EX-4.22 8 d853065dex422.htm EX-4.22 EX-4.22

Exhibit 4.22

REDACTED COPY

Certain identified confidential information has been redacted from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

Confidential portions of this Exhibit are designated by [*****].

 

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Contracting Company: PAGSEGURO INTERNET S.A.    CNPJ: 08.561.701/0001-01
Contracted Company: COMPASSO TECNOLOGIA LTDA    CNPJ: 07.654.824/0001-24

 

Project Name: PagSeguro—Squad—Data Engineering

  

 

Contract No.: 2735/19

  

 

Service Agreement No.: 03

The present Service Agreement shall be governed by the aforementioned Service Rendering Agreement, signed between PAGSEGURO INTERNET S.A. and COMPASSO TECNOLOGIA LTDA on July 15th, 2019.

Scope:

The present Service Agreement provides for the allocation of a squad of professionals with profiles for software development, acting in agile dynamics, according to the work model used by PagSeguro. The professionals who make up Squad shall work with full-time dedication.

The detailed scope of the services, as well as the items outside the scope are described in the document TECHNICAL/COMMERCIAL PROPOSAL: PS-20190930-DATENG-v4.1 which, initialed between the Parties, becomes an indissociable Attachment to this Service Agreement.

Remuneration:

a) [*****]

  o

[*****]

b) [*****] according to the ratecard below:

 

Baseline

  

Additional Hour Value

Professional Profile

  

Professional#

  

Base

  

Hours/Month

  

Value/hour

  

Monthly
Investment
(Baseline)

  

Warning not
triggered

  

Overtime

  

Nighttime

10 p.m. to 6
a.m.

  

Night Overtime

Senior Data Engineer

   1    DC    176    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]

Full Data Engineer

   3    DC    528    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]
   4       704       [*****]            
                             

100% of the Hour Value

  

Additional payments on the Hour Value

                  Warning not triggered    Overtime   

Nighttime

10 p.m. to 6 a.m.

   Night Overtime
                  [*****]    [*****]    [*****]    [*****]

 

[*****] Confidential information redacted


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Premises and Requirements:

All premises and requirements are detailed in the TECHNICAL/COMMERCIAL PROPOSAL document: PS-20190930-DATENG-v4.1, already mentioned.

Service Rendering Location:

The activities shall be carried out from the Compasso Delivery Centers in Rio Grande do Sul and in specific situations and according to the need, also in person at the Customer’s headquarters.

Service Rendering Time:

Activities which are not specified as 24x7 shall be performed during business hours. Business hours are considered the period from 7:00 am to 7:00 pm, GMT -3 (Brasília Time Zone) from Monday to Friday, except holidays.

All Compasso’s professionals strictly observe the CLT rules, especially with regard to the mandatory lunch break and limits on working hours.

Travel Expenses:

These are not included in the price, and must be reimbursed to Compasso upon presentation of an expense report, accompanied by a Debit Note and payment instructions, as long as previously informed and authorized by PagSeguro by email, under the terms and limitations of its current policies.

Travel expenses are understood as: transportation, food, insurance and accommodation, under the terms below

 

Travel Expense Policy

Daily Meals Southeast Region**

Hotel—Executive 3-Star Category

Air—Cheapest ticket at the defined time Insurance –

   [*****]
In case of international travel Ground travel   
   Corporate Taxi/Uber fare upon receipt Intercity bus when applicable
      

Travel/Displacements during business hours

**If there is an update to the food allowance item in the Travel Policy, it shall be communicated to the Customer by email and shall be subject to formalization through an amendment to the present Service Agreement.

Payment Terms:

➣ [*****] shall be issued until [*****], when applicable;

[*****] Confidential information redacted

 

2


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All NFs shall mature within [*****] from the date of issue;

Notes:

 

   

Taxes are already included in the presented amounts, namely: ISSQN (2%), PIS (0.65%), and COFINS (3%), for billing in Brazil;

  o

Service invoices must be issued by the Contracted Party no later than the 12th of each month and shall be paid in the 30 ddl mode.

 

   

Compasso shall issue the Invoices from the unit executing the services, being able to use its branches

 

   

In the event of activities outside the contracted scope and not provided for in the extras described herein, they must be previously approved between the Customer and Compasso, and shall be the subject of a specific Service Agreement;

 

   

All operations related to this contracting shall be billed in national currency (BRL).

 

   

Unless previously notified as provided for in the agreement, at the end of the term, the services described herein are automatically renewed under the same conditions.

 

   

As provided for in the agreement, for each 12-month period the amounts presented herein shall be monetarily restated by the IPCA.

Other conditions:

The other terms and conditions provided for in the Service Rendering Agreement referenced hereinabove apply to the Services.

The following are an integral part of the present Service Agreement:

Attachment I—TECHNICAL/COMMERCIAL PROPOSAL PS-20190930-DATENG-v4.1

In the event of any divergence between the terms and conditions of this agreement and the proposals mentioned hereinabove, the provisions of this Service Agreement shall prevail.

Beginning of the Activities: 2 weeks after approval of the Commercial Proposal.

Term: 06 months

[*****] Confidential information redacted

 

3


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Kind of Project: Dedicated SQUAD

 

In witness whereof, the Parties hereby sign the present SA, in two (02) counterparts of equal content form, in the presence of the undersigned witnesses.

 

São Paulo, November 5th, 2019.

Parties:

PAGSEGURO INTERNET S.A.

 

DocuSigned by:

/s/ Wagner Chagas Feder

By: Wagner Chagas Feder

Position:

  

DocuSigned by:

/s/ Artur Gaulke Schunck

By: Artur Gaulke Schunck

Position:

COMPASSO TECNOLOGIA

 

DocuSigned by:

/s/ Renato Bertozzo Duarte

By: Renato Bertozzo Duarte

Position:

  

DocuSigned by:

/s/ Cleyton de Almeida Ferreira

By: Cleyton de Almeida Ferreira

Position:

Witnesses:

 

DocuSigned by:

1./s/ Carlos Guilherme de Almeida Idoeta

Name: Carlos Guilherme de Almeida Idoeta

CPF No:

  

DocuSigned by:

/s/ Isabel Macieira Sorio

Name: Isabel Macieira Sorio

CPF No:

 

4


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ATTACHMENT 1

TECHNICAL/COMMERCIAL PROPOSAL

PS-20190930-DATENG-v4.1

 

 

5


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

LOGO

 

TECHNICAL/COMMERCIAL PROPOSAL
PagSeguro—Squad—Data Engineering

 

November 1st, 2019

 

Proposal Number: PS-20190930-DATENG-v4

 

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DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

Initial Considerations

 

 

The information contained in this document about products, services, images, graphic layouts and intellectual conception are the property of COMPASSO or its respective suppliers, its duplication being allowed only for the internal use of PagSeguro, and cannot be utilized as a source of information to third parties, as well as all information provided to COMPASSO should not be disclosed or used in other projects, except in the case of written authorization from both parties;

 

The content of this document includes ideas and material owned by COMPASSO, and must be used exclusively for the evaluation of the referred proposal;

 

This material cannot be accessed by people who are not directly connected to the customer and to the evaluation of the concerned proposal;

 

The same terms are also valid with respect to information obtained in meetings and documents received about the customer and utilized by COMPASSO to prepare this proposal;

 

No part of this document may be reproduced in other documents and/or presentations without the express written authorization by COMPASSO.

 

LOGO


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

TECHNICAL PROPOSAL

 

 

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DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

Squad Data Engineering Composition—SP and DC

 

 

The squad shall be allocated within a period of up to 2 weeks, after approval of the commercial proposal.

 

 

The chart below presents the Squad composition, considered as a monthly baseline:

 

Professional #

  

Professional’s Profile

  

Knowledge

1

   Senior Data Engineer—PF    Data extraction and intake based on Oracle Golden Gate, Kafka and AWS platforms

3

   Full Data Engineer—PF    Data extraction and intake based on Oracle Golden Gate, Kafka and AWS platforms

 

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DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

Scope

 

 

The scope of this proposal provides for the allocation of a squad of professionals with profiles for software development and data analysis, acting in agile dynamics under PagSeguro management.

 

The professionals composing the squad shall work with exclusive dedication (full-time).

 

Team allocation is during business hours, from Monday to Friday, within the range from 9 am to 6 pm (except holidays);

 

The team allocated to this squad shall be working physically from Compasso’s Delivery Centers.

 

This team works with a weekly workload of 40 hours.

 

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DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

Investment—DC

Below we present the commercial proposal based on the profiles mapped for the Data Engineering composition

 

Professional Profile

  

Professional#

  

Gross monthly amount per profile

Senior Data Engineer—PF*

   1    [*****]

Full Data Engineer—PF*

   3    [*****]

Gross Monthly Amount

   4    [*****]

CONSIDERATIONS:

 

 

Values are presented in Brazilian Reais;

 

The levied are already included in the presented amounts, namely: ISSQN (2%), PIS (0.65%), Cofins (3%);

 

The values above consider the allocation of this squad for a period of 6 months.

 

* working in Compasso’s Delivery Center

[*****] Confidential information redacted

 

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DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

Investment—DC

Overtime DrillDown

 

Baseline

  Additional Hour Value

Professional Profile

   Professional#    Base    Hours/Month    Value/hour   Monthly
Investment
(Baseline)
  Warning not
triggered
  Overtime   Nighttime
10 p.m. to 6
a.m.
  Night
Overtime

Senior Data Engineer

   1    DC    176    [*****]   [*****]   [*****]   [*****]   [*****]   [*****]

Full Data Engineer

   3    DC    528    [*****]   [*****]   [*****]   [*****]   [*****]   [*****]
   4       704      [*****]        
                           

% of the Hour Value

  Additional payments on the Hour Value
                Warning
not
triggered
  Overtime   Nighttime

10 p.m. to
6 a.m.

  Night
Overtime
                [*****]   [*****]   [*****]   [*****]

 

 

Calculation in the month after the execution of the service

 

 

Collection upon presentation of report and approval by the Contracting party

[*****] Confidential information redacted

 

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DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

Travel Policy

 

   

Travel Expense Policy

Daily Meals Southeast Region

 

[*****]

Hotel—Executive 3-Star Category

Air—Cheapest ticket at the defined time

Insurance—In the case of International trips

Ground travel

Corporate Taxi/Uber fare upon receipt Intercity bus when applicable Travel/Displacements during business hours

**If there is an update to the food allowance item in the Travel Policy, it shall be communicated to the Customer by email and shall be subject to formalization through an amendment to the present Service Agreement.

 

 

Calculation in the month after the trip

 

 

Collection upon presentation of report and approval by the Contracting party

 

 

Policy valid only for professionals based outside São Paulo/SP.

[*****] Confidential information redacted

 

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DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

Commercial Conditions

 

 

The billing referring to [*****] shall be made by the CNPJ of Compasso Tecnologia Ltda;

 

 

The billing shall be performed [*****];

 

 

[*****]

 

 

The payment term shall be [*****] from the date of issue of the NFS;

 

 

Values for full-time allocation of professionals listed in this proposal, working during business hours. Additional hours are subject to the additions provided for in the CLT;

 

 

The values presented in this proposal are valid for a period of 12 months, and shall be adjusted annually based on the IPCA accumulated in the period;

 

 

Logistics expenses for the performance of Compasso professionals (allocated in Compasso’s Delivery Centers) at PagSeguro’s headquarters, shall be the customer’s responsibility and billed through Invoice issued by Compasso Tecnologia LTDA, following Compasso’s Expense policies;

 

 

PagSeguro shall not be charged for logistics expenses for professionals headquartered in São Paulo/SP;

 

 

The formalization shall be performed after the signature of a service agreement linked to the master agreement existing between the parties;

 

 

This proposal is valid for 30 days from its issuance date.

[*****] Confidential information redacted

 

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DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

LOGO

 

 

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Contracting Company: PAGSEGURO INTERNET S.A.    CNPJ: 08.561.701/0001-01
Contracted Company: COMPASSO TECNOLOGIA LTDA    CNPJ: 07.654.824/0001-24

 

Project Name: PagSeguro—Squad—Merchant APP

 

  
Contract No.: 2735/19    Service Agreement No.: 04
The present Service Agreement shall be governed by the aforementioned Service Rendering Agreement, signed between PAGSEGURO INTERNET S.A. and COMPASSO TECNOLOGIA LTDA on July 15th, 2019.

Scope:

The present Service Agreement provides for the allocation of a squad of professionals with profiles for software development, acting in agile dynamics, according to the work model used by PagSeguro. The professionals who make up Squad shall work with full-time dedication.

The detailed scope of the services, as well as the items outside the scope are described in the document TECHNICAL/COMMERCIAL PROPOSAL: PS-20190930-MERAPP-v5 which, initialed between the Parties, becomes an indissociable Attachment to this Service Agreement.

Remuneration:

a) [*****]

  o

[*****]

b) [*****] charged according to the ratecard below:

 

Baseline

  Additional Hour Value

Professional
Profile

   Professional#    Base    Hours/Month    Value/hour   Monthly
Investment
(Baseline)
  Warning not
triggered
  Overtime   Nighttime
10:00 p.m.
to 6 a.m.
  Night Overtime
Average Rate    3    DC    176    [*****]   [*****]   [*****]   [*****]   [*****]   [*****]
   3       176      [*****]        
                           

% of the Hour Value

 

Additional payments on the Hour Value

                Warning
not
triggered
  Overtime   Nighttime

10:00
p.m. to 6
a.m.

  Night
Overtime
                [*****]   [*****]   [*****]   [*****]

[*****] Confidential information redacted

 

 

16


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

LOGO    Business Solutions for your Needs

 

Premises and Requirements:

All premises and requirements are detailed in the TECHNICAL/COMMERCIAL PROPOSAL document: PS-20190930-MERAPP-v5, already mentioned.

Service Rendering Location:

The activities shall be carried out from the Compasso Delivery Centers in Rio Grande do Sul and in specific situations and according to the need, also in person at the Customer’s headquarters.

Service Rendering Time:

Activities which are not specified as 24x7 shall be performed during business hours. Business hours are considered the period from 7:00 am to 7:00 pm, GMT -3 (Brasília Time Zone) from Monday to Friday, except holidays.

All Compasso’s professionals strictly observe the CLT rules, especially with regard to the mandatory lunch break and limits on working hours.

Travel Expenses:

These are not included in the price, and must be reimbursed to Compasso upon presentation of an expense report, accompanied by a Debit Note and payment instructions, as long as previously informed and authorized by PagSeguro by email, under the terms and limitations of its current policies.

Travel expenses are understood as: transportation, food, insurance and accommodation, under the terms below

 

Travel Expense Policy

Daily Meals Southeast Region

Hotel—Executive 3-Star Category

Air—Cheapest ticket at the defined time

   [*****]

Insurance—In the case of International trip

Ground travel

  
   Corporate Taxi/Uber fare upon receipt Intercity bus when applicable Travel/Displacements during business hours

**If there is an update to the food allowance item in the Travel Policy, it shall be communicated to the Customer by email and shall be subject to formalization through an amendment to the present Service Agreement.

Payment Terms:

➣ [*****] shall be issued until [*****], when applicable;

➣ All NFs shall mature within [*****] from the date of issue;

[*****] Confidential information redacted


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

LOGO    Business Solutions for your Needs

 

Notes:

 

Taxes are already included in the presented amounts, namely: ISSQN (2%), PIS (0.65%), and COFINS (3%), for billing in Brazil;

  o

Service invoices must be issued by the Contracted Party no later than the 12th of each month and shall be paid in the 30 ddl mode.

 

 

Compasso shall issue the Invoices from the unit executing the services, being able to use its branches

 

 

In the event of activities outside the contracted scope and not provided for in the extras described herein, they must be previously approved between the Customer and Compasso, and shall be the subject of a specific Service Agreement;

 

 

All operations related to this contracting shall be billed in national currency (BRL).

 

 

Unless previously notified as provided for in the agreement, at the end of the term, the services described herein are automatically renewed under the same conditions.

 

 

As provided for in the agreement, for each 12-month period the amounts presented herein shall be monetarily restated by the IPCA.

Other conditions:

The other terms and conditions provided for in the Service Rendering Agreement referenced hereinabove apply to the Services.

The following are an integral part of the present Service Agreement:

Attachment I—TECHNICAL/COMMERCIAL PROPOSAL PS-20190930-MERAPP-v5

In the event of any divergence between the terms and conditions of this agreement and the proposals mentioned hereinabove, the provisions of this Service Agreement shall prevail.

Beginning of the Activities: 2 weeks after approval of the Commercial Proposal.

Term: 06 months


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

LOGO    Business Solutions for your Needs

 

Kind of Project: Dedicated SQUAD

In witness whereof, the Parties hereby sign the present SA, in two (02) counterparts of equal content form, in the presence of the undersigned witnesses.

São Paulo, December 3rd, 2019.

Parties:

PAGSEGURO INTERNET S.A.

 

DocuSigned by:

/s/ Wagner Chagas Feder

By: Wagner Chagas Feder

Position:

  

DocuSigned by:

/s/ Artur Gaulke Schunck

By: Artur Gaulke Schunck

Position:

COMPASSO TECNOLOGIA

 

DocuSigned by:

/s/ Cleyton de Almeida Ferreira

By: Cleyton de Almeida Ferreira

Position:

  

DocuSigned by:

/s/ Renato Bertozzo Duarte

By: Renato Bertozzo Duarte

Position:

Witnesses:

 

DocuSigned by:

1. ./s/ Carlos Guilherme de Almeida Idoeta

Name: Carlos Guilherme de Almeida Idoeta

CPF No:

  

DocuSigned by:

/s/ Isabel Macieira Sorio

Name: Isabel Macieira Sorio

CPF No:


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

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ATTACHMENT 1

TECHNICAL/COMMERCIAL PROPOSAL

PS-20190930-MERAPP-v5

 


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

LOGO

TECHNICAL/COMMERCIAL PROPOSAL

PagSeguro—Squad—Merchant APP

November 14th, 2019

Proposal Number: PS-20190930-MERAPP-v5 (DC Compasso action)

 

LOGO


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

Initial Considerations

 

 

The information contained in this document about products, services, images, graphic layouts and intellectual conception are the property of COMPASSO or its respective suppliers, its duplication being allowed only for the internal use of PagSeguro, and cannot be utilized as a source of information to third parties, as well as all information provided to COMPASSO should not be disclosed or used in other projects, except in the case of written authorization from both parties;

 

 

The content of this document includes ideas and material owned by COMPASSO, and must be used exclusively for the evaluation of the referred proposal;

 

 

This material cannot be accessed by people who are not directly connected the customer and to the evaluation of the concerned proposal;

 

 

The same terms are also valid with respect to information obtained in meetings and documents received about the customer and utilized by COMPASSO to prepare this proposal;

 

 

No part of this document may be reproduced in other documents and/or presentations without the express written authorization by COMPASSO.

 

LOGO


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

TECHNICAL PROPOSAL

 

 

LOGO


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

Scope

 

 

The scope of this proposal provides for the allocation of a squad of professionals with profiles for software development and data analysis, acting in agile dynamics, according to the work model utilized by PagSeguro.

 

 

This professional squad shall work in the development of data solutions, in the Analytics area of PagSeguro.

 

 

The professionals composing the squad shall work with exclusive dedication (full-time).

 

 

Team allocation is during business hours, from Monday to Friday, within the range from 7 am to 7 pm (except holidays);

 

 

The team allocated to this squad shall be working physically from Compasso’s Delivery Centers, in Passo Fundo/RS;

 

LOGO


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

Squad Merchants APP Composition

 

 

The squad shall be allocated within a period of up to 2 weeks, after approval of the commercial proposal.

 

 

The chart below presents the Squad composition, considered as a monthly baseline:

 

Professional #

  

Professional’s Profile

  

Knowledge

1

   Data Architect Specialist    Analytical Data Modeling, ETL process specification and Data Warehouse

1

   Senior Data Engineer    Data Exploration and Transformation

1

   Full Data Engineer    Data Exploration and Transformation

 

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DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

COMMERCIAL PROPOSAL

 

 

LOGO


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

Investment

Below we present the commercial proposal based on the profiles mapped for the Squad Merchant APP composition

SQUAD MONTHLY AMOUNT [*****]

Within this composition, the average man value is [*****].

CONSIDERATIONS:

 

 

Values are presented in Brazilian Reals;

 

 

The levied are already included in the presented amounts, namely: ISSQN (2%), PIS (0.65%), Cofins (3%);

 

 

The values above consider the allocation of this squad for a period of 6 months.

[*****] Confidential information redacted

 

LOGO


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

Investment

Overtime DrillDown

 

Baseline

  

Additional Hour Value

Professional
Profile

  

Professional#

  

Base

  

Hours/
Month

  

Value/hour

  

Monthly
Investment
(Baseline)

  

Warning not
triggered

  

Overtime

  

Nighttime

10 p.m. to
6 a.m.

  

Night
Overtime

Average Rate

   3    DC    176    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]
   3       176       [*****]            
                             

 

% of the
Hour Value

  

Additional payments on the Hour Value

                             

Warning not
triggered

  

Overtime

  

Nighttime

10 p.m. to
6 a.m.

  

Night
Overtime

                  [*****]    [*****]    [*****]    [*****]

 

 

Calculation in the month after the execution of the service

 

 

Collection upon presentation of report and approval by the Contracting party

[*****] Confidential information redacted

 

LOGO


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

Travel Policy

 

   

Travel Expense Policy

   
 

Daily Meals Southeast Region                                     [*****]

Hotel—Executive 3-Star Category

Air—Cheapest ticket at the defined time

Insurance—In the case of International trip

Ground travel

Corporate Taxi/Uber fare upon receipt Intercity bus when applicable Travel/Displacements during business hours

**If there is an update to the food allowance item in the Travel Policy, it shall be communicated to the Customer by email and shall be subject to formalization through an amendment to the present Service Agreement.

 

 

 

Calculation in the month after the trip

 

 

Collection upon presentation of report and approval by the Contracting party

 

 

Allocation of professionals involving travel expenses shall always have prior alignment by email authorizing the movement and acknowledging the associated expenses

[*****] Confidential information redacted

 

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DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

Commercial Conditions

 

 

The billing referring to [*****] shall be made by the CNPJ of Compasso Tecnologia Ltda;

 

 

The billing shall be performed [*****];

 

 

[*****];

 

 

The payment term shall be [*****] from the date of issue of the NFS;

 

 

Values for full-time allocation of professionals listed in this proposal, working during business hours. Additional hours are subject to the additions provided for in the CLT;

 

 

The values presented in this proposal are valid for a period of 12 months, and shall be adjusted annually based on the IPCA accumulated in the period;

 

 

Logistics expenses for the performance of Compasso professionals (allocated in Compasso’s Delivery Centers) at PagSeguro’s headquarters, shall be the customer’s responsibility and billed through a Debit Note issued by Compasso Tecnologia LTDA, following Compasso’s Expense policies;

 

 

The formalization shall be performed after the signature of a service agreement linked to the master agreement existing between the parties;

 

 

This proposal is valid for 30 days from its issuance date.

[*****] Confidential information redacted

 

LOGO


DocuSign Envelope ID: 9504C02B-A17A-462E-B435-41DF40CD2C19

 

LOGO

 

 

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LOGO    Business Solutions for your Needs

 

Contracting Company: PAGSEGURO INTERNET S.A.            CNPJ: 08.561.701/0001-01
Contracted Company: COMPASSO TECNOLOGIA LTDA            CNPJ: 07.654.824/0001-24

Project Name: PagSeguro—Squad 1—Financial Conciliation System

Contract No.: 2735

1st Amendment

The present Service Agreement shall be governed by the aforementioned Service Rendering Agreement, signed between PAGSEGURO INTERNET S.A. and COMPASSO TECNOLOGIA LTDA on July 15th, 2019.

The present document aims to add the Service Agreement 01 signed on August 13th, 2019, expanding the capacity of Squad through the addition of the TECHNICAL/COMMERCIAL PROPOSAL PagSeguro—Increment Squad 01—Financial Conciliation System PS 20191126-SYSADMIN_v2.

The writing of the consolidated AS_01 becomes:

Scope: The present Service Agreement provides for the allocation of a squad of professionals with profiles for software development, acting in agile dynamics, according to the work model used by PagSeguro.

The detailed scope of the services, as well as the items outside the scope are described in the documents i) TECHNICAL/COMMERCIAL PROPOSAL PagSeguro—Squad 1—Financial Conciliation System PS-20190725- 10_v2; and ii) TECHNICAL / COMMERCIAL PROPOSAL PagSeguro—Increment Squad 01—Financial Conciliation System PS 20191126-SYSADMIN_v2 that initialed between the parties become indissoluble Attachments to this Service Agreement.

Remuneration:

a) [*****]

 

o

[*****]

b) [*****] according to the ratecard below:

 

Baseline

  

Additional Hour Value

Professional
Profile

  

Professional#

  

Base

  

Hours/
Month

  

Value/hour

  

Monthly
Investment
(Baseline)

  

Warning not
triggered

  

Overtime

  

Nighttime

10:00 p.m.
to 6 a.m.

  

Night
Overtime

Senior Data Engineer

   1    DC    176    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]

Senior DevOps Analyst

   2    DC    176    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]

Senior Backend Dev

   1    DC    176    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]

Full Backend Dev

   2    DC    176    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]

Senior Automation Tester

   1    DC    176    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]
   7       1232       [*****]            

[*****] Confidential information redacted

 

 

32


DocuSign Envelope ID: ED8A317F-9A22-4B5B-B0ED-1A33B9C185F6

 

LOGO    Business Solutions for your Needs

 

% of the Hour Value

  

Additional payments on the Hour Value

Warning not triggered

  

Overtime

  

Nighttime 10:00 p.m. to 6 a.m.

  

Night Overtime

[*****]

   [*****]    [*****]    [*****]

Assumptions and Requirements:

All assumptions and requirements are detailed in the documents TECHNICAL/COMMERCIAL PROPOSAL PagSeguro—Squad 1—Financial Conciliation System PS-20190725-10_v2 and TECHNICAL/COMMERCIAL PROPOSAL PagSeguro—Increment Squad 01—Financial Conciliation System PS 20191126- SYSADMIN_v2 already mentioned.

Service Rendering Location:

The activities shall be carried out from the Compasso Delivery Centers in Rio Grande do Sul and in specific situations and according to the need, also in person at the Customer’s headquarters.

Service Rendering Time:

Activities which are not specified as 24x7 shall be performed in business hours. Business hours are considered the period from 7:00 am to 7:00 pm, GMT -3 (Time Zone Brasília).

Travel Expenses:

These are not included in the price, and must be reimbursed to Compasso upon presentation of an expense report, accompanied by a Debit Note and payment instructions, as long as previously informed and authorized by PagSeguro, under the terms and limitations of its current policies. Travel expenses are understood as: transportation, food, insurance and accommodation, under the terms below

 

    

Travel Expense Policy

    
  

Daily Meals Southeast Region**

Hotel—Executive 3-St ar Category

Air—Cheapest ticket at the defined time

Insurance—In the case of International trip Ground travel

   [*****]   
          Corporate Taxi/Uber fare upon receipt
Intercity bus when applicable
    
   Travel/Displacements during business hours      

 

**

If there is an update to the food allowance item in the Travel Policy, it shall be communicated to the Customer by email and shall be subject to formalization through an amendment to the present Service Agreement.

Payment Terms:

 

>

[*****] shall be issued until [*****], when applicable;

 

>

All NFs shall mature within [*****] from the date of issue;

[*****] Confidential information redacted


DocuSign Envelope ID: ED8A317F-9A22-4B5B-B0ED-1A33B9C185F6

 

LOGO    Business Solutions for your Needs

 

Notes:

 

 

Taxes are already included in the presented amounts, namely: ISSQN (2%), PIS (0.65%), and COFINS (3%), for billing in Brazil;

 

  o

Service invoices must be issued by the Contracted Party no later than the 12th of each month and shall be paid in the 30 ddl mode.

 

 

Compasso shall issue the Invoices from the unit executing the services, being able to use its branches

 

 

In the event of activities outside the contracted scope and not provided for in the extras described herein, they must be previously approved between the Customer and Compasso, and shall be the subject of a specific Service Agreement;

 

 

All operations related to this contracting shall be billed in national currency (BRL).

 

 

Unless previously notified as provided for in the agreement, at the end of the term, the services described herein are automatically renewed under the same conditions.

 

 

As provided for in the agreement, for each 12-month period the amounts presented herein shall be monetarily restated by the IPCA.

Other conditions:

The other terms and conditions provided for in the Service Rendering Agreement referenced hereinabove apply to the Services.

The following are an integral part of the present Service Agreement:

Attachment I—TECHNICAL/COMMERCIAL PROPOSAL PagSeguro—Squad 1—Financial Conciliation System PS-20190725-10_v1 and TECHNICAL/COMMERCIAL PROPOSAL PagSeguro—Increment Squad 01—Financial Conciliation System PS 20191126- SYSADMIN_v2

Attachment II—The Contracting Party’s Information Security and Data Protection

In the event of any divergence between the terms and conditions of this agreement and the proposals mentioned hereinabove, the provisions of this Service Agreement shall prevail.


DocuSign Envelope ID: ED8A317F-9A22-4B5B-B0ED-1A33B9C185F6

 

LOGO    Business Solutions for your Needs

 

Beginning of the Activities: From the signature of the Amendment to the Service Agreement

Term: 12 months

Kind of Project: Dedicated SQUAD

In witness whereof, the Parties hereby sign the present SA, in two (02) counterparts of equal content form, in the presence of the undersigned witnesses.

São Paulo, December 4th, 2019.

Parties:

PAGSEGURO INTERNET S.A.

 

DocuSigned by:     DocuSigned by:
/s/ Wagner Chagas Feder     /s/ Artur Gaulke Schunck

By: Wagner Chagas Feder

    By: Artur Gaulke Schunck
Position:           Position:    

COMPASSO TECNOLOGIA

 

DocuSigned by:     DocuSigned by:
/s/ Renato Bertozzo Duarte     /s/ Cleyton de Almeida Ferreira

By: Renato Bertozzo Duarte

    By: Cleyton de Almeida Ferreira
Position:           Position:    

Witnesses:

 

DocuSigned by:     DocuSigned by:
1. /s/ Carlos Guilherme de Almeida Idoeta     /s/ Isabel Maceira Sorio

Name: Carlos Guilherme de Almeida Idoeta

    Name: Cleyton de Almeida Ferreira
CPF No:           CPF No::    


DocuSign Envelope ID: ED8A317F-9A22-4B5B-B0ED-1A33B9C185F6

 

LOGO    Business Solutions for your Needs

 

ATTACHMENT 1

TECHNICAL/COMMERCIAL PROPOSAL PagSeguro—Squad 1—Financial Conciliation System

PS-20190725-10_v2 and TECHNICAL/COMMERCIAL PROPOSAL PagSeguro—Increment Squad 01—

Financial Conciliation System PS 20191126- SYSADMIN_v2

 


DocuSign Envelope ID: ED8A317F-9A22-4B5B-B0ED-1A33B9C185F6

 

LOGO

TECHNICAL/COMMERCIAL PROPOSAL

Increment AS 01—Financial Conciliation Squad

December 4th, 2019

Proposal Number: PS-20191126-SYSADMIN-V2

 

LOGO


DocuSign Envelope ID: ED8A317F-9A22-4B5B-B0ED-1A33B9C185F6

 

Initial Considerations

 

 

The information contained in this document about products, services, images, graphic layouts and intellectual conception are the property of COMPASSO or its respective suppliers, its duplication being allowed only for the internal use of PagSeguro, and cannot be utilized as a source of information to third parties, as well as all information provided to COMPASSO should not be disclosed or used in other projects, except in the case of written authorization from both parties;

 

 

The content of this document includes ideas and material owned by COMPASSO, and must be used exclusively for the evaluation of the referred proposal;

 

 

This material cannot be accessed by people who are not directly connected to the customer and to the evaluation of the concerned proposal;

 

 

The same terms are also valid with respect to information obtained in meetings and documents received about the customer and utilized by COMPASSO to prepare this proposal;

 

 

No part of this document may be reproduced in other documents and/or presentations without the express written authorization by COMPASSO.

 

LOGO


DocuSign Envelope ID: ED8A317F-9A22-4B5B-B0ED-1A33B9C185F6

 

TECHNICAL PROPOSAL

 

 

LOGO


DocuSign Envelope ID: ED8A317F-9A22-4B5B-B0ED-1A33B9C185F6

 

Scope

 

 

The scope of this proposal foresees the increase of professionals with profiles to act as SysAdmin, acting in agile dynamics under the management of PagSeguro in the Financial Conciliation squad.

 

 

The professionals who compose the Squad shall work with full-time dedication;

 

 

The team shall be allocated during business hours from Monday to Friday, within from 9 am to 6 pm (except holidays);

 

 

The team will act in person or remotely from Compasso’s Delivery Centers;

 

LOGO


DocuSign Envelope ID: ED8A317F-9A22-4B5B-B0ED-1A33B9C185F6

 

Incremental

Below we present the commercial proposal based on the profiles mapped to increase the Financial Conciliation squad

 

Professional Profile

  

Base

  

Professional #

  

Gross monthly amount per profile

Senior DevOps Analyst

   Delivery Center    1    [*****]

Gross Monthly Amount

      2    [*****]

CONSIDERATIONS:

 

Values are presented in Brazilian Reais;

 

 

The levied are already included in the presented amounts, namely: ISSQN (2%), PIS (0.65%), Cofins (3%);

 

 

The values above consider the allocation of this squad for a period of 6 months.

 

 

* action from Compasso’s Delivery Center

[*****] Confidential information redacted

 

LOGO


DocuSign Envelope ID: ED8A317F-9A22-4B5B-B0ED-1A33B9C185F6

 

Investment

Based on the increment of 1 professional with a Senior DevOps profile detailed on the previous slide, below is the new DrillDown Additional Hours for the Financial Conciliation squad

 

Baseline

  

Additional Hour Value

Professional Profile

  

Professional #

  

Base

  

Hours/Month

  

Value/hour

  

Monthly
Investment
(Baseline)

  

Warning not
triggered

  

Overtime

  

Nighttime

10:00 p.m.
to 6 a.m.

  

Night
Overtime

Senior Data Engineer

   1    DC    176    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]

Senior DevOps Analyst

   2    DC    176    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]

Senior Backend Dev

   1    DC    176    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]

Full Backend Dev

   2    DC    176    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]

Senior Automation Tester

   1    DC    176    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]
   7       1232       [*****]            
                             

 

% of the Hour
Value

  

Additional payments on the Hour Value

                             

Warning not
triggered

  

Overtime

  

Nighttime

10:00 p.m.
to 6 a.m.

  

Night
Overtime

                  [*****]    [*****]    [*****]    [*****]

 

 

Calculation in the month after the execution of the service

 

 

Collection upon presentation of report and approval by the Contracting party

[*****] Confidential information redacted

 

LOGO


DocuSign Envelope ID: ED8A317F-9A22-4B5B-B0ED-1A33B9C185F6

 

Travel Policy

 

   

Travel Expense Policy

    
  Daily Meals Southeast Region                    [*****]   
 

Hotel—Executive 3-Star Category

Air—Cheapest ticket at the defined time Insurance—In case of international travel Ground travel

  
         Corporate Taxi/Uber fare upon receipt
Intercity bus when applicable
    
  Travel/Displacements during business hours   
  **If there is an update to the food allowance item in the Travel Policy, it shall be communicated to the Customer by email and shall be subject to formalization through an amendment to the present Service Agreement.   

 

 

Calculation in the month after the trip

 

 

Collection upon presentation of report and approval by the Contracting party

 

 

Allocation of professionals involving travel expenses shall always have prior alignment by email authorizing the movement and acknowledging the associated expenses

[*****] Confidential information redacted

 

LOGO


DocuSign Envelope ID: ED8A317F-9A22-4B5B-B0ED-1A33B9C185F6

 

Commercial Conditions

 

 

The billing referring to [*****] shall be made by the CNPJ of Compasso Tecnologia Ltda;

 

 

The billing shall be performed [*****];

 

 

[*****];

 

 

The payment term shall be [*****] from the date of issue of the NFS;

 

 

Values for full-time allocation of professionals listed in this proposal, working during business hours. Additional hours are subject to the additions provided for in the CLT;

 

 

The values presented in this proposal are valid for a period of 12 months, and shall be adjusted annually based on the IPCA accumulated in the period;

 

 

Logistics expenses for the performance of Compasso professionals (allocated in Compasso’s Delivery Centers) at PagSeguro’s headquarters, shall be the customer’s responsibility and billed through Invoice issued by Compasso Tecnologia LTDA, following Compasso’s Expense policies;

 

 

PagSeguro shall not be charged for logistics expenses for professionals headquartered in São Paulo (SP);

 

 

The formalization shall be performed after the signature of a service agreement linked to the master agreement existing between the parties;

 

 

This proposal is valid for 30 days from its issuance date.

[*****] Confidential information redacted

 

LOGO


DocuSign Envelope ID: ED8A317F-9A22-4B5B-B0ED-1A33B9C185F6

 

LOGO

 

 

LOGO


Conclusion Certificate

Envelope identification: ED8A317F9A224B5BB0ED1A33B9C185F6    Status: Concluded
Subject: DocuSign: PagSeguro—Minuta_AS 01_Squad_Conc_Financeira_1o TA_15Jan20.pdf   

Origin of the Envelope:

No. of Pages in Document: 14

   Signatures: 6    Envelope sender:
No. of Pages in Certificate: 9    Initials: 1    Isabela Retamero Paco
Guided signature: Activated       Av. Brigadeiro Faria Lima, 1.384
Stamp with Envelope ID: Activated       SP, SP 01452-002
Time zone: (UTC-08:00) Pacific Time (US and Canada)    [*****]
      IP Address: [*****]

 

Record tracking

Status: Original    Holder: Isabela Retamero Paco    Location: DocuSign
01/15/2020 12:22:15 p.m.    [*****]   

 

Signatory Events

  

Signature

  

Date/Time

Aristides Tranquillini Neto       Submitted: 01/15/2020 12:24:29 p.m.
[*****]       Resent: 01/16/2020 03:29:54 a.m.
LAWYER       Viewed: 01/16/2020 03:51:54 a.m.
UNIVERSO ONLINE SA       Signed: 01/16/2020 03:54:28 a.m.
Security Level: Email address, Account authentication (None)    Adoption of signature: Loaded signature image   
   Using IP address: [*****]   

 

Signature and Electronic Registration Terms:

         
Accepted: 01/15/2020 5:42:04 p.m.      
ID: [*****]      
Isabel Macieira Sorio    DocuSigned by:    Submitted: 01/16/2020 03:54:30 a.m.
[*****]       Viewed: 01/16/2020 04:02:40 a.m.
Security Level: Email address, Account authentication (None)       Signed: 01/16/2020 04:02:59 a.m.
   Adoption of signature: Pre-selected style   
   Using IP address: [*****]   

 

Signature and Electronic Registration Terms:

         
Accepted: 12/26/2018 09:01:03 a.m.      
ID: [*****]      
Cleyton de Almeida Ferreira    DocuSigned by:    Submitted: 01/16/2020 04:03:01 a.m.
[*****]       Viewed: 01/16/2020 05:38:03 a.m.
Products Director       Signed: 01/16/2020 05:38:26 a.m.
Security Level: Email address, Account authentication (None)    Adoption of signature: Drawn in the device   
   Using IP address: [*****]   

 

Signature and Electronic Registration Terms:

         
Accepted: 01/16/2020 05:38:03 a.m.      
ID: [*****]      
Renato Bertozzo Duarte    DocuSigned by:    Submitted: 01/16/2020 05:38:28 a.m.
[*****]       Viewed: 01/16/2020 11:51:11 a.m.
Legal Director       Signed: 01/16/2020 11:51:21 a.m.
Universo Online S.A.      
Security Level: Email address, Account authentication    Adoption of signature: Pre-selected style   
(None)    Using IP address: [*****]   
   Signed with the use of the cell phone   

 

Signature and Electronic Registration Terms:

         

[*****] Confidential information redacted

 


Signatory Events

  

Signature

  

Date/Time

Accepted: 01/16/2020 11:51:11 a.m.      
ID: [*****]      
Carlos Guilherme de Almeida Idoeta    DocuSigned by:    Submitted: 01/16/2020 11:51:23 a.m.
[*****]       Viewed: 01/16/2020 11:53:07 a.m.
Security Level: Email address, Account authentication (None)       Signed: 01/16/2020 11:53:58 a.m.
   Adoption of signature: Pre-selected style   
   Using IP address: [*****]   

 

Signature and Electronic Registration Terms:

         
Accepted: 01/16/2020 11:53:07 a.m.      
ID: [*****]      
Wagner Chagas Feder    DocuSigned by:    Submitted: 01/16/2020 11:54:01 a.m.
[*****]       Viewed: 01/16/2020 12:51:43 p.m.
Security Level: Email address, Account authentication (None)       Signed: 01/20/2020 04:33:25 a.m.
   Adoption of signature: Pre-selected style   
   Using IP address: [*****]   

 

Signature Terms and Electronic Registration:

         
Accepted: 01/16/2020 12:51:43 p.m.      
ID: [*****]      
Artur Gaulke Schunck    DocuSigned by:    Submitted: 01/20/2020 04:33:27 a.m.
[*****]       Viewed: 01/20/2020 05:00:58 a.m.
CFO       Signed: 01/20/2020 05:01:06 a.m.
Security Level: Email address, Account authentication (None)    Adoption of signature: Pre-selected style   
   Using IP address: [*****]   

 

Signature and Electronic Registration Terms:

         
Accepted: 01/20/2020 05:00:58 a.m.      
ID: [*****]      
In-Person Signatory Events    Signature    Date/Time
Editor Events    Status    Date/Time
Agent Events    Status    Date/Time
Recipient Events    Status    Date/Time
Intermediates          
Certified Delivery Events    Status    Date/Time
Copy Events    Status    Date/Time
Isabela Retamero Paco    Copied    Submitted: 01/20/2020 05:01:07 a.m.
[*****]       Resent: 01/20/2020 05:01:12 a.m.
Anl. Pl Processes      
PAGSEGURO INTERNET S.A.      
Security Level: Email address, Account authentication (None)      

 

Signature and Electronic Registration Terms:

         
Not available through DocuSign      
Events with witnesses    Signature    Date/Time
Civil Law Notary Events    Signature    Date/Time

[*****] Confidential information redacted


Envelope summary events

  

Status

  

Date/time stamp

Envelope submitted

   With hash/encrypted    01/20/2020 05:01:08 a.m.

Certified delivery

   Verified security    01/20/2020 05:01:08 a.m.

Signature completed

   Verified security    01/20/2020 05:01:08 a.m.

Concluded

   Verified security    01/20/2020 05:01:08 a.m.

Payment events

   Status    Date/time stamp

Signature and Electronic Registration Terms


Signature Terms and Electronic Registration created on: 02/07/2018 05:43:37

The parties hereby agree at: Aristides Tranquillini Neto, Isabel Macieira Sorio, Renato Bertozzo Duarte, Wagner Chagas Feder, Artur Gaulke Schunck

CONSENT FOR ELECTRONIC RECEIPT OF ELECTRONIC RECORDS AND SUBSCRIPTION DISCLOSURES

Electronic Registration and Signature Disclosure

Periodically,    may be legally required to provide you with certain written notices or disclosures. The terms and conditions for providing you with such notices and disclosures electronically through the electronic signature system of DocuSign, Inc. (DocuSign). Please read the information below carefully and thoroughly, and if you can electronically access this information satisfactorily and agree to these terms and conditions, please confirm your acceptance by clicking on the “I agree” button at the bottom of this document.

Obtention of hard copies

At any time, you may request from us a hard copy of any record provided or made available electronically by us to you. You shall be able to download and print the documents we send you through the DocuSign system during and immediately after the signing session, and if you choose to create a DocuSign user account, you shall be able to access them for a limited period of time (usually 30 days) after the date of first submission to you. After that period, if you wish us to send hard copies of any of these documents from our office to you, we shall charge you a fee of [*****] per page. You can request delivery of such hard copies by us following the procedure described below.

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Unless you inform us otherwise, in accordance with the procedures described herein, we shall provide you electronically, through your DocuSign user account, with all necessary notices, disclosures, authorizations, confirmations and other documents which must be provided or made available to you during our relationship. In order to mitigate the risk of you inadvertently failing to receive any notice or disclosure, we prefer to provide all notices and disclosures using the same method and to the same address you provided to us. Thus, you shall be able to receive all disclosures and notices electronically or in printed form, through the mail. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above, which describes the consequences of your choice not to receive notices and disclosures from us electronically.

How to contact:

You can contact us to inform about your changes to how we may contact you electronically, request hard copies of certain information and withdraw your prior consent to receive notices and disclosures in electronic format, as follows: To contact us by email, send messages to:

[*****] Confidential information redacted


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(i)

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(ii)

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(i)

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By selecting the “I agree” field, I confirm that:

 

(i)

I am able to access and read this electronic document, called CONSENT FOR ELECTRONIC RECEIPT OF ELECTRONIC RECORDS AND SUBSCRIPTION DISCLOSURES; and

 

(ii)

I am able to print or save or email this disclosure to a location where I can print it for future reference and access; and (iii) Until or unless I notify you as described above, I consent to receiving exclusively in electronic form, all notices, disclosures, authorizations, acceptances and other documents which must be provided or made available to me during the course of my relationship with you.


Signature Terms and Electronic Registration created on: 12/27/2017 06:27:37 a.m.

The parties hereby agree at: Cleyton de Almeida Ferreira, Carlos Guilherme de Almeida Idoeta

CONSENT FOR ELECTRONIC RECEIPT OF ELECTRONIC RECORDS AND SUBSCRIPTION DISCLOSURES

Electronic Registration and Signature Disclosure

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LOGO    Business Solutions for your Needs

 

Contracting Company: PAGSEGURO INTERNET S.A.    CNPJ: 08.561.701/0001-01
Contracted Company: COMPASSO TECNOLOGIA LTDA    CNPJ: 07.654.824/0001-24

Project Name: PagSeguro—Data Specialists.

 

Contract No.: 2735/19    Service Agreement No.: 05

The present Service Agreement shall be governed by the aforementioned Service Rendering Agreement, signed between PAGSEGURO INTERNET S.A. and COMPASSO TECNOLOGIA LTDA on July 15th, 2019.

Scope:

The present Service Agreement provides for the allocation of a squad of professionals with profiles for software development, acting in agile dynamics, according to the work model used by PagSeguro.

The team shall be composed of an SR data engineer working with exclusive dedication (full-time) and our Evangelist in Data Engineering part-time (50%).

The detailed scope of the services, as well as the items outside the scope are described in the document TECHNICAL/COMMERCIAL PROPOSAL: PS-20191016-DATSPC-v2 which, initialed between the Parties, becomes an indissociable Attachment to this Service Agreement.

Remuneration:

a) [*****]

 

  o

[*****]

b) [*****] according to the ratecard below:

 

 

Baseline

       

Additional Hour Value

Professional
Profile

  

Professional #

  

Base

  

Hours/
Month

  

Value/hour

  

Monthly
Investment
(Baseline)

       

Warning
not
triggered

  

Overtime

  

Nighttime

10 p.m. to
6 a.m.

  

Night
Overtime

Data & Analytics Specialist    0.5    SP    88    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]
Senior Data Engineer    1    RS    176    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]
   1.5       264       [*****]               
                                  

 

% of the
Hour Value

  

Additional payments on the Hour Value

                                  

Warning
not triggered

  

Overtime

  

Nighttime

10 p.m. to
6 a.m.

  

Night
Overtime

                    

[*****]

  

[*****]

  

[*****]

  

[*****]

[*****] Confidential information redacted

 

 

55


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

LOGO    Business Solutions for your Needs

 

Premises and Requirements:

All premises and requirements are detailed in the TECHNICAL/COMMERCIAL PROPOSAL document: PS-20191016-DATSPC-v2, already mentioned.

Service Rendering Location:

The activities shall be carried out from the Compasso Delivery Centers in Rio Grande do Sul and in specific situations and according to the need, also in person at the Customer’s headquarters.

Service Rendering Time:

Activities which are not specified as 24x7 shall be performed during business hours. Business hours are considered the period from 7:00 am to 7:00 pm, GMT -3 (Time Zone Brasília) from Monday to Friday, except holidays.

All Compasso’s professionals strictly observe the CLT rules, especially with regard to the mandatory lunch break and limits on working hours.

Travel Expenses:

These are not included in the price, and must be reimbursed to Compasso upon presentation of an expense report, accompanied by a Debit Note and payment instructions, as long as previously informed and authorized by PagSeguro by email, under the terms and limitations of its current policies.

Travel expenses are understood as: transportation, food, insurance and accommodation, under the terms below

 

Travel Expense Policy

Daily Meals Southeast Region

Hotel—Executive 3-Star Category

Air—Cheapest ticket at the defined time

Insurance—In the case of International trip

Ground travel

   [*****]
   Corporate Taxi/Uber fare upon receipt Intercity bus when applicable Travel/Displacements during business hours

**If there is an update to the food allowance item in the Travel Policy, it shall be communicated to the Customer by email and shall be subject to formalization through an amendment to the present Service Agreement.

[*****] Confidential information redacted


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

LOGO    Business Solutions for your Needs

 

Payment Terms:

 

[*****] shall be issued [*****], when applicable;

 

All NFs shall mature within [*****] from the date of issue;

Notes:

 

 

Taxes are already included in the presented amounts, namely: ISSQN (2%), PIS (0.65%), and COFINS (3%), for billing in Brazil;

 

 

Compasso shall issue the Invoices from the unit executing the services, being able to use its branches;

 

 

In the event of activities outside the contracted scope and not provided for in the extras described herein, they must be previously approved between the Customer and Compasso, and shall be the subject of a specific Service Agreement;

 

 

All operations related to this contracting shall be billed in national currency (BRL).

 

 

Unless previously notified as provided for in the agreement, at the end of the term, the services described herein are automatically renewed under the same conditions.

 

 

As provided for in the agreement, for each 12-month period the amounts presented herein shall be monetarily restated by the IPCA.

Other conditions:

The other terms and conditions provided for in the Service Rendering Agreement referenced hereinabove apply to the Services.

The following are an integral part of the present Service Agreement:

Attachment I—TECHNICAL/COMMERCIAL PROPOSAL: PS-20191016-DATSPC-v2

In the event of any divergence between the terms and conditions of this agreement and the proposals mentioned hereinabove, the provisions of this Service Agreement shall prevail.

Beginning of the Activities: 2 weeks after approval of the Commercial Proposal.

Term: 03 months

[*****] Confidential information redacted


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

LOGO    Business Solutions for your Needs

 

Kind of Project: Dedicated SQUAD

In witness whereof, the Parties hereby sign the present SA, in two (02) counterparts of equal content form, in the presence of the undersigned witnesses.

São Paulo, January 09th, 2020.

Parties:

PAGSEGURO INTERNET S.A.

 

DocuSigned by:     DocuSigned by:
/s/ Wagner Chagas Feder     /s/ Artur Gaulke Schunck

By: Wagner Chagas Feder

    By: Artur Gaulke Schunck
Position:           Position:    

COMPASSO TECNOLOGIA

 

DocuSigned by:     DocuSigned by:
/s/ Renato Bertozzo Duarte     /s/ Cleyton de Almeida Ferreira

By: Renato Bertozzo Duarte

    By: Cleyton de Almeida Ferreira
Position:           Position:    

Witnesses:

 

DocuSigned by:     DocuSigned by:

1.

  /s/ Carlos Guilherme de Almeida Idoeta    

/s/ Isabel Macieira Sorio

Name:  

Carlos Guilherme de Almeida Idoeta

    Name:  

Isabel Macieira Sorio

CPF No:       CPF No:  


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

LOGO    Business Solutions for your Needs

 

ATTACHMENT 1

TECHNICAL/COMMERCIAL PROPOSAL PS-20191016-DATSPC-v2

 


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

LOGO

TECHNICAL/COMMERCIAL PROPOSAL

PagSeguro—Data Specialists

November 18th, 2019

Proposal Number: PS-20191016-DATSPC-v2

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

Initial Considerations

 

 

The information contained in this document about products, services, images, graphic layouts and intellectual conception are the property of COMPASSO or its respective suppliers, its duplication being allowed only for the internal use of PagSeguro, and cannot be utilized as a source of information to third parties, as well as all information provided to COMPASSO should not be disclosed or used in other projects, except in the case of written authorization from both parties;

 

 

The content of this document includes ideas and material owned by COMPASSO, and must be used exclusively for the evaluation of the referred proposal;

 

 

This material cannot be accessed by people who are not directly connected to the customer and to the evaluation of the concerned proposal;

 

 

The same terms are also valid with respect to information obtained in meetings and documents received about the customer and utilized by COMPASSO to prepare this proposal;

 

 

No part of this document may be reproduced in other documents and/or presentations without the express written authorization by COMPASSO.

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

TECHNICAL PROPOSAL

 

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

Scope

 

 

This is a proposal with a defined scope and deadline, aiming to solve PagSeguro’s needs related to its Data Lake, through the definition of solution design and construction of models that present the practices to be followed by the engineering team. The scope of this proposal is limited to the themes described below;

 

 

The team shall be composed of an SR data engineer working with exclusive dedication (full-time) and our Evangelist in Data Engineering part-time (50%).

 

 

Team allocation is during business hours, from Monday to Friday, within the range from 7 am to 7 pm (except holidays);

 

 

The team allocated to this squad shall be working physically of the PagSeguro installations, in São Paulo/SP and part in Compasso’s Delivery Centers.

 

 

This team works with a weekly workload of 40 hours.

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

Scope

Theme #1—Data Files

Processing of data stream or batch sent in avro format to Kafka, for versioning, consolidation (merge), formatting (parquet) and partitioning of files in a specialized layer for data analysis in the cloud storage.

Goals

 

 

Removing the need to copy data to Redshift storage;

 

 

Making the data layer independent of search engines;

 

 

Implementation of a data life/cooling cycle to reduce costs.

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

Scope

Theme #2—Data Catalog

Creation of a centralized data catalog to be used as a metastore by the query engines (Presto, Hive, Spark SQL, Impala, Redshift Spectrum, Athena and etc.) which use the SQL language to query the data of the cloud storage.

Goals

 

 

Creation of a semantic layer to access data from cloud storage

 

 

Enabling data access administration through grants to cloud storage directories

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

Scope

Theme #3—Maintenance

Contingency flows, integrity assurance process and data consistency in the Data Lake analytical layer, processing buffers and log engineering (repository and availability for consultations).

Goals

 

 

Creation of mechanics for active monitoring—does not include the creation of all necessary alerts and dashboards;

 

 

Creation of fault tolerance mechanisms for the Kafka data capture process and availability for consumption.

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

Process and Deliverables

 

 

The purpose of this work is to develop an analytical data solution, based on a Data Lake that is:

 

   

Data Centric

 

   

Elastic, safe, reliable and with the best cost performance

 

   

Easy to add new data producers and consumers

 

 

The purpose of the specialists is to build the models of how each part should be implemented by the engineers;

 

 

The work of the specialists will follow the following steps:

1. Based on the themes defined herein, determine the product backlog;

2. Prioritize backlog items in 2-week sprints (in conjunction with PagSeguro PO)

3. In each sprint

a. Devise a solution for the need

b. Build a model for the solution

c. Define the set of use and development practices to be adopted by the engineers

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

Schedule

 

MONTH 1

 

MONTH 2

 

MONTH 3

Week 1

 

Week 2

 

Week 3

 

Week 4

 

Week 5

 

Week 6

 

Week 7

 

Week 8

 

Week 9

 

Week 10

 

Week 11

 

Week 12

Theme 1

 

Theme 2

 

Theme 3

Evangelist   Technical monitoring   Technical monitoring   Technical monitoring
  Technical monitoring   Technical monitoring
Senior Data Engineer

Notes:

 

 

Each theme will be divided into N sprints according to the schedule above. The definition of deliverables shall be defined in the planning for each sprint;

 

 

Before the beginning of each sprint the backlog can be altered or reprioritized;

 

 

The evangelist shall be dedicated to development during the sprints of the first theme, in the others he/she shall act as an advisor;

 

 

At the end of each sprint, one (or more) prototypes shall be delivered to be used as a model by the engineering team for the developments;

 

 

The operationalization of the development can be scaled up with the allocation of more data engineers.

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

Premises

 

 

All access necessary to perform the work from the PagSeguro office in São Paulo/SP, or from Compasso DCs, will be granted to the team members by PagSeguro itself;

 

 

The deliverables of this work are limited to solution drawings and model construction of the practices to be adopted. Therefore, some points of the solution shall be limited to only a few objects (e.g.: tables), requiring replication by the data engineering team;

 

 

We recommend that, during the execution of the sprints which compose the first theme, the Data Engineer part of this team is moved to the headquarters of PagSeguro.

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

COMMERCIAL PROPOSAL

 

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

Team Composition—Commercial Planning

 

 

The team shall be allocated within a period of up to 2 weeks, after approval of the commercial proposal.

 

 

The chart below presents its composition, considered as a monthly baseline:

 

Professional #

  

Professional’s Profile

  

Knowledge

0.5

   Data & Analytics Specialist    Understanding the needs related to the data life cycle and creating cloud engineering solutions (AWS) to meet these needs. Responsible for finding ways to overcome the challenges inherent in a Big Data context, ensuring reliability, security, performance and a manageable cost.

1

   Senior Data Engineer    Responsible for building the construction of what is designed by the Specialist.

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

Investment

Below we present the commercial proposal based on the profiles mapped for the herein proposed team composition:

 

Professional Profile

   Professional #    Gross monthly
amount per profile

Data & Analytics Specialist

   0.5    [*****]

Senior Data Engineer*

   1    [*****]

Gross Monthly Amount

   1.5    [*****]

CONSIDERATIONS:

 

 

Values are presented in Brazilian Reais;

 

 

The levied are already included in the presented amounts, namely: ISSQN (2%), PIS (0.65%), Cofins (3%);

 

 

The values above consider the allocation of this team for a period of 3 months.

 

 

* working in Compasso’s Delivery Center

[*****] Confidential information redacted

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

Investment

Overtime DrillDown

 

Baseline

  

Additional Hour Value

Professional
Profile

  

Professional#

  

Base

  

Hours/
Month

  

Value/hour

  

Monthly
Investment
(Baseline)

  

Warning not
triggered

  

Overtime

  

Nighttime

10 p.m. to
6 a.m.

  

Night
Overtime

Data & Analytics Specialist    0.5    SP    88    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]
Senior Data Engineer    1    RS    176    [*****]    [*****]    [*****]    [*****]    [*****]    [*****]
   1.5       264       [*****]            
                             

 

% of the
Hour Value

  

Additional payments on the Hour Value

                             

Warning not
triggered

  

Overtime

  

Nighttime

10 p.m. to
6 a.m.

  

Night
Overtime

                  [*****]    [*****]    [*****]    [*****]

 

 

Calculation in the month after the execution of the service

 

 

Collection upon presentation of report and approval by the Contracting party

[*****] Confidential information redacted

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

Travel Policy

 

   

Travel Expense Policy

   
 

Daily Meals Southeast Region     [*****]

Hotel—Executive 3-Star Category

Air—Cheapest ticket at the defined time

Insurance—In the case of International trip

Ground travel

Corporate Taxi/Uber fare upon receipt Intercity bus when applicable Travel/Displacements during business hours

**If there is an update to the food allowance item in the Travel Policy, it shall be communicated to the Customer by email and shall be subject to formalization through an amendment to the present Service Agreement.

 

 

 

Calculation in the month after the trip

 

 

Collection upon presentation of report and approval by the Contracting party

[*****] Confidential information redacted

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

Commercial Conditions

 

 

The billing referring to [*****] shall be made by the CNPJ of Compasso Tecnologia Ltda;

 

 

The billing shall be performed [*****];

 

 

[*****];

 

 

The payment term shall be [*****] from the date of issue of the NFS;

 

 

Values for full-time allocation of professionals listed in this proposal, working during business hours. Additional hours are subject to the additions provided for in the CLT;

 

 

The values presented in this proposal are valid for a period of 12 months, and shall be adjusted annually based on the IPCA accumulated in the period;

 

 

Logistics expenses for the performance of Compasso professionals (allocated in Compasso’s Delivery Centers) at PagSeguro’s headquarters, shall be the customer’s responsibility and billed through a Debit Note issued by Compasso Tecnologia LTDA, following Compasso’s Expense policies;

 

 

The formalization shall be performed after the signature of a service agreement linked to the master agreement existing between the parties;

 

 

This proposal is valid for 30 days from its issuance date.

[*****] Confidential information redacted

 

LOGO


DocuSign Envelope ID: 52E7CF08-F373-4C73-9EF5-C00519B79710

 

LOGO

 

 

LOGO