10TH AMENDMENT TO THE EQUIPMENT SUPPLY AGREEMENTEntered into on June 26, 2014
Agreement No. ADT:00130/21 | ||||||||
Exhibit 4.5
10TH AMENDMENT TO THE EQUIPMENT SUPPLY AGREEMENT Entered into on June 26, 2014 | ||
NET+PHONE TELECOMUNICAÇÕES LTDA., limited liability company, headquartered at Xxxxxxx Xxxxxxx xx Xxx, Xx. 0.000, Bloco C, Pavimento Superior, Parte A, City of São Bernardo do Campo, State of São Paulo, enrolled with the National Corporate Taxpayers’ Registry of the Ministry of Finance (“CNPJ/MF”) under No. 06.066.832/0001--97, herein represented pursuant to its Bylaws, hereinafter referred to as “CLIENT 1”;
PAGSEGURO INTERNET S.A., corporation, headquartered at Xxxxxxx Xxxxxxxxxx Xxxxx Xxxx, 0000, 4th floor, Parte A, City of São Paulo, State of São Paulo, enrolled with CNPJ/MF under No. 08.561.701/0001-01, herein represented pursuant to its Bylaws, hereinafter simply referred to as “CLIENT 2”, and jointly with CLIENT 1, as “CLIENTS”;
PAX BR COMÉRCIO E SERVIÇOS DE EQUIPAMENTOS DE INFORMÁTICA LTDA. (current corporate name of PAX BR COMÉRCIO E SERVIÇOS LTDA.) limited liability company, headquartered at Xxx Xxxxx Xxxxxx, Xx. 000, Xxxxx X, City of Cotia, State of São Paulo, Postal Code 06.715-865, enrolled with CNPJ/MF under No. 11.603.135/0001-68, herein represented pursuant to its Articles of Incorporation, hereinafter simply referred to as “PAX”; and
TRANSIRE FABRICAÇÃO DE COMPONENTES ELETRÔNICOS LTDA., limited liability corporation, headquartered at Xxxxxxx Xxxxxxxx Xxxxx Xxxxxxxxx, Xx. 0.000, City of Manaus, State of Amazonas, Postal Code 69.075-830, enrolled with CNPJ/MF under No. 21.785.364/0001-02, herein represented pursuant to its Articles of Incorporation, hereinafter referred to simply as “TRANSIRE;
TEC TOY S.A., corporation, headquartered at Xxxxxxx Xxxxxx, 0000, Xxxxxxxx Xxxxxxxxxx I, City of Manaus, State of Amazonas, Postal Code 69075-000, enrolled with CNPJ/MF under No. 22.770.366/0001-82, with branch at Xxx Xxxxx Xxxxxx, 000, Xxxxx X, Xxxxxx Xxxxxxxxxx San Jose, City of Cotia, State of Xxx Xxxxx, XXX 00000-000, enrolled with CNPJ/MF under No. 22.770.366/0006--97, herein represented pursuant to its Bylaws, hereinafter simply referred to as “TEC TOY”. PAX, TRANSIRE and TEC TOY are jointly referred to simply as “SUPPLIERS”.
CLIENT 1, CLIENT 2, PAX, TRANSIRE and TEC TOY are hereinafter jointly referred to as “Parties”, and individually as “Party”.
WHEREAS:
(i)The Parties executed the Equipment Supply Agreement (“Agreement”) as of [******], with subsequent amendments on [******]; [******]; [******];[******]; [******]; [******]; [******]; [******]; and [******]; and
(ii)The Parties wish to adjust the prices applied to the Equipment Maintenance Services included in the Agreement.
The Parties have decided to enter into this 10th Amendment to the Equipment Supply Agreement (“Amendment”), pursuant to the following terms and conditions:
 |  | 1 | |||||||||
Agreement No. ADT:00130/21 | ||||||||
1.AMENDMENTS
1.1.The Parties agree to the adjust the amounts charged for the Equipment maintenance services, replacing the chart in section 2.1 of Exhibit I of the Agreement with the chart below:
Model | PRICE | ||||
[*****] | [*****] | ||||
[*****] | [*****] | ||||
[*****] | [*****] | ||||
[*****] | [*****] | ||||
[*****] | [*****] | ||||
[*****] | [*****] | ||||
[*****] | [*****] | ||||
[*****] | [*****] | ||||
[*****] | [*****] | ||||
[*****] | [*****] | ||||
[*****] | [*****] | ||||
[*****] | [*****] | ||||
[*****] | [*****] | ||||
[*****] | [*****] | ||||
Assumptions:
•[*****] day warranty after maintenance only for Equipment;
•Repair period (SLA): As provided in the Agreement;
•The manufacturer shall bear all operational costs in the event of epidemic defect, provided that its responsibility is proven, otherwise, the CLIENT shall bear the costs.
•Billing within [*****] days after the invoice is issued.
1.2.The Parties agree that the Equipment repair/maintenance services may be delayed due to proven external factors outside the control of the SUPPLIERS, and in these events, no penalties are applicable to the SUPPLIERS.
1.3.In conclusion, it is hereby agreed that the billing for the Equipment Maintenance services shall be performed by PAX BR COMERCIO E SERVIÇOS LTDA., and its information detailed below:
| Corporate Name: | PAX BR COMÉRCIO E SERVIÇOS DE EQUIPAMENTOS DE INFORMÁTICA LTDA. | ||||
| Doing Business As: | PAX DO BRASIL | ||||
| Address: | Rua Santa Mônica, n° 281, Bloco A, na Xxxxxx xx Xxxxx, Xxxxxx xx Xxx Xxxxx, XXX 00.000-000 | ||||
| Phone: | (00) 0000-0000 / (00) 0000-0000 | ||||
| CNPJ: | 11.603.135/0001-68 | ||||
| State Registry Enrollment: | [*****] | ||||
2.RETROACTIVITY
| | 2 | |||||||||
Agreement No. ADT:00130/21 | ||||||||
2.1.This Amendment Instrument is executed on the date hereof, however, its effects shall relate back to the date of [******], when the Parties had oral understandings concerning its purpose.
3.RATIFICATION
3.1.The Parties ratify all other terms and conditions of the Agreement, making it clear that the terms and clauses that have not been expressly changed by this Instrument shall remain unchanged and fully effective.
In witness whereof, the Parties hereby execute this instrument in the electronic form, and such Parties, together with their Witnesses, acknowledge that electronic, digital, and computerized signatures are valid and fully effective, constituting instrument enforceable out-of-court for all legal purposes, even if it such signatures or certifications are not under ICP-Brazil standards, pursuant to the provisions in paragraphs of Article 10 of the Provisional Presidential Decree No. 2,200/2001 in force in Brazil. Therefore, this Agreement, as well as the Proposals, their exhibits and amendments may be executed through such means.
São Paulo, July 20, 2021.
NET+PHONE TELECOMUNICAÇÕES LTDA. PAGSEGURO INTERNET S.A.
PAX BR COMÉRCIO E SERVIÇOS DE
EQUIPAMENTOS DE INFORMÁTICA LTDA.
TRANSIRE FABRICAÇÃO DE COMPONENTES
ELETRÔNICOS LTDA.
TEC TOY S.A.
Witnesses:
 |  | |||||||||||||
| 1. | 2. | |||||||||||||
| Name:Xxxxx Xxxxxxxxxx | Nome: Xxxxxxx Xxxxxx Xxxxxxx | |||||||||||||
| CPF[*****] | CPF:[*****] | |||||||||||||
| | 3 | |||||||||
 | ||||||||
Completion Certificate
Envelope ID: [*****] Status: Completed Subject: DocuSign: PAX - ADT130-21 - 10o Aditamento ao Contrato de Fornecimento de Equipamentos (Valores...
Source Envelope:
Document Pages: 3 Signatures: 10 Envelope Sent by:
Certificate Pages: 6 Initials: 6 Xxxxxxx Xxxxxxx
AutoNav: Enabled
Enveloped Stamping (ID Stamping): Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
Xx. Xxxxxxxxxx Xxxxx Xxxx, 0.000
XX, 00000-000
XX, 00000-000
[*****]
Endereço IP: [*****]
Record Tracking
Status: Original
7/21/2021 7:03:22 AM
Holder: Xxxxxxx Xxxxxxx
[*****]
Location: DocuSign
Xxxxx Xxxxxxx Xxxxxx xx Xxxxxxxx Xxxx [*****]
LAWYER UNIVERSO ONLINE SA
Security Level: E-mail, Account Authentication (None)
Signature adoption: Signature image loaded
Using IP Address: [*****]
Sent: 7/21/2021 7:11:42 AM
Viewed: 7/21/2021 7:13:01 AM
Signed: 7/21/2021 7:13:20 AM
Electronic Record and Signature Disclosure:
Not offered via DocuSign
Xxxxx Xxxx Xxxx [*****]
Security Level: E-mail, Account Authentication (None)
Signature adoption: Pre-selected Style IP Address: [*****]
Sent: 7/21/2021 7:13:23 AM
Viewed: 7/26/2021 5:40:44 AM
Signed: 7/26/2021 5:40:53 AM
Electronic Record and Signature Disclosure:
Accepted: 3/30/2021 10:52:02 AM
ID: [*****]
Xxxxx Xxxxxxxxxx
[*****]
[*****]
Security Level: E-mail, Account Authentication
(None)
(None)
Signature adoption: Pre-selected Style IP Address: [*****]
Sent: 7/26/2021 5:40:58 AM
Resent 7/26/2021 7:47:06 AM
Viewed: 7/26/2021 10:02:02 AM
Signed: 7/26/2021 10:08:23 AM
Electronic Record and Signature Disclosure:
Accepted: 4/5/2021 4:24:51 AM
ID: [*****]
| Xxxxx Xxxxxx Xxxxxxx [*****] Chief Financial Officer |  | Sent: 8/6/2021 12:32:19 PM Viewed: 8/6/2021 12:59:53 PM Signed: 8/6/2021 1:00:00 PM | ||||||||||||
| Security Level: E-mail, Account Authentication (None) | Signature established by: Pre-set style Using IP Address: [*****] | |||||||||||||
Electronic Record and Signature Disclosure:
Accepted: 11/24/2020 12:09:02 PM
ID: [*****]
Xxxxxxx Xxxxxx Xxxxxxx
[*****]
Security Level: E-mail, Account Authentication
(None)
(None)
Signature adoption: Pre-selected Style
IP Address: [*****]
Sent: 8/6/2021 12:32:20 PM
Viewed: 8/9/2021 5:18:27 AM
Signed: 8/9/2021 7:05:57 AM
Electronic Record and Signature Disclosure:
Accepted: 8/13/2018 6:54:30 AM
ID: [*****]
Xxxxx Xxxxxxxx Xxxxxxx
[*****]
DIRECTOR
Security Level: E-mail, Account Authentication (None)
Signature established by: Pre-set style
Using IP Address: [*****]
Sent: 7/26/2021 10:08:26 AM
Resent 7/27/2021 6:55:00 AM
Viewed: 7/26/2021 2:38:02 PM
Signed: 7/27/2021 6:56:29 AM
Electronic Record and Signature Disclosure:
Accepted: 7/26/2021 2:38:02 PM
ID: 92c0620f-26ca-4e3b-bcf8-8e9ceaf90ea3
Xxxxxx Xxxxxxxx Xxxxxx
[*****]
HEAD OF UNIVERSO ONLINE LEGAL DEPARTMENT
Security Level: E-mail, Account Authentication (None)
Signature adoption: Signature image loaded
Using IP Address: [*****] Signed using cellphone
Sent: 8/6/2021 12:32:20 PM
Viewed: 8/6/2021 12:43:23 PM
Signed: 8/6/2021 12:43:36 PM
Electronic Record and Signature Disclosure:
Not offered via DocuSign
Xxxxx Xxxxxx
[*****]
Commercial Services Officer
Security Level: E-mail, Account Authentication (None)
Signature established by: Pre-set style
Using IP Address: [*****]
Signed using cellphone
Sent: 7/26/2021 10:08:26 AM
Resent 7/27/2021 6:55:01 AM
Resent 8/2/2021 6:15:32 AM
Resent 8/13/2021 1:20:58 PM
Resent 8/16/2021 5:44:35 AM
Resent 8/16/2021 5:44:48 AM
Viewed: 8/16/2021 1:49:15 PM
Signed: 8/16/2021 1:49:21 PM
Electronic Record and Signature Disclosure:
Accepted: 8/14/2020 10:54:21 AM
ID: [*****]
Xxxxxxx Xxxxxxxxx de Novaes
[*****]
CEO
Security Level: E-mail, Account Authentication
(None)
Signature established by: Pre-set style
Using IP Address: [*****]
Sent: 7/26/2021 10:08:26 AM
Viewed: 7/26/2021 10:09:36 AM
Signed: 7/26/2021 10:09:57 AM
Electronic Record and Signature Disclosure:
Accepted: 7/26/2021 10:09:36 AM
ID: [*****]
| In Person Signer Events | Signature | Timestamp | ||||||
| Editor Delivery Events | Status | Timestamp | ||||||
| Agent Delivery Events | Status | Timestamp | ||||||
| Intermediary Delivery Events | Status | Timestamp | ||||||
| Certified Delivery Events | Status | Timestamp | ||||||
| Carbon Copy Events | Status | Timestamp | ||||||
| Witness Events | Signature | Timestamp | ||||||
| Notary Events | Signature | Timestamp | ||||||
| Envelope Summary Events | Status | Timestamp | ||||||
| Envelope sent | Hashed/Encrypted | 7/21/2021 7:11:42 AM | ||||||
| Certified delivery | Security checked | 7/26/2021 10:09:36 AM | ||||||
| Signing complete | Security checked | 7/26/2021 10:09:57 AM | ||||||
| Completed | Security checked | 8/16/2021 1:49:21 PM | ||||||
| Payment Events | Status | Timestamp | ||||||
| Electronic Record and Signature Disclosure: | ||||||||
Electronic Record and Signature Disclosure created on: 2/7/2018 5:43:37 AM | ||||||||
Parties agreed to: Xxxxx Xxxx Xxxx, Xxxxx Xxxxxxxxxx, Xxxxx Xxxxxx Xxxxxxx, Xxxxxxx Xxxxxx Xxxxxxx, Xxxxx Xxxxxxxx Xxxxxxx, Xxxxx Xxxxxx, Xxxxxxx Xxxxxxxxx d | ||||||||
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Electronic Record and Signature Disclosure created on: 2/7/2018 5:43:37 AM | ||||||||
Parties agreed to: Xxxxx Xxxx Xxxx, Xxxxx Xxxxxxxxxx, Xxxxx Xxxxxx Xxxxxxx, Xxxxxxx Xxxxxx Xxxxxxx, Xxxxx Xxxxxxxx Xxxxxxx, Xxxxx Xxxxxx, Xxxxxxx Xxxxxxxxx d | ||||||||
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Electronic Record and Signature Disclosure created on: 2/7/2018 5:43:37 AM | ||||||||
Parties agreed to: Xxxxx Xxxx Xxxx, Xxxxx Xxxxxxxxxx, Xxxxx Xxxxxx Xxxxxxx, Xxxxxxx Xxxxxx Xxxxxxx, Xxxxx Xxxxxxxx Xxxxxxx, Xxxxx Xxxxxx, Xxxxxxx Xxxxxxxxx d | ||||||||
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