Custody Services Contract for Non-Negotiable Securities and Documents Held in Vault, between CEDEVAL S.A. de C.V. and the Client

CUSTODY SERVICES CONTRACT FOR NON-NEGOTIABLE SECURITIES AND DOCUMENTS HELD IN VAULT, ENTERED INTO BETWEEN CENTRAL DE DEPÓSITO DE VALORES SOCIEDAD ANÓNIMA DE CAPITAL VARIABLE, CEDEVAL S.A. DE C.V., AND _________________________________ (NAME OF THE INDIVIDUAL OR CORPORATE DESIGNATION OF THE CONTRACTING PARTY)

On the one hand, Mr./Ms. ________________________, aged ________ years, ________________________ (profession), residing at ________________________ (municipality and department), holder of the Unique Identity Document number ________________________, acting in the capacity of ________________________ (capacity as representative), of the society CENTRAL DE DEPÓSITO DE VALORES SOCIEDAD ANÓNIMA DE CAPITAL VARIABLE, with domicile in Antiguo Cuscatlán, department of La Libertad, hereinafter referred to as CEDEVAL or "the Depositary", with tax identification number ________________________ and taxpayer registration number ________________________; and on the other hand (relating the general details of the contracting society and its representative, indicating the capacity in which they appear, their authorization and legal representation, as well as reference to their fiscal documents), who may be designated according to the capacity held by virtue of this contract, as ________________________ "the Depositor", we hereby celebrate this General Custody Services Contract in Vault, which consists of the following clauses:

I. OBJECT.

By virtue of this contract, CEDEVAL will provide the Depositor with commercial deposit services consisting of vault custody of non-negotiable securities and other documents.

II. SUPERVISORY AUTHORIZATION OF THE CUSTODIAN.

CEDEVAL declares that it is authorized by the Superintendency of the Financial System to operate as a Specialized Securities Depositary Society for the deposit, custody, and administration of securities; and to provide custody services for documents and non-negotiable securities under the terms established in the applicable legislation, its General Internal Regulations, and other norms governing the Depositary. Based on the foregoing, the parties agree to enter into this contract.

III. APPLICABLE REGULATION TO THE CONTRACT.

CEDEVAL and the Depositor declare that, in the celebration and execution of this contract, they will be subject especially to what is provided by the Securities Market Law, particularly by Article 79 letters a) and d), the Law on Electronic Annotations of Securities in Account and the Commercial Code, particularly by Articles 1098 to 1113; to the technical norms issued by the Standards Committee of the Central Reserve Bank of El Salvador, those emanating from CEDEVAL, as well as others applicable to this type of contract.

IV. NORMATIVE ADHESION OF THE DEPOSITOR.

In accordance with this contract, CEDEVAL and the Participant accept and undertake as part of the main contractual obligations to submit, from this date onwards, within the framework of their compliance, to the legislation applicable to the commercial activity carried out by CEDEVAL, to the norms emanating from CEDEVAL intended for securities depositors that are pertinent, to the technical norms issued by the Standards Committee of the Central Reserve Bank of El Salvador, and to all others applicable to CEDEVAL or the Depositor by reason of the nature of the services originated by the contract agreed upon herein.

The contravention or infringement by CEDEVAL or the Depositor of any norm of a legal, regulatory, internal to CEDEVAL, or other applicable nature as per the previous paragraph, is accepted and understood by the parties to be constitutive of breach of this contract, insofar as it is also a breach of the contractual obligation of normative adherence stipulated by the parties.

The Depositor accepts as their responsibility the obligation to have professional, timely, and sufficient knowledge of the legislative norms, the internal norms of CEDEVAL to which they will be subject, as well as those issued by governmental institutions of mandatory observance.

The parties accept that new legal or normative provisions enacted in the future modifying or establishing new regulations that have effects on this contractual relationship, in case of contradiction with this instrument, will prevail over it.

V. TERM.

This contract is entered into for an indefinite period.

Business and operations pending conclusion at the date this contract ceases to produce effects for any cause must be completed by the parties, having the obligation to fulfill all pending legal and contractual obligations incurred under their regime.

VI. ONLINE AND INFORMATION SYSTEMS MADE AVAILABLE TO THE DEPOSITOR BY CEDEVAL.

CEDEVAL may make available to the Depositor services through computer or internet platforms, for purposes of obtaining information, requesting transactions, or requesting other services of interest, all within the framework of this contract. CEDEVAL may establish additional mechanisms for information, transactions, or submission of requests, through means or access channels different from those described above.

CEDEVAL will provide the Depositor with information on the various statuses, queries, and reports indicated below, through the computer access system made available to them, some of which will be generated automatically and others upon express request of the Depositor.

The services offered will be configured and differentiated according to the characteristics of the Depositor, the nature of the contract signed, and the rights and obligations acquired according to the special clauses contained in this contract.

In terms of access to information, transactional, or other types of requests, the Depositor will have the following rights and obligations:

1. User registration and general contracting conditions.

The Depositor may obtain the registration of assigned users, remaining subject to the general conditions for service provision established by CEDEVAL regarding this matter.

2. Authority to establish norms for service provision and management of access systems.

CEDEVAL will establish the rules and procedures pertaining to the delivery, validation, and use of passwords, as well as the information and security mechanisms for its clients. This contract will be subordinate to the norms that CEDEVAL must observe in matters of cybersecurity.

3. Use of applications and access systems determined by CEDEVAL.

The Depositor may have access to information on balances, accounts, and other data made available to them through the systems established by CEDEVAL.

CEDEVAL will provide the Depositor with access to the computer application available so that, through it, they can operate to execute the tasks identified in the general conditions established by CEDEVAL regarding this matter.

4. Obtaining confidential passwords.

CEDEVAL will assign the Depositor confidential electronic access passwords, personal for each user, which will be non-transferable and non-disclosable to third parties; so that they can consult information on those deposit accounts or of any other kind on which they may perform acts of disposition; passwords that they may modify and generally administer as they deem appropriate.

5. Designation of users.

The Depositor must designate one or several users to whom CEDEVAL will provide electronic access keys to the respective application, allowing them to operate within it, which will be confidential, personal, and non-transferable. These users will have access to the queries and report generations enabled by CEDEVAL.

6. Proper use of obtained passwords.

The Depositor who is a user of electronic access passwords must take necessary measures to prevent misuse by their personnel or by third parties, being responsible for all actions of their employees and for damages caused to CEDEVAL or third parties, and fulfilling the economic obligations incurred by them.

The Depositor must use their access rights to the computer or internet applications made available to them under this contract solely for the purposes established by CEDEVAL, being prohibited from reproducing, copying, modifying, commercializing, or disclosing them by any means or circumstance, whether for their own benefit or that of third parties.

7. Contingency plans and measures.

The parties will establish the necessary contingency plans and measures to manage the computer risks of their systems and ensure respective access continuity.

8. Responsibility for proper use.

The parties expressly state that the Depositor is solely responsible for the proper use that their respective users make of the access codes and electronic access passwords.

9. Release of liability.

The Depositor releases CEDEVAL from all liability for damages, whether patrimonial or economic, whose direct or remote cause is the erroneous, improper, or fraudulent use of the respective confidential passwords, whenever attributable to the Depositor and not to CEDEVAL.

VII. CONTRACTUAL LIABILITY OF THE DEPOSITARY.

CEDEVAL will be liable to the Depositor for any loss, disappearance, deterioration, or destruction of the securities, and for errors and delays registered in the provision of its services, under the terms regulated in this contract.

CEDEVAL recognizes and accepts that debts that the Depositor may have with the Depositary cannot be enforced against the securities of the custodied funds or with the balance of the current accounts of said Funds.

CEDEVAL or the Depositor will not have liability when the breach of this contract is due to the occurrence of fortuitous event or force majeure, for causes covered by the theory of unforeseeability, for others that do not entail imputability for the parties, or those legally established.

VIII. DUTIES IN MATTER OF PREVENTION OF MONEY LAUNDERING AND ASSET LAUNDERING, FINANCING OF TERRORISM, AND FINANCING OF THE PROLIFERATION OF WEAPONS OF MASS DESTRUCTION.

The Depositor undertakes and accepts to provide the necessary information so that CEDEVAL can fulfill its legal duties related to the Law Against Money and Asset Laundering, especially to satisfy information requirements from competent judicial or governmental authorities, as well as its duties of managing money and asset laundering risk, terrorism financing, and financing of the proliferation of weapons of mass destruction, without prejudice to other information that must be required from the depository due to duties established in other applicable laws or regulations in this matter.

IX. CONFIDENTIALITY OBLIGATIONS.

By this clause, the terms and conditions governing the exchange between the parties of confidential information by reason of this contract are established.

By "confidential information" is understood all information exchanged orally or in writing, communicated by one transmitting party to the other receiving party, during the pursuit of the purposes of this contract; including, among others: information of a legal, technical, financial, tax, and commercial or business nature, and in general, all information that the parties transmit to each other either prior to or subsequent to its signing or on the occasion of it.

In addition to the rest of the contractual obligations already stipulated, the parties undertake to:

1. Keep confidential information in strict reserve and not reveal any data of the confidential information to third parties, without the consent of the transmitting party.

2. Use the confidential information exclusively for the purposes of execution or compliance with this contract, abstaining from any other different use.

3. Disclose the confidential information only to authorized persons for its reception within the organization.

4. Instruct personnel in charge of receiving the confidential information on their obligation to treat and use as reserved the confidential information they receive.

5. Not disclose the confidential information to any person or entity for any reason, in contravention of what is provided in this instrument, unless expressly authorized in writing by the transmitting party.

6. Act with due diligence to prevent the copying or revelation of confidential information to third parties, unless there is approval from the transmitting party and solely within the terms of such approval.

The parties will be liable to each other for the breach of this obligation, whether by their employees, partners, subcontractors, or any other person to whom they had transferred or revealed the confidential information.

This contract does not establish any limitation of any kind for CEDEVAL, insofar as it does not prohibit the fulfillment of its duties to deliver information of the Depositor as the transmitting party of the confidential information, to administrative or judicial authorities in the exercise of their functions, even if it may be qualified as confidential according to this clause; nor does it establish any limitations for CEDEVAL to fulfill its duties of public information disclosure established by law.

The confidentiality obligations provided in this instrument will not apply if it concerns information that:

1. Is in the public domain.
2. Subsequent to its transmission by one party, becomes public domain by means other than a breach of this clause.
3. Constitutes information in the possession of the receiver and not subject to confidentiality obligations; or that was not obtained from the other contracting party.
4. That which must be disclosed by virtue of current legislation or by order of an administrative authority or courts of justice.
5. That which has been generated, independently or separately from this contract, by or for the receiving party, without any connection with the contractual information involved.
6. That was known by the receiving party prior to the date on which they received it from the transmitting party, with the burden of proof resting on the receiving party.
7. That must be transferred to a third party by mandate of law or by judicial or administrative requirement.

This clause will not in any way prevent CEDEVAL from sharing any kind of business, operational, or transactional information with the Bolsa de Valores de El Salvador S.A. de C.V. or another stock exchange with which it operates, provided that the foregoing does not contravene what is provided by Art. 63 of the Law on Electronic Annotations of Securities in Account.

X. PROHIBITION OF TRANSFER OF CONTRACTUAL RIGHTS.

The Depositor may not assign or transfer in any form the rights and faculties acquired in accordance with this contract.

XI. SPECIAL CLAUSES.

This contract will be subject to the following special clauses:

1. The deposit of documents and securities will consist of simple safekeeping and conservation in the vault.
2. CEDEVAL will accept from the Depositor deposits of documents related to the business scope of the Depositary and all kinds of securities.
3. The Depositor may request the withdrawal of deposited securities and documents during the hours fixed for that purpose.
4. Deposits of securities and documents will be admitted by the Depositary under the responsibility of the client, who will be responsible for the legitimacy and validity of the documents they are depositing.

XII. SUSPENSION OF THE CONTRACT.

The suspension of this contract will entail the suspension of the contracting party's right to operate as a Depositor, for an equal period.

Grounds for suspension of this contract are:

1. Those provided in the norms issued by the Depositary and those determined by regulations authorized by the Standards Committee of the Central Reserve Bank of El Salvador, applicable to CEDEVAL.
2. The suspension suffered by the Depositor of their authorization to act as ________________________, declared by the Superintendency of the Financial System. For the foregoing, the administrative or judicial act ordering the cessation of operations will be considered, and from the moment it becomes effective, unless appeals are filed by the aggrieved party that benefit them with the suspension of the act of suspension of the impugned contract.
3. In the case of dissolution or judicial liquidation of entities subject to supervision and oversight in accordance with the Law on Supervision and Regulation of the Financial System, such as banks, insurance companies, brokerage houses, investment fund managers, securitization societies, pension fund management societies, the Board of Directors of CEDEVAL may, for cause, declare the suspension of the contract signed with the intervened entity;
4. In the case of judicial or administrative intervention of entities subject to supervision and oversight in accordance with the Law on Supervision and Regulation of the Financial System, such as banks, insurance companies, brokerage houses, investment fund managers, securitization societies, pension fund management societies, the Board of Directors of CEDEVAL may, for cause, declare the suspension of the contract signed with the intervened entity.

XIII. GROUNDS FOR TERMINATION OF THE CONTRACT.

The termination of this contract will entail its extinction and the absolute loss of the Depositor's right to operate in that capacity.

This contract terminates especially in the following cases:

1. By the manifestation of one of the parties to the other regarding their intention to leave it without effect, with at least thirty (30) business days' advance notice.
2. In the case of dissolution or judicial liquidation of entities subject to supervision and oversight in accordance with the Law on Supervision and Regulation of the Financial System.
3. By any of the parties involved or being judicially designated by a competent authority as a participant, facilitator, or instigator of activities associated with any kind of crimes, especially activities related to money and asset laundering and terrorism financing or other crimes generating money and asset laundering; prior to the realization of the procedure established in Articles 24, 25, and 26 of the Instruction for the Prevention, Detection, and Control of Money and Asset Laundering, Terrorism Financing, and Financing of the Proliferation of Weapons of Mass Destruction.
4. CEDEVAL may unilaterally terminate this contract without the need for judicial intervention, with prior notice of at least fifteen (15) business days' advance to the Depositor, for the following causes: a) In the cases established in the General Internal Regulations of CEDEVAL or in its other norms authorized by the Standards Committee of the Central Reserve Bank of El Salvador; b) By breach by the Depositor of the obligations established in this contract and in the other norms to whose compliance the parties adhere; c) It may also be terminated or resolved due to breach by the Depositor of their obligations contracted under this contract, implicit or explicit, being able to claim from the breaching party the damages and losses that may arise; d) By the loss, by the Depositor, of the administrative authorization that enables them to develop the financial operations proper to their nature. For the foregoing, the administrative or judicial act ordering the cessation of operations will be considered, and from the moment it becomes effective, without prejudice to the filing of appeals by the aggrieved party that benefit them with the suspension of the act of revocation of the impugned authorization. e) By the declaration of bankruptcy or suspension of payments, issued judicially against the Depositor. f) By the commission of criminal, negligent, or fraudulent acts, by the Depositor, proven judicially.
5. By the causes legally established.

XIV. MODIFICATION OF THE CONTRACT.

The content of the clauses of this contract cannot be modified by the parties, as it has been previously approved by the Standards Committee of the Central Reserve Bank of El Salvador.

XV. PATRIMONIAL LIABILITY IN CASE OF BREACH.

When the Participant infringes with their actions this contract, the General Internal Regulations of CEDEVAL, or any of the norms to which they adhere, especially producing an irregular development of the functions of the Depositary, they will become liable for the penalties or surcharges that are in force, initially those indicated in the annex of this contract. These are also published in accordance with what is established by the Securities Market Law, and changes will be informed, prior to their effectiveness, in accordance with what is established by the General Internal Regulations of CEDEVAL and other applicable regulations.

This is without prejudice to the liability for damages and losses incurred against CEDEVAL or third parties.

XVI. GROUNDS FOR EXPIRATION OF THE CONTRACT.

This contract will expire immediately in the following cases:

1. For failure to pay commissions or other items owed to CEDEVAL by the Depositor.
2. For breach, by the Depositor, of any of the obligations contracted by this means.
3. If the Depositor is classified as insolvent.

XVII. ARBITRATION CLAUSE.

In accordance with Art. 26 of the Law on Mediation, Conciliation, and Arbitration, the parties may agree through a separate and subsequent agreement that conflicts arising between them due to breach of the obligations established in this contract will be resolved by means of equity arbitration and in accordance with the procedures established by the aforementioned Law. In that case, each of the parties will appoint an arbitrator, and the two designated will appoint a third person who will be the President of the arbitral tribunal.

XVIII. COMMISSIONS AND SURCHARGES

The Depositor accepts and expressly undertakes to pay the commissions, surcharges, and other items applicable to the contracted and received services, in accordance with the applicable legislation and the publications made in accordance with what is established by the General Internal Regulations of CEDEVAL and other applicable regulations.

XIX. SUBSTITUTION OF PREVIOUS CONTRACTS

This contract replaces any other previously signed between CEDEVAL and the Depositor regarding the agreed purposes.

XX. SPECIAL DOMICILE.

For the purposes of this contract, the parties fix as special domicile ________________________, to the jurisdiction of whose courts they submit.

XXI. EFFECTIVENESS.

This contract will enter into effect on the date of its signing.

Place and date of contract signing

Signature of the Representative of CEDEVAL S.A. de C.V.

Signature of the Representative of the Service Contractor

Contract authorized by the Board of Directors of CEDEVAL S.A. de C.V. No. JD-03/2023 of March 21, 2023, and approved by the Standards Committee of the Central Reserve Bank of El Salvador, in Session No. CN-03/2023 of May 03, 2023.