Common use of Labor Liability Clause in Contracts

Labor Liability. 12.1 The Parties agree that, as the SERVICE PROVIDER is exclusively responsible for providing the services, it shall be fully held liable for all labor and social security charges, taxes, insurances, indemnification and all other expenditures resulted from the employment bond the SERVICE PROVIDER has with its employees and other contractors and subcontractors providing services to the CLIENTS, since they are exclusively payable by the SERVICE PROVIDER, and the CLIENTS shall not be held liable for such charges, not even subsidiarily or jointly. 12.2 It is hereby established that if the CLIENTS or any of its clients become a defendant in any lawsuit or administrative proceeding, including, but not limited to, labor, social security and tax proceeding, for reasons attributable to the SERVICE PROVIDER either or not related to the subject matter and/or obligations herein, but as a result from this Agreement, the SERVICE PROVIDER shall: i) Provide support and documents for the preparation of the CLIENTS’ defense, at least [*****] days before the end of the established deadline; ii) Enter the suit as co-defendant and have the CLIENTS removed from the suit, using all defense arguments and applicable resources; iii) If the SERVICE PROVIDER is not party to the proceeding, upon request from the CLIENTS, appear at the hearings and any other events, without creating any obstacles, in order to request its inclusion as defendant in the lawsuit/administrative proceeding. iv) If the CLIENTS and/or its Clients are not removed from the claim, the CLIENTS shall withhold an amount equivalent to [*****]% of the monthly payment for as long as they remain in the claim, in order to receive reimbursement for all expenses concerning attorneys’ fees, expenses, losses and/or any judgment. 12.3 The SERVICE PROVIDER hereby authorizes the CLIENTS to enter into, at any time, any settlements so that the CLIENTS are removed from any labor or social security claim, provided that: (i) such settlements are limited to the individual amount of [*****] per settlement; and

Labor Liability. 12.1 12.1. The Parties agree that, as the SERVICE PROVIDER SUPPLIER is exclusively responsible for providing the servicessupply, it shall be fully held liable for all labor and social security charges, taxes, insurances, indemnification and all other expenditures resulted from the employment bond the SERVICE PROVIDER SUPPLIER has with its employees and other contractors and subcontractors providing services to that are involved in the CLIENTSpurpose of this Agreement, since they are exclusively payable by the SERVICE PROVIDERSUPPLIER, and the CLIENTS shall not be held liable for such charges, not even subsidiarily or jointly. 12.2 12.2. It is hereby established that if the CLIENTS PAGSEGURO or any of its clients become a defendant in any lawsuit or administrative proceeding, including, but not limited to, labor, social security and tax proceeding, for reasons attributable to the SERVICE PROVIDER SUPPLIER either or not related to the subject matter and/or obligations herein, but as a result from this Agreement, the SERVICE PROVIDER SUPPLIER shall: i) Provide support and documents for the preparation of the CLIENTSPAGSEGURO’ defense, at least [*****] ten (10) days before the end of the established deadline; ii) Enter the suit as co-defendant and have the CLIENTS ▇▇▇▇▇▇▇▇▇ removed from the suit, using all defense arguments and applicable resources; iii) If the SERVICE PROVIDER SUPPLIER is not party to the proceeding, upon request from the CLIENTSPAGSEGURO, appear at the hearings and any other events, without creating any obstacles, in order to request its inclusion as defendant in the lawsuit/administrative proceeding.; iv) If the CLIENTS PAGSEGURO and/or its Clients are not removed from the claim, the CLIENTS PAGSEGURO shall withhold an amount equivalent to [*****]% thirty-five percent (35%) of the monthly payment for as long as they remain in the claim, in order to receive reimbursement for all expenses concerning attorneys’ fees, expenses, losses and/or any judgment. 12.3 12.3. The SERVICE PROVIDER SUPPLIER hereby authorizes the CLIENTS PAGSEGURO to enter into, at any time, any settlements so that the CLIENTS are PAGSEGURO is removed from any labor or social security claim, provided that: (i) such settlements are limited to the individual amount of [*****] per settlement; and (ii) the third-party claim results from breach of contractual obligations by the SUPPLIER or in the event the SUPPLIER is tried in abstentia. 12.3.1 The amount referred in section 12.3. shall be adjusted on an annual basis, as from the execution date hereof according to the IGP-M variation. 12.3.2 Any amounts disbursed by PAGSEGURO according to the settlements referred to in this clause 12.3 are hereby acknowledged by the SUPPLIER as net, certain and payable for all legal purposes, and, therefore, subject to financial compensation as provided in the Agreement. 12.4. In the event judgment is entered against PAGSEGURO or settlement involving them, concerning the subject matter hereof, even if only partially or by lower court, and even if pending trial of appeal, the SUPPLIER undertakes, in the event it did not exercise the option provided in the previous item or exceeding the amount that was previously withheld, to reimburse PAGSEGURO for the total amount that was disbursed, within seventy-two (72) hours, as from the receipt of notification by mail indicating the amount due, including the principal and all ancillary installments or resulted from attorneys’ fees, fines, court costs and expenses. CONFIDENTIAL DocuSign Envelope ID: 233D8A55-D96B-42B6-A526-B7AA429C51BD CONFIDENTIAL 12.5. If the above-mentioned reimbursements are not paid, the SUPPLIER expressly authorizes PAGSEGURO to discount the amount of the judgment, in advance, from the payments due for the supply provided. The total amount required for the compliance with the settlement or the judgment, or also for the appeal bond may be deducted, regardless of new authorization from the SUPPLIER or any other formality, being sufficed notification to the SUPPLIER. 12.6. If the withheld amount does not reach the amount of the judgment, PAGSEGURO will have the option to seek court enforcement of the debit, pursuant to Articles 585, II et. seq. of the Brazilian Civil Procedural Code, and the proof of amounts due shall be made through payment receipts of the expenditures. 12.7. The SUPPLIER shall be held fully liable for the acts and omissions performed by its partners, managers, representatives, advisors, employees, contractors or subcontractors, and any other agents to which the SUPPLIER is associated and involved in the subject matter of this Agreement, causing losses to PAGSEGURO or third parties. 12.8. Without prejudice to applicable legal measures other than the ones provided herein, the SUPPLIER shall bear, on an exclusive basis, the consequences from: (i) negligence, unskillfulness, recklessness, unlawful acts, theft, robbery, loss, damage to materials or equipment by the employees involved in the purpose of the Agreement; and (ii) any type of accidents with the employees or third parties involved in the purpose of this Agreement. 12.9. The SUPPLIER shall also assume the sole liability for the payment of expenses arising from the above-mentioned events, including all direct and indirect damages to property, pain and suffering, and pecuniary losses. 12.10. The SUPPLIER shall be civilly and criminally liable before third parties for any damages and losses and loss of profits, caused by unskillfulness, negligence or recklessness of its employees and/or subcontractors.