TERMS OF SERVICES

Article 1: General principles

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1.1. Introduction: Welcome to NeoX by NeoPay – a provider of payment intermediary solutions and services (“NeoX”), owned, managed, and operated by Neo Payment Joint Stock Company.

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The terms referred to below — “we,” “us,” “the company,” “the platform,” or “NeoX” — collectively refer to Neo Payment Joint Stock Company.

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The terms referred to below — “customer,” “user,” or “end-user” — refer to any individual accessing or using the NeoX e-wallet services and any other services provided on the NeoX platform.

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1.2. Acceptance: These Terms and Conditions of Service (hereinafter referred to as the “General Terms”) govern the rights and obligations of the User, acting as the Customer, when using the products and services provided by Neo Payment Joint Stock Company (“the Company”) on the NeoX application.

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The definitions and terminologies explained and used in these General Terms shall be applied consistently across all related documents issued by Neo Payment Joint Stock Company.

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This General Terms document is an important legal instrument that Users should carefully review. By using the Products/Services on the NeoX application, Users are required to agree to and accept all provisions contained in these General Terms.

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By accessing or downloading the NeoX application, the User confirms that they have read, understood, and fully agree to each provision of these General Terms as well as to all related policies and terms issued by Neo Payment Joint Stock Company in relation to the use of the Products/Services, including but not limited to: these General Terms, the Privacy Policy, the Fee Schedule, and any related amendments or updates (if any).

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By accessing, downloading, and using the NeoX application, the User acknowledges and agrees to comply with the methods, requirements and/or policies set forth in these General Terms. The User further agrees that NeoX may collect, use, disclose and/or process the User’s personal data as described in these General Terms.

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The User shall be solely responsible for understanding and complying with all applicable laws when using NeoX Products/Services, including but not limited to, the legality of transactions, the goods/services provided, and the source of funds used for payment.

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The User shall be deemed to have unconditionally accepted and be bound by these General Terms. The User’s access to and use of any part or the entirety of NeoX Products/Services shall be deemed equivalent to entering into a Service Agreement between the User and NeoX.

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The User further agrees and acknowledges that NeoX reserves the right, at any time, to modify, amend, add, or remove any part of these Terms in accordance with NeoX’s business policies from time to time. Such changes shall take effect immediately upon being posted on NeoX without prior notice. The User’s continued use of NeoX after any such changes shall be deemed as acceptance of the revised Terms.

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The User guarantees that they have clearly understood all guidelines and procedures for using NeoX Products/Services as well as any modifications or updates (if any) made by NeoX.

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1.3. Recommendation: The User reserves the right to refuse the use of any NeoX services if they do not agree with any provision of these General Terms. We recommend that the User regularly review these General Terms to stay updated with any changes made by NeoX.

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Article 2: Definitions and Interpretation In these General Terms, the following words and expressions shall have the meanings set forth below, unless the context otherwise requires:

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2.1. General Terms: means this set of Terms and Conditions for using the NeoX Application Services.

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2.2. NeoX by NeoPay / NeoX: means Neo Payment Joint Stock Company, a company duly established and operating under the laws of the Socialist Republic of Vietnam, with Enterprise Registration Certificate No. 0314363533, first issued on April 20, 2017.

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2.3. User: under these General Terms, refers to any individual who uses NeoX Products/Services and accepts the provisions of these General Terms, including any amendments, supplements, or replacements.

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2.4. NeoX E-Wallet Products/Services: means the service that provides the User with an identified electronic account created by NeoX on the E-Wallet system, allowing the User to utilize this account within the scope defined by NeoX and in accordance with applicable laws, including but not limited to services performed at the time of transaction and services available on the E-Wallet Application.

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2.5. NeoX Application: refers to the software product designed for Users on mobile devices or websites to access and use the E-Wallet Products/Services and other services provided by NeoX and/or its Partners, including but not limited to making payments from the User’s card/account/E-Wallet, purchasing goods and services, and checking billing information.

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2.6. Top-up (Deposit): refers to a feature of the NeoX E-Wallet Products/Services that allows the User to add funds to their E-Wallet Account from a linked payment account or debit card.

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2.7. Withdrawal: refers to a feature of the NeoX E-Wallet Products/Services that allows the User to withdraw funds from their E-Wallet Account to a linked payment account or debit card.

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2.8. Transfer: refers to a feature of the NeoX E-Wallet Products/Services that allows the User to transfer funds from their own E-Wallet Account to one or more other E-Wallet Accounts opened by NeoX.

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2.9. Payment: refers to a feature of the NeoX E-Wallet Products/Services that allows the User to make payments for legitimate goods and services via the E-Wallet Application. 2.10. Electronic Information Page (Website): refers to the websites at https://www.neopay.vn, https://neox.vn, and other websites owned by NeoX, and/or any other web addresses as notified by NeoX to the User from time to time.

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2.11. Authentication Methods: refer to the authentication factors used by NeoX to verify the User’s identity, including but not limited to One-Time Passwords (OTP), passwords, biometric features, and other authentication measures permitted under applicable laws.

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2.12. Business Day: means any day from Monday to Friday, excluding Saturdays, Sundays, and public holidays as prescribed by law.

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Article 3: Registration / Termination of Products/Services Usage

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3.1. Registration and Use of Products/Services

a) To use the Products/Services, the User must first download the NeoX Application, provide complete Account Opening Information, and follow the registration instructions to open a NeoX Wallet.

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b) The User agrees to provide NeoX or NeoX’s Transaction Points with complete, up-to-date, and accurate information about themselves as may be requested by NeoX from time to time for the purpose of using the Products/Services.

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The User agrees to promptly notify NeoX or NeoX’s Transaction Points of any changes to the NeoX Account Opening Information or other information previously provided. The User represents and warrants that all information provided to NeoX is true and accurate, and shall be fully responsible for any information submitted on the NeoX Application.

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c) Upon NeoX’s reasonable request, the User shall provide NeoX with information relating to the use of the Products/Services for purposes including but not limited to:

– Assisting NeoX in fulfilling its legal and regulatory obligations;

– Reporting to competent authorities or Government agencies on compliance matters;

– Assessing whether the User has complied, is complying, or will comply with all obligations under these General Terms and Conditions.

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d) The User agrees to link their NeoX Account with their payment account/debit card opened at the Partner Bank registered with NeoX for the purpose of using NeoX’s Products/Services. The User hereby authorizes NeoX to send debit/credit instructions to their payment account/debit card at the Partner Bank upon receiving the User’s Top-up or Withdrawal request.

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e) Top-ups to the User’s NeoX Account must be made from:

– The User’s payment account or debit card registered under the same name as the NeoX Account at the linked Bank; and/or

– Transfers received from another User’s NeoX Account opened and maintained by NeoX.

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f) The User may use their NeoX Account to:

– Pay for legitimate Products/Services; and/or

– Transfer funds to another User’s NeoX Account opened by NeoX; and/or

– Withdraw funds from their NeoX Account to their own payment account or debit card (registered under the same name as the NeoX Account) at the linked Bank.

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g) Depending on its policies from time to time, NeoX may stipulate and adjust the Fee Schedule, service charges, fee collection methods, transaction limits, and balance limits applicable to the User’s NeoX Account and/or upgrade, modify, or adjust the E-Wallet Products/Services in accordance with applicable laws. Such changes will be communicated to the User through, but not limited to, one or more of the following channels: NeoX’s official Website(s), written notice, email sent to the User’s registered email address, SMS to the User’s registered phone number, and/or notifications displayed within the NeoX interface.

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h) The User confirms and acknowledges that they possess full legal capacity, authority, and/or authorization to use NeoX’s Products/Services.

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i) The User undertakes not to use NeoX’s Products/Services for any purpose or activity that violates applicable laws and regulations, including but not limited to those relating to anti-money laundering (AML) and counter-terrorism financing (CTF).

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j) When using the Products/Services, the User shall be responsible for all their actions and/or errors in operating the NeoX Application and/or conducting transactions. In the event of any error or incident, the User must immediately contact Customer Service for assistance and resolution guidance. NeoX will make all reasonable efforts to advise and support the User.

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k) In the event of any incident related to the Product/Service, or if a transaction cannot be completed as requested by the User, the User must promptly notify NeoX. NeoX will make every reasonable effort to advise and support the User in resolving the issue.

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l) The User agrees to be solely responsible for managing their Account, Account Password, Account-related information, Authentication Methods, and device access details.

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m) If the User’s information is lost, stolen, or unlawfully disclosed, the User must immediately change their Account information using the available tools within the NeoX Application or promptly notify NeoX through Customer Service to temporarily lock the Account.

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n) The User shall be fully responsible for any and all transaction requests made before NeoX receives such notification. The User should note that the NeoX Account will only be temporarily locked once the User has provided all necessary information reasonably requested by Customer Service.

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o) NeoPay agrees, at its sole discretion, to compensate for any transaction that was incorrectly processed due to NeoX’s fault.

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3.2. Suspension or Termination of Products/Services

a) NeoX’s right to suspend, terminate, or cancel Products/Services The User agrees, acknowledges, and accepts that the Product/Service (or any part thereof) may be terminated or canceled by NeoX for any reason deemed appropriate and necessary at any time, without prior notice to the User. The User further agrees that any reason provided by NeoX for such termination or cancellation shall be considered reasonable. After termination or cancellation, the Product/Service (or any part thereof) may be reinstated or re-offered by NeoX at its sole discretion.

– The User agrees, acknowledges, and accepts that NeoX reserves the right, at any time, to suspend or terminate the User’s Account or their access to and use of the Products/Services (or any part thereof) for any reason that NeoX deems appropriate and necessary. This includes, but is not limited to, cases where the User violates any provision of these Terms and Conditions, acts contrary to, or breaches any relevant laws, policies, or regulations related to the use of the Products/Services. Furthermore, NeoX reserves the right to report such violations by the User to competent State authorities and/or other relevant individuals or organizations.

– The User also agrees that any reason for termination or cancellation provided by NeoX shall be deemed reasonable by the User. The suspension or discontinuation of the Products/Services may occur at any time and under any conditions deemed appropriate by NeoX at its sole discretion.

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b) User’s termination of the Products/Services

– The User may terminate their use of the Products/Services at any time, in accordance with these Terms and Conditions, by visiting NeoX transaction points or contacting Customer Service for guidance.

– Upon termination or cancellation of the Products/Services (or any part thereof), all rights granted to the User under these Terms and Conditions in relation to such Products/Services shall immediately cease. The User must promptly pay NeoX all outstanding fees and charges due and payable in connection with the terminated Products/Services (if any).

– In the event that all Products/Services have been terminated, the User hereby irrevocably and unconditionally authorizes NeoX to refund any remaining balance in the User’s NeoX Account (if any), after deducting all amounts due and payable (including but not limited to fees and charges) owed by the User to NeoX (if any).

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Article 4: Indemnification

The User agrees to indemnify and hold harmless NeoX and its affiliates from and against any and all losses, claims, demands, actions, proceedings, costs (including but not limited to legal fees), and liabilities incurred or brought against NeoX and/or its employees, officers, or representatives arising from or in connection with the User’s use of the Products/Services (or any part thereof) and/or any breach by the User of these Terms and Conditions.

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Article 5: Intellectual Property Rights

5.1. All trademarks, logos, service marks, and all other intellectual property rights of any kind (whether registered or not), including but not limited to all content, information, designs, documents, graphics, software, images, videos, music, sounds, software suites, source codes, and underlying software related to NeoX (collectively referred to as the “Intellectual Property Rights”) are and shall remain the exclusive property of NeoX and/or its authorized affiliates or agents (if any). All Intellectual Property Rights are protected under copyright laws and international conventions. All rights are reserved.

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5.2. Except as expressly permitted under these Terms and Conditions, the User shall not use, edit, publish, imitate, translate, create derivative works from, distribute, or otherwise use, reuse, copy, modify, or disclose any of the Intellectual Property Rights in any manner without NeoX’s prior written consent. The User shall not assist or enable any third party to use the Intellectual Property Rights in any way that constitutes an infringement of NeoX’s Intellectual Property Rights and/or related rights.

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Article 6: Disclosure of Information

6.1. The User agrees that NeoX may collect, store, use, and process information from the User’s NeoX Account Registration Profile as well as other information obtained from the User or third parties for the purposes of customer identification and verification in accordance with applicable laws. NeoX may also collect, store, use, and process the User’s personal data for research, operational analysis, and improvement of its Products/Services.

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6.2. When the User registers a NeoX Account to use the Products/Services, the User understands and agrees to grant NeoX the right to collect, store, use, and process information through access to applications on the devices used for login, as provided under these Terms and Conditions.

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6.3. The User hereby expressly consents to and irrevocably authorizes NeoX to disclose or release information related to the User or the User’s transactions to any individual or organization to whom NeoX is required to disclose such information pursuant to any applicable law or regulation, or in response to any request or order from a competent governmental authority or court.

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6.4. The User agrees to NeoX’s Privacy Policy.

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Article 7: Security

7.1. The User undertakes to use the NeoX Application and NeoX Account solely for lawful purposes and shall not engage in or facilitate any illegal payment or money transfer transactions, including but not limited to gambling, payment for illegal goods or services, or money laundering. The User shall promptly notify NeoX of any unauthorized or suspicious transactions involving the User’s NeoX Account and/or Products/Services, or of any known or suspected security breaches, including the loss, theft, or unauthorized disclosure of personal or account information.

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7.2. The User shall not, and shall not allow any third party to, use the NeoX Application or NeoX Account to conduct unauthorized access, system attacks, virus or malware distribution, or any other acts in violation of applicable laws and/or that cause disruption or interference to NeoX’s systems, its partners, or the normal use of the NeoX Application or NeoX Account by others.

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7.3. The User shall be fully responsible and shall hold NeoX harmless from any liability arising from the use or operation of the User’s NeoX Account under applicable laws. Any fraudulent, deceptive, or illegal activity may constitute grounds for NeoX, at its sole discretion, to suspend the User’s NeoX Account and/or terminate the provision of Products/Services to the User, and NeoX may report such activities to the competent authorities for investigation and handling.

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Article 8: Limitation of Liability

8.1. Under no circumstances shall NeoX (including but not limited to all of its officers, employees, transaction points, and/or affiliates) be liable to the User for any loss, damage, liability, or expense arising out of or in connection with the use or inability to use the Products/Services, unless such loss or damage results directly from NeoX’s fault (including but not limited to that of its officers, employees, transaction points, and/or affiliates).

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8.2. However, in the event that NeoX (including but not limited to all of its officers, employees, transaction points, and/or affiliates) is held liable for any loss or damage as stated above, the User agrees that NeoX’s total liability (including but not limited to all of its officers, employees, transaction points, and/or affiliates) shall be limited to the actual amount of direct damages suffered by the User, and in no event shall such liability exceed the total amount of funds transferred into and out of the User’s NeoX Account.

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8.3. In all circumstances, NeoX shall not be liable for any indirect, special, consequential, or incidental damages arising from or related to the use or inability to use the Products/Services.

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8.4. To the maximum extent permitted by law, the User agrees that NeoX (including but not limited to all of its officers, employees, transaction points, and/or affiliates) shall not be liable for any loss, damage, liability, and/or expense incurred by the User as a result of any unauthorized access by the User or any third party to NeoX’s servers, interfaces, websites, devices, and/or the User’s data, whether accidental, unlawful, or unauthorized, including but not limited to hacking or any other reason beyond NeoX’s reasonable control.

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8.5. NeoX shall not be liable for any failure or delay in the performance of its obligations under these Terms and Conditions due to Force Majeure events beyond NeoX’s reasonable control. Force Majeure events shall be specified in Clause 9 of these Terms and Conditions.

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Article 9: Force Majeure

9.1. If either Party is affected by any event beyond its reasonable control, including but not limited to fire, explosion, flood, or natural disasters; acts or regulations of competent governmental authorities; war, terrorism, civil unrest; strikes, suspension of production, or labor disturbances; or shortages of public utilities or transportation services (hereinafter collectively referred to as “Force Majeure Events”), such Party shall be deemed to be affected by a Force Majeure Event.

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9.2. The Party affected by a Force Majeure Event shall not be held liable for any failure or delay in performing its obligations under these Terms and Conditions to the extent that such failure or delay is caused by the Force Majeure Event, provided that the affected Party promptly notifies the other Party in writing of the situation and makes all reasonable efforts to remove or mitigate the effects of the Force Majeure Event as soon as reasonably possible.

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9.3. If any Force Majeure Event continues for a period of thirty (30) consecutive days, the Party not affected by the Force Majeure Event shall have the right to terminate these Terms and Conditions by giving written notice to the affected Party. For the avoidance of doubt, any disruption, malfunction, or attack on NeoX’s processing systems, communication systems, or electrical systems, or any other event beyond NeoX’s reasonable control that is not caused by NeoX’s fault, shall also be considered a Force Majeure Event under these Terms and Conditions.

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Article 10: Communication and notice

10.1. The User agrees that NeoX or its affiliates may send messages or make phone calls to the User through the registered phone number, or send notifications via the NeoX App, regarding or related to updates about Products/Services or events provided or organized by NeoX or its affiliates. The User agrees that such messages, calls, or in-app notifications shall not be limited in number or timing and shall be deemed valid and effective notices from NeoX to the User, provided they comply with all applicable laws and regulations.

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10.2. The User agrees that NeoX shall have no obligation to provide periodic notifications to the User regarding details of transactions conducted by the User.

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10.3. All notices and documents (if any) required to be sent to the User by NeoX under these General Terms and Conditions shall be delivered by one of the following methods: a) By ordinary mail or registered mail to the User’s most recent address as stated in the Account Opening Information registered with NeoX; b) By email to the User’s most recent email address on record with NeoX; c) By posting the notice or communication on NeoX’s official website; d) By SMS or phone call to the User’s most recent phone number on record with NeoX.

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10.4. Any notice, document, or correspondence shall be deemed duly sent and received:

a) If sent by ordinary or registered mail — within three (03) business days from the date of dispatch;

b) If sent by any other means specified in this Article — on the next business day following the date of dispatch.

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Article 11: Handling of erroneous transactions, technical incidents, or signs of legal violation

11.1. In all cases where the amount of money credited to the User’s NeoX Account differs from the actual amount requested and deposited by the User, the User shall be obligated to return the excess amount to NEO or to the depositor, in the manner and within the timeframe requested.

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11.2. In the event that NEO has reasonable grounds to determine that a transaction was conducted in error, due to a technical incident, or shows signs of legal violation, NEO, at its sole discretion, shall have the right to take preventive or restrictive measures to minimize potential losses, including but not limited to the following: a) Withholding or freezing the funds arising from or related to such transaction in the User’s NeoX Account; and/or b) Temporarily suspending the operation of the User’s NeoX Account; and/or c) Deducting or recovering from the User’s NeoX Account any funds arising from or related to the error, technical incident, or legal violation.

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11.3. The User agrees that NeoX has the right to take the measures specified in Clause 11.2 above and shall fully cooperate with NeoX in verifying and resolving matters related to any erroneous transaction, technical incident, or indication of legal violation. NEO shall have the right to temporarily lock or freeze the NeoX Account and/or withhold or freeze any related funds pending resolution.

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11.4. In the event that the User fails to cooperate with NeoX or shows any sign of misappropriating or concealing funds arising from or related to an error, technical incident, or legal violation, NeoX shall have the right to maintain the preventive and restrictive measures specified in Clause 11.2 and to request the competent authorities to take action, including criminal proceedings if there are indications of a criminal offense. In all cases, NeoX shall comply with the conclusions, decisions, or final judgments of the competent State authorities.

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11.5. In the event that NeoX has reasonable grounds to determine that the User has engaged in any act of abusing NeoX’s promotional programs, preferential policies, or user support schemes, NeoX shall have the right to suspend or terminate such programs, policies, or support for one, several, or all related Users and take necessary measures to recover any benefits, incentives, or economic advantages that such Users have received. In cases where the abuse constitutes a violation of law, NeoX shall report the matter to the competent State authorities for review and handling.

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Article 12: Miscellaneous provisions

12.1. These General Terms and Conditions constitute an integral part of the application dossier for NeoX’s Products/Services and shall be governed and construed in accordance with the laws of Vietnam.

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12.2. Any dispute arising from or in connection with these General Terms and Conditions shall first be resolved through amicable negotiation between the Parties. If such negotiation fails, the Parties unanimously agree to submit the dispute to the Hanoi International Arbitration Center (“HIAC”) for settlement in accordance with HIAC’s arbitration rules. The Parties agree that the dispute resolution process may be conducted electronically through HIAC’s online dispute resolution platform, and HIAC shall be responsible for ensuring the authenticity and integrity of this system.

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12.3. The failure or delay of NeoX in exercising or enforcing any right or remedy under these General Terms and Conditions or under the law shall not be construed as a waiver or limitation of such right or remedy. NeoX reserves the right to exercise such right or remedy at any time it deems appropriate.

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12.4. In the event that any provision of these General Terms and Conditions is determined to be illegal or otherwise unenforceable, NeoX may amend such provision or, at its sole discretion, remove it from these Terms. Such determination shall not affect the validity or enforceability of the remaining provisions, which shall continue in full force and effect.

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12.5. These General Terms and Conditions shall be binding upon and inure to the benefit of the User’s heirs, personal and legal representatives, successors in title, and permitted assigns (if any).

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12.6. The User shall not assign or transfer any of their rights under these General Terms and Conditions without NeoX’s prior written consent. NeoX, however, may assign or transfer its rights under these General Terms and Conditions without the User’s prior written consent.

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12.7. The User acknowledges that NeoX may, under applicable laws and regulations or pursuant to instructions from relevant Government authorities, be required to take certain actions that may conflict with the provisions of these General Terms and Conditions. The User agrees not to hold NeoX liable in such cases.

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12.8. In the event of any dispute arising between the User and a third party, NeoX shall bear no responsibility or liability whatsoever, except to provide necessary information to assist the User and the third party in resolving the matter.

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12.9. The User and the third party shall be solely responsible for resolving any issues related to their transactions. In cases involving complaints, disputes, refund requests, or similar matters, NeoX reserves the right to temporarily withhold or freeze the related funds in the relevant account(s) until the issue is resolved or a final decision is issued by a competent State authority.

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By confirming/checking the box below, the User acknowledges that they have read, fully understood, and completely agreed to the contents of these General Terms and Conditions.

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