Terms and Conditions

Introduction:

These terms and conditions set forth the terms governing the use of the website (https://studiobyclikalia.es) (hereinafter, the “Site”) and the contracting of Studio by Clikalia’s renovation services, provided by the company CLICPISO REAL ESTATE III S.L.U., Tax ID No. B88301338, located at Calle María de Molina 39, 9th floor, 28006, Madrid, registered in the Madrid Commercial Registry, in volume 38736, folio 81, page M-688742 (hereinafter “Clikalia”), a member of the CLIKALIA GROUP.

Please read the legal notice and the terms and conditions of service carefully to familiarize yourself with the rights and obligations of users of the service offered through this platform. The user shall be deemed to have accepted these terms and conditions as binding at the time they decide to use the service.

These general conditions of use (hereinafter referred to as "Terms and Conditions") apply when using the services of our website. The use of our services implies the acceptance of these Terms and Conditions. We reserve the right to change these Terms and Conditions at any time without notice.

Right of use:

Users have the right to display their personalized data on their own screen, as well as to print them. However, such data may not be used for commercial purposes, for the creation of a database or for industrial use.

Measures aimed at interrupting or hindering the functioning of this website are prohibited. Furthermore, it is not possible to extract or reuse our offer without written permission. No data mining and data collection programs may be used without our permission. Integration or linking to our service is not permitted without our express consent. The right to use the service and its functions is only possible within the framework of the current state of technology.

The presentation and operation of the service may vary depending on the type of access, e.g. via the internet or mobile applications. The right to use the service and its functions is only possible within the framework of the current state of technology.

Severability clause:

If any provision of these Terms and Conditions is or becomes invalid, the validity of the remaining provisions shall not be affected. This provision may be replaced by more valid and operative provisions that come as close as possible to the intended economic purpose.

SPECIFIC TERMS AND CONDITIONS FOR CONTRACTUAL RELATIONSHIPS WITH CLIKALIA STUDIO (CLICPISO REAL ESTATE III, SLU) FOR THE PROVISION OF PROJECT DESIGN AND CONSTRUCTION SERVICES, INCLUDING THE SUPPLY OF MATERIALS

Unless otherwise expressly agreed with the client in the contract, the contract shall be subject to the following provisions:

Subject Matter and Scope of the Contract

CLIKALIA will perform, on behalf of the CLIENT, the work set forth in this contract for the preparation of the Standard Renovation and Design Project (and, where applicable, the structural modification project), and, following acceptance of the respective project and its estimate, the subsequent execution of the work, including the supply of materials.

Likewise, the scope of this contract includes a one-day buffer period to begin work on the project, when such work is commissioned by the CLIENT to CLIKALIA.

The following will be included in the reform proposal and its design:

Farm and CLIENT data.

– Design Definition: The Dossier:

– Start and end dates of the construction work, based on the project to be carried out, or the duration of the project to be carried out.

– Total estimate, excluding VAT.

This contract does not include the management, drafting, or preparation of the documentation required to process the permit, affidavit, prior notification, or similar procedure that may be required for the execution of the project, unless the actual execution of the work is contracted through a separate engagement. If the physical execution of the work is not commissioned, the parties may, through an additional order separate from this contract, commission the preparation and management of the documentation required for processing the permit, prior notification, or affidavit, as applicable.

2. Project Phase Definitions

The phases of the project will consist of:

Initial phase, to include:

a) Design and development phase of the standard project (hereinafter referred to simply as the “project” to distinguish it from the “structural impact project” in cases where the latter exists or applies): This is the phase involving the collection of data on the property (photographs, video, and measurements) and the development of the project’s floor plans in accordance with the requirements outlined by THE CLIENT and the CLIENT’s selection of finishes, quality standards, and preferences.

b) The client agrees that any decisions made (whether in person or remotely) regarding material samples or elements during the design phase are the client’s sole responsibility, and that the final finish or result, when viewed in person, may not necessarily be identical to what was expected, due to possible variations in shades, drying, finish colors, or other factors. Any changes to the above that have already been made will be processed and managed, as appropriate, as a change order, with the client assuming any resulting increase in price and extension of the deadline. Clikalia will hold meetings with the Property Owner to ensure a clear understanding of their needs, parameters, and requirements regarding the scope of the Project, design, materials, finishes, and other specific details necessary for the proper execution of the Project.

The project or its final design may be modified during the actual execution of the work due to technical, legal, registration, urban planning, material, or regulatory requirements, or out of necessity, provided that such modifications or variations are necessary and CLIKALIA justifies them to the Client. If the Client commissions CLIKALIA to carry out the work, CLIKALIA will inform the Client of such changes, and the Client’s acceptance will be required in accordance with Section 3. Any modification to the Project must be authorized by the Client in advance. A “Change or Modification Acceptance” form is included as an Annex to the Contract.

If, as a result of the foregoing, structural modifications are necessary to meet the Client’s needs or interests, or if Clikalia deems it appropriate, Clikalia may offer the Client the design and, where applicable, the execution—including the supply of materials—of the structural modification project, which will be prepared, invoiced, and commissioned separately.

c) Reservation of a date for the start of the actual construction work. The reserved date may be changed if, for reasons beyond CLIKALIA’s control, the work cannot begin, and CLIKALIA shall not be held liable for this.

d) Preparation of the renovation budget (whether for a standard project or, where applicable, a structural renovation), always within the range of the previously agreed-upon quote, including all components of the work.

e) None of the budgets (whether for the standard project or, where applicable, for structural modifications) includes the cost of fees, licenses, administrative authorizations, or other bureaucratic costs or charges, which will be billed separately and are the responsibility of the CLIENT. Notwithstanding the foregoing, the estimate may contain an estimated line item or an estimated range of costs for these items, which shall always be understood as a provision; the final cost or amount shall be that resulting from the work ultimately performed.

f) Project Approval (whether for a standard project or, where applicable, a structural modification project): Once the project has been prepared, it will be sent to the CLIENT, indicating the budget, proposed start date, duration of the work, and the expected day or date of delivery/completion of the work.

The CLIENT must expressly accept the project (whether for a standard project or, where applicable, a project involving structural modifications) by signing the acceptance and work order for the renovation, a template of which is attached to this contract.

* Once the CLIENT receives the project and the order form for signature, the CLIENT will have 3 days to return the documentation duly signed. After this period, CLIKALIA is under no obligation to accept the order for execution or to maintain the prices indicated in the estimate and may adjust them as it deems appropriate; the CLIENT must then accept the revised prices within a maximum of 3 days.

Construction Phase: Upon the CLIENT’s approval of both the estimate and the project (whether for a standard project or, where applicable, a project involving structural modifications), and following the signing of the corresponding work order, this phase will consist of two parts:

a) Execution of the work: the work will be carried out. During construction, CLIKALIA will be responsible for the proper execution of the work in accordance with the project specifications (whether for a standard project or, where applicable, a project involving structural modifications) and as agreed upon by the parties. Furthermore, CLIKALIA will conduct scheduled periodic site visits to supervise the work, resolve on-site issues, and make the decisions necessary for the proper execution of the project, This includes site layout, the performance of necessary work, the provision of the necessary material and human resources, and the application for permits to occupy public roads, as well as any work required to complete the project within the estimated timeframe and in compliance with the minimum required health and safety measures.

If, in exceptional circumstances, the CLIENT decides to purchase or provide any materials for the project that were already included in the accepted estimate, once CLIKALIA has been reliably notified and has given its approval—though CLIKALIA is under no obligation to accept such materials— the cost of such materials would be deducted from the estimate, reducing the 15% of the amount paid by the client for general expenses; that is, Clikalia will deduct eighty-five percent (85%) of the cost of such materials from the estimate, not one hundred percent (100%). The foregoing shall not apply if the CLIENT specifies the materials it will provide prior to acceptance of the estimate and such materials are excluded from the estimate.

b) Handover of the Work (Acceptance Certificate): Once the construction phase of the work has been completed, the parties shall conduct an on-site inspection to formalize the handover of the work by means of the acceptance certificate attached as an annex to this contract.

To that end, both Parties shall agree on the date and time at which they will conduct the relevant inspection.

Delivery of the work is understood to be without prejudice to any finishing touches, repairs, or adjustments that may be necessary after delivery during the one-year warranty period.

The CLIENT may not refuse to accept the work or delay its delivery; if such a situation arises, the work shall be deemed delivered and completed on the date set for the aforementioned inspection, provided that the work has been 100% completed in accordance with the project, without prejudice to any subsequent finishing touches or repairs that may be required in accordance with the law.

In the event that the Owner alleges that the Work has not been performed in accordance with the Project (whether for the standard design or, where applicable, for structural modifications) and that were the reason for the Owner’s refusal to sign the Certificate of Completion, both Parties may engage an independent expert to assess the work performed; the expert’s opinion shall be binding on both Parties, and the Client shall be responsible for paying the expert’s fees.

3. Scope

According to the prepared design (whether for the standard project or, where applicable, for structural modifications):

3.1 If, due to technical, urban planning, or legal requirements, new work items must be created, or if the planned work items entail additional costs not originally anticipated for their execution, CLIKALIA is authorized—provided that the corresponding justification or reason is provided in advance and communicated to the CLIENT—to invoice the CLIENT separately for such costs, without the need for further acceptance by the CLIENT, and always to ensure the successful completion of the project.

When re-invoices exceed 5% of the initial budget, they will require the CLIENT’s express approval, which, once requested, must be provided within 24 hours (with the approval period added to the period for completion and delivery of the work).

If the CLIENT refuses to accept the proposal or remains silent for more than 3 business days, CLIKALIA may withdraw from the project without any liability, retaining the amount already paid by the CLIENT as administrative and implementation costs. CLIKALIA may also propose to the CLIENT other possible or viable alternatives to ensure the successful completion of the project (whether a standard project or, where applicable, one involving structural modifications) and its execution.

In the event that Clikalia chooses to suspend the Work and has incurred any costs provided for in the Budget approved by the Client after the Work has been suspended, and even if the amounts already paid by the Client have been withheld, such amounts do not cover the total cost, the Client must pay said amount to Clikalia upon request, provided that it is duly proven that such cost was incurred and that it was included in the Budget.

3.2 Both parties must ensure compliance with current regulations on occupational risk prevention, particularly Law 31/1995, of November 8, on occupational risk prevention, as well as all implementing regulations, particularly Royal Decree 1627/1007, of October 24, which establishes the minimum health and safety requirements for construction sites.

Royal Decree 1627/97 defines, in Article 2, the role of the “developer” of a construction project as the individual or legal entity on whose behalf the project is carried out. That is why THE CLIENT holds the position of developer under this contract.

It is the CUSTOMER’s intention to fulfill its obligations as the project developer, where applicable, through the accredited company proposed by CLIKALIA for this purpose; in such cases, the cost of the Health and Safety Coordinator service and/or the appointment of a Health and Safety Coordinator shall be included in the construction price when more than one company is involved in the execution of the work.

The instructions provided by the Health and Safety Coordinator must be followed at all times to ensure the safety of all individuals on the construction site, with special attention given to those remaining on the premises during construction or entering the premises occasionally.

THE CUSTOMER shall be held liable in the event of a breach of the obligations established with respect to the developer.

3.3 In addition, the CLIENT, as the owner of the property, also assumes the obligation to inform the Homeowners’ Association of the construction work, in the manner provided for by current regulations, as well as to pay the taxes and fees associated with the work in question. *Clikalia may handle these matters upon signing an express authorization; however, it cannot assume any liability should the homeowners’ association refuse to cooperate.

3.4 The CLIENT also agrees to ensure, prior to the start of construction, that there is sufficient water, electricity, and, if applicable, gas for subsequent use; furthermore, the costs of utility connections, contracts, hookups, and consumption shall be borne by the CLIENT.

4. Price and agreed phases

4.1 For the “INITIAL PHASE” (Definition and preparation of the STANDARD Project and Budget) as set forth in the second provision of this contract, the price is: €2,900 plus VAT for up to 130 cadastral square meters, for a total of €3,509, based on the final scope of work.

For properties exceeding 130 square meters of cadastral area (including common areas), the total price will be €3,800 plus VAT (for a total of €4,598), based on the final scope of work, and will be invoiced accordingly; the CLIENT must pay this amount within 24 hours of receiving the invoice associated with the signing of the contract. Until CLIKALIA has received payment, it shall not be deemed to have any obligation, nor shall the period for fulfilling its obligations begin.

4.2 For the “CONSTRUCTION PHASE” referred to in the second provision of this contract, the price shall be:

4.2.1 Taking into account the selection of finishes and preferences set forth in the approved project, as well as the established scope of work, the price for the physical execution of the work shall be set forth in the project estimate (whether for the standard project or, where applicable, for structural modifications) sent to the CLIENT, without prejudice to any deviations or re-billing authorized in accordance with the third CONDITION above.

4.2.2 If, with respect to the project prepared and delivered by CLIKALIA and subsequently accepted by the CLIENT, the CLIENT chooses to make changes to the project or to the elements included in it:

• CLIKALIA reserves the right to review the requested changes to ensure their technical and urban planning feasibility.
• These must be accepted by both parties by expressly signing a Change Order, which shall be attached to this main contract

4.2.3 Any agreed-upon Change Orders shall reflect the specific cost of the agreed-upon modifications, as well as any potential extension of the project’s completion deadline resulting from the requested changes. The template for the respective “request for change or modification” is attached as an annex to this contract. The agreed-upon changes must be paid for separately and in full prior to their implementation.

If these changes were substantial—where “substantial” is defined as any change representing an increase of more than 25% of the corresponding line item or the total amount initially budgeted— CLIKALIA, without prejudice to the client’s obligation to pay, may—if it deems the change inappropriate or excessive—reject the CLIENT’s request and be released from any liability regarding the order, retaining the amount already paid by the CLIENT as administrative and execution costs.

4.2.4 If, due to force majeure*, new items must be created, and/or the planned items entail additional costs for their execution, and provided that the associated additional cost does not exceed 5% of the initial budget nor entail any modifications to the project, CLIKALIA is authorized to invoice the CLIENT separately for such costs, without the need for further acceptance by the CLIENT and always with the corresponding prior justification, to ensure the successful completion of the work.

*“Force majeure” shall be understood to mean any circumstance that may arise or come to Clikalia’s attention after the project has been developed, and for reasons beyond Clikalia’s control, including, by way of example and without intending to provide an exhaustive list of causes, the following factors: latent defects; technical or structural problems that arise during the execution of the work; urban planning or legislative issues that affect the feasibility of the design or the anticipated timeline; circumstantial problems or crises related to the supply of materials or shortages thereof; legislative or urban planning changes; and other similar factors.

4.2.5 When re-invoices exceed 5% of the initial budget, they will require the CLIENT’s express approval, which, once requested, must be provided within 72 hours (with the approval period added to the period for completion and delivery of the work).

If the CLIENT refuses to accept the proposal without offering a viable alternative—at their own expense—to address the identified needs, or remains silent for more than 3 business days without just cause, CLIKALIA may deem it unfeasible to continue with the assignment and may terminate it without any liability, retaining the amount already paid by the CLIENT as administrative and implementation costs. If any costs arise in connection with the circumstances described above that are not covered by the amount already paid by the CLIENT, the CLIENT must pay such costs to CLIKALIA upon CLIKALIA’s simple request, regardless of the nature of the expense, provided that proof of the expense is provided. The costs claimed may not exceed the amount corresponding to the progress of the work performed and the materials that are present and remain on site.

5. Duration of the contract and limitation of liability

CLIKALIA will provide the services described in this contract as follows:

5.1 INITIAL PHASE or REGULAR PROJECT PHASE:

The initial phase consists of two parts:

5.1.1 Definition Phase, which will last a maximum of 30 business days, depending on the final scope of work, to be counted from the first business day following the first actual payment for the contracted services and, if financing is arranged through Clikalia, from the pre-approval of such financing by the corresponding bank. In the latter case, the period will begin only once both conditions have been met. Since the project definition phase is, in itself, a collaboration between the Client and CLIKALIA, this period may be extended, at CLIKALIA’s discretion, if the client fails to provide clear specifications during the definition phase, continuously requests changes or preferences, or any other circumstance arises that prevents CLIKALIA from properly defining the project. Once the project has been defined, the project development period will begin.  The timeframe indicated for the project definition phase may be affected by the client’s availability—both in terms of providing information, responding to inquiries regarding typology, preferences, or other details requested by CLIKALIA to complete this definition phase, as well as their availability to meet (in person or remotely)—and by the time the client takes to make decisions related to the project definition.

In line with the previous paragraph, the maximum timeframe previously indicated for the project definition phase may be extended due to the client’s reasonable needs and circumstances. In any case, CLIKALIA may terminate the definition phase once the previously indicated timeframe has elapsed, notifying the client accordingly. CLIKALIA will always notify the client of the completion of the project definition phase, thereby marking the start (on the next business day following such notification) of the next phase.

5.1.2 Standard Technical Project Phase, during which the Dossier will be prepared, and which will last a maximum of 10 business days, depending on the final scope, starting on the next business day following notification of the completion of the definition phase, without prejudice to CLIKALIA’s right to extend this period by notifying the client no later than 24 business hours before the end of the established deadline. Likewise, the project development period may be extended due to new decisions, communications, or requirements from the client, as well as the challenges involved in meeting the client’s reasonable needs. In any case, CLIKALIA may terminate the project phase once the aforementioned period has elapsed, provided it notifies the client accordingly.

5.1.3 In the event that, after the project dossier (whether for a standard project or, where applicable, a structural modification project) has been sent to the Client, the Client requests additional modifications or changes, IT IS SPECIFIED THAT, starting with the third submission of the dossier (including the third), an additional fee of €300 plus VAT will be charged for each submission of the dossier.

The CLIENT’s acceptance and signature of this project, as well as the associated estimate, are essential requirements for work to begin, if applicable.

Once the CLIENT receives the project and the order form for signature, they will have 3 business days to return the documentation, duly signed.

5.1.4 If a structural allocation project is undertaken, an initial definition phase will be carried out, with an estimated duration of 3 weeks, depending on the final scope, beginning on the business day following the actual payment for the project after its acceptance; once this phase is complete, the timeline for developing the structural allocation project will begin.

The preparation of the proposal shall include, where applicable, the dossier, drawings, and any other relevant technical elements, and shall be completed within 2 weeks, depending on the final scope, without prejudice to CLIKALIA’s right to extend this period by notifying the client no later than 3 business days before the end of the established deadline.

The CLIENT’s acceptance and signature of this project, as well as the associated estimate, is an essential requirement for the physical execution of the work to begin, if applicable. If the Client does not agree to commission the preparation of the structural renovation project, or if, as the case may be, the project is accepted and the physical execution thereof is delivered, CLIKALIA shall not be obligated to meet the deadlines for the project or its execution; such deadlines shall be suspended and extended by the number of days the structural portion remains pending. If the suspension exceeds 60 days, CLIKALIA may, at its discretion, (i) terminate this contract and permanently retain the amounts paid by the Client; if any payment remains outstanding, the Client shall be obligated to pay it in full, or (ii) modify the contract prices and submit them to the Client for acceptance; if the Client does not accept them, CLIKALIA may choose either to maintain the previous prices or to proceed with the termination described in (i).

Once the CLIENT receives the structural impact report and the order form for signature, the CLIENT will have 3 business days to return the documentation, duly signed.

5.2 CONSTRUCTION PHASE (if applicable):

For the execution of the work, the deadline will be set forth in the Project (whether for a standard project or, where applicable, a project involving structural modifications) accepted by the CLIENT. This deadline will begin on the date indicated in the order for the physical execution of the work, provided that the first payment has been received.

5.3 Possible changes to the agreed-upon deadlines:

5.3.1 In the event of force majeure or unforeseeable circumstances, without requiring the CUSTOMER’s acceptance and without any liability or default on the part of CLIKALIA.

If the reason for the extension results in a permanent circumstance—due to regulatory or urban planning changes, insurmountable structural or safety deficiencies, or other similar circumstances not described in the aforementioned cases—that prevents or substantially delays the execution of the Works, each Party may terminate the Contract when it is foreseeable that the delay will amount to twice the duration specified as the Initial Term in the Project, without liability for either Party, and Clikalia shall have the right to retain and not refund any amounts already paid by the Property Owner.

5.3.2 If the cause is related to CLIKALIA but is not due to willful misconduct or negligence, the party shall grant CLIKALIA an extension of the initial deadline for a period not exceeding one-third of that deadline, and shall not hold CLIKALIA liable or consider it to be in default.

5.3.3 In cases other than those mentioned above, for any reason, at CLIKALIA’s sole discretion, if the delay does not exceed 15% of the initially scheduled deadline, CLIKALIA shall not be liable and no default shall be deemed to have occurred, and the CLIENT hereby accepts this as a grace period granted to CLIKALIA.

5.3.4 With regard to CLIKALIA’s liability for delay, the CLIENT shall be entitled to claim €50 for each day of delay, subject to the terms set forth in the preceding paragraphs. If CLIKALIA incurs any other liability in connection with the delay, CLIKALIA’s maximum liability for the delay shall be limited to 20 days.

In all cases in which CLIKALIA's liability arises or exists, this shall in no case exceed economically what was received from the CUSTOMER, and shall never extend to loss of profit or indirect costs or expenses.

6. Form of Payment

The form of payment agreed between the parties shall be as follows:

6.1 Upon signing this contract, payment for the INITIAL PHASE shall be made. Regardless of whether or not the client accepts the execution of the work (whether for a standard project or, where applicable, a project involving structural modifications), the amount paid will not be refunded by CLIKALIA under any circumstances, unless CLIKALIA fails to fulfill its obligation to prepare the commissioned project (whether for a standard project or, where applicable, a project involving structural modifications).

6.2 In the event that the CLIENT does not commission CLIKALIA to carry out the project (whether for a standard project or, where applicable, a project involving structural modifications), the contract price for the standard project will be €2,900 plus VAT (based on the final scope) for up to 130 cadastral square meters of property (including common areas), for a total of €3,509 (based on the final scope), payable as indicated in the preceding paragraph. For properties exceeding 130 cadastral square meters, the total contract price will be €3,800 plus VAT (totaling €4,598, based on the final scope of work). For the structural modification project, the price will be as indicated in the respective annex accepted by the client.

6.3 Regarding the payment terms for the performance of the work in accordance with the estimate accepted by the client:

• The first payment will be 35% of the agreed-upon price and shall be made by the CLIENT within 24 calendar hours of the issuance of the invoice corresponding to the acceptance of the order for the physical execution of the project. The project deadlines will not begin until payment has been received.
• The second payment shall be 25% of the agreed price and shall be paid by the CUSTOMER when 25% of the estimated execution period of the work has elapsed; the customer undertakes to pay it within a period not exceeding 24 calendar hours from the sending of the corresponding invoice. If the payment is not received, CLIKALIA may suspend the execution of the work, and also suspends the computation of the execution terms of the work.
• The third payment shall be 25% of the agreed price and shall be paid by the CUSTOMER when 50% of the estimated execution period of the work has elapsed; the CUSTOMER undertakes to pay it within a period not exceeding 24 calendar hours from the sending of the corresponding invoice. If the payment is not received, CLIKALIA may suspend the execution of the work, and also suspends the computation of the execution terms of the work.
• The fourth payment will be 10% of the agreed-upon price and will be made by the CLIENT immediately upon completion of the Pre-Delivery Inspection (PDI), during which the PDI Report—a template of which is attached as Annex III—will be prepared. This report will list any pending finishing touches observed during construction, if any, prior to the delivery of the project. Payment shall be made notwithstanding any outstanding finishing touches or related items listed in the aforementioned report, and the CLIENT agrees to pay within a period not exceeding 24 calendar hours from the date the corresponding invoice is sent.
• The fifth payment will be 5% of the agreed-upon price and will be paid by the CLIENT upon delivery of the work, after the completion of the details listed in the VPE report, as required by law. If, for any reason, the work is delivered due to the CLIENT’s needs or at the CLIENT’s request before the finishing touches or repairs are completed, the obligation to pay this 5% shall nevertheless accrue at that time (delivery of the work), notwithstanding that the pending finishing touches or repairs have not been completed, and Clikalia undertakes to complete them at a later date.

If the CLIENT fails to fulfill its payment obligation, as specified above, CLIKALIA shall not be obligated to continue, take any further action, or repair or complete any pending work, and this shall be without prejudice to its right to claim the applicable financial amounts in accordance with this contract.

CLIKALIA, upon successful receipt of payment, shall carry out any repairs or touch-ups that arise after the project is delivered, whether or not they are listed in the VPE report, provided that they are legally required, through its after-sales service.

In the case of a structural modification project, the budget and work order (a template of which is attached) shall apply; if no provisions regarding the form and timing of payment are specified therein, the provisions set forth above in this Section 6.3 shall apply.

6.4 These payments are without prejudice to any additional charges for work, tasks, line items, materials, or other items not included in the initially accepted budget, or resulting from modifications, changes, or budget increases as specified in this contract. These payments must be made by the client within 24 hours of receiving the corresponding invoice from CLIKALIA. If payment is not received, CLIKALIA may suspend work on the project, and the calculation of the project’s completion deadlines will also be suspended.

6.5 Any delays in payment, regardless of the reason, shall entitle CLIKALIA to charge, in addition, interest equivalent to the statutory rate plus 5 percentage points for late payment, without prejudice to any other liabilities of the CLIENT or CLIKALIA’s right to compensation for additional damages. Interest shall be capitalized into the principal amount of the debt for each week of delay.

6.6 The respective payments will be made by bank transfer.

CLIKALIA may change the payment account by notifying the CUSTOMER 24 hours in advance of the respective payment.

6.7 The final cost of fees, licenses, permits, or other administrative costs will be billed separately to the CLIENT; they are not included in the quoted price (neither for the standard project nor for the structural modification project) and are the CLIENT’s responsibility to pay. These costs may be billed at the start of the work, during its execution, or upon its completion.

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7. Modifications

Any modification to this Agreement and its attachments must be made in writing and expressly signed by the parties; no modification, waiver, amendment, release, or alteration to this Agreement shall be valid until it is set forth in writing and signed by both parties.

8. Causes for termination of the contract

8.1 CLIKALIA and THE CLIENT may, by mutual agreement, terminate this agreement and settle the respective accounts.

8.2 Similarly, either party may terminate this contract without incurring any liability and without the need for a prior court order, by means of a simple notice delivered by one party to the other, as applicable, with immediate effect, WHEN SUCH TERMINATION IS BASED ON A FUNDAMENTAL BREACH by the other party.

The following, among others, are considered material breaches by the CLIENT:

Failure to pay the amounts for which the Party is liable and the fees due under this contract by the due date; failure to allow the physical performance of the contracted work; or engaging in any act that directly or indirectly impedes such work; or failure to cooperate in good faith with the performance of the work when requested to do so or when such cooperation is necessary as determined by CLIKALIA.

The following is considered a material breach by CLIKALIA

Failure to fulfill its obligations to perform the work in accordance with the terms and timelines set forth in this contract.

For the remedy for breach provided for herein to be applicable, the party invoking it must grant the other party a period of no more than 3 business days to remedy the breach; once this period has elapsed, the remedy may be enforced in accordance with the law.

In the event of non-compliance on the part of CLIKALIA, the remedy shall be deemed to have been effected by the diligent commencement of the acts necessary for the remedy.

8.3 When termination is based on a breach by either party, unless the parties expressly agree otherwise, such termination shall not preclude the breaching party’s obligation to compensate the non-breaching party for any damages caused by the breach and to pay the applicable late fees.

9. Data Protection and Intellectual Property.

9.1 In compliance with the provisions of current regulations on the Protection of Personal Data, the DATA CONTROLLER hereby informs you that the personal data contained in this Agreement and any data arising from the relationship will be processed by CLICPISO REAL ESTATE III S.L.U., with Tax ID B88301338 and registered office at María de Molina 39, 9th floor, 28006 Madrid, for the following main purposes, to the extent necessary for the proper execution and completion of the transaction:

• Establishment of the contractual relationship, and prior documentary actions arising from the subject matter of this contract.
• Processing and management of the building permit.
• Customer Service.
• Sending quality surveys to improve our products and/or services as part of the continuous improvement process.
• Sending you marketing information to keep you informed about products and services that may be of interest to you.

If you do NOT wish to receive marketing information about products and/or services, please check the box ☐

We inform you of the existence of advertising exclusion systems that aim to prevent the sending of commercial communications. The list of these systems is available at the electronic headquarters of the AEPD (https://sedeagpd.gob.es).

The basis for the processing of the data is the contractual performance, being necessary to provide such data otherwise it would not be possible to formalize such relationship, the application of the regulations in force in administrative, tax, civil, applicable to the subject of the contract. The legitimate interest for the defense of the interests of the parties in case of litigation arising from the contract. The processing of your data for the purpose of managing the quality of services or for commercial purposes may be considered to be carried out for legitimate interest.

The data will be kept as long as the relationship is maintained and their deletion is not requested and in any case in compliance with legal deadlines and statute of limitations that may apply. Any other term derived from the financial, fiscal or real estate regulations in force shall be applicable.

The data will be communicated to the following entities:

• Bank(s) and/or insurance company(ies) to guarantee the amounts paid on account of the price and deposited in the special account, in accordance with the regulations in force.
• Insurance brokers and insurance companies by virtue of Law 38/1999, of November 5, 1999, on Building Regulation.
• Tax Agency and other competent state, regional and local public administrations and entities, for the purpose of carrying out the corresponding tax declarations (taxes and fees), obtaining licenses and administrative authorizations, notifying the cadastral ownership of the property as well as the domicile of the owner, also allowing the management of obligations related to the Real Estate Tax and the Tax on the Increase in the Value of Urban Land.
• Courts and Tribunals for the management of possible incidents derived from the sale and purchase.
• Other entities subject to legal obligation.

The data controller informs you that, for the purposes of processing your data, it uses information systems (Microsoft 365 Online Services), whose operators may be located in countries whose laws are not equivalent to those of the European Union, which may involve international data transfers. In addition, customer service is provided through software from Zendesk, Inc., a company that adheres to the Data Privacy Framework Adequacy Decision, which allows for the flow of European citizens’ data to the United States and will involve an international data transfer.

You can consult the possible international transfers through the e-mail dpo@clikalia.com. These international transfers are necessary for the provision of the requested services.

In the event of non-payment of amounts for which the buyer is liable, regardless of the amount or cumulative total, pursuant to this contract and in accordance with applicable law (that is, when the debt is certain, due, and payable, and Clikalia has previously demanded payment from the buyer), your personal data may be reported to the national or international credit bureau of Clikalia’s choosing, based on the legitimate interest in preventing fraud or any other civil or criminal offenses, such as Equifax-ASNEF/RAI/CCI/RIJ/BADEXCUG-Experian.

In case of incorporation of the customer's default data, at the request of Clikalia in a negative creditworthiness file, the customer will receive, within a maximum period of one month from the registration of the debt in the file, a communication from the owner of the file in question informing him of the incorporation of his personal data in the same, informing him about the possibility of exercising the rights provided for in Articles 15 to 22 of the General Regulation (EU) 2016/679.

In any case, Clikalia assumes no liability for the failure to perform the aforementioned communication to the debtor customer by the owner of the corresponding file.

CLIKALIA makes available to third parties an ethical channel. The data of the person making the communication and of the employees and third parties affected will be processed to assess the appropriateness of initiating an investigation into the reported facts and, if deemed appropriate, for the corresponding investigation. This information will be kept in this system for a period not exceeding THREE months. After this period, the information included in the investigations may be kept outside the channel for the time necessary to defend the interests of the owner of the channel and may be communicated to judicial bodies or law enforcement agencies, if appropriate.

Data subjects may exercise their rights of access, rectification, erasure, data portability, and restriction or objection by sending a written request to the Data Protection Officer of the DATA CONTROLLER at the following email address: dpo@clikalia.com. Furthermore, data subjects have the right to file a complaint with the Supervisory Authority (Spanish Data Protection Agency: http://www.aepd.es).

9.2 The intellectual property rights to the results of this contract—including any modifications, adaptations, or work performed or merely planned—belong to CLIKALIA, which may use the images, photographs, and other elements resulting from this contract and the execution of the work for its own purposes, including commercial or advertising purposes.

10. Notifications

10.1 For the purposes of receiving any notice related to this contract, the email addresses and mailing addresses listed at the beginning of this contract are hereby designated.

10.2 Communications must be made in writing, preferably by electronic means; if this is not possible or the electronic service is unavailable, they must be sent by certified mail or burofax.

11. Consumer Law

11.1 The Parties hereby declare that this contract has been entered into by mutual agreement in accordance with applicable consumer and user protection laws, and that none of its provisions may be construed as an imposition, waiver, or limitation.

11.2 The customer is hereby informed that, if he or she qualifies as a consumer, he or she has the right to withdraw from this contract within 14 days of signing it without penalty, in accordance with the terms set forth in the General Law for the Protection of Consumers and Users.

11.3 The customer authorizes Clikalia, as the business entity, to begin performing the contract; if the customer exercises their right of withdrawal in accordance with the Consolidated Text of the General Law for the Protection of Consumers and Users, the consumer-customer shall pay for the services provided in proportion to the contract price, as established by law.

12. Prevention of Money Laundering and Terrorist Financing

Within the framework of the establishment of the contractual relationship, if applicable, THE CLIENT shall provide CLIKALIA—within 24 hours of CLIKALIA’s express request made through any of the aforementioned notification channels—with truthful and complete all information and documentation necessary and requested for the purpose of complying with the provisions of Law 10/2010 of April 28 and other regulations governing the prevention of money laundering and terrorist financing, and shall expressly authorize CLIKALIA to make any updates it deems necessary in order to verify the information provided.

CLIKALIA’s failure to obtain the information and documentation required by the internal policies established to comply with the law shall constitute sufficient grounds for CLIKALIA to be entitled to NOT CONTINUE WITH THE CONTRACT or, as the case may be, to terminate the contractual relationship with “THE CUSTOMER” if it has already been entered into, WITHOUT ANY LIABILITY ON THE PART OF CLIKALIA, and to retain, if any payment has been received, a maximum of €2,800 as an administrative fee.

THE CUSTOMER agrees and acknowledges that he or she has read and understood the terms and conditions set forth above.

13. Jurisdiction

For the resolution of any litigious matter that may arise from the interpretation and/or fulfillment of the contract, the Courts and Tribunals of the city of Madrid shall have jurisdiction and the common Spanish regulations shall be applied.