# MEPO Terms of Service

MEPO Terms of Service, accepted by clicking when subscribing or when starting the free evaluation. They include the data processing and website use annexes.

> This summary helps you read the document. It is not part of the contract and does not replace it. If there is any difference, the full text applies.

- **Price per Unit**: You subscribe to MEPO per Unit, in the currency of your Region: reais in Brazil and euros in the European Union. There are two plans, Stock and purchasing and Complete. There is no charge per user, and no sign-up fee.
- **Two annual plans**: Both plans have a 12-month Commitment, paid in 12 monthly installments. Upgrading to Complete takes effect immediately, and downgrading takes effect only at renewal. Payment is online, by card or, in Brazil, by boleto (Brazilian bank slip).
- **You start on your own**: The portal guides setup with a first-steps list. No meeting or training is included, and support answers by email on Business Days.
- **Free evaluation**: The 30-day evaluation costs nothing and does not turn into a paid plan on its own. After it ends, your data stays blocked for 12 months, so you can subscribe and resume it, and is then deleted.
- **No fines for late payment**: Late payment does not incur fines, interest or monetary adjustment. If payment remains outstanding, access is limited to consulting and exporting until the invoice is paid.
- **Cancellation and renewal**: The plan renews for another 12 months, unless you give a Notice of non-renewal 30 days in advance. A monthly subscription that already existed can be cancelled at any time, with effect at the end of the Cycle.
- **Your data is yours**: You can export your data during the agreement and for 30 days after it ends, even with amounts outstanding. After that period, the data is deleted.
- **Limits and changes**: Each party's liability is limited to the amount paid in the previous 12 months. An important change to these Terms reaches you by email 30 days in advance.

This page is a translation of the document published in Portuguese (Brazil). The document refers to Brazilian law and to a company established in Brazil. The translation is provided for convenience. If it differs from the original, the Portuguese (Brazil) version prevails.

Updated on October 16, 2026

These Terms of Service form the agreement between the PROVIDER (CONTRATADA) and the CLIENT (CONTRATANTE). They apply from the moment the CLIENT accepts them, on subscribing to the MEPO Subscription or on starting the free evaluation.

## 1. Parties, acceptance and documents

**1.1 PROVIDER.** SUDO TECH SERVICOS TECNOLOGICOS LTDA, CNPJ (Brazilian company tax ID) 58.279.772/0001-94, with its registered office at Rua Belo Horizonte, nº 889, Sala Z, Aleixo, CEP 69.060-601, Manaus/AM, Brazil. Contact: contato@mepo.so.

**1.2 CLIENT.** The company identified in the Subscription, which holds the Organization in MEPO and is represented by the User who accepts this agreement.

**1.3 Electronic acceptance.** The Owner accepts this agreement by ticking the acceptance box on the payment page for the Subscription. Whoever starts the free evaluation accepts it on starting, with particular attention to [Annex IV](#anexo-avaliacao-gratuita). This agreement takes effect on acceptance. Paid services begin with the confirmation of the first payment, under [clause 5.3](#inicio-da-assinatura).

**1.4 Authority.** The User who accepts declares that they have authority to bind the CLIENT to this agreement.

**1.5 Business use.** The CLIENT declares that it is subscribing to MEPO for its business activity and not as a consumer.

**1.6 Record of acceptance.** On acceptance, MEPO records: the version of these Terms and of the Privacy Policy shown, with the integrity hash (SHA-256) of each Portuguese text; the date and time; the authenticated User; the Organization; the language in which the text was displayed; in the free evaluation, the IP address in hashed form; and, for the Subscription, the plan, the number of Units, the currency and the price per Unit. The parties accept this record as evidence of authorship and integrity, under Art. 10, § 2, of Provisional Measure No. 2.200-2/2001 (Brazilian rule on electronic signatures) and, outside Brazil, to the fullest extent the local law allows. The CLIENT may request by email a copy of the record and the text of the version it accepted.

**1.7 Documents of this agreement.** The following form part of this agreement:

(a) these conditions, with the annexes, from [Annex I](#anexo-i) to [Annex VI](#anexo-uso-do-site);

(b) the contracted plan, as recorded in the Subscription.

**1.8 Other documents.** The Privacy Policy explains how the PROVIDER processes data as controller and is not part of this agreement.

**1.9 Precedence.** On personal data protection, [Annex V](#anexo-tratamento-de-dados) prevails, except for the preservation and deletion of free-evaluation data, which follow [Annex IV](#anexo-avaliacao-gratuita). In the free evaluation, [Annex IV](#anexo-avaliacao-gratuita) prevails over these conditions. On other matters, the following prevail, in this order:

(a) the contracted plan, as to plan, Units, price, currency and Commitment;

(b) these conditions;

(c) [Annex II](#anexo-ii);

(d) [Annex III](#anexo-iii);

(e) [Annex I](#anexo-i).

## 2. Definitions

These expressions have the meanings below, in the singular and the plural.

- **Subscription.** The plan contracted by the CLIENT, with the number of Units, the price, the currency, the Commitment and the start date recorded on acceptance and shown under Settings › Subscription in the portal.
- **Notice.** Formal communication by email, under [section 18](#avisos).
- **Cycle.** Each monthly billing period of the Subscription.
- **Commitment.** In the annual plan, the 12-month period during which the monthly fees are due.
- **CLIENT Data.** Data and content that the CLIENT or the Users enter or generate in MEPO, including Personal Data.
- **Personal Data.** Information relating to an identified or identifiable natural person, as defined by the applicable data protection law.
- **Business Day.** A day that is not a Saturday, a Sunday or a national public holiday in Brazil.
- **DPA.** [Annex V](#anexo-tratamento-de-dados) to these Terms, which governs the processing of CLIENT Personal Data by the PROVIDER as processor.
- **MEPO.** The PROVIDER's software for the operation of collective catering, with the portal (portal.mepo.so), the site (mepo.so) and related services.
- **Organization.** The CLIENT's space in MEPO, which brings together the Units, the Users and the CLIENT Data.
- **Owner.** The User holding the owner role of the Organization. On the CLIENT's behalf, only the Owner subscribes, pays, cancels and manages the Subscription.
- **Payment Provider.** The company that processes the Subscription payments for the PROVIDER, identified on the payment page and in Table B of the [Appendix V.19](#dpa-anexo-iii) of the DPA.
- **Region.** Brazil or the European Union, chosen when the Organization is registered. The Region determines the currency of the Subscription.
- **Unit.** An operational base of the CLIENT, such as a kitchen or a dining hall, registered in the Organization and included in the Subscription.
- **User.** A person who accesses the Organization through registration or an invitation from the CLIENT.

## 3. The service

**3.1 License.** The PROVIDER grants the CLIENT a temporary, non-exclusive and non-transferable license to use MEPO, for internal use in the CLIENT's operations, limited to the Organization and the Units of the Subscription.

**3.2 Features.** The Subscription gives access to the features in [Annex I](#anexo-i) that are included in the contracted plan and available in the product, with no charge per User. The description in Annex I does not promise future features.

**3.3 Product evolution.** The PROVIDER may improve, change and withdraw features. If it withdraws a feature listed in Annex I without offering an equivalent one, the withdrawal is a material change and follows [section 17](#mudancas).

**3.4 Out of scope.** The Subscription does not include source code, assignment of intellectual property or custom development.

**3.5 Artificial intelligence features.** Some features use an artificial intelligence provider to suggest the category of invoice items and the ingredients of recipe sheets. MEPO sends the provider only the necessary text, such as item descriptions, preparation names and catalog supply names, without any name, email or identifier of a User, Organization or Unit. The artificial intelligence only suggests: no result changes stock, cost or records without confirmation by a User. The provider may not use the content sent to train models. Reading of invoice images is disabled. The PROVIDER enables it only with the privacy controls described in the DPA, and for each use the User confirms that they have covered the consumer's CPF (Brazilian individual taxpayer number), name and other personal data.

## 4. Plan, price and currency

**4.1 Plan.** When subscribing, the CLIENT chooses between the Stock and purchasing plan and the Complete plan, described in [Annex I](#anexo-i). Both are annual, with a 12-month Commitment. The monthly plan is no longer offered. The plan, the number of Units, the price, the currency, the Commitment and the start date are recorded in the Subscription and form part of this agreement.

**4.2 Price.** The price is per Unit per month, depends on the contracted plan, is the same for any number of Units and does not depend on the number of Users. The price of each plan is the one shown at Checkout and in Settings › Subscription, in the portal, at the time of subscription. There is no sign-up fee or setup fee.

**4.3 Region and currency.** The CLIENT chooses the Region when the Organization is registered, according to the country of its headquarters. For the Brazil Region, billing is in Brazilian reais (BRL). For the European Union Region, it is in euros (EUR). The currency is fixed at the first Subscription. To change Region after that, the CLIENT consults the PROVIDER. The PROVIDER does not convert amounts. The card issuer and the Payment Provider may apply their own exchange rates and fees. A company headquartered in another country consults the PROVIDER before subscribing.

**4.4 Taxes.** The price in the Brazil Region includes the taxes that Brazilian law assigns to the PROVIDER. The price in the European Union Region does not include value-added tax (VAT) or any equivalent tax that the law of the CLIENT's country assigns to the CLIENT; the CLIENT pays it when due. The PROVIDER issues the fiscal document that Brazilian law requires for the service.

**4.5 Price change.** A price change does not alter the current Cycle or the Commitment of the annual plan. On a monthly subscription that already existed, the new price applies from the first Cycle that starts 30 days or more after the Notice. On the annual plans, the renewal price follows [clause 15.3](#preco-da-renovacao).

**4.6 Upgrading.** The Owner may move from the Stock and purchasing plan to the Complete plan at any time, under Settings › Subscription, in the portal. The change takes effect immediately. The PROVIDER charges, on the next invoice, the price difference prorated to the days remaining in the current monthly Cycle, per Unit covered. The current Commitment does not change, and later monthly payments move to the Complete price.

**4.7 Downgrading.** The move from the Complete plan to the Stock and purchasing plan takes effect only at the renewal of the Commitment. The Owner requests it under Settings › Subscription, in the portal, or by Notice to the PROVIDER, by the same deadline as the Notice of non-renewal in [clause 15.4](#nao-renovar), which is 30 days before the end of the Commitment. After that deadline, the renewal continues on the current plan. Until renewal, the plan and the price remain those of the Complete plan.

**4.8 Data outside the plan.** The contracted plan does not delete data. Areas outside the plan are locked, and the data already recorded in them is kept, without deletion or change. The data becomes available again when the CLIENT upgrades. The export under [section 16](#exportacao-troca-provedor) continues to cover all CLIENT Data. The rules on retaining and deleting data after the agreement ends and after the free evaluation do not change.

## 5. Billing and payment

**5.1 Payment Provider.** Payments are made online, through the Payment Provider, by card or, in the Brazil Region, by boleto (Brazilian bank slip). The Payment Provider applies its own terms. The PROVIDER does not receive or store full card data.

**5.2 Monthly billing.** Charges are monthly and in advance. On the annual plan, the Commitment is 12 months, with 12 monthly charges. There is no upfront payment of the full year.

**5.3 Start of the Subscription.** The Subscription begins with the confirmation of the first payment by the Payment Provider. Paid access is available from that confirmation, and the Owner sets up the Organization on the portal, under [Annex II](#anexo-ii).

**5.4 Invoice and fiscal document.** The invoice and receipt for each payment are available in the Payment Provider's billing portal, opened under Settings › Subscription. The PROVIDER issues the fiscal document that Brazilian law requires.

**5.5 Billing data.** The CLIENT keeps up to date the Owner's email, the CNPJ or other tax registration number, and the billing address.

**5.6 Late payment.** When a payment fails, the Payment Provider retries the charge during the retry period, which generally lasts about two weeks, and sends the CLIENT payment-failure notices. The PROVIDER does not charge fines, interest or monetary adjustment for late payment. If payment remains outstanding after the retries, the PROVIDER suspends access, under [clause 10.2](#casos-de-suspensao). Payment of the outstanding invoice restores access.

**5.7 Termination for non-payment.** If the suspension for non-payment lasts 30 days, the PROVIDER may end this agreement by Notice, effective in 10 days. Monthly fees due up to the end remain payable. On the annual plan, the remaining monthly fees of the Commitment also remain payable, with no additional fine.

**5.8 Dispute.** A CLIENT that disagrees with a charge informs the PROVIDER by email and describes the reason. The PROVIDER responds within 10 Business Days. The amount not disputed remains payable.

## 6. Units

**6.1 Units in the Subscription.** The Subscription covers the Units registered in it. The CLIENT registers as a Unit each operational base that uses MEPO.

**6.2 New Unit.** The Owner adds the new Unit on the portal, after reviewing the estimate of the pro rata charge and confirming the addition, and sets up the Unit on the portal. The Unit enters billing pro rata, from the date of addition until the end of the current Cycle, at the Subscription's price per Unit, and the pro rata amount is charged on the following invoice. Afterwards, the full monthly fee is paid. On the annual plan, the Unit joins the current Commitment.

**6.3 Removing a Unit.** Archiving a Unit on the portal removes it from the Subscription, effective from the following Cycle and with no pro rata charge. On the annual plan, it takes effect only at renewal and does not reduce the number of Units or the monthly fees of the Commitment. Pausing a Unit on the portal does not remove it from billing. The Owner may also ask the PROVIDER to remove a Unit through the support channel in [Annex III](#anexo-iii).

**6.4 One Organization, one company.** Each Organization belongs to one CLIENT, which is a legal entity. Branches and sites served by that legal entity are Units of the same Organization, even if they have their own CNPJ. Another legal entity, even from the same economic group, requires another Organization and another Subscription.

## 7. Free evaluation

**7.1 Own annex.** The 30-day free evaluation is governed by [Annex IV](#anexo-avaliacao-gratuita), which prevails over these conditions during the evaluation and during the data retention period set out in it.

**7.2 Moving to the Subscription.** If the CLIENT subscribes within the retention period set out in [Annex IV](#anexo-avaliacao-gratuita), the CLIENT Data entered during the evaluation becomes subject to this agreement from acceptance of the Subscription. The evaluation period does not reduce the monthly fee or the Commitment.

## 8. Getting started, support and availability

**8.1 Getting started.** The CLIENT sets up and starts using MEPO on its own, with the portal's first-steps guide and the documentation, under [Annex II](#anexo-ii). The Subscription does not include guided implementation, meetings or training.

**8.2 Support.** The PROVIDER provides support by email, under [Annex III](#anexo-iii). The deadlines measure the first response, not the resolution.

**8.3 Availability.** The PROVIDER works to keep MEPO available, but does not guarantee uninterrupted availability or any minimum percentage. There are no service credits, unless agreed in writing.

**8.4 Maintenance.** The PROVIDER may interrupt MEPO for maintenance, security or evolution. When it foresees a significant interruption, it will try to give notice through the portal or by email in advance.

**8.5 Additional services.** The Subscription does not include a data import or migration service provided by the PROVIDER, integrations, training, consulting, exclusive reports or other services beyond those provided in [Annex II](#anexo-ii) and [Annex III](#anexo-iii). If the PROVIDER agrees to provide any of these services, it requires a prior written proposal and acceptance. The PROVIDER does not charge for additional services without acceptance.

**8.6 Documentation.** The PROVIDER keeps MEPO's documentation available on the portal while the Subscription is active.

## 9. CLIENT's obligations

**9.1 Registration.** The CLIENT provides true and up-to-date data about the Organization and the Owner.

**9.2 Users and credentials.** The CLIENT is responsible for the Users it registers, for the roles and permissions it grants, and for the use of credentials and devices under its control. It removes the access of anyone who leaves the company and informs the PROVIDER without delay upon learning of unauthorized use of an account.

**9.3 Data and content.** The CLIENT is responsible for the lawfulness, accuracy and authorizations of the CLIENT Data, and for the legal bases of the processing of the Personal Data it enters into MEPO. It does not enter sensitive personal data or children's data: MEPO was not built to process them.

**9.4 Operational decisions.** MEPO helps calculate, plan and record. The CLIENT is responsible for the commercial, tax, labor, health and nutritional decisions of its operation, and it checks calculations, artificial intelligence suggestions and documents before using them. MEPO does not replace a qualified professional.

**9.5 Information for support.** The CLIENT provides the information that support asks for in order to analyze a ticket. Until the requested information arrives, the ticket's deadlines are suspended, and the delay is not a breach by the PROVIDER.

**9.6 Keeping documents.** The CLIENT keeps the fiscal documents and other records that the law requires to be kept, and exports those it needs before the end of the Subscription or of the free evaluation. The PROVIDER is not the custodian of those documents.

## 10. Acceptable use and suspension

**10.1 Acceptable use.** The CLIENT and the Users may not:

(a) access areas, accounts, systems or data without authorization, nor test MEPO's security without prior written authorization from the PROVIDER;

(b) use MEPO for fraud, spam, unlawful content or infringement of third-party rights, including privacy and intellectual property rights;

(c) copy, decompile or reverse engineer MEPO, nor extract data in bulk by automated means that MEPO does not offer;

(d) send malicious code or overload MEPO in a way that is disproportionate to normal use;

(e) resell, sublicense or offer MEPO to third parties, nor use it to create a competing product;

(f) circumvent technical limits, security measures or the per-Unit billing.

**10.2 Grounds for suspension.** The PROVIDER may suspend access, in whole or in part, in these cases:

(a) non-payment, under [clause 5.6](#falta-de-pagamento);

(b) breach of [clause 10.1](#uso-aceitavel) or of the law;

(c) a risk to the security of MEPO, of other customers or of third parties;

(d) an order from a competent authority.

**10.3 How suspension works.** Suspension is proportionate and lasts as long as necessary. The PROVIDER informs the CLIENT beforehand or, if the risk requires immediate action, shortly afterwards. In the case of suspension for non-payment, MEPO continues to allow the data to be consulted and exported, and does not allow it to be changed. In other cases, the PROVIDER keeps consultation and export available, unless the reason for the suspension prevents it, such as an order from an authority or a serious security risk. The data is preserved. The PROVIDER restores access when the reason ends.

## 11. Intellectual property

**11.1 MEPO.** MEPO, the code, trademarks, documentation, interface and service databases belong to the PROVIDER or its licensors. The CLIENT receives no right beyond the license in [clause 3.1](#licenca).

**11.2 CLIENT Data.** CLIENT Data remains the property of the CLIENT. The CLIENT authorizes the PROVIDER to process it only to provide the service, protect MEPO, comply with legal obligations and follow lawful instructions, under the DPA.

**11.3 Suggestions.** The PROVIDER may use the CLIENT's suggestions and comments about MEPO, without payment and without identifying the CLIENT.

**11.4 Usage data.** The PROVIDER may use MEPO usage data, such as events, counts and performance measures, without the content of the CLIENT Data and without identifying persons, to operate, protect and improve MEPO. The use of data that identifies persons, such as portal use by Users, follows the Privacy Policy.

**11.5 Names and trademarks.** Neither party uses the other's name or trademark, as customer or as supplier, without written authorization.

## 12. Confidentiality

**12.1 Confidential information.** Confidential information is non-public information that one party discloses to the other and that the recipient knows, or should know, is confidential. It includes CLIENT Data, negotiated prices, non-public technical documentation and MEPO vulnerabilities.

**12.2 Confidentiality duties.** Each party:

(a) uses the other party's confidential information only to perform this agreement;

(b) protects that information with the same care it gives its own, and at a minimum with reasonable care;

(c) limits access to those who need it and requires the same confidentiality from them, such as employees, contractors and Sub-processors.

**12.3 Exceptions.** Information is not confidential if it:

(a) is or becomes public without breach of this agreement;

(b) the recipient already knew lawfully;

(c) the recipient receives from an authorized third party;

(d) the recipient develops independently.

**12.4 Disclosure required by law.** If the law or an authority requires disclosure, the party discloses only what is necessary and, where the law permits, informs the other party beforehand.

**12.5 Term.** The confidentiality duty lasts 5 years after the end of this agreement. Trade secrets remain protected for as long as they remain secret. Personal Data follows the DPA.

## 13. Data protection and security

**13.1 Applicable law.** Each party complies with the data protection law that applies to it, in particular Law No. 13.709/2018 (Brazil's General Data Protection Law, LGPD) and, where it applies, Regulation (EU) 2016/679 (General Data Protection Regulation, GDPR).

**13.2 Roles.** For the Personal Data that the CLIENT enters into MEPO, the CLIENT is the controller and the PROVIDER is the processor. The PROVIDER is an independent controller of account, contract, billing, security and portal and site usage data, under the Privacy Policy.

**13.3 DPA.** The DPA forms part of this agreement and governs the processing that the PROVIDER carries out as processor: instructions, Sub-processors, security, incidents, international transfers, audit and deletion.

**13.4 Security.** The PROVIDER adopts the security measures in [Appendix V.18](#dpa-anexo-ii) of the DPA. No system is completely secure. The CLIENT is responsible for the security of the Users, credentials, devices and settings under its control.

**13.5 Additional measures.** The PROVIDER may quote security or compliance measures that the CLIENT requests beyond those provided, without prejudice to reasonable urgent measures to contain a risk.

## 14. Liability

**14.1 Direct damages.** Each party is liable for direct damages it causes the other by breaching this agreement, provided they are proven and linked to the breach by causation.

**14.2 Excluded damages.** To the fullest extent the law allows, neither party is liable for indirect damages, lost profits, or loss of revenue, opportunity or customers.

**14.3 Limit.** The total liability of each party for all damages related to this agreement is limited to the amount the CLIENT paid the PROVIDER for the Subscription in the 12 months before the event that gave rise to the claim. If this agreement has been in effect for less than 12 months, the limit is the amount of 12 months of monthly fees, calculated at the current price of the Subscription.

**14.4 Exceptions.** The limit in [clause 14.3](#limite-de-responsabilidade) and the exclusion in [clause 14.2](#danos-excluidos) do not apply to:

(a) willful misconduct or gross negligence;

(b) the CLIENT's obligation to pay the Subscription;

(c) infringement of the other party's intellectual property rights;

(d) anything the law does not allow to be limited.

**14.5 Third-party failures.** The PROVIDER is responsible for the Sub-processors and suppliers it chooses to provide the service. It is not responsible for a service failure that the CLIENT contracts or uses on its own, nor for a failure of a service the PROVIDER does not control, such as the internet, telecommunications networks and public invoice query systems.

**14.6 Content and decisions.** The PROVIDER is not responsible for CLIENT Data, for the CLIENT's decisions, or for the use of results without the checks provided in [clause 9.4](#decisoes-da-operacao), unless the PROVIDER is at fault.

**14.7 Data subjects.** This section does not limit the rights of data subjects, nor each party's liability toward them, under the data protection law.

**14.8 Mitigation.** Each party takes reasonable measures to reduce the damages it suffers.

## 15. Term, renewal and termination

**15.1 Earlier monthly subscription.** The monthly plan is no longer offered for new subscriptions. A monthly subscription that already existed continues on the Complete plan, with no fixed term and no commitment, until it ends. The Owner may cancel it at any time under Settings › Subscription › Manage subscription, in the portal. Cancellation takes effect at the end of the current Cycle and does not give rise to a refund for the Cycle already started.

**15.2 Annual plans.** The Stock and purchasing plan and the Complete plan last 12 months from the start of the Subscription and renews automatically for another 12 months, unless the CLIENT gives a Notice of non-renewal, under [clause 15.4](#nao-renovar).

**15.3 Renewal price.** The PROVIDER informs the Owner of the renewal price by email, at least 45 days before the end of the Commitment. Renewal is charged at the current price of the contracted plan, in the currency of the Subscription, which is the amount stated in the email. On renewal, the number of Units is that of the Units covered by the Subscription on the renewal date.

**15.4 Non-renewal.** To not renew, the Owner selects “Do not renew” under Settings › Subscription in the portal, or sends a Notice to the PROVIDER at least 30 days before the end of the Commitment. The Subscription ends at the end of the Commitment. The Owner may withdraw the notice within the same period.

**15.5 Early termination of the annual plan.** If the CLIENT ends the annual plan before the end of the Commitment, without the PROVIDER having breached this agreement, the remaining monthly fees remain payable, with no additional fine. If payments remain up to date, access continues until the end of the Commitment. A request to end access does not extinguish the monthly fees.

**15.6 Termination by the PROVIDER without breach.** The PROVIDER may stop renewing the annual plan, or end the earlier monthly subscription, by Notice at least 60 days in advance. In that case, it refunds the amount paid for any period the CLIENT does not use.

**15.7 Immediate termination.** Either party may terminate this agreement immediately, by Notice, in case of fraud, unlawful use, serious breach of confidentiality or intellectual property, insolvency that compromises performance, or an urgent security risk.

**15.8 Material breach.** In the event of another material breach, the injured party sends a Notice describing it and gives 10 Business Days to remedy it. If the breach is not remedied, the injured party may terminate this agreement for the other party's fault.

**15.9 Termination for the PROVIDER's fault.** If the CLIENT terminates this agreement for the PROVIDER's uncured material breach, future charges cease. The PROVIDER refunds the proportional amount paid for the Cycle and not used, and the portion paid for additional services that were not performed and are proven to be unperformed.

**15.10 Effects of termination.** Upon termination, operational access ends. The CLIENT exports the data under [section 16](#exportacao-troca-provedor). Clauses that by their nature must survive remain in force: confidentiality, liability, intellectual property, payments due, deletion of data and venue.

## 16. Data export and switching providers

**16.1 Right to export.** The CLIENT may export CLIENT Data during the Subscription and after termination, whatever the reason for termination, under this section.

**16.2 Exit request.** To switch from MEPO to another provider or take the data to its own infrastructure, the Owner sends a Notice. On the earlier monthly subscription, the Notice works as a cancellation at the end of the current Cycle, under [clause 15.1](#plano-mensal). On the annual plans, it follows [clause 15.4](#nao-renovar) and does not override the Commitment. In no case does the Notice period exceed two months.

**16.3 Transition period.** At the CLIENT's request, this agreement continues in force for up to 30 calendar days after the end of the Notice period, with the monthly fee pro-rated by day. During that period, the PROVIDER provides reasonable assistance, maintains the service and its security, and informs the CLIENT of any continuity risks it is aware of.

**16.4 What is exported.** The CLIENT may obtain all CLIENT Data: records, recipe sheets, menus, stock movements, fiscal documents, measurements, financial data, uploaded files and the Organization's audit history. It uses the portal's export functions and, for whatever they do not cover, the Owner requests the export by email and the PROVIDER delivers it within 15 Business Days. The format is structured, commonly used and machine-readable, such as CSV or JSON, and files are provided in their original format. Source code, internal settings and MEPO's infrastructure records are not exported, nor is data of other customers.

**16.5 Recovery period.** The data remains available for consultation and export for 30 calendar days after the end of this agreement or of the transition period, whichever is later. Afterwards, the PROVIDER deletes it under the DPA.

**16.6 Not conditional on payment.** Export is not conditional on payment. The PROVIDER may collect amounts due by other means.

**16.7 Cost.** Standard export, carried out on the portal or requested from support, is free of charge. The PROVIDER quotes migration work that goes beyond standard export, and the CLIENT approves it beforehand. For a CLIENT in the European Union, the quote respects the limits that European Union law imposes on charges for switching providers.

## 17. Changes to this agreement

**17.1 Who may change.** The PROVIDER may update these Terms, including the annexes.

**17.2 Material change.** A material change is one that reduces the CLIENT's rights, creates or increases its obligations, or changes the price, Commitment, renewal, liability, data use or venue. For a material change, the PROVIDER sends a Notice to the Owner at least 30 days before the date on which the change takes effect, and publishes the new version at mepo.so/termos. The Notice states what changes, when the change takes effect and where to read the full text.

**17.3 Other changes.** Error corrections, clarifications that do not alter rights, updates to contact details, and changes that expand the CLIENT's rights take effect upon publication, with the new update date.

**17.4 Changes required by law or for security.** A change required by law, by an order from an authority or by a serious security risk may take effect on a shorter period, with Notice as early as possible.

**17.5 Current Cycle.** No change alters the price and currency of the current Cycle, nor those of the annual plan until the end of the Commitment.

**17.6 Right to terminate.** A CLIENT that does not agree with a material change may terminate this agreement by Notice sent before the date on which the change takes effect. The agreement ends on that date. The monthly fees of the annual plan falling due after that date are not payable, and the PROVIDER refunds the amount paid and not used. [Section 16](#exportacao-troca-provedor) applies.

**17.7 Continuity.** If the CLIENT does not terminate this agreement by the date on which the change takes effect and continues to use MEPO, it accepts the new version.

**17.8 Applicable version.** The version that applies to the CLIENT is the one in force at acceptance or the last change that took effect for it.

**17.9 Sub-processors.** Changes of Sub-processors follow the DPA and do not require the application of this section.

## 18. Notices

**18.1 Notices from the PROVIDER.** The PROVIDER sends Notices to the email address of each Owner registered in MEPO and, if the law requires another means, also through that means.

**18.2 Notices from the CLIENT.** The CLIENT sends Notices to contato@mepo.so.

**18.3 Receipt.** A Notice is deemed received on the Business Day after it is sent, unless the email bounces.

**18.4 Updated email.** The CLIENT keeps the Owner's email address up to date. A Notice sent to the registered email address is valid even if no one reads it.

**18.5 Notices on the portal.** The PROVIDER may supplement a Notice with messages on the portal.

## 19. General provisions

**19.1 Entire agreement.** This agreement is the complete agreement between the parties on MEPO and replaces earlier understandings on the same subject. A promise made in conversation and absent from the documents of this agreement does not change it.

**19.2 Assignment.** The CLIENT may assign this agreement only with the PROVIDER's written consent. The PROVIDER may assign it to a company in its group or to a successor in a corporate reorganization, with a Notice, provided it maintains the data protection safeguards.

**19.3 Independence.** The parties are independent. This agreement does not create a partnership, agency, representation or employment relationship.

**19.4 Forbearance and invalidity.** Forbearance is not a waiver. If a clause is invalid, the others remain in force.

**19.5 Force majeure.** An unavoidable event beyond a party's reasonable control suspends the affected obligations for as long as it lasts, if the party notifies the other and seeks to reduce its effect. Lack of financial or personnel resources and ordinary planning are not force majeure. If the impossibility lasts 60 days, either party may terminate this agreement, and services already provided remain payable.

**19.6 Compliance.** Each party complies with the anti-corruption and economic sanctions laws that apply to it, such as Law No. 12.846/2013 (Brazilian Anti-Corruption Law).

**19.7 Language.** This agreement is written in Brazilian Portuguese. Translations published in other languages are provided for the CLIENT's convenience and, if there is any difference, the Portuguese (Brazil) version prevails.

**19.8 Subcontracting.** The PROVIDER may use contractors and providers to perform the service, including abroad, and remains responsible for the contracted scope, under [clause 14.5](#falhas-de-terceiros) and the DPA.

## 20. Governing law, venue and mandatory rules

**20.1 Governing law.** This agreement is governed by Brazilian law.

**20.2 Negotiation and venue.** Before any action, the parties try to resolve the dispute through negotiation for 15 days, counted from the Notice of the party raising it. After that, the courts of the Comarca (judicial district) of Manaus/AM are the chosen venue. The PROVIDER may also collect amounts due in the venue of the CLIENT's headquarters. These rules apply without prejudice to any jurisdiction that the law does not allow to be waived.

**20.3 Business contracting.** Because the CLIENT subscribes to MEPO for its business activity, the consumer protection rules do not apply to this agreement, including the Brazilian Consumer Defense Code (Law No. 8.078/1990) and the right of withdrawal in distance contracts.

**20.4 Mandatory rules.** Mandatory rules of public order that apply to the CLIENT or to the service, such as data protection rules and the European Union rules on switching providers of data processing services, remain in force. If a mandatory rule requires treatment different from that of this agreement, the rule applies and the rest of the agreement remains in force.

**20.5 Standard Contractual Clauses.** The Standard Contractual Clauses incorporated into the DPA follow the law and venue that they indicate. The rest of the DPA follows the law and venue of these Terms.

## Annex I: Functional scope

The Subscription covers the areas below, according to the contracted plan and the features available in the product. The Stock and purchasing plan includes the areas and dashboards marked for both plans. The Complete plan includes all areas. The free evaluation includes the whole product. The description does not promise future features.

**Features by area and plan**

| Area | What it includes | Plan |
| --- | --- | --- |
| Administration | Units, records, members, roles and permissions. | Both plans |
| Stock and Purchasing | Balances, movements, supply catalog, suppliers and brands, Brazilian tax invoices (Brazil Region only), purchase requests, purchase list, quotes, price comparison, orders, receipts and approval levels. | Both plans |
| Recipe Sheets and Menus | Recipes, costs, yields and operational planning. | Complete only |
| Contracts and Orders | Organization (Operator), Clients, Units, orders and billing. | Complete only |
| Production and Measurement | Daily plan, materials, waste, and forecast, served, reported and billable meals. | Complete only |
| Finance and Profitability | Accounts, expenses, measurements, closings, costs, margins and results. | Complete only |
| Issues and Compliance | Pending items, owners, obligations, documents and evidence. | Complete only |
| Intelligence and Audit | Dashboards, exceptions and history of deletions, rejections, confirmations and prior data. | Stock and purchasing dashboards: both plans. Other dashboards: Complete only. |

## Annex II: Getting started

The CLIENT starts using MEPO on its own. The Subscription does not include guided implementation and has no sign-up fee or setup fee.

**What the Subscription offers**

| Item | What it includes |
| --- | --- |
| First steps | First-steps list and guided tour inside the portal. |
| Setup | The Owner creates the Units, invites the Users and sets roles, permissions and parameters on the portal. |
| Documentation | MEPO documentation on the portal, while the Subscription is active. |
| Support | Support by email, under [Annex III](#anexo-iii). |

**Not included**

| Item | Detail |
| --- | --- |
| Guided implementation | Meeting, training, follow-up session or visit, remote or in person. |
| Data | Import, migration, extraction, data entry, cleansing, deduplication or correction of data carried out by the PROVIDER. The portal's import tools are included. |
| Integrations | API integration, reverse engineering or scraping. |
| Development | Development, customization or an exclusive report. |
| Operation | Setup or operation of MEPO by the PROVIDER. |

The CLIENT trains its own team with the portal guide and the documentation. Services outside the Subscription follow [clause 8.5](#servicos-adicionais).

## Annex III: Support and SLA

Support is included in the Subscription and is provided by email.

**Channel and hours**

| Item | Rule |
| --- | --- |
| Channel | Email: contato@mepo.so. The PROVIDER may inform another channel by Notice. |
| Service hours | From 8 a.m. to 6 p.m. on each Business Day, Brasília time (UTC−3). Business hours are the hours within those service hours. |
| Monitoring | MEPO checks the health of the service and logs errors automatically, 24 hours a day, 7 days a week. Service by people follows the service hours: outside them, tickets and alerts, including security alerts, are analyzed at the start of the next service hours. |
| Who opens a ticket | A User of the Organization, from the email address registered in MEPO. |

**Severity and first response**

| Severity | Example | First response |
| --- | --- | --- |
| P1 | System unavailable or serious incident | 4 business hours |
| P2 | Essential flow unavailable | 1 Business Day |
| P3 | Localized error with a workaround | 3 Business Days |
| P4 | Question, improvement or request | 5 Business Days |

**Support rules**

| Topic | Rule |
| --- | --- |
| Deadline | The deadline measures the first response, not the resolution. It starts on receipt of the email, if the email arrives within service hours, or at the start of the next service hours, and it runs only within service hours. P1 tickets receive periodic updates for as long as they remain open. |
| Coverage | Support covers incidents, errors and questions about use. It does not cover consulting, training, setup or operation of MEPO by the PROVIDER, migration, customization or development. |
| Ticket record | The email states the Organization and Unit, the name and role of the requester, the problem description, the approximate time, the screen or flow, and the evidence available, without sending a password, token or credential. |
| Classification | The PROVIDER may merge duplicate tickets and correct the severity reported, when the analysis shows a different impact. |
| Availability | There is no availability guarantee in percentage terms and no service credits, unless agreed in writing. |

## Annex IV: Free evaluation

This annex applies to the MEPO free evaluation. The evaluation lets you get to know the product before subscribing, with no automatic charge and no commitment. Whoever starts the evaluation accepts these Terms of Service, with this annex highlighted.

### IV.1 Acceptance and parties

**IV.1.1 Parties and authority.** In this annex, the CLIENT (CONTRATANTE) is the company on whose behalf the User accepts the evaluation, even if it has not yet subscribed to the Subscription. The User declares that they have authority to accept on behalf of the CLIENT and that the CLIENT uses MEPO for its business activity.

**IV.1.2 Acceptance of the evaluation.** The User accepts these Terms of Service when starting the evaluation, with this annex highlighted. MEPO records the acceptance, with the version and the integrity hash (SHA-256) of the Portuguese text, as the Terms of Service describe.

**IV.1.3 Other documents.** During the evaluation, the Data Processing Annex also applies, in the version in force at acceptance. The [Privacy Policy](/en/privacidade) explains how the PROVIDER processes account data. Terms defined in these Terms of Service have the same meaning here.

### IV.2 Duration and limits

**IV.2.1 Duration.** The evaluation lasts 30 calendar days from acceptance of these Terms of Service.

**IV.2.2 Limits.** The evaluation covers one Organization, one Unit and one User, with the same product that clients have.

**IV.2.3 One evaluation.** Each User and each company is entitled to one evaluation. Only the PROVIDER may restart it.

### IV.3 What is included

**IV.3.1 Included.** Use of the product for evaluation, the portal's first-steps guide and the documentation are included.

**IV.3.2 Not included.** Meetings, training, data import, migration or cleansing, integration, customization, support response times and any service level agreement are not included.

**IV.3.3 Use in operations.** The evaluation is not for critical use. The CLIENT does not use it as the official system of its operation.

### IV.4 Status of the evaluation and liability

**IV.4.1 Status of the evaluation.** Because it is free, the evaluation is offered as is, without the availability and support commitments of the Terms of Service.

**IV.4.2 Liability.** The PROVIDER's liability for the evaluation is limited to direct damages caused by willful misconduct or gross negligence. This limit does not affect anything the law does not allow to be limited.

### IV.5 Duties of the User and the CLIENT

**IV.5.1 Credentials and acceptable use.** The User protects their credentials and uses MEPO in accordance with the acceptable use rules in the Terms of Service.

**IV.5.2 Data entered.** The CLIENT enters only data that it is entitled to process. It does not enter sensitive personal data or children's data.

**IV.5.3 Fiscal documents.** Keeping fiscal documents and the other documents that the law requires to be retained is the CLIENT's obligation, as a taxpayer. The evaluation is not meant for keeping them. The CLIENT exports, while the evaluation is active, whatever it needs to retain, because after the evaluation ends access is blocked and does not allow exports.

### IV.6 Data and end of the evaluation

**IV.6.1 Data retention.** At the end of the 30 days, operational access ends and the data is blocked. The User may still log in to the portal, but sees only the closing message, the contact channel and the option to take out the Subscription. By accepting this annex, the CLIENT instructs the PROVIDER to retain the evaluation data for 12 months after the end, so that it can subscribe and resume it. After that period, the PROVIDER deletes the Organization created for the evaluation, including uploaded files and fiscal documents. Backups are deleted in the normal expiry cycle, which does not exceed 90 days.

**IV.6.2 Deletion before the deadline.** The Owner may ask the PROVIDER, by email to contato@mepo.so, to delete the evaluation data before that deadline. The PROVIDER handles the request within 15 days, after confirming that it comes from the Owner. Deletion is permanent, and a later subscription starts without that data.

**IV.6.3 Data processing.** The PROVIDER processes the evaluation data as processor, under the Data Processing Annex. The processing of account data follows the [Privacy Policy](/en/privacidade).

**IV.6.4 Export.** The User may export the data while the evaluation is active.

### IV.7 No charge and no automatic conversion

**IV.7.1 No charge.** The evaluation carries no charge, no commitment and no automatic conversion into a paid plan. Its end does not create any debt.

**IV.7.2 How to subscribe.** To subscribe, the Owner selects a plan on the portal and accepts these Terms of Service at payment. If this happens within the retention period set out in this annex, the evaluation data is unblocked and starts to follow the Subscription from acceptance of the Subscription. The evaluation period does not reduce the monthly fee or the Commitment.

### IV.8 Revocation

**IV.8.1 Revocation.** The PROVIDER may end the evaluation immediately, by Notice, in case of fraud, unlawful use or breach of these Terms of Service, and records the reason. In any early termination, the data follow the retention and deletion set out in this annex, counted from the termination date.

## Annex V: Data processing

This annex governs the processing of personal data that the PROVIDER (CONTRATADA) carries out on behalf of the CLIENT (CONTRATANTE) when providing MEPO. It forms part of the Terms of Service.

### V.1 Purpose, scope and documents

**V.1.1 Purpose.** This DPA governs the processing of CLIENT Personal Data by the PROVIDER, as processor, to provide MEPO.

**V.1.2 Part of the Terms.** This DPA is an annex to these Terms of Service. Terms defined in the Terms have the same meaning here.

**V.1.3 Legislation.** The LGPD applies and, where the processing is subject to the GDPR, the GDPR also applies. Where the two laws differ, the rule more protective of the Data Subject prevails.

**V.1.4 Precedence.** On personal data protection, this DPA prevails over the other parts of these Terms. The SCCs prevail over this DPA where they apply.

### V.2 Definitions

In addition to the terms defined in the agreement, the following definitions apply.

- **SCCs.** The European Commission's Standard Contractual Clauses, annexed to Commission Implementing Decision (EU) 2021/914.
- **Controller.** The natural or legal person, public authority, agency or other body which, alone or jointly with others, determines the purposes and means of the Processing of Personal Data (“controlador” under the LGPD and “controller” under the GDPR).
- **CLIENT Personal Data.** Personal Data contained in the CLIENT Data and processed by the PROVIDER as processor.
- **GDPR.** Regulation (EU) 2016/679 (General Data Protection Regulation).
- **Incident.** A breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, CLIENT Personal Data.
- **LGPD.** Law No. 13.709/2018 (Brazil's General Data Protection Law).
- **Processor.** A natural or legal person, public authority, agency or other body which processes Personal Data on behalf of the Controller (“operador” under the LGPD and “processor” under the GDPR).
- **Sub-processor.** A third party engaged by the PROVIDER that processes CLIENT Personal Data.
- **Data Subject.** The natural person to whom the Personal Data relates.
- **Processing.** Any operation or set of operations performed on Personal Data, such as collection, storage, consultation, use, transmission and deletion.

### V.3 Roles

**V.3.1 CLIENT as Controller.** As regards CLIENT Personal Data, the CLIENT is the Controller and the PROVIDER is the Processor.

**V.3.2 PROVIDER as Controller.** The PROVIDER is an independent Controller of account and contract, billing, security, portal and site usage data, and of its legal obligations. That processing follows the Privacy Policy and not this DPA.

**V.3.3 CLIENT's responsibilities.** The CLIENT:

(a) has a legal basis to process CLIENT Personal Data and to instruct the PROVIDER to process it;

(b) informs Data Subjects as the law requires;

(c) gives lawful instructions;

(d) manages the Users and their permissions;

(e) does not enter sensitive personal data or children's data.

**V.3.4 Sensitive data.** MEPO was not designed for sensitive personal data, such as health or biometric data. The CLIENT does not enter such data, including in free-text fields.

### V.4 Instructions

**V.4.1 Documented instructions.** The PROVIDER processes CLIENT Personal Data only to provide MEPO, in accordance with the agreement, this DPA, the use that the CLIENT and the Users make of the features, and the CLIENT's written and lawful instructions.

**V.4.2 Unlawful instruction.** If the PROVIDER considers that an instruction infringes the law, it informs the CLIENT and may refrain from following it until the CLIENT confirms or changes it.

**V.4.3 Other purposes.** The PROVIDER does not process CLIENT Personal Data for its own purposes, does not sell it and does not share it, except in the cases provided in this DPA or where the law requires.

**V.4.4 Legal requirement.** If the law requires the PROVIDER to process the data beyond the instructions, it informs the CLIENT beforehand, unless the law prohibits it.

**V.4.5 Reading of invoice images.** Reading of invoice images by an external provider is disabled. The PROVIDER enables it only when the following controls are proven:

(a) an enterprise data processing agreement with the provider;

(b) processing in the United States;

(c) retention of the content by the provider for no more than 30 days, to monitor abuse;

(d) a prohibition on using the content to train models;

(e) no image stored by the PROVIDER, and no identifier of a User, Organization or Unit sent to the provider.

**V.4.6 Use of the enabled feature.** With the feature enabled, the User confirms, for each use, that they have covered the consumer's CPF (Brazilian individual taxpayer number), name and other personal data, and accepts the privacy notice. The PROVIDER records that acceptance together with the document. The result always requires review by a User before any effect on stock. If the consumer's data cannot be covered, the User uses the QR code, the access key, the XML or manual entry.

### V.5 Confidentiality

**V.5.1 Authorized persons.** The PROVIDER limits access to CLIENT Personal Data to the persons who need it to provide the service, and those persons undertake a duty of confidentiality.

### V.6 Security

**V.6.1 Measures.** The PROVIDER adopts the technical and organizational measures in [Appendix V.18](#dpa-anexo-ii), appropriate to the risk, and maintains them for as long as it processes CLIENT Personal Data.

**V.6.2 Evolution of the measures.** The PROVIDER may update these measures, provided it does not reduce the level of protection.

**V.6.3 CLIENT's responsibility.** The CLIENT protects the credentials, devices and settings under its control and gives each User only the permissions that User needs.

### V.7 Sub-processors

**V.7.1 General authorization.** The CLIENT authorizes the PROVIDER to engage the Sub-processors listed in Table A of [Appendix V.19](#dpa-anexo-iii).

**V.7.2 Contract with the Sub-processor.** The PROVIDER engages each Sub-processor in writing, with data protection obligations equivalent to those of this DPA, and remains responsible to the CLIENT for their performance.

**V.7.3 Notice of change.** Before adding or replacing a Sub-processor, the PROVIDER updates [Appendix V.19](#dpa-anexo-iii) and notifies the Owner by email at least 30 days in advance. The notice states the name of the Sub-processor, the purpose, the data, the country and the transfer mechanism.

**V.7.4 Objection.** The CLIENT may object to the change, by email and within 15 days of the notice, if it has a reasonable data protection ground. The parties seek a solution in good faith. While the objection is pending, the PROVIDER does not use the new Sub-processor for CLIENT Personal Data, where technically possible. If no solution is reached within 30 days of the objection, the CLIENT may terminate the affected part of the service, or the agreement, by Notice. In that case, the monthly fees of the annual plan falling due after the termination are not payable, and the PROVIDER refunds the amount paid and not used.

**V.7.5 Urgent replacement.** If a Sub-processor ceases to provide the service or there is a security risk, the PROVIDER may replace it without the period in [clause V.7.3](#dpa-aviso-de-mudanca) and notifies the CLIENT immediately afterwards. The objection follows [clause V.7.4](#dpa-objecao).

**V.7.6 Suppliers without CLIENT Personal Data.** A supplier that does not process CLIENT Personal Data is not a Sub-processor. Table B of [Appendix V.19](#dpa-anexo-iii) lists the PROVIDER's suppliers for the data it controls, for transparency.

### V.8 International transfers

**V.8.1 Where the data is held.** CLIENT Personal Data from all Regions is processed on the PROVIDER's infrastructure and in the countries of the Sub-processors in [Appendix V.19](#dpa-anexo-iii).

**V.8.2 From the European Union to the PROVIDER.** Where the GDPR applies to CLIENT Personal Data, the transfer to the PROVIDER in Brazil is governed by the SCCs, Module Two (controller to processor), which form part of this DPA, with these choices:

(a) Clause 7 (docking clause): included;

(b) Clause 9(a): Option 2, general written authorization, with 30 days' notice of changes, under [clause V.7.3](#dpa-aviso-de-mudanca);

(c) Clause 11(a): no option for an independent dispute resolution body; the contact point for complaints is the one in [section V.16](#dpa-contato);

(d) Clause 13: the competent supervisory authority is that of the Member State in which the CLIENT is established;

(e) Clauses 17 and 18(b): the law and the courts of the Member State of the European Union in which the CLIENT is established; if that law does not allow third-party beneficiary rights, the law and the courts of Portugal;

(f) Annexes I, II and III to the SCCs: [Appendix V.17](#dpa-anexo-i), [Appendix V.18](#dpa-anexo-ii) and [Appendix V.19](#dpa-anexo-iii) of this DPA.

**V.8.3 Adequacy decision.** If an adequacy decision of the European Commission covers the transfer, it applies in place of the SCCs while it is in force. The SCCs apply again if the decision ceases to apply.

**V.8.4 Sub-processors abroad.** The PROVIDER transfers CLIENT Personal Data to a Sub-processor outside Brazil, and outside the European Economic Area where the GDPR applies, only with a valid mechanism: standard contractual clauses, an adequacy decision or another mechanism provided by law. The mechanism of each Sub-processor is listed in [Appendix V.19](#dpa-anexo-iii). For data subject to the LGPD, the PROVIDER follows Art. 33 of the LGPD and ANPD Board Resolution No. 19/2024.

**V.8.5 Requests from foreign authorities.** If a public authority asks the PROVIDER for access to CLIENT Personal Data, the PROVIDER informs the CLIENT, unless the law prohibits it; reviews whether the request is lawful and challenges it where there are grounds to do so; and discloses only the minimum necessary.

**V.8.6 Transfer assessment.** On request, the PROVIDER provides the information the CLIENT needs to assess the transfer.

### V.9 Rights of Data Subjects

**V.9.1 Requests received by the PROVIDER.** If the PROVIDER receives a request from a Data Subject about CLIENT Personal Data, it forwards the request to the CLIENT within 5 Business Days and does not respond to the Data Subject, unless the CLIENT instructs otherwise or the law requires it.

**V.9.2 Assistance.** The PROVIDER helps the CLIENT respond to Data Subject requests. To that end, MEPO offers consultation, correction, export and deletion of data and, where these features are not sufficient, reasonable support from the PROVIDER's team, taking into account the nature of the processing.

**V.9.3 Costs.** Routine support has no cost. The PROVIDER may quote effort that exceeds what is reasonable.

### V.10 Impact assessments and authorities

**V.10.1 Impact assessments.** The PROVIDER helps the CLIENT with data protection impact assessments and with prior consultations with authorities, by informing how MEPO processes data.

**V.10.2 Records and cooperation.** The PROVIDER keeps a record of the processing activities it carries out as Processor (Art. 37 of the LGPD and Art. 30(2) of the GDPR) and cooperates with data protection authorities.

### V.11 Incidents

**V.11.1 Notice.** The PROVIDER notifies the Owner by email, without undue delay and within 48 hours after confirming an Incident.

**V.11.2 Confirmation.** The PROVIDER confirms an Incident when it concludes, on reasonable grounds, that a security breach affecting CLIENT Personal Data has occurred. It investigates the indications without delay.

**V.11.3 Content of the notice.** The notice describes, with the information available: the nature of the Incident; the categories and approximate number of Data Subjects and records; the likely consequences; the measures taken or proposed; and a contact point. The PROVIDER sends the remaining information as soon as it has it, in phases if necessary.

**V.11.4 Containment.** The PROVIDER takes measures to contain the Incident and reduce the harm, and supports the CLIENT in meeting its duties to notify the authority and the Data Subjects.

**V.11.5 Communication to third parties.** The decision to notify the authority and the Data Subjects rests with the CLIENT, as Controller. The PROVIDER does not name the CLIENT in public communications about the Incident without its consent, unless the law requires it. A notice of an Incident is not an admission of fault.

### V.12 Retention, return and deletion

**V.12.1 During the agreement.** The PROVIDER keeps CLIENT Personal Data for as long as the Subscription lasts and the data is necessary for the service. In a free evaluation with no subscription, preservation and deletion follow [Annex IV](#anexo-avaliacao-gratuita).

**V.12.2 After the agreement.** At the end of the agreement, the CLIENT has 30 calendar days to consult and export the data, under [section 16](#exportacao-troca-provedor) of these Terms. After that period, the PROVIDER deletes or returns CLIENT Personal Data within 30 days, as the CLIENT chooses. Without a choice, it deletes.

**V.12.3 Backups.** Backups containing such data are deleted in the normal expiry cycle, which does not exceed 90 days, and are protected until then.

**V.12.4 Exceptions.** The PROVIDER keeps CLIENT Personal Data after that period only where the law requires it, for the time and purpose the law requires, and informs the CLIENT. Legal retention of the CLIENT's fiscal documents and other records is the CLIENT's duty, and the CLIENT exports them before deletion.

**V.12.5 Deletion during the agreement.** The CLIENT may delete data within MEPO itself or request deletion from support. Audit records and confirmed documents may be kept as the feature requires.

**V.12.6 Confirmation.** At the CLIENT's request, the PROVIDER confirms deletion in writing.

### V.13 Information and audit

**V.13.1 Information.** The PROVIDER provides the CLIENT with the information necessary to demonstrate compliance with this DPA, through this document, responses to security questionnaires and technical documentation.

**V.13.2 Audit.** If that information is not sufficient, the CLIENT, or an independent auditor it engages and who is bound to confidentiality, may audit compliance with this DPA once a year, with 30 days' notice. It may also audit after an Incident or at the request of an authority.

**V.13.3 Conditions of the audit.** The audit is remote. It is on-site only where necessary and proportionate, during business hours. It does not give access to data of other customers, to source code or to information that compromises security. The CLIENT bears the costs of the audit, and the PROVIDER may quote the time of its team that exceeds one working day.

**V.13.4 Result.** The CLIENT shares with the PROVIDER the audit report and findings. The parties agree on a plan to correct the failures found.

### V.14 Liability

**V.14.1 Limit of the Terms.** The parties' liability under this DPA follows [section 14](#responsabilidade) of these Terms, including its limit.

**V.14.2 Data Subjects and recourse.** Nothing in this DPA or in the agreement limits the rights of Data Subjects or the rights that the SCCs grant them. Toward the Data Subject, each party is liable as the law provides. Between the parties, a party that pays compensation greater than its share of liability may recover the difference from the other (Art. 42, § 4, of the LGPD and Art. 82(5) of the GDPR).

### V.15 Duration, changes and governing law

**V.15.1 Duration.** This DPA remains in force while the PROVIDER processes CLIENT Personal Data, including after the end of the agreement, until the data is deleted or returned.

**V.15.2 Changes.** The PROVIDER may update this DPA under [section 17](#mudancas) of these Terms. A change of Sub-processors follows [section V.7](#dpa-suboperadores). A change to the SCCs made by the European Commission takes effect on its entry into force.

### V.16 Contact and Data Protection Officer

**V.16.1 Channel.** Requests, questions and notices about this DPA go to contato@mepo.so. The Data Protection Officer (Encarregado) for the processing of personal data by the PROVIDER can be reached at this email address.

**V.16.2 Representative in the European Union.** If the PROVIDER appoints a representative in the European Union, it informs the Owner and updates this DPA.

### V.17 Appendix: Description of the processing

This section describes the processing and serves as Annex I to the SCCs.

**Parties**

| Party | Identification |
| --- | --- |
| Exporter and Controller | The CLIENT, identified in the Subscription. Contact: the Owner, at the email address registered in MEPO. |
| Importer and Processor | SUDO TECH SERVICOS TECNOLOGICOS LTDA, CNPJ (Brazilian company tax ID) 58.279.772/0001-94, Rua Belo Horizonte, nº 889, Sala Z, Aleixo, CEP 69.060-601, Manaus/AM, Brazil. Contact and Data Protection Officer: contato@mepo.so. |

**Description of the processing**

| Item | Description |
| --- | --- |
| Subject matter and nature | Hosting and processing of CLIENT Data to operate MEPO: collection through entry or import by Users, storage, consultation, calculation, export, sending of service emails and deletion. |
| Purposes | Providing MEPO, supporting it, protecting the service and complying with the PROVIDER's legal obligations as Processor. |
| Duration | While the Subscription lasts, plus the export and deletion periods in [section V.12](#dpa-eliminacao). In a free evaluation with no subscription, the retention period in [Annex IV](#anexo-avaliacao-gratuita). |
| Categories of Data Subjects | Users of the Organization, including members and invitees; representatives and contacts of the CLIENT's customers and suppliers; issuers of fiscal documents who are natural persons; external menu reviewers and invited quote respondents; and, exceptionally, consumers identified in a fiscal document. |
| Categories of Personal Data | Identification and contact entered in MEPO (name, email, phone, role, Unit and permissions); audit records of the Users' operations (author, date and action); supplier and business contact data; fiscal and purchasing documents; and any personal data that the CLIENT enters in free-text fields or files. Account, access, security and portal usage data are processed by the PROVIDER as Controller, under the Privacy Policy. |
| Sensitive data | Not provided for. The CLIENT does not enter it ([clause V.3.4](#dpa-dados-sensiveis)). |
| Frequency | Continuous, while Users use MEPO. |
| Retention | As set out in [section V.12](#dpa-eliminacao) and, in a free evaluation with no subscription, [Annex IV](#anexo-avaliacao-gratuita). |
| Sub-processors | Table A of [Appendix V.19](#dpa-anexo-iii). |

**Supervisory authority and complaints channel**

| Item | Indication |
| --- | --- |
| Competent supervisory authority (SCCs, Clause 13) | That of the European Union Member State in which the CLIENT is established. |
| National authority (LGPD) | National Data Protection Authority (ANPD), in Brazil. |
| Contact point for complaints (SCCs, Clause 11) | contato@mepo.so |

### V.18 Appendix: Technical and organizational measures

The PROVIDER adopts the measures below. This section serves as Annex II to the SCCs.

**Measures by area**

| Area | Measures |
| --- | --- |
| Separation between customers | The data of each Organization and each Unit is logically separated in the database, by Organization and Unit identifier. The server applies the Organization and Unit filter to every query and checks access on each request. |
| Access control | Access depends on the User's role and on the Units to which the User has access. The server checks permission on each route: hiding a button on the screen neither grants nor removes access. The Owner manages roles and invitations. |
| Authentication and sessions | Passwords are stored only as hashes. The access link sent by email is valid for 24 hours. The session expires after 7 days without use and is revocable on the server: resetting the password ends open sessions. The session cookie is HttpOnly, SameSite Lax and Secure in production. |
| External links | Menu-review and supplier-quote links use a limited-use token, stored only as a hash, with expiry, revocation and a short session. |
| Encryption in transit | Access uses HTTPS. The connection between the hosting provider and the server passes through an encrypted tunnel. The database has no public port. |
| Storage | Uploaded and generated files are kept in private storage, with no public address, encrypted at rest by the provider. Downloads use a signed, short-lived address, issued only after checking the User's permission. Uploads are validated by size, fingerprint (SHA-256) and content type. |
| Records and audit | Sensitive operations, such as deletions, approvals, confirmations, payments and closings, generate audit records that the User cannot alter. Technical records mask sensitive data. |
| Service protection | Request rate limits, security headers (HSTS, prohibition of framing by other sites and of content-type sniffing), an allowlist of origins and a limit on request body size. |
| Development and release | Every change goes through automated tests, type checking and end-to-end tests before release. Database changes are backward compatible. The release checks the health of the service. |
| Secrets | Keys and secrets are kept in environment variables of the server and of the hosting, outside the code. Billing uses restricted keys, and the signature of each Payment Provider event is verified. |
| Vulnerabilities | The PROVIDER monitors security advisories for dependencies and applies fixes according to their severity. |
| Backups | The PROVIDER keeps backups of the database and files, with the retention in [clause V.12.3](#dpa-copias-de-seguranca). |
| Incident response | The PROVIDER investigates the indications without delay, within the service hours of [Annex III](#anexo-iii), contains the harm and notifies the CLIENT under [section V.11](#dpa-incidentes). |
| People | Access by the PROVIDER's personnel to CLIENT Personal Data is limited to those who need it to operate and support the service. When support needs to view the account as the User sees it, the session lasts no more than 1 hour. |
| Artificial intelligence | Artificial intelligence features receive only the necessary text, without User, Organization or Unit identifiers, and a User reviews every result. The provider may not use the content to train models. Reading of invoice images is disabled. |
| Deletion | As set out in [section V.12](#dpa-eliminacao). A closed evaluation without a subscription is blocked and then deleted 12 months after its end, by an automatic routine. |

### V.19 Appendix: Sub-processors and other suppliers

This section lists the suppliers and serves as Annex III to the SCCs.

**Table A: Sub-processors**

| Supplier | Purpose | Data | Location | Transfer mechanism |
| --- | --- | --- | --- | --- |
| Infrastructure provider | Application server and MEPO's PostgreSQL database | All CLIENT Data | Germany (European Union) | For data subject to the GDPR, there is no transfer outside the European Economic Area. For data subject to the LGPD, standard contractual clauses under ANPD Board Resolution No. 19/2024 in the contract with the provider |
| Cloudflare, Inc. | Hosting of the site and the portal, DNS, protection and tunnel to the server; private file storage (R2); sending of service emails | Data in transit, uploaded and generated files, email addresses and content of service messages | Global network. R2 files have no jurisdictional restriction. | Standard contractual clauses in Cloudflare's data processing agreement |
| OpenAI | Suggestion of invoice item categories and of recipe sheet ingredients; reading of invoice images, only if enabled | Text sent to the feature, such as item descriptions, preparation names and catalog supply names. For image reading, the invoice image with the consumer's data covered | United States | Standard contractual clauses in OpenAI's data processing agreement. The provider retains the content for up to 30 days to monitor abuse and does not use it to train models |

**Table B: Suppliers of the data the PROVIDER controls**

| Supplier | Purpose | Data | Location | Transfer mechanism |
| --- | --- | --- | --- | --- |
| Stripe | Billing of the Subscription | Owner's name and email, billing name and address, CNPJ or other tax registration, payment method and invoice history | Brazil and United States | Standard contractual clauses in Stripe's data processing agreement |
| PostHog | Usage analytics of the portal and site, error logging and session recording with all text masked | User identifier, name, email and role (on the portal), usage events, page, browser, language, IP address and errors. On the site, only with consent | United States | Standard contractual clauses in PostHog's data processing agreement |
| Cloudflare, Inc. (Web Analytics) | Aggregate measurement of site traffic and performance, without cookies | Visit, page, country and browser | Global network | Standard contractual clauses in Cloudflare's data processing agreement |

**Contact channels.** Support is provided by email. WhatsApp (Meta) is used only for commercial contact and must not receive CLIENT Personal Data. Do not send passwords or unnecessary personal data through any channel.

### V.20 Appendix: Correspondence with Art. 28(3) of the GDPR

This table is informative. It shows where this DPA meets each requirement of Art. 28(3) of the GDPR.

**Where each requirement is met**

| Requirement of Art. 28(3) | Where it is addressed |
| --- | --- |
| (a) Processing only on documented instructions | [Section V.4](#dpa-instrucoes) |
| (b) Duty of confidentiality of authorized persons | [Section V.5](#dpa-confidencialidade) |
| (c) Security measures (Art. 32) | [Section V.6](#dpa-seguranca) and [Appendix V.18](#dpa-anexo-ii) |
| (d) Conditions for engaging another processor (Art. 28(2) and (4)) | [Section V.7](#dpa-suboperadores) and [Appendix V.19](#dpa-anexo-iii) |
| (e) Assistance in responding to requests from Data Subjects | [Section V.9](#dpa-titulares) |
| (f) Assistance with security, incidents and impact assessments (Arts. 32 to 36) | [Section V.6](#dpa-seguranca), [section V.10](#dpa-avaliacao-impacto) and [section V.11](#dpa-incidentes) |
| (g) Deletion or return of the data at the end of the service | [Section V.12](#dpa-eliminacao) |
| (h) Information and audits | [Section V.13](#dpa-auditoria) |

## Annex VI: Website use

This annex applies to the use of the mepo.so website. Use of the portal follows these Terms of Service.

### VI.1 About the site

**VI.1.1 Who operates the site.** The site is operated by SUDO TECH SERVICOS TECNOLOGICOS LTDA, CNPJ (Brazilian company tax ID) 58.279.772/0001-94, with its registered office at Rua Belo Horizonte, nº 889, Sala Z, Aleixo, CEP 69.060-601, Manaus/AM, Brazil. By using the site, you agree to this annex.

**VI.1.2 What the site covers.** The site presents MEPO, publishes content and enables commercial contact. Those who subscribe to or test MEPO use the portal (portal.mepo.so), which is governed by these Terms of Service.

**VI.1.3 Business use.** The site is aimed at companies. This annex applies to anyone who uses it on behalf of a company.

### VI.2 Use of the site

**VI.2.1 Lawful use.** Use the site lawfully. Do not attempt to access restricted areas, systems or accounts without authorization, do not send malicious code, do not extract data in bulk by automated means, and do not infringe the rights of third parties.

**VI.2.2 Information you send.** Information you send through a form, WhatsApp or email must be true. Do not send personal data of third parties unless you have a basis to do so, nor sensitive personal data.

### VI.3 Site content

**VI.3.1 Nature of the content.** The texts, articles, prices and descriptions on the site are for information only. They are not a binding offer, nor professional, nutritional, tax, legal or health advice. The applicable price is the one published at the time of subscription and recorded in the Subscription.

**VI.3.2 Changes to the content.** We may change, suspend or remove pages and materials at any time.

### VI.4 Intellectual property

**VI.4.1 Ownership.** The texts, visual identity, logos, images, interface and structure of the site belong to SUDO TECH SERVICOS TECNOLOGICOS LTDA or to its licensors.

**VI.4.2 Permissions.** You may view the site and quote short excerpts, with attribution to the source. Any other use, such as copying, republishing, selling, sublicensing or commercially exploiting the site, requires written authorization, except where the law permits.

### VI.5 Third-party links and services

**VI.5.1 External links.** The site links to third-party services, such as WhatsApp and the payment page of the Payment Provider. Each service has its own terms and policy. We are not responsible for practices, availability or content maintained solely by third parties.

### VI.6 Availability and liability

**VI.6.1 Availability.** We work to keep the site stable and secure, but we do not guarantee uninterrupted availability or the absence of faults.

**VI.6.2 Liability.** The site is free of charge. To the fullest extent the law allows, we are not liable for decisions made solely on the basis of the site's content, nor for indirect damages or lost profits. This does not limit liability that the law does not allow to be limited.

### VI.7 Privacy and cookies

**VI.7.1 Data processing.** The processing of personal data on the site, including cookies, follows the [Privacy Policy](/en/privacidade).

### VI.8 Governing law and venue

**VI.8.1 Governing law and venue.** Use of the site is governed by Brazilian law and by the courts of the Comarca (judicial district) of Manaus/AM, as set out in these Terms of Service. If the law grants you rights that these terms cannot waive, those rights remain in force.