authorized representative thereof.
• Comply with all applicable Portuguese and European Union laws and regulations in connection with their use of the Platform.

Organization owners may invite additional users and assign roles with specific permissions. Organization owners remain responsible for ensuring that all Authorized Users within their Organization comply with these Terms. The Company reserves the right to refuse, suspend, or terminate any account that violates these Terms or is used for fraudulent, unlawful, or unauthorized purposes.

In the event of account suspension or termination, the Company will provide the User with reasonable notice and an opportunity to export their data, unless the suspension or termination is due to a material breach of these Terms or is required by law.

5. Subscription and Payment

Access to the Platform is provided on a subscription basis. The available subscription plans, their respective features, and pricing are detailed on our website at https://fleetmoto.com. All prices are quoted in Euros (EUR) and are subject to applicable Value Added Tax (IVA/VAT) at the rate prescribed by Portuguese law, currently 23% for standard services.

Subscription fees are billed in advance on a monthly or annual basis, depending on the plan selected. Annual subscriptions may be offered at a discounted rate compared to the equivalent monthly plan. Payment is due upon the commencement of each billing period and is non-refundable except as expressly provided in these Terms or as required by applicable law.

We accept payment through the methods indicated on the Platform, which may include credit cards, debit cards, and bank transfers (SEPA Direct Debit). All payment processing is handled by third-party payment processors, and your payment information is subject to such processors' terms and privacy policies.

The Company reserves the right to modify subscription pricing with at least 60 days' written notice prior to the commencement of the next billing cycle. Price changes will not apply to the current billing period. If you do not agree with a price change, you may cancel your subscription before the new pricing takes effect.

In the event of non-payment or failed payment, the Company will notify the Organization and provide a grace period of 15 calendar days to resolve the payment issue. If payment is not received within this grace period, access to the Platform may be restricted or suspended. After 30 consecutive days of non-payment, the Company reserves the right to terminate the subscription, subject to the data retention provisions set forth in Section 10.

All invoices will be issued electronically in compliance with Portuguese invoicing requirements (Decreto-Lei n.o 28/2019) and will include the applicable NIF, amounts, and VAT/IVA breakdown.

6. Usage Rights and Restrictions

Subject to your compliance with these Terms and payment of applicable subscription fees, the Company grants you a limited, non-exclusive, non-transferable, revocable right to access and use the Platform for your internal business purposes related to motorcycle fleet management.

You agree not to:

• Sublicense, resell, rent, lease, or otherwise make the Platform available to any third party, except to Authorized Users within your Organization.
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Platform or any part thereof.
• Use the Platform for any unlawful purpose or in violation of any applicable laws or regulations, including but not limited to data protection laws (GDPR, Lei n.o 58/2019).
• Interfere with or disrupt the integrity or performance of the Platform, its servers, or associated networks.
• Attempt to gain unauthorized access to any part of the Platform, other accounts, computer systems, or networks connected to the Platform.
• Upload or transmit viruses, malware, or any other malicious code or content.
• Use automated tools, bots, scrapers, or similar technologies to access or extract data from the Platform without prior written authorization.
• Remove, alter, or obscure any proprietary notices, labels, or marks on the Platform.
• Use the Platform in any manner that could damage, disable, overburden, or impair the Platform or interfere with any other party's use of the Platform.

The Company reserves the right to investigate and take appropriate action against any violation of this section, including without limitation, removing offending content, suspending or terminating the User's account, and reporting the violation to law enforcement authorities.

Usage of the Platform is subject to reasonable use limits. The Company may establish and modify usage limits (such as storage capacity, number of records, or API request rates) according to the subscription plan. Any material changes to usage limits will be communicated with at least 30 days' notice.

7. Intellectual Property

The Platform, including but not limited to its software, source code, algorithms, design, graphics, user interface, trademarks, logos, and all related documentation, is the exclusive property of Jerry Strait and is protected by Portuguese and international intellectual property laws, including the Portuguese Industrial Property Code (Codigo da Propriedade Industrial), the Portuguese Copyright and Related Rights Code (Codigo do Direito de Autor e dos Direitos Conexos), and applicable European Union directives and regulations.

The CFM - CONTROL FLEET MOTOS name, logo, and all related product and service names, design marks, and slogans are trademarks or service marks of Jerry Strait. You may not use such marks without the prior written permission of the Company. All other trademarks, product names, and logos appearing on the Platform are the property of their respective owners.

Nothing in these Terms grants you any right, title, or interest in the Platform or its intellectual property, except for the limited right of use expressly set forth in Section 6. All rights not expressly granted herein are reserved by the Company.

You may provide feedback, suggestions, or ideas regarding the Platform ("Feedback"). By submitting Feedback, you grant the Company a worldwide, perpetual, irrevocable, royalty-free license to use, reproduce, modify, and incorporate such Feedback into the Platform without any obligation of compensation or attribution to you.

8. Data Ownership

You retain full ownership of all User Data that you or your Authorized Users submit, upload, or generate through the Platform. The Company does not claim any ownership rights over your User Data.

By using the Platform, you grant the Company a limited, non-exclusive license to access, process, and store your User Data solely for the purpose of providing, maintaining, and improving the Platform and its services. This license is strictly limited to what is necessary for the operation of the Platform and terminates upon the termination of your subscription, subject to the data retention periods described below.

The Company will process User Data in accordance with the General Data Protection Regulation (Regulation (EU) 2016/679 - GDPR), Lei n.o 58/2019 (Portuguese Data Protection Act), and our Privacy Policy. Where the Company processes personal data on behalf of an Organization, the Company acts as a data processor, and the Organization acts as the data controller.

You are responsible for:

• Ensuring that you have all necessary rights, consents, and legal bases to submit User Data to the Platform.
• The accuracy, quality, and legality of User Data and the means by which you acquired such data.
• Complying with all applicable data protection laws in relation to personal data processed through the Platform, including obtaining appropriate consents from renters and other data subjects.
• Maintaining your own backups of critical business data.

Upon termination of your subscription, you may request an export of your User Data in a standard, machine-readable format (such as CSV or JSON) within 90 calendar days of termination. After this period, the Company reserves the right to delete your User Data, subject to any legal retention obligations. The Company will provide reasonable assistance in the data export process.

9. Service Availability

The Company shall use commercially reasonable efforts to maintain the Platform's availability 24 hours a day, 7 days a week, with a target uptime of 99.5% measured on a monthly basis, excluding scheduled maintenance windows and force majeure events.

Scheduled maintenance will be performed during low-usage periods (typically between 02:00 and 06:00 WET/WEST) and will be communicated to Users with at least 48 hours' notice via email or in-platform notification. Emergency maintenance required to address critical security vulnerabilities or system stability issues may be performed without prior notice.

The Company implements industry-standard security measures to protect the Platform and User Data, including but not limited to:

• Encryption of data in transit and at rest.
• Regular security audits and vulnerability assessments.
• Access controls and authentication mechanisms, including role-based access control and optional two-factor authentication.
• Automated backups with redundant storage and disaster recovery procedures.
• Monitoring and logging of system access and security events.

Notwithstanding the foregoing, the Company does not guarantee uninterrupted, error-free, or completely secure access to the Platform. The Platform is provided "as is" and "as available." In the event of a service outage exceeding the target uptime commitment in any calendar month, affected Organizations may be eligible for a service credit, as determined by the Company on a case-by-case basis and subject to the terms of the applicable subscription plan.

The Company shall not be liable for any interruption or degradation of service resulting from circumstances beyond its reasonable control, including but not limited to natural disasters, acts of government, Internet service provider failures, third-party hosting infrastructure outages, cyberattacks, or other force majeure events as defined under Portuguese law (Article 790 of the Portuguese Civil Code).

10. Termination and Cancellation

You may cancel your subscription at any time through the Platform settings or by contacting our support team at contact@fleetmoto.com. Cancellation will take effect at the end of the current billing period. You will retain access to the Platform until the end of the period for which you have already paid.

For annual subscriptions, if you cancel within the first 14 calendar days of your initial subscription (cooling-off period), you are entitled to a full refund in accordance with Decreto-Lei n.o 24/2014, of 14 February (which transposes the EU Consumer Rights Directive 2011/83/EU), provided that you have not made material use of the Platform. After this period, no refund shall be issued for the remaining term of the annual subscription.

The Company may terminate or suspend your account and access to the Platform, in whole or in part, at any time and with immediate effect, if:

• You materially breach these Terms and fail to cure such breach within 15 calendar days of written notice.
• You fail to pay subscription fees after the grace period described in Section 5.
• Your use of the Platform poses a security risk to the Platform, other Users, or third parties.
• Your account is required to be terminated to comply with applicable law or a binding order of a governmental authority.
• You engage in fraudulent, abusive, or illegal activities through the Platform.

Upon termination for any reason, the Company will provide the Organization with a 90-day period to export its User Data. After this period, the Company may delete all User Data associated with the terminated account, except where retention is required by Portuguese or European Union law (e.g., financial records may be retained for up to 10 years per Portuguese tax law - Codigo do IRS/IRC).

Termination of these Terms shall not affect any rights, obligations, or liabilities that have accrued prior to the date of termination, nor shall it affect any provision of these Terms that is expressly or by implication intended to come into or continue in force on or after termination (including, without limitation, Sections 7, 8, 11, 12, and 13).

11. Limitation of Liability

To the maximum extent permitted by applicable law, including Portuguese and European Union law, the Company's total aggregate liability arising out of or in connection with these Terms, the Platform, or the Service shall not exceed the total subscription fees actually paid by you to the Company during the twelve (12) months immediately preceding the event giving rise to the claim.

To the maximum extent permitted by law, in no event shall the Company, its directors, officers, employees, agents, or affiliates be liable for any:

• Indirect, incidental, special, consequential, or punitive damages.
• Loss of profits, revenue, business, goodwill, or anticipated savings.
• Loss of or damage to data, even if foreseeable.
• Costs of procuring substitute goods or services.
• Damages arising from your use of or inability to use the Platform.
• Damages arising from any unauthorized access to, alteration of, or loss of your data or transmissions.

Nothing in these Terms excludes or limits the Company's liability for: (a) death or personal injury caused by its negligence; (b) fraud or fraudulent misrepresentation; (c) any liability which cannot be excluded or limited under Portuguese law or mandatory European Union regulations; or (d) breaches of its obligations under applicable data protection legislation (GDPR and Lei n.o 58/2019).

The Company shall not be liable for any loss or damage arising from your failure to maintain the security of your account credentials, to maintain adequate backups of your data, or to comply with your obligations under these Terms.

You acknowledge that the Platform is designed to assist with fleet management operations and is not a substitute for professional legal, financial, or regulatory advice. The Company makes no representations or warranties regarding the Platform's suitability for compliance with industry-specific regulations applicable to your business.

12. Governing Law

These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Portuguese Republic, without regard to its conflict of law provisions.

Where applicable, these Terms are also subject to the directly applicable regulations of the European Union, including but not limited to:

• Regulation (EU) 2016/679 (General Data Protection Regulation - GDPR).
• Directive 2000/31/EC on electronic commerce, as transposed by Decreto-Lei n.o 7/2004 of 7 January.
• Directive 2011/83/EU on consumer rights, as transposed by Decreto-Lei n.o 24/2014 of 14 February (to the extent applicable to B2B transactions).
• Regulation (EU) 2022/2065 (Digital Services Act), where applicable.

Subject to the dispute resolution provisions in Section 13, the courts of the judicial district of Agualva-Cacém, Portugal, shall have exclusive jurisdiction over any legal proceedings arising out of or relating to these Terms.

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. The invalid or unenforceable provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the parties' original intent.

13. Dispute Resolution

In the event of any dispute arising out of or in connection with these Terms, the parties agree to first attempt to resolve the matter amicably through direct negotiation. Either party may initiate this process by sending a written notice to the other party describing the nature of the dispute and the desired resolution. The parties shall negotiate in good faith for a period of at least 30 calendar days from the date of such notice.

If the dispute cannot be resolved through direct negotiation, the parties may submit the dispute to mediation or arbitration through the Centro Nacional de Informacao e Arbitragem de Conflitos de Consumo (CNIACC) or other alternative dispute resolution (ADR) entity authorized under Portuguese law (Lei n.o 144/2015, of 8 September, which transposes Directive 2013/11/EU on consumer ADR).

For Users located in the European Union, you may also submit complaints through the European Commission's Online Dispute Resolution (ODR) platform, accessible at https://ec.europa.eu/consumers/odr. The ODR platform facilitates out-of-court resolution of disputes arising from online transactions, in accordance with Regulation (EU) No 524/2013. Our email for ODR correspondence is contact@fleetmoto.com.

The following alternative dispute resolution entities are available for the resolution of disputes in Portugal:

• CNIACC - Centro Nacional de Informacao e Arbitragem de Conflitos de Consumo (www.cniacc.pt)
• CICAP - Centro de Informacao de Consumo e Arbitragem do Porto
• CIMAAL - Centro de Informacao, Mediacao e Arbitragem de Conflitos de Consumo do Algarve
• CIAB - Centro de Informacao, Arbitragem e Mediacao de Consumo

Nothing in this section shall prevent either party from seeking injunctive or other equitable relief from a court of competent jurisdiction where necessary to prevent irreparable harm.

14. Complaints Book

In compliance with Decreto-Lei n.o 156/2005, of 15 September, as amended by Decreto-Lei n.o 74/2017, of 21 June, the Company provides access to the Electronic Complaints Book (Livro de Reclamacoes Eletronico).

Clients and users may submit complaints through the official Electronic Complaints Book platform, accessible at:

https://www.livroreclamacoes.pt

This right is guaranteed under Portuguese law, and we are committed to addressing all complaints submitted through this channel in a timely and professional manner. Upon receiving a complaint through the Electronic Complaints Book, the Company will respond within the legally mandated timeframe of 15 business days.

Alternatively, you may also submit complaints or concerns directly to our support team at contact@fleetmoto.com, and we will endeavour to resolve the matter promptly. We encourage Users to contact us directly first, as this often allows for faster resolution of issues.

15. Contact Information

For any questions, concerns, or notices regarding these Terms or the Platform, please contact us using the following information:

All formal notices under these Terms must be sent in writing to the registered address above or by email to contact@fleetmoto.com. Notices sent by email shall be deemed received on the business day following the date of transmission.

For data protection inquiries, including requests to exercise your rights under the GDPR (right of access, rectification, erasure, restriction of processing, data portability, and right to object), please contact our Data Protection Officer at dpo@fleetmoto.com.

Effective Date: 1 February 2026