Terms and Conditions of the MGM Markets Campaign

TERMS AND CONDITIONS OF THE “REFER AND EARN” CAMPAIGN - CDMX MARKETS

Publication date: May 26, 2026

Through this document, the Participant is informed of the terms and conditions of use (the “Terms and Conditions” or “T&Cs”) governing the operation of the campaign identified as “Refer and Earn” for the markets dynamic in Mexico City (the “Campaign”).

Participants are responsible for carefully reading these Terms and Conditions, which may be subject to future amendments; therefore, Participants shall be required to periodically review the then-current version.

If at any time Participants disagree, in whole or in part, with these Terms and Conditions or with any amendments thereto, they must immediately refrain from using the Campaign.

Accordingly, Participants who access and use the Campaign, as well as the services or tools made available by Clip Cartera Digital, S.A.P.I. de C.V. (“Clip Cartera Digital”) and, where applicable, Clip AI, S.A. de C.V., Institución de Fondos de Pago Electrónico (“Clip AI”), accept that the activities carried out shall be governed in accordance with these Terms and Conditions and applicable laws and regulations, which Participants acknowledge having read, understood, and accepted.

Clip Cartera Digital reserves the right to amend the rules of the Campaign at its discretion at any time, in which case it shall notify Participants through the Application, push notifications, electronic means, or any other channel it may reasonably determine for such purpose.

FIRST.- Definitions

For purposes of these T&Cs, capitalized terms, whether singular or plural, shall have the meanings set forth below:

Application: The mobile and/or web application called “Mi Clip”, operated by Clip Cartera Digital, through which the Digital Wallet functionalities are enabled and the Campaign is made available.

Campaign: The closed promotion called “Refer and Earn” for the markets dynamic in Mexico City, organized by Clip Cartera Digital in accordance with these T&Cs.

Digital Wallet: The set of functionalities provided through the Application that allow the User to carry out, among other transactions, QR code payments, bill payments, airtime top-ups, NFC transactions, and other functions enabled from time to time, in accordance with the then-current Digital Wallet Terms and Conditions.

Cashback: A promotional benefit granted by Clip Cartera Digital to the Participant under the Campaign, consisting of an amount credited in the Participant’s favor for exclusive use within the Digital Wallet to carry out transactions enabled in the Application.

The Cashback is not deposited as money, does not constitute electronic payment funds, is not freely disposable, may not be withdrawn in cash or transferred to third parties or other accounts, and is subject to validity periods, cancellation, reversal, or expiration events pursuant to these T&Cs.

Participating Merchant or Merchant Participant: An individual with business activity or a legal entity that, in addition to maintaining an active commercial relationship within the Clip ecosystem, has been selected by Clip Cartera Digital for the Campaign corresponding to the relevant dynamic and complies with all requirementsset forth in these T&Cs.

Digital Wallet Account: The User’s account within the Application through which the User may access and use the Digital Wallet and, where applicable, participate in the Campaign.

Clip AI Account: The electronic payment funds account that the User may hold with Clip AI, subject to the terms and conditions of such entity and applicable regulation.

Mi Clip Personal Account: The consumer or individual user account that the Merchant Participant holds or opens within Mi Clip for purposes of accessing the Digital Wallet and, where applicable, receiving the Cashback derived from this Campaign.

For the avoidance of doubt, this account is different from the business account, terminal, panel, or any other commercial account of Clip’s business products.

KYC: The customer identification, validation, know-your-customer, and identity verification process applicable to the User, pursuant to applicable regulation, the internal processes of Clip Cartera Digital and/or Clip AI, and the corresponding T&Cs.

Participating Markets: The public markets in Mexico City that are part of the Campaign, which at launch shall be: Coyoacán, Medellín, 24 de Agosto, Jamaica, and Santa María la Ribera, or any others officially communicated by Clip Cartera Digital as part of the Campaign.

Participant: Jointly or separately, as applicable, the Referring User and/or the Referred User who meet the requirements set forth in these T&Cs.

Holding Period: The period during which the Cashback may remain pending final credit, subject to operational, anti-fraud, reconciliation, reversal, cancellation, or any other internal review.

Welcome Promotion: A separate or related promotion implemented by Clip Cartera Digital for new Mi Clip users, under whose operational or budgetary criteria the Referred User benefit may, where applicable, be funded, without altering the nature or specific rules of this Campaign.

Unique QR: The specific and individualized QR code enabled for the Referring User, through which the origin of the referral is identified and the Referred User is linked to the corresponding Merchant Participant.

Qualified Transaction: A transaction carried out by the Referred User through the Application and/or the Clip AI Account that complies with the characteristics, minimum amounts, transaction type, validations, and other requirements established in these T&Cs to generate entitlement to Cashback.

Referring User: The Merchant Participant who, by complying with all applicable requirements, generates and drives a valid referral through the unique QR mechanism enabled for the Campaign.

Referred User: An individual who receives a valid referral from the Referring User, registers in Mi Clip through the corresponding Unique QR, completes the applicable onboarding and validation process, and carries out the first Qualified Transaction within the period established in these T&Cs.

SECOND.- Nature of the Campaign and scope of application

The Campaign is a program not open to the general public.

Participation is restricted exclusively to: (i) selected Merchant Participants, and (ii) Referred Users who receive and use a valid Unique QR within the Participating Markets in accordance with these T&Cs and during the term of the Campaign.

The Campaign shall apply only in Mexico City and only within the Participating Markets designated by Clip Cartera Digital for this Campaign.

Clip Cartera Digital reserves the right to invite, enable, suspend, disable, remove, or replace Participants, markets, segments, or population groups within the Campaign, in accordance with internal operational, commercial, regulatory, risk, or Campaign integrity criteria.

THIRD.- Participants and eligibility requirements

a) Referring User requirements

To participate as a Referring User, the Merchant Participant must concurrently comply with the following:

Be an active merchant within the Clip ecosystem through Payclip, S. de R.L. de C.V., and have been invited by Clip Cartera to participate in the Campaign.
Have downloaded the Mi Clip Application and hold an active and valid Digital Wallet Account.
Have completed at least one prior transaction within Mi Clip or, where applicable, through the functionality that Clip Cartera Digital determines sufficient to consider the Merchant Participant active for purposes of the dynamic.
Comply with the Digital Wallet Terms and Conditions, the applicable terms and conditions of Clip AI, and all other applicable regulation.
Use exclusively the official mechanisms enabled by Clip Cartera Digital to share or display the Unique QR.

For the avoidance of doubt, the Merchant Participant acknowledges and agrees that, for purposes of this Campaign, the Referring User Cashback, if generated, shall be credited to the Merchant’s Mi Clip Personal Account and not to their business account, terminal, merchant panel, Clip Account, or any other Clip business product.

b) Referred User requirements

To participate as a Referred User, the Referred User must concurrently comply with the following:

Be an individual, of legal age, and with legal capacity to be bound.
Be a new Mi Clip user, with no prior registration on the platform under the same phone number, email address, CURP, or other identifiers reasonably used by Clip Cartera Digital and/or Clip AI for deduplication purposes.
Register through the Referring User’s Unique QR during the Campaign term.
Successfully complete the registration process, as well as the applicable KYC process.
Comply with these T&Cs, the Digital Wallet Terms and Conditions, the Clip AI terms, and applicable law.
Complete the Qualifying Actions within the period provided in these T&Cs.

Clip Cartera Digital may validate the identity of the Referred User through any mechanisms it deems appropriate, including, by way of example and without limitation, CURP validation, document verification, biometrics, facial recognition, and deduplication controls.

FOURTH.- Campaign mechanics

During the term of the Campaign, the Merchant Participant may invite third parties through the use of the Unique QR enabled for such purpose.

For a referral to generate entitlement to a reward, the Referred User must complete, within thirty (30) calendar days following the scan of the Unique QR, all of the following Qualifying Actions:

Correctly register in Mi Clip through the Referring User’s Unique QR.
Complete the applicable identity verification and KYC process, including uploading documents and any corresponding biometric validations.
Fund their account or wallet enabled within Mi Clip with a minimum balance of $10.00 MXN (ten Mexican pesos 00/100), through any of the methods enabled by the Application.
Carry out their first Qualified Transaction for a minimum amount of $10.00 MXN (ten Mexican pesos 00/100), using available balance within Mi Clip or the applicable functionality, through any of the following enabled transactions: (i) QR payments; (ii) NFC payments; (iii) bill payments; and/or airtime top-ups.

Transfers between users, internal movements, reversed, canceled, rejected, failed, disputed, fraudulent transactions, or any others not expressly provided for in these T&Cs shall not qualify as Qualified Transactions.

The payment made by the Referred User may be made at any merchant acquirer enabled by the Application, including, where applicable, the Merchant Participant who generated the referral, without prejudice to the applicable anti-fraud controls and internal validations.

FIFTH.- Benefit structure

Subject to compliance with these T&Cs, the benefit structure of the Campaign shall be as follows:

Referred User Benefit: The Referred User may receive Cashback in the amount of $100.00 MXN (one hundred Mexican pesos 00/100), credited to their Digital Wallet Account or the corresponding section of Mi Clip, once they have successfully completed the first Qualified Transaction and the applicable validations.

Referring User Benefit: The Merchant Participant may receive Cashback in the amount of $100.00 MXN (one hundred Mexican pesos 00/100) for each Referred User who completes all Qualifying Actions and corresponding validations, which shall be credited exclusively to the Merchant’s Mi Clip Account and not to their business account or Clipbusiness product.

Each Referred User may generate a benefit only once and may not be validly attributed to more than one Referring User.

Each Referring User shall only be entitled to the benefit with respect to Referred Users validly associated with their Unique QR, in accordance with Clip Cartera Digital’s attribution, duplication, and internal validation criteria.

In the event of a dispute regarding attribution of a referral, Clip Cartera Digital shall apply the internal criteria it reasonably deems appropriate to determine which Referring User, if any, shall be entitled to the Cashback.

SIXTH.- Nature of the Cashback and limitations on use

The Cashback granted by virtue of this Campaign constitutes a promotional benefit applicable exclusively within Mi Clip and/or the Digital Wallet, in accordance with the functionalities enabled at the time of use.

Under no circumstances shall the Cashback: (i) be deposited as cash; (ii) constitute electronic payment funds; (iii) be credited as withdrawable balance; (iv) be withdrawn in cash, transferred to third parties, transferred to bank accounts, made available through correspondents, exchanged for cash, or converted into any other instrument equivalent to money; (v) be credited to a Clip Account, the Merchant Participant’s business account, or any other Clip business products; or (vi) imply any vested right to receive future promotions.

The Cashback may only be used within Mi Clip for transactions enabled by the Application at the time of use, including, by way of example and without limitation, QR payments, bill payments, airtime top-ups, and contactless transactions (NFC), subject to availability.

The Referring User may refer up to 24 (twenty-four) Referred Users per day during the Campaign term, with a maximum limit of 6 (six) referrals per hour per Merchant Participant.

Limited to application only in Mexico City.

Any Cashback not used within ninety (90) calendar days following its final crediting shall automatically expire, without liability for Clip Cartera Digital and without entitlement to compensation, refund, or replacement.

Referred Users exceeding the applicable limits shall not generate entitlement to Cashback, even if the Referred User completes the Qualifying Actions.

Clip Cartera Digital may amend the applicable limits at any time for operational, risk, budget, product, compliance, or Campaign integrity reasons, informing the Participant through the Application or other electronic means.

SEVENTH.- Crediting times, holding period, and reversal

The Referred User Cashback shall be credited after the Referred User completes the first Qualified Transaction and once the applicable validation processes have been completed, subject to a Holding Period of up to seven (7) calendar days.

The Referring User Cashback shall be credited within twenty-four (24) to forty-eight (48) hours following validation that the Referred User has successfully completed all Qualifying Actions, likewise subject to the seven (7) calendar day Holding Period.

If during the Holding Period the Qualified Transaction or any of the elements giving rise to the benefit is canceled, reversed, rejected, disputed, or identified as fraudulent, unusual, inconsistent, or contrary to these T&Cs, Clip Cartera Digital may deny, suspend, cancel, or reverse the corresponding Cashback.

Clip Cartera Digital may notify the Participant, through the Application, email, SMS, push notification, or other electronic means, of the status of crediting, holding, release, cancellation, or reversal of the benefit.

In the event of a pause or early termination of the Campaign, referrals validly generated during the term and that remain within the thirty (30) day window to complete the Qualifying Actions may retain their eligibility, subject to final validation, unless the cause of termination derives from fraud, regulatory non-compliance, authority order,or serious risk to system integrity.

EIGHTH.- Restrictions, fraud, and grounds for exclusion

The following shall not be eligible to participate in the Campaign or receive Cashback, as applicable:

i) self-referrals; ii) duplicate registrations or multiple accounts attributable to the same person; iii) use of false, inconsistent, or third-party data; iv) circular or simulated transactions; v) use of the Unique QR outside the mechanics and authorized physical perimeter of the Campaign; vi) sharing of the Unique QR through means not authorized by Clip Cartera Digital; vii) transactions carriedout outside the Campaign termor outside the Participating Markets; viii) canceled, failed, rejected, or unsettled transactions; ix) Participants who breach these T&Cs, the Digital Wallet Termsand Conditions, the Clip AI terms, the applicable Privacy Notice, or applicable law; and x) any other conduct that, in Clip Cartera Digital’s reasonable judgment,involves fraud, abuse, simulation, circumvention of controls, regulatory risk, or harm to Campaign integrity.

Where Clip Cartera Digital detects indications of fraud or abuse, it may temporarily withhold Cashback, suspend the User’s participation, request clarifications or additional documentation, deny or reverse benefits, and, where applicable, report the matter to the competent authorities.

Device and user restriction. For purposes of this Campaign, only one (1) Cashback may be granted per User and per mobile device used to access the App. Accordingly, only one (1) user and one (1) mobile phone may be eligible to receive the benefit. If Clip Cartera Digital detects that the same mobile device has been used to register, access or participate with two or more different accounts, such registrations or participations will not be eligible to receive the Cashback, and Clip Cartera Digital may deny, cancel or reverse the corresponding benefit in accordance with these T&C.

NINTH.- Relationship with Mi Clip, Clip Account, and other products

The Merchant Participant expressly acknowledges and agrees that this Campaign is implemented on the Mi Clip Application and not on the Clip Account, terminals, or other business products, unless Clip Cartera Digital expressly communicates otherwise.

Accordingly, any Referring User benefit derived from the Campaign shall be credited exclusively to the Merchant’s Mi Clip Account.

TENTH.- Term and early termination

The term of the Campaign shall run from May 26, 2026 at 12:00 a.m. to July 26, 2026 at 11:59 p.m.

ELEVENTH.- Amendments

Clip Cartera Digital may amend, update, or cancel all or part of the Campaign and/or these T&Cs at any time, informing the User through the Application or other electronic means (such as push notifications, email, SMS, or other electronic means).

Participation in the Campaign implies reading, understanding, and acceptance of these T&Cs, as well as the other contractual documents and notices applicable to the use of Mi Clip and, where applicable, the Clip AI Account.

Likewise, participation in the Campaign after the publication or communication of amendments shall imply acceptance of the corresponding changes, unless otherwise provided by applicable law.

TWELFTH.- Taxes

Rewards granted under this Campaign may be subject to contributions, withholdings, tax charges, or tax consequences applicable under current Mexican law.

Each Participant shall be responsible for determining and complying, under their own responsibility, with any tax obligations that may derive from receipt or use of the benefit, unless otherwise expressly required by law.

Nothing in these T&Cs shall be construed as tax, accounting, or financial advice from Clip Cartera Digital or Clip AI.

THIRTEENTH.- Confidentiality

The Participant agrees to keep confidential any information received from Clip Cartera Digital by any means, whether verbal, written, graphic, or electronic, that has such character pursuant to applicable legal provisions in the United Mexican States, and not to share it with any person or entity, except with Clip Cartera Digital,its affiliates, controlling entities, assignees, and/or related parties as established in Clip Cartera Digital’sPrivacy Notice.

FOURTEENTH.- Intellectual property

Participants acknowledge that all intellectual and industrial property rights related to the Application, the Campaign, trademarks, logos, distinctive signs, interfaces, developments, and associated materials belong to Clip Cartera Digital, its affiliates, or their respective owners.

Participation in the Campaign does not grant Participants any rights over such elements, and therefore they may not reproduce, modify, exploit, or use them outside the purposes authorized by Clip Cartera Digital.

FIFTEENTH.- Miscellaneous

Any unlawful act or attempt thereof, as well as any breach of these T&Cs, shall result in the Participant’s exclusion from the Campaign, without prejudice to any legal actions that may apply.

Clip Cartera Digital may verify compliance with these T&Cs and the occurrence of any irregular conduct by such means as it deems appropriate.

Any tolerance by Clip Cartera Digital with respect to any breach shall not constitute a waiver of its right to require subsequent compliance with these T&Cs.

If any provision of these T&Cs is declared invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

SIXTEENTH.- Applicable law and jurisdiction

These T&Cs shall be governed by and construed in accordance with the laws in force in the United Mexican States.

For the interpretation, performance, and enforcement of these T&Cs, the parties submit to the jurisdiction of the competent courts of Mexico City, waiving any other venue that may correspond to them by reason of their present or future domiciles.

‍