CONTRACT TERMS AND CONDITIONS

- Acceptance – Statement by the User that the supplying company has read, understood, and accepted all terms of this document.

- Access Area – There are two Access Areas: the “External” or “Public”, available to any person via ordinary internet access, where general data and information on subject you have interest in; and the “Internal,” providing those who have username and password with Portal services and content access, which use shall observe the Specific Conditions for Accessing and Using the Portal, on a case by case basis.

- Subscriber – A registered user of the portal who is up to date to on issues concerned to the Access Fee.

- Password – User or Subscriber password to browse the Access Areas.

- Contents – Information made available on the Portal in the Access Areas thereof.

- Personal Data - any information relating to an identified or identifiable natural person.

- Bidding Entity – Entity carrying out the bidding procedure.

- Username – Name of the User used for accessing the Access Areas.

- Public Biddings – Means the modalities of public bidding procedures that are posted in the External or Public Area of PETRONECT Portal.

- Opportunities – Means the hiring of different modalities that may be public (bidding procedures) or non-public.

- Privacy Policy – Policies established by Petronect, available on the Portal.

- Portal – Electronic Portal for procurement via INTERNET www.petronect.com.br

- Access Profiles – Rights and permissions assigned to Users for using the Portal.

- System – Business intermediation system via Internet, offered by Petronect.

- Petrobras System – Companies that are part of Petrobras System and carry out bidding procedures and contracts via Petronect System.

- Services – The services provided by Petronect to Portal Users or Subscribers, with the specific purpose of fulfilling the contracts executed via Petronect Portal.

- Transaction Fee – Fee charged by Petronect and only payable by the User winning the bidding process, intended to reimburse part of the costs incurred with information technology resources in relation to the processing of the bidding used by the Bidding Entity.

- Access Fee – Fee charged for each Tax Code of the Subscriber, to take part in the Public Biddings posted on the Portal.

- Adhesion Term – a contract made between the user or subscriber and Petronect in order to access the system, according to terms and conditions defined.

- Transaction – Completion of the legal transaction resulting from a procurement process, through Petronect Services, which occurs by the execution of a contract with the purchasing company.

- Trainings – Free training and recycling courses in order to improve the knowledge from the Portal functionalities and get squeezed the relationship with the Portal subscribers and users.

- User – Individual or legal entity registered for accessing the Portal functionalities, which may be a regular User or a Subscriber.

1. GENERAL TERMS OF USE AND ACCEPTANCE THEREOF

1.1. This Contract for the Provision of Services governs the use of the services on the Electronic Procurement Portal via INTERNET at www.petronect.com.br that Procurement Negócios Eletrônicos SA (“Petronect”), a legal entity governed by private law, taxpayer identification number CNPJ 05.370. 858/0001-61, headquartered at Rua do Passeio, 38/40 - Sala 1301 - Centro, Rio de Janeiro - RJ, 20021-290 – Brazil provides to Users or Subscribers who use the Portal for online procurement and other services, with the specific purpose of complying with the Opportunities posted through the Petronect Portal, for undetermined term after the Acceptance of this Contract.

1.2. The acceptance of the conditions in this Contracts determines the legal condition of User or Subscriber of the Portal and represents their express adhesion to the items of this Contract, in the version disclosed in the respective electronic address, including a specific provision for accessing this document and the terms hereof.

1.2.1. The characterization of this agreement occurs by the acceptance given in the Portal by the User of the supplying company. Accordingly, when logging in to the Portal the User acknowledges in advance - and on irrevocable basis - to have read, understood, and most importantly, accepted all the terms of this document.

1.3. The Portal has two Access Areas:

1.3.1. An “External” or “Public” one, available to any person by regular access via internet, where generic data and information on subjects of person’s interest are found.

1.3.2. An “Internal” one, providing access to Portal services and contents to those who have a username and password, the utilization of which shall observe the provisions in item 3 of this instrument (Specific Conditions for Accessing and Using the Portal).

1.3.2.1. The User must read the relevant Special Conditions of Portal Access and Use, in item 3 of this Contract, before they access or use the Services and/or access to the Contents for the first time.

1.3.2.2. Any access to Portal services and contents shall represent User’s unconditional acceptance of such legal conditions of use in the version disclosed by Petronect, at the time the access and/or utilization occurs, and found in the Portal itself always in its updated and complete form.

1.4. The User is solely responsible for the content, the data and the representations disclosed by the User on the Portal, ensuring the truth and updating of any information provided thereon, for any purpose.

1.5. Petronect is not responsible for any damage caused to third parties resulted from a User conduct that is improper and offensive by Petronect’s view, or contrary to the applicable law.

2. INTERMEDIATION SYSTEM

2.1. Petronect offers an Internet business intermediation system which the User is authorized to carry out business transactions sending and receiving quotations and purchase proposals via online services including, but not limited to, quotations, auction, trading, catalogues, ordering, and access information related to these and to registered suppliers.

2.2. Petronect reserves the right to amend unilaterally, at any time, the Portal appearance and layout, and to change and discontinue, at any time, the Services, Contract Terms, the Specific Conditions for Accessing and Using the Portal, and any notices, regulations and instructions of use.

3. SPECIFIC CONDITIONS FOR ACCESSING AND USING THE PORTAL

3.1. In case the User wants to browse the Internal Access Area, he/she must be previously logged and/or registered in the Portal;

3.1.1. The login and/or registration in the Portal, with the Acceptance of this instrument, will allow the User to use the Internal Access Area and all features thereof, other than participating in the Public Opportunities posted on the Portal, according to the “Definitions” item.

3.2. If the User wants to take part in the Public Opportunities posted on the Portal, according to the “Definitions” item, the User will pay the Access Fee amount indicated on the Portal whereby the User will hold the status of a Subscriber.

3.2.1. Such amount shall secure Subscriber’s access to participate in Public Biddings, limited to three (3) Access Profiles per Tax Code of the company. Such limitation shall be timely implemented at Petronect’s discretion.

3.2.2. Such amount shall secure the Subscriber’s access to participation in Public Biddings posted on PETRONECT Portal external area from June 25, 2018 and whose original end date of the Opportunity is August 1, 2018 or later.

3.3. The access fee will ensure the participation on Public Opportunities, being renewed for the minimum period of one month, according to the validity time option and available amounts on Portal for the subscriber’s choice. The Subscriber may check the validity time of the subscriber and the price to be paid on system.

3.4. At the end of the subscription term, the Subscriber will automatically lose this status.

3.5. Commencing on the effective date of this “Adhesion Contract”, the Access Fee will be charged for each taxpayer identification number CNPJ used by the Users as Portal Subscribers, which will be considered separate Subscribers for the purposes of this Contract.

3.6. The Subscriber shall not be entitled the reimbursement of any amount paid as Access Fee to Petronect.

3.7. The Subscriber will use and retain its Username (hereinafter referred to as "Username") and its Password ("Password," and collectively the "Access Key").

3.8. The Subscriber undertakes to use the Passwords properly and keep them safe and confidential.

3.8.1. The Subscriber undertakes to immediately notify Petronect, of the loss or theft of the Passwords and any risk of the same being accessed by an unauthorized third party that comes to know the same for any reason.

3.8.2. Any imperfection or mistake in the entry of the Passwords by the User (or User’s agents) shall be automatically logged by Petronect computer system, which shall enforce the legal remedies available if it is verified that such Passwords have been provided for the use by unauthorized third parties.

3.8.3. Petronect shall not be responsible for any loss or damage resulting from the breach of the duty of care provided in these Contractual Terms and Conditions by the User or Subscriber.

3.9. The User and the Subscriber shall be, within their scope of activity on the Portal, qualified to offer goods or services in the System.

3.10. Petronect may, at Petronect’s discretion, refuse any information provided by the Users or Subscribers thereof, if Petronect verifies they are not compliant with the legislation governing this Contract or are contrary to the provisions thereunder.

3.11. Petronect shall use the information provided by the Users or Subscribers only for business purposes, i.e., within the scope of the activities carried out in the System and in strict compliance at link Information Security made available in the System.

3.11.1. Petronect, in accordance with the legislation in force, informs that it will process the Personal Data carried on the Portal strictly for its business processes and in accordance with its Privacy Policy.

4. GENERAL CONDITIONS

4.1. By accessing and using the System, the User or Subscriber declares to be aware of and agrees to abide by Federal, State, and Municipal laws in any way concerning the use of the Services provided by Petronect and the offer by the User or Subscriber of goods and services through the System.

4.2. The User or the Subscriber undertake not to cause any damage or destruction of the System or Software, in whole or in part, and not to take, to the detriment of third parties, any of the following acts: placing, transmitting or making otherwise any material available in the System or Software including any virus or other type of computer programming that may cause loss or damage to the System or Software, and not intercept, interfere with or exclude from the System or Software any information, register or data protected by copyrights and intellectual property law.

4.3. The User or Subscriber undertakes to keep their data updated, including the list of Access Profiles of their companies in the Portal.

4.4. The user or subscriber allows Petrobras group companies to send any official acts communications and perform intimations through an available electronic address or mobile phone number on legal person registration at Portal regarding to administrative processes and current procedures on Petronect System.

4.4.1. In case of communications or any kind of intimation through an electronic address or instant message app by using a phone, the user or subscriber is aware that is going to be intimated: (i) user manifestation; (ii) automatic read confirmation notification; (iii) the characteristic graphic sign which shows, unequivocally, the reading by the user; (iv) the ficta science, when it is sent to an electronic mail or mobile phone number given on legal person registration at Portal. The terms counting will begin on the first business day following to any of the foreseen hypothesis.

4.4.2. In case of communications or any kind of intimation through the Portal, the user or subscriber is aware that is going to be intimated in 15 (fifteen) calendar days to be counted by the time in which the communications or intimations is registered in Portal or occurs the user/subscriber Portal acess – internal área. We are going to consider the first action made by the user.

4.5. The user or subscriber will have free access to training and recycling courses to use the Portal functionalities.

4.5.1. Petronect does not sign commercials and/or partnerships relations by publishing the mentioned trainings above.

4.6. Petronect is the guardian of the proper functioning of its Portal and has the right to block, without notice, the User or Subscriber who uses any technologies that directly influence/affect the performance of its application or present any kind of risk to the operation of its Portal, under penalty of applying the appropriate penalties and legal measures.

5. USERS’ AND SUBSCRIBERS’ RESPONSIBILITIES

5.1. Answering for any actions relating to the transactions carried out by their Access Profiles logged in to the System, undertaking as firms, accurate and true any proposals, bids or record information thereof.

5.2. Monitoring, until completion, their transactions in the Sistema periodically, holding Petronect harmless against any responsibility in case of loss of business resulting from the failure to comply within the respective time limits, from any notices issued or not by the System, due to disconnection of the same, failure of authorization or qualification or any other cause User and Subscriber are responsible for.

6. PETRONECT’S RESPONSIBILITIES

6.1. Keeping System’s operation undertaking to analyze and making available, at Petronect’s discretion, whenever required and feasible, any changes and implementations for improving the System.

6.2. Restoring the System, as soon as possible, if any unavailability occurs, for technical reasons or Internet failures, or other circumstances beyond Petronect will, holding no responsibility for the occurrence of these incidents.

7. RESPONSIBILITY FOR INFORMATION CONTENT

7.1. Petronect may keep a preventive control over the data and information submitted to its Portal by Users or Subscribers as to their technical nature and possible virus contamination.

7.1.1. By considering the multi-User character of the Services, and the plurality of content sources, Petronect is technically unable to guarantee at all times the absence of viruses or other malicious programs, such as harmful elements capable of producing changes in their computer system (software and hardware) or in electronic documents and files stored in their computer system.

7.2. Petronect is not responsible for the accuracy of the information and data of the Users or Subscribers made available on the Portal, nor for the result of the business activities of their intermediaries. Accordingly, it recommends collating sources and using appropriate judgment before making any economic, administrative, strategic, planning or execution decisions based on data extracted from the Portal, printed Newsletters and Bulletins, independently of its source, origin, or author thereof.

7.3. Petronect disclaims any liability for damages of any nature that may arise from any inaccuracy, accuracy, completeness and/or timeliness of the data and information, nor that Registered Buyers and/or Registered Sellers will act as promised and agreed.

7.4. Petronect disclaims any liability for any damage arising from the use of this information by its Users or Subscribers, including, but not limited to, those that may result from:

(a) transmission, broadcast, storage, dissemination, receiving, obtaining or accessing data and information including, but not limited to, any damage that may result from the failure to transmit, broadcast, store, disseminate, receive, obtain or access data and information;

(b) infringement of intellectual property and industrial rights, trade secrets, contractual covenants of any kind, property rights and of any other nature belonging to a third party as a consequence of transmitting, broadcasting, storing, disseminating, receiving, obtaining or accessing data and information;

(c) the performance of acts of unfair competition and illegal advertising by third parties, or their agents, because of the transmission, broadcasting, storage, dissemination, receipt, obtaining or access to data and information;

(d) inadequacy for any purpose or frustration of expectations generated by data and information;

(e) non-compliance, late performance, defective performance or termination for any reason of obligations agreed by third parties and contracts with third parties through or due to access to data and information;

(f) any defects and errors of any kind that may exist (either explicit or hidden) in the services provided directly and through the Portal, or in the printed Bulletins published by Petronect.

7.5. Petronect is not responsible for the content, information or services of third party websites whose advertisements or links are made available by Petronect, the sole responsibility of which is the owners of such websites.

7.6. Data and communications related to the Opportunities will be subject to the relevant legislation and rules defined by the Bidding Entity.

8. INTELLECTUAL PROPERTY

8.1. Data given by Users or Subscribers may be published or treated by Petrobras System for the Portal functionalities and its business purposes, on non-exclusive basis, irrevocable, during the contractual period without payment requirement so that Users or Subscribers’ right do not get damaged.

8.2. Petronect hereby acknowledges and represents that Users’ or Subscribers’ information shall only be used in accordance with the terms of the Privacy Policy.

8.3. Responsabilities from Petronect Intellectual Property:

1. Know-how;
2. Technical informations;
3. Patents;
4. Graphics;
5. Images;
6. Pictures;
7. Registered brands;
8. Logotypes;
9. Flowcharts;
10. Procedures;
11. Formulas;
12. Routines;
13. Reports;
14. Institutional presentation; and/or;
15. Any others intelectuals products from the Portal.

8.4. It is not allowed to use Petronect Intelectual Property to any goal, under sentence to be characterized by Intellectual Property crime, which may be eligible to pay an idemnity on brazilian legislation terms in force.

8.4.1. Exceptionally, in case of disclosure by or to others, it must be submitted to a previous Petronect review and approval in writing.

8.5. Petronect does not agree on commercial use of its Intellectual Property.

9. SUBSCRIBERS’ OBLIGATIONS

9.1. A fee, called the Transaction Rate, may be charged by Petronect from the Supplier winning the Opportunity, which will be intended to reimburse part of the costs incurred with information technology resources in relation to the processing used by the Bidding Entity.

9.2. The parameters for the definition of the Transaction Rate value shall be set forth in the Bid Notice of Bidding Entity.

10. EFFECTS OF THIS CONTRACT

10.1. This Agreement is effective from the date of the User’s or Subscriber’s Acceptance and its effects thereof will only expire after a new version of a similar contract is published on the Portal.

10.2. By having a new contract or updated version published, the current condition become revoked by the new instrument previously, except for those quiet instruments.

11. INDEMNITIES

11.1. Petronect shall not be held responsible in any way whatsoever for the quality of the services and products offered by the Users or Subscribers in the System, either for the truth of information or data provided, relating to commercial operations or business activities of Users and Subscribers.

11.2. Upon the occurrence of any of the events mentioned above and if an effective loss is caused to Petronect, Users and Subscribers shall undertake the responsibility of compensating Petronect for such losses.

11.3. Petronect shall not, in any event, be responsible for any loss or damage arising from, or related with the use of the site, data transmission error, site access interruption or suspension, Password misuse by the User or by the Subscriber, including, but not limited to, direct or indirect damages, loss of profit or any other form of compensation.

11.4. Except as expressly provided herein, Petronect gives no warranty as to the results obtained using the System.

12. GENERAL PROVISIONS

12.1. For all legal purposes, the Portuguese version of this instrument shall prevail over any other version posted on this Portal.

12.2. The services provided on Petronect Portal shall be performed in strict compliance with the laws governing the subject matter in Brazil.

12.3. Venue for any disputes between the parties arising from the obligations agreed hereunder shall be in the Courthouse of the Judicial District of the State of Rio de Janeiro.

13. DOCUMENTOS COMPLEMENTARES

CONTRATO DE PRESTAÇÃO DE SERVIÇOS ENTRE PETRONECT E USUÁRIO/ASSINANTE (TERMO DE ADESÃO)

CONTRATO DE PRESTACIÓN DE SERVICIOS ENTRE PETRONECT Y USUARIO/SUSCRIPTOR (ACTA DE ADHESIÓN)

14. RECENT UPDATES

1. Original Issue

2. Revised item 4.3 and included items 4.4, 4.4.1, 4.4.2. English and Spanish versions suitable.

3. Inserted the item "TRAINING" in the DEFINITIONS topic, in addition to the items 4.5 e 4.5.1, 8.3, 8.4 e 8.4.1 e 8.5.

4. Revised items 3.3 and 3.4. English and Spanish versions suitable;

5. Inserted the item 4.6. English and Spanish versions suitable.

6. 3.3, 8.1 and 10.2 items reviewed. English and Spanish versions suitable.