TERMS AND CONDITIONS OF USE
FÁBRICA DE INDICADORES S.A. DE C.V.
Effective Date: 01 de marzo de 2026
Versión: 1.0
These Terms and Conditions of Use (the "TERMS") govern the contractual relationship between FÁBRICA DE INDICADORES S.A. DE C.V. ("YUNABAI" or the "PROVIDER") and the user ("USER") regarding access to and use of the YUNABAI technology platform (the "Platform"), its Artificial Intelligence services, features and content. Access, registration or use of the Platform perfects the contract and constitutes full and irrevocable acceptance of these TERMS, which must be read together with YUNABAI's Comprehensive Privacy Notice.
1. DEFINITIONS
a) "Platform": Software, web and mobile applications, APIs and digital tools under the YUNABAI brand, registered with the competent authority under applicable industrial property law.
b) "Services": All Platform functionalities including AI document analysis, automated recommendations and conversational agent. Contracting Services constitutes a commercial act under applicable mercantile law.
c) "AI": Models, algorithms, neural networks and automated processing systems integrated into the Platform. They constitute protected computer programs under applicable copyright law.
d) "AI Outputs": Results, analyses, recommendations or data generated by the AI from USER inputs. They do not constitute professional advice of any kind.
e) "User Content": Documents, files, data, texts or images uploaded or processed by the USER. Ownership is retained by the USER; by uploading them the USER grants YUNABAI a limited, non-exclusive license for Service provision.
f) "Subscription": Access plan (Free, Pro or Enterprise) contracted, governed in its economic conditions by applicable commercial law.
g) "Personal Data": Information concerning an identified or identifiable person under applicable personal data protection law.
h) "Force Majeure Event": An unforeseeable or unavoidable event beyond the parties' control, including without limitation: natural disasters, acts of war, cyberattacks on third-party critical infrastructure, declared pandemics, general strikes, electrical or telecommunications outages, acts of authority or supervening regulatory changes.
2. ELECTRONIC ACCEPTANCE AND CONTRACT FORMATION
The contract between the USER and YUNABAI is formed by electronic means through any of the following unequivocal acts: (i) checking the checkbox stating "I have read and accept the Terms and Conditions and Privacy Notice" at registration; (ii) clicking "Register," "Create account," "Sign in" or any equivalent button implying commencement of use; or (iii) effectively accessing or using the Platform once these TERMS or modifications are published. The USER acknowledges such acts carry the same legal validity as a handwritten signature. YUNABAI will maintain electronic acceptance records including: USER IP address, date and time of acceptance, and identifier of the accepted document version. Such records may be used as documentary evidence in any administrative or judicial proceeding.
3. REGISTRATION, ACCOUNT AND LEGAL CAPACITY
3.1 Capacity and Eligibility
The USER must have full legal capacity. Individuals must be at least 18 years old. Legal entities will act through their duly authorized representative. The USER guarantees and is responsible for their own capacity.
3.2 Accuracy of Information
Every user is required to provide truthful, complete and up-to-date information at registration and throughout the duration of their Account. Deliberate omission or falsification of the provided data constitutes grounds for contract rescission and may give rise to criminal liability for fraud.
3.3 Credential Security
The custody of access credentials rests exclusively with the Account holder, who is responsible for all activities performed thereunder. Any unauthorized use must be reported to YUNABAI immediately. Damages resulting from improper access attributable to the user's own negligence shall not give rise to liability on YUNABAI's part.
3.4 Corporate Accounts
When the USER is a legal entity, the designated account administrator will manage internal users. The corporate USER will be jointly liable for the actions of its designated users.
4. ARTIFICIAL INTELLIGENCE SERVICES AND THEIR NATURE
4.1 Main Functionalities
a) Analysis, categorization and information extraction from USER-uploaded documents and data.
b) Generation of recommendations, alerts, summaries, predictions and automated analyses.
c) Conversational interaction through an AI agent for queries, assistance and guidance.
4.2 Advisory Nature of AI Outputs
THE USER EXPRESSLY ACKNOWLEDGES AND AGREES THAT: (i) AI Outputs are purely informational and advisory; (ii) they do NOT constitute legal, medical, financial, accounting, tax or any other regulated professional advice; (iii) they do not in any case replace the judgment of certified professionals; (iv) YUNABAI does not guarantee their accuracy, completeness, relevance or suitability for any specific case; and (v) any decision based wholly or partially on AI Outputs is the sole responsibility of the USER. This declaration is an essential condition of the contract accepted by the USER upon registration.
4.3 Objection to Automated Decisions
The USER has the right to object to automated processing of their data that produces undesired legal effects or significantly affects their interests, rights or freedoms. To exercise this right, contact: privacy@fabricadeindicadores.com
4.4 Service Evolution
YUNABAI reserves the right to modify, update or discontinue any functionality, notifying material changes at least 15 days in advance. Removal of substantial unreplaced functionalities gives the USER the right to cancel and receive a proportional refund.
4.5 Service Availability (SLA)
YUNABAI shall endeavor to keep the Platform in continuous operation, without this constituting a guarantee of uninterrupted availability. Interruptions may occur due to: (i) scheduled maintenance (notified at least 24 hours in advance, except in emergencies); (ii) third-party infrastructure failures; (iii) Force Majeure Events (Clause 11); or (iv) security vulnerabilities requiring immediate attention. Such interruptions do not constitute breach of contract. If interruptions attributable solely to YUNABAI accumulate more than 72 hours in a calendar month, the USER will be entitled to a proportional credit on their Subscription.
5. SUBSCRIPTION, PLANS AND ECONOMIC CONDITIONS
YUNABAI offers Free, Pro and Enterprise plans whose prices are detailed at www.yunabai.ai/pricing. Paid plans automatically renew at the end of the contracted period unless cancelled at least 5 calendar days in advance. Charges are prepaid. The USER is responsible for applicable taxes in their jurisdiction.
YUNABAI will issue the corresponding tax receipts as required. The USER will provide their tax ID and billing information as applicable.
As to refunds, charges are prepaid and non-refundable, except in the following cases: (i) material breach by YUNABAI in Service provision; (ii) cancellation motivated by YUNABAI's unilateral and substantial modification of the TERMS; or (iii) mandate of competent authority. In case (i), the refund shall be calculated proportionally to the unused Subscription period.
6. USER OBLIGATIONS AND PROHIBITED CONDUCT
The USER agrees to:
a) Use the Platform exclusively for lawful purposes and in accordance with these TERMS.
b) Not upload content infringing third-party intellectual property, industrial property, privacy or personal data rights.
c) Not reverse engineer, decompile or attempt to extract source code or AI model weights, which constitute protected computer programs and trade secrets.
d) Not use bots, scrapers, crawlers or other unauthorized automated tools.
e) Not upload, transmit or process illegal, defamatory, hate-inciting or otherwise unlawful content.
f) Maintain confidentiality of reserved information accessed through the Services.
g) Immediately notify any security breach or unauthorized use detected.
Failure to comply with any of the obligations set forth in this clause entitles YUNABAI to immediately suspend or cancel access to the Account, without incurring any liability therefor, and without prejudice to the exercise of any applicable legal remedies.
7. INTELLECTUAL AND INDUSTRIAL PROPERTY
7.1 YUNABAI's Property
The Platform, AI models, source code, interfaces, methodologies, databases, designs, trademarks, logos and other intellectual assets are the exclusive property of FÁBRICA DE INDICADORES S.A. DE C.V. or its licensors. Computer programs are protected as literary works and AI models as derivative works. The YUNABAI trademark is registered with the competent authority. AI methodologies constitute protected trade secrets.
7.2 User Content
The USER retains ownership of their Content. By uploading it, they grant YUNABAI a non-exclusive, worldwide, royalty-free, non-transferable and revocable license, limited to the Subscription period and Service provision purpose. This license does not authorize YUNABAI to commercialize, sublicense or disclose Content to third parties other than data processors.
7.3 Trade Secrets and AI Models
YUNABAI's AI models, weights, architectures and methodologies constitute protected trade secrets. The USER is obligated to maintain the strictest confidentiality and not to disclose them to third parties.
7.4 YUNABAI Nominal Trademark and Associated Commercial Uses
The denomination YUNABAI constitutes a nominal trademark whose registration is pending or registered with the Instituto Mexicano de la Propiedad Industrial (IMPI), pursuant to Articles 128, 129 and 130 of the Ley Federal de Protección a la Propiedad Industrial (LFPPI, last amendment DOF Jan-15-2026). Commercial uses of the Platform may include design elements — logos, isotypes, typefaces, color combinations and icons — that are linked to and derived from the YUNABAI nominal trademark, forming a family of mixed and figurative marks protected under Articles 130 and 131 of the LFPPI. Any graphic or visual element used in conjunction with the YUNABAI denomination enjoys the same protection as the principal nominal trademark.
Use of the YUNABAI trademark — in its nominal, mixed or figurative form — without prior, express and written authorization from the owner is expressly prohibited. This prohibition includes without limitation: (i) use on social media, websites, applications or third-party promotional materials; (ii) reproduction or imitation of any element of the associated logo, isotype or design; (iii) use in combination with other marks or denominations that may cause confusion among consumers; and (iv) incorporation in domain names, digital profiles or any commercial identifier. Violation shall give rise to the civil, commercial and criminal actions set forth in Articles 386–405 of the LFPPI and other applicable provisions.
8. LIMITATION OF WARRANTIES, LIABILITY AND RELEASE
8.1 Disclaimer of Warranties
THE PLATFORM AND SERVICES, INCLUDING AI OUTPUTS, ARE PROVIDED "AS IS". YUNABAI MAKES NO WARRANTY, EXPRESS OR IMPLIED, REGARDING THEIR ACCURACY, FITNESS, CONTINUOUS AVAILABILITY, ERROR-FREE OPERATION OR SPECIFIC RESULTS, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
8.2 Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, YUNABAI SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING FROM USE OR INABILITY TO USE THE PLATFORM OR AI OUTPUTS. YUNABAI'S TOTAL LIABILITY SHALL NOT EXCEED THE TOTAL AMOUNT ACTUALLY PAID BY THE USER IN THE 12 MONTHS PRECEDING THE TRIGGERING EVENT.
8.3 Express Release of Liability for Use of AI Outputs
THE USER, FREELY, VOLUNTARILY AND WITH FULL INFORMATION, EXPRESSLY RELEASES FÁBRICA DE INDICADORES S.A. DE C.V., ITS DIRECTORS, EMPLOYEES, SHAREHOLDERS, PARTNERS, REPRESENTATIVES AND SERVICE PROVIDERS FROM ALL CIVIL, COMMERCIAL OR ADMINISTRATIVE LIABILITY ARISING FROM THE USE, INTERPRETATION OR IMPLEMENTATION OF AI OUTPUTS IN ANY BUSINESS, LEGAL, MEDICAL, FINANCIAL OR OTHER DECISION. THE USER EXPRESSLY DECLARES HAVING UNDERSTOOD THE SCOPE AND TECHNICAL LIMITATIONS OF AI SYSTEMS. THEIR ACCEPTANCE OF THESE TERMS CONSTITUTES FULL, INFORMED AND WRITTEN CONSENT TO THIS RELEASE.
9. CONFIDENTIALITY AND TRADE SECRETS
Each party agrees to maintain the strictest confidentiality regarding the other party's Confidential Information (all non-public information exchanged in the context of the Services), not to disclose it without prior written consent, and to use it solely for contract purposes. This obligation survives 3 years after termination. YUNABAI's AI models and methodologies constitute protected trade secrets.
10. PERSONAL DATA PROTECTION
YUNABAI processes the USER's personal data as Controller (Responsable) under the Ley Federal de Protección de Datos Personales en Posesión de los Particulares (LFPDPPP, last amendment DOF Nov-14-2025). The USER may exercise their ARCO rights (Arts. 21–34 LFPDPPP) by writing to privacy@fabricadeindicadores.com. If the USER considers their rights have been violated, they may file a complaint with the Secretaría Anticorrupción y Buen Gobierno (SABG), the competent authority under Art. 43 LFPDPPP. The Comprehensive Privacy Notice forms an integral part of these TERMS.
11. FORCE MAJEURE AND ACT OF GOD
Neither party will be liable to the other for non-performance or delay caused by a Force Majeure Event (as defined in Clause 1). The affected party must: (i) notify the other party in writing within 5 business days of the Event's commencement, describing its nature, expected scope and estimated duration; (ii) use all reasonable efforts to mitigate the impact; and (iii) notify the Event's cessation within 3 business days. If the Event persists for more than 60 consecutive calendar days, either party may terminate the contract by written notice without liability to either party, and YUNABAI will refund the proportional unused Subscription period.
12. SUSPENSION AND TERMINATION
The USER may cancel their Subscription at any time from the Account panel. YUNABAI may suspend or cancel access for: (i) material or repeated TERMS breach; (ii) illegal Platform use; (iii) non-payment for more than 10 business days; or (iv) requirements of competent authority. Cancellation attributable to YUNABAI without legitimate cause will result in a proportional refund. Upon termination, YUNABAI will delete User Content from active servers within 30 days.
13. MODIFICATIONS TO TERMS
YUNABAI may modify these TERMS with at least 15 days' notice by email and Platform notice. Continued use after the notice period constitutes tacit acceptance. If the USER does not accept the modifications, they may cancel their Subscription before the effective date without penalty.
14. APPLICABLE LAW AND JURISDICTION
These TERMS are exclusively governed by the laws of the United Mexican States. The parties agree to exhaust good-faith direct negotiation for 30 days from formal notice of any dispute. If unresolved, the parties expressly submit to the jurisdiction of the federal courts sitting in Mérida, Yucatán, México, and suppletorily to the competent local courts of Mérida, Yucatán, expressly waiving any other venue. The Código Civil Federal applies suppletorily for matters not covered by commercial law (Arts. 1051, 1052 and 1053 CCom; Arts. 104–107 CPEUM).
15. GENERAL PROVISIONS
a) Entire agreement: These TERMS, the Comprehensive Privacy Notice and the Cookies Policy
constitute the entire agreement between the parties regarding use of the Platform.
b) Severability: If any provision is found null or unenforceable, the remaining provisions will remain in full force.
c) Non-waiver: YUNABAI's failure to exercise any right shall not constitute a waiver thereof.
d) Assignment: The USER may not assign their rights without YUNABAI's prior written consent.
YUNABAI may assign to group companies or in M&A transactions.
e) Notices: Official notifications will be sent to the registered email. For legal matters: privacy@fabricadeindicadores.com.
f) Language: In case of discrepancy between language versions, the Spanish version prevails for parties domiciled in Mexico.
g) Version control: The current version is the one published on the portal as of the date in the header. Previous versions are archived and available upon request.
Version 1.0 — Effective Date: 01 de marzo de 2026