TERMS AND CONDITIONS OF USE

Sherpa Monterrey, S.A. de C.V. | Last updated: March 30, 2026

Parties to the Agreement

These Terms and Conditions of Use (hereinafter, the "Terms") constitute a binding legal agreement entered into between:

Sherpa Monterrey, S.A. de C.V. (hereinafter, "Sherpa"), located at Callejón de Capellanía 400, Zona de los Callejones, San Pedro Garza García, Nuevo León, C.P. 66228, and

The User, meaning any physical or moral person who accesses, registers, or uses Sherpa's services through its digital platform (hereinafter, the "Platform" or "Software").

By accessing or using any of the services offered by Sherpa, the User declares to have read, understood, and accepted these Terms in their entirety. If not in agreement with any of the terms established herein, the User must refrain from using the services.

Declarations

"Sherpa" declares that:

  • It is a legally constituted entity under the laws of the United Mexican States, with sufficient capacity to enter into this agreement.
  • It is the holder of the copyrights over the Software named "Sherpa Salud Ocupacional 3.0", properly registered before the National Institute of Copyright (INDAUTOR) under registration number 03-2025-022614161300-01, issued March 10, 2025.
  • It has decided to grant the User the software use license with the characteristics, conditions, and limitations detailed in this document.

The User declares that:

  • They are a physical or moral entity with the exercising capacity to enter into this agreement.
  • Their domicile is the address registered in the data loaded into the Software.

The Parties mutually recognize and reiterate their legal authority, identity, liability, and capacity representing them for the signing of this agreement, assuming its consequences and obligations.

Definitions

For the purposes of these Terms, the following applies:

  • "Sherpa": Sherpa Monterrey, S.A. de C.V., its affiliates, legal representatives, employees, and licensors.
  • "User": Any physical or moral person accessing, browsing, interacting, or registering with Sherpa's services.
  • "Software" or "Platform": The electronic health record information system named "Sherpa Salud Ocupacional 3.0", registered to INDAUTOR under the number 03-2025-022614161300-01, alongside all its associated features, contents, and tech.
  • "Services": The health information administration functionalities offered through the Platform.
  • "License": The paid, non-exclusive, and non-transferable authorization of use over the Software that Sherpa grants the User.
  • "Intellectual Property": Title rights over mind creations, covering copyright, industrial property, and trade secrets.
  • "ARCO Rights": The Access, Rectification, Cancellation, and Opposition rights that personal data owners hold per the LFPDPPP.

Clauses

First.- Object

Through these Terms, Sherpa grants the User a use License over the Software for the purpose of granting access to the health information administration Services offered through the Platform.

The Services consist, without limitation, of facilitating the User with access and usage of electronic tools for managing clinical records, occupational health follow-ups, and consulting medical info.

Second.- Intellectual Property

The Parties expressly recognize that Sherpa is the sole titleholder of the copyright, intellectual property, and industrial property concerning the Software, its source code, apps, interfaces, documents, and derived elements.

The Software is registered to INDAUTOR under number 03-2025-022614161300-01 under Sherpa Monterrey, S.A. de C.V.

Regardless of registration, Sherpa's intellectual property has a confidential nature and qualifies as Industrial Secrets per Title Three of the Industrial Property Law. Unauthorized disclosure triggers legal penalties covering prison time and fines.

Third.- Scope of the License and Conditions of Use

These terms encompass only the explicitly granted licenses and authorizations. All other rights are reserved by Sherpa. No copyright transmission happens hereby.

The User may not, under any circumstances:

  • Obtain economic benefit by disseminating, alienating, or transmitting the Software.
  • Use it for purposes outside of authorized scopes.
  • Redistribute total or partial portions of the Software.
  • Reverse-engineer, decompile, or disassemble.
  • Alter original codes or executable resources.
  • Attempt to breach restricted system zones.
  • Allow third parties to enact the above.

Misuse triggers potential immediate suspension of User access.

Fourth.- Registration and Accounts

Account creation requires truthful, complete, and updated information. Accounts are personal and non-transferable, allowing a single active session per user. The User must strictly maintain login confidentiality and report breaches to info@sherpa.la.

Fifth.- Exclusion of Guarantees

Sherpa provides the Software purely "as is", lacking absolute guarantees regarding infinite defect-free operability, constant immunity from technical viruses, or completely uninterrupted access, holding solely to the SLAs stipulated formally.

Sixth.- Limitation of Liability

Under no circumstances will Sherpa be liable for damages directly deriving from the Software's usage or any inability to operate it, factoring in data losses. The User must indemnify Sherpa against breaches to these Terms that spawn third-party litigation.

Seventh.- Personal Data Protection

Sherpa processes data strictly by the LFPDPPP and its Privacy Notice (http://sherpa.la). Sherpa acts as the Processor via Article 3 of the LFPDPPP, while the User operates as the Controller responsible for providing privacy notices directly to its patients.

Eighth.- Confidentiality and Conventional Penalty

The User holds a strict confidentiality duty over the technical/commercial tools encountered as Sherpa's Industrial Secrets, lingering 5 years post-termination. Infractions trigger conventional court penalties beyond structural damages.

Ninth.- Validity, Updates, and Modifications

The License persists indefinitely unless a 30-day anticipatory written notice is provided. Sherpa retains modification capacities and must notify Users with 30-day notice for core Policy alterations.

Tenth.- Payment and Consideration

The User must cover assigned fees as set in explicit annexes, granting Sherpa the duty to emit correspondent fiscal invoices.

Eleventh.- Consent and Perfecting

These terms achieve full enforcement once the User checks the platform's registration checkbox, processes the first payment, and actively initiates usage.

Twelfth.- Applicable Law and Jurisdiction

Mexican law strictly applies via the state of Nuevo León, subjecting disputes exclusively to the tribunals seated inside the city of Monterrey.

Contact Information

For inquiries, clarification, or requests:

  • Email: info@sherpa.la
  • Address: Callejón de Capellanía 400, Zona de los Callejones, San Pedro Garza García, Nuevo León, C.P. 66228
  • Website: http://sherpa.la