Terms and Conditions

Effective April 05, 2021
OBJECT
This document describes the general terms and conditions (the "Terms and Conditions") applicable to the access and use of the services offered ("the Services") by CLUBBIN S.A.S., a simplified joint stock company, incorporated under the laws of the Republic of Colombia, identified with NIT No. 901.331.682-1, whose registered office is located at Cra 7b # 124 - 20 in the city of Bogotá D.C. ("Clubbin"), through its proprietary mobile application ("Clubbin App").
Any person wishing to access and/or use the mobile application and its services may do so subject to the Terms and Conditions, along with all other policies and principles governing Clubbin and which are incorporated herein by reference. Consequently, all visits and all acts and contracts made in Clubbin App, as well as its legal effects, shall be governed by these rules and subject to applicable law in Colombia.


The Terms and Conditions and the Personal Data Processing Policy contained in this document shall apply to and be understood as an integral part of all acts and contracts executed or entered into through the offer and marketing systems comprised in Clubbin App between Clubbin App End Users and Clubbin.

The End User must read, understand and accept all the conditions set forth in the Terms and Conditions and in the Personal Data Processing Policy, as well as in the other documents incorporated therein by reference, prior to his registration as a user of Clubbin App. Should the user make use of Clubbin App, this shall imply full acceptance of the conditions set forth in the Terms and Conditions and in the Clubbin Policies. By such use of Clubbin App, the End User shall be bound to expressly comply with such Terms and Conditions and the Personal Data Processing Policy, not being able to claim ignorance of such documents.

ANY PERSON WHO DOES NOT ACCEPT THESE TERMS AND CONDITIONS AND THE PERSONAL DATA PROCESSING POLICY, WHICH ARE MANDATORY AND BINDING, MUST REFRAIN FROM USING THE APP AND/OR ITS SERVICES.

CAPACITY

The Services are only available to persons who have legal capacity to contract. The Services may not be used by persons who do not have such capacity, minors or Clubbin End Users who have been temporarily suspended or permanently banned.

The acts that may be performed by minors or persons who do not have the legal capacity to contract in Clubbin App, will be the responsibility of their parents, guardians or curators and, therefore, are considered performed by them in exercise of the legal representation they hold.

In the event that a legal entity is registered as an End User of Clubbin App, whoever does so must have the legal representation of such entity and the power to bind it in accordance with the Terms and Conditions and the Personal Data Processing Policy.


REGISTRATION AND USE OF CLUBBIN APP

To become an authorized user ("the End User") of Clubbin App, the registration form must be completed in all its fields with valid data, so you can use the Services provided by Clubbin and purchase the products and services offered on Clubbin App. The prospective End User must complete the form with his/her personal information in an accurate, precise and truthful manner ("the Personal Data") and undertakes to update the Personal Data as necessary. Clubbin may use various means to identify its End Users, but is not responsible for the accuracy of the Personal Data provided by its End Users. End Users guarantee and are responsible, in any case, for the truthfulness, accuracy, validity and authenticity of the Personal Data provided. Clubbin reserves the right to request any additional proof and/or data in order to corroborate the Personal Data of its End Users, as well as to temporarily or permanently suspend those End Users whose data could not be confirmed. In these cases of suspension, Clubbin may cancel the purchases made by the End User, with the corresponding refund of the purchase price, without giving rise to any right to compensation or indemnification by Clubbin to the End User.

Clubbin will process and store the Personal Data on servers with high standards of security and physical and technological protection. For more information about the privacy of Personal Data and cases in which personal information will be disclosed, please refer to our Personal Data Processing Policy.

Each End User may only hold one Clubbin account ("the Account") and access it by entering a user name and password ("the Password") that will allow him/her personalized, confidential and secure access. The End User agrees to maintain the confidentiality of your Password, which is for personal use and its delivery to third parties by the End User, exonerates Clubbin from liability in case of improper, negligent, incorrect and / or fraudulent use.

The End User shall be responsible for all operations carried out in and from his Account, since access to the same is restricted to the entry and use of his Password, which is the exclusive knowledge of the End User. The End User agrees to notify Clubbin immediately and by suitable and reliable means of any unauthorized use of his Account and/or Password, as well as the entry by unauthorized third parties to the same.

Clubbin reserves the right to reject any registration request, to temporarily suspend or permanently disable the Account of an End User without being obliged to communicate or explain the reasons for its decision and without this giving rise to any right to compensation or indemnification by Clubbin to the End User. In the event of suspension or disqualification, all of the End User's postings will be removed from the Clubbin App.

MODIFICATIONS

Clubbin may modify or replace the Terms and Conditions (or any of the agreements that form part of these Terms and Conditions), at any time ("the Modifications"). Modifications to these Terms and Conditions will be posted on the Clubbin App with a change to the update date at the top of these Terms and Conditions. The Modifications will be effective ten (10) days following the update date. It is your responsibility to periodically review these Terms and Conditions for Modifications. Your continued use of the Services after the effective date of any Modification to the Terms and Conditions constitutes acceptance of such Modifications.

If you do not accept a Modification to any of these Terms and Conditions, the End User must cease accessing, browsing and otherwise using the Services and contact Clubbin to report the non-acceptance; in such event, the contractual relationship will be terminated and the End User's Account will be disabled.

ALLIED USER

The Allied User is any legal entity that, in the development of its corporate purpose, is the owner of commercial establishments dedicated to entertainment and the sale of alcoholic beverages and food.

END USER

The End User is any natural person of legal age who, as the final recipient, uses the Services for the conclusion of a contract of sale or any other type of lawful contract, in order to purchase goods or services from Allied Users or directly from Clubbin.

THE SERVICES

The Services constitute a technology platform (Clubbin App, Clubbin domains, any technology services provided by Clubbin, including application programming interfaces and any free mobile applications offered, maintained and provided by Clubbin) that allows Allied Users to publish and promote their products and services available at their business establishments (events, tickets or covers, drinks, consumption packages or combos, among others), offer and sell them to End Users, who, in turn, can purchase them through Clubbin App. Unless otherwise agreed by Clubbin in a separate written agreement with the End User, the Services are made available for personal, non-commercial use only.

Each of the products and services offered by the Allied User shall contain the terms and conditions applicable to each of them, such as quantity, availability, brand and presentation, among others. It shall be the obligation of the Allied User to ensure that the product or service offered complies with national and local legislation in force and other applicable rules and regulations. Clubbin reserves the right to update, modify and/or discontinue the products or services offered through Clubbin App.

Clubbin provides a space where Allied Users and End Users can carry out their transactions, through Clubbin App; however, it is not the producer, supplier, seller, distributor or agent of the products, the provider of the services, nor the organizer or owner of the events offered by the Allied Users in Clubbin App. To make Clubbin App purchases, End Users must follow the procedure set forth below:

Access and use the Services with their Account and Password.

Browse the Services in search of products and services offered by Allied Users that are of interest to them.

Select a product or service. Clubbin App makes available to the End User the characteristics, terms and conditions and total value of the products and services offered by the Allied Users, by means of photographs and reference notes that allow their full individualization for detailed analysis by the End User.


Validate the product or services chosen. The Allied User will display a summary of the product or service in terms of its general conditions, quantity, availability, brand and presentation, among others, so that the End User can confirm his interest in acquiring the selected product or service.

Enter the product or service to the shopping cart. This entry corresponds to the unequivocal will of the End User to acquire a certain product or service, since he/she has been sufficiently informed of its characteristics, having the possibility of acquiring it or not.

Value. Once the preceding steps have been completed, the value to be paid for the purchase of the products or services entered in the shopping cart is made available to the End User.

To pay. The End User will make the payment of the product or service purchased from the Allied User, through the virtual platforms available in Clubbin App for this purpose, with the applicable taxes and by the payment method of his preference and, after that, the payment gateway provider will send him a receipt by email.

My Purchases. Upon payment of the products or services purchased from the Allied Users, each will be linked to a QR code, in the "My Purchases" section of Clubbin App to make it effective at the merchant establishment or at the event of the Allied User on the date established for that purpose.

Summary and email. Once the above steps are completed, a pop-up window will be displayed to the End User with the detailed summary of the transaction, which will also be sent to the email provided by the End User when opening his/her Account.

Redeeming Products or Services. The products or services purchased by the End User and located in the "My Purchases" section of Clubbin App, with a QR code for each one, may be redeemed through the scanning of the QR code by the Allied User and the physical delivery of each product or service purchased. In the event that at the time of redemption the product or service purchased is not available, the End User may decide between the following alternatives: (i) redeem, excluding the unavailable product or service, in which case the End User will keep the unavailable product or service to redeem on another date, or (ii) communicate to an official of the Allied User that he/she wishes to make the redemption with a substitute or similar product or service.

Accordingly, once the End User makes the purchase of any product or service offered by an Allied User and makes its payment, through Clubbin App, a purchase contract is generated between the Allied User and the End User. In that sense, Clubbin is not a party to such purchase contract, does not act as a representative of the Allied User, nor assumes any liability in connection with such contract.

The Allied User is responsible for the products and services sold, through Clubbin App, and must provide assistance to the End User's claims regarding the terms and conditions under which the products and services were offered by the Allied User on Clubbin App. However, and because Clubbin wishes to guarantee the End User a safe space in which to make purchases and exercise any rights provided by law, Clubbin makes available its Customer Service Team.

All payments made by End Users for the purchase of products or services offered by Allied Users will be made through the Clubbin App. Clubbin may use third party providers to process payments for transactions made on Clubbin App, acting as a limited representative of the Allied User, for the sole purpose of collecting payments paid by End Users, as a result of the purchase of products or services offered by the Allied Users.

USE OF THE SERVICES

Clubbin grants you a personal, non-exclusive, non-transferable, non-sublicensable, revocable and limited right to access and use the Services solely for the purposes of browsing the Services and searching, viewing and registering to purchase the products and services offered by the Allied Users on the Clubbin App. Without limiting the foregoing, you shall not and will not permit anyone, directly or indirectly: (i) copy, modify, reproduce, reproduce, translate, port localize or create derivatives of any part of the Services; (ii) reverse engineer, disassemble, decompile or otherwise attempt to discover the source code or structure, sequence and organization of all or any part of the Services; (iii) lease, resell, distribute, use the Services for commercial purposes not contemplated by this paragraph or otherwise exploit the Services in an unauthorized manner or for any unauthorized or unintended purpose; (iv) remove or alter any proprietary notices or labels on the Services; or (v) engage in any activity that interferes with or disrupts the Services. All rights not expressly granted in this paragraph are reserved.

CLUBBIN'S DUTIES

Under these Terms and Conditions, Clubbin, undertakes to: (i) indicate the general characteristics of the product or service offered by the Allied User to serve as a reference to the End Users; (ii) sufficiently inform about the means enabled for the End Users to make the payment; (iii) inform at the indicated time and sufficiently the data of the Allied Users with whom the End Users are to enter into the purchase contract; (iv) send to the email provided by the End User a summary of the purchases and the record of the transaction; (v) make available to End Users the terms and conditions of use of the Services in an updated form; (vi) use the Personal Data only for the purposes set forth in the Personal Data Processing Policy; (vii) use information and validation mechanisms during the transaction such as pop-up windows (Pop Ups), which allow the End User to accept or not each step of the purchase process.
RIGHT OF WITHDRAWAL AND REVERSAL OF PAYMENT

Clubbin, as well as the Allied Users that use Clubbin App to market products and services, offer End Users the possibility to retract the purchase during the first five (5) business days after the purchase of the product or service. The right of withdrawal must be requested through the channels established in the Personal Data Processing Policy.

The maximum term to exercise the right of withdrawal will be five (5) business days from the date of purchase of the products or services in Clubbin App and delivery of the QR codes. In the event that the product has begun to be consumed, the service has begun to be provided by the Allied User with the consent of the End User or when less than five (5) days elapse between the time when the right of withdrawal is exercised and the date agreed for the beginning of the provision of the service, the End User may not exercise the right of withdrawal.

The End User may request to reverse the payment of a product or service purchased on Clubbin App directly with its bank, in the event that the End User has been subject to fraud, the payment corresponds to a transaction not made by the End User or the product or service purchased has not been received by the End User.

In case the End User has requested the reversal of the payment and bad faith is determined on the part of the End User, the claimed transaction will be definitively charged and the Superintendence of Industry and Commerce may impose penalties of up to fifty (50) legal monthly minimum wages in force.

To request the reversal of the payment, the End User must file a complaint with Clubbin within five (5) business days from the date on which he/she became aware of the fraud, the unsolicited transaction or the inconvenience with the purchased product. In the event that the End User is not the same holder of the payment instrument, the request for reversal before the bank must be submitted by the holder of the financial product.

Once the complaint is filed with Clubbin and the request for reversal with the bank issuing the payment instrument, they will have a period of fifteen (15) business days to make the reversal effective.

REFUNDS

Refunds for withdrawal processes will be made by the same payment method initially used. Clubbin will only refund the money to the account holder in Clubbin App, once it is approved, through one of the following methods:

Bank Consignment: In order to receive the money in the bank account, the End User must provide the following information to Clubbin: (i) bank entity, (ii) type of account, (iii) account number, (iv) full name of the account holder and (v) identification number. This refund may take up to 15 business days.

Reversal to Credit Card: Refunds made by this method may be partial or total, as the case may be. Clubbin will make the reversal request in the payment platform so that it notifies the cardholder's bank about the reversal of the money. From the confirmation of the request, the bank will have a maximum period of thirty (30) business days for domestic cards and up to one hundred and twenty (120) business days for international cards for the application of the reversal. The End User shall be subject to the terms of duration of the application process stipulated by his/her bank.

In the event that the Clubbin App Account holder has used a credit card of a different person, the only refund method enabled will be the reversion to the credit card used.

CLUBBIN APP CONTENT

End User agrees that all material, including, but not limited to, data, text, editorial content, design elements, look and feel, formatting, graphics, images, photographs, video, music, sounds and other content, included in or delivered through the Services or otherwise made available by Clubbin in connection with the Services (collectively, "Content"), is protected by copyrights, trademarks, trade dress, trade dress, service marks, trade dress and other proprietary notices and other proprietary notices, and is protected by copyright, trademarks, trade dress, trade dress and other proprietary notices.


service, trade secret or other intellectual property rights and by other proprietary rights and laws. Clubbin may own the Content, or portions of the Content may be made available to Clubbin through agreements with Allied Users or other third parties. The compilation of all Content included in or made available through the Services is the exclusive property of Clubbin and is protected by intellectual property laws. Except as expressly authorized in writing by Clubbin or as otherwise linked to the End User's permitted use of the intended functionality of the Services, you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display and publicly perform, publish, adapt, edit or create derivative works from any Content, or post any Content on any other website or in a networked computer environment for any purpose.

You shall use the Content only for the purposes permitted by these Terms and Conditions and by local and national laws, other rules or regulations. All rights not expressly granted in these Terms and Conditions are reserved.


YOUR CONTENT

End User acknowledges and agrees that if you contribute, provide or make available any Content on the Services ("Your Content"), you hereby grant Clubbin a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable, sub-licensable (through multiple tiers) license and right to access, use, reproduce, transmit, adapt, modify, perform, display, distribute, translate, publish and create derivative works based on Your Content, in whole or in part, in any medium, for the purpose of operating the Services (including Clubbin's marketing and promotional services). Notwithstanding the foregoing, Clubbin does not claim and End User does not convey any ownership rights in any of Your Content, and nothing in these Terms and Conditions restricts any rights End User has to use and exploit Your Content outside of the Services. End User represents and warrants that it possesses all rights, power and authority necessary to grant the foregoing license, and that all Your Content (i) does not infringe, violate, misappropriate or otherwise conflict with the rights of any third party; (ii) complies with all local and national and other laws, rules and regulations; and (iii) does not violate the Terms and Conditions, or the Personal Data Processing Policy. In addition, Your Content
must be accurate and truthful. Clubbin reserves the right to remove any of Your Content from the Services at any time in the event that it believes, in its sole discretion, that it violates the Terms and Conditions. In addition, You agree that Clubbin may use Your name and logo (whether or not provided by You through the Services) for the purpose of identifying You as a Clubbin End User, both on the Services and in marketing, advertising and promotional materials.

COMMENTS, SUGGESTIONS AND MODIFICATIONS

End User agrees that any and all suggestions for corrections, changes and modifications to the Services and other comments and suggestions (including, without limitation, quotations from oral or written comments), information and reports you provide to Clubbin ("the Comments") and all improvements, updates, modifications or developments, whether made, created or developed by Clubbin or otherwise related to the Comments ("the Improvements") are and shall remain the property of Clubbin. All Comments and Improvements are the sole and exclusive property of Clubbin and Clubbin may use and disclose Comments and/or Improvements in any manner and for any purpose, without notice or compensation and without right of retention by End User of any ownership or other right or claim. End User hereby assigns to Clubbin any and all right, title and interest (including, without limitation, any patents, copyrights, future copyrights, trade secrets, trademarks, know-how and any other intellectual property rights) it may have with respect to any and all Comments and Improvements. End User waives any moral rights it may have in any and all Comments and Improvements, and consents to any act by Clubbin that would amount to an infringement of any such moral rights, in favor of Clubbin. Upon Clubbin's request, you will execute any documents, registrations or filings required to be made by Clubbin to effectively enforce these provisions.

COOKIES

The Clubbin App End User acknowledges and agrees that Clubbin may use a tracking system through the use of cookies (the "Cookies"). Cookies are small files that are installed on the hard disk, with a limited duration in time that help to personalize the services. We also offer certain functionalities that are only available through the use of Cookies. Cookies are used in order to know the interests, the behavior and demographics of those who visit or are End Users of Clubbin App and thus better understand your needs and interests and better serve or provide you with related information. We will also use the information obtained through Cookies to analyze the pages browsed by the End User, the searches performed, improve our commercial and promotional initiatives, display advertising or promotions, banners of interest, news about Clubbin, enhance our service offerings and customize such services; we may also use Cookies to promote and enforce the rules and security of Clubbin App. Clubbin may add Cookies in the emails it sends to measure the effectiveness of promotions.

We additionally use Cookies so that the End User does not have to enter his or her Password frequently during a browsing session, also to count and corroborate registrations, End User activity and other concepts for commercial agreements, always having as an objective of the installation of Cookies, the benefit of the End User, and will not be used for other purposes unrelated to Clubbin's activities.

LINKS AND LINKED ACCOUNTS

The Services or Allied Users may provide links to websites or resources. Because Clubbin has no control over such websites and resources, End User acknowledges and agrees that Clubbin is not responsible for the availability of such websites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, services, or other materials on or available from such websites or resources, or for any damage or loss related thereto, even if such websites or resources are linked to Clubbin, its partners, employer, service providers or other third parties. Personal Data processed by such third party sites are subject to their own personal data processing policies which the End User must read carefully and accept, where applicable.

As part of the Services, the End User may link an account he/she has with a third party service, such as social networks (e.g., Facebook or Google). By linking such third party account, End User agrees that Clubbin may access, store and make available any Content that you have provided and stored in such third party account to be made available on or through the Services.

DISCLAIMER

Clubbin will use its best efforts to ensure the uninterrupted availability of the Clubbin App Services, as well as the absence of errors in any transmission of information that may occur. However, due to the very nature of the Internet, it is not possible to guarantee such extremes, so the Services are provided "as is". Similarly, access to the Clubbin App Services may be suspended or restricted from time to time for the purpose of carrying out repairs or maintenance, or the introduction of new products or services and Clubbin will endeavor to limit the frequency and duration of such suspensions or restrictions.

Clubbin makes no representations or warranties, express or implied, as to the reliability, suitability, timeliness, availability or quality of the Services. You acknowledge that Clubbin has no control over the products and services offered by Allied Users on the Clubbin App and does not guarantee the quality, safety or legality of the events, establishments, products and services promoted, the truthfulness or accuracy of End Users' and Allied Users' content, advertisements or End Users' and Allied Users' ability to conduct or complete a transaction. There is no provision in these Terms and Conditions which is intended to exclude or limit any warranty, right or liability which cannot be lawfully excluded or limited. Therefore, only those responsibilities, limitations and exonerations contemplated under Colombian law shall apply.

LIMITATION OF LIABILITY

Clubbin shall not be liable for indirect, incidental, special, exemplary, punitive, consequential damages, including loss of profits, loss of revenue, loss of contracts, loss of data, personal, bodily or emotional injury or damage to property, or for damages relating to or in connection with any use of the Services. Clubbin shall not be liable for any damages, liability or loss arising out of: (i) your use of or reliance on the Services or (ii) any transaction or relationship between the End User and the Allied User, as well as the redemption of products or services purchased at the merchant's establishment or at the Allied User's event. Clubbin shall also not be liable for any delay or failure to perform its obligations under the Terms and Conditions if such delay or failure to perform is attributable to circumstances beyond its reasonable control. This provision does not affect the customer's right to receive the product or the provision of the relevant service in a reasonable manner, or to receive a timely refund in the event that it is not possible to provide such products or services within a reasonable time for any cause beyond Clubbin's reasonable control.

INDEMNIFICATION

End User agrees to defend and hold harmless Clubbin, its affiliates and subsidiaries, and each of their respective officers, directors, agents, co-branders, licensors, payment processing partners, other partners and employees, from any and all damages (whether direct, indirect, incidental, consequential or otherwise), losses, liabilities, costs and expenses (including, without limitation, reasonable attorneys' and accountants' fees) arising from any claim, demand, suit, proceeding (whether before an arbitrator, court, tribunal, mediator or otherwise) or investigation by any third party (a "Claim") arising out of or resulting from: (i) your violation of these Terms and Conditions (ii) your improper use of the Services; or (iii) your violation of any local or national law, rule or regulation or the rights of any third party. Clubbin shall inform the End User of any such Claim.

DISCLAIMER

Clubbin provides a venue for End Users and Allied Users to conduct transactions. However, Clubbin would not be able to function if it were held liable for the actions or omissions of the various Users, both within and outside the scope of the Services. For such reason, as an inducement for Clubbin to authorize access to and use of the Services, End User agrees to hold harmless Clubbin, and its affiliates and subsidiaries, and each of their respective officers, directors, representatives, partners and employees, from all damages (whether direct, indirect, incidental, consequential or otherwise), losses, liabilities, costs and expenses of every kind and nature, known or unknown, arising out of or in any way connected with disputes between End User and Allied Users in connection with the Services or with products or services purchased through the Clubbin App.

TRADEMARKS

Clubbin's trademarks, service marks and logos ("Clubbin Marks") used and displayed in connection with the Services are registered and unregistered trademarks or service marks of Clubbin. Other company, product and service names used in connection with the Services may be trademarks or service marks owned by third parties ("the Third Party Marks" and, collectively referred to as the "Clubbin Marks").

of Clubbin, "the Marks"). The offering of Services may not be construed as granting any license or right to use any Marks displayed in connection with the Services without the prior written consent of Clubbin, granted in each specific instance, for each such use. The Marks may not be used to disparage Clubbin, any third party or Clubbin's or any third party's products or services, or in any manner that may damage the reputation of the Marks. The use of any Trademark as part of a link to or from any site is prohibited unless approved by Clubbin, by prior written consent granted on a case-by-case basis, for each such link. The reputation earned by the use of any Clubbin Mark shall inure to the benefit of Clubbin.

PATENTS, COPYRIGHTS

A number of issued patents and patents pending approval apply to the Services. The Content (as defined in the Terms and Conditions) of the Services is also protected by copyrights owned by Clubbin and/or third parties. If End User copies portions of the Services, it will be in violation of patent rights and copyrights.

ATTACHMENTS

Are an integral and inseparable part of the Terms and Conditions, the following documents and / or sections of Clubbin incorporated by reference, which detail processes, policies and / or Terms and Conditions of different services offered in Clubbin App They may be consulted within the site through the link provided below or by accessing directly to the relevant pages:

Personal Data Treatment Policy
Frequently Asked Questions My Purchases
Frequently Asked Questions Accounts and Payment
Functionality Policies
Clubbin App User Manual
Terms and Policies of Use of the Products


JURISDICTION AND APPLICABLE LAW

This agreement shall be governed in all respects by the laws in force in the Republic of Colombia. If any provision of these Terms and Conditions is declared illegal, void or unenforceable or, for any reason, unenforceable, it shall not affect the validity of the remaining provisions.

Any controversy derived from this agreement, its existence, validity, interpretation, scope or compliance, will be submitted to the judges of the Republic of Colombia.