General terms and conditions

1. SERVICE PROVIDER

The services covered by these General Terms and Conditions of Contract are provided by FOURVENUES INC. SUCURSAL EN ESPAÑA., the Spanish branch of the US entity FOURVENUES INC., with registered office at C/ Marvá, number 13, CP 46007, Valencia, with Tax ID No. W0360896E and duly registered in the Mercantile Registry of Castellón, electronic volume and folio, sheet number CS-49617, IRUS: 1000452515039 or another company in its same Group (also referred to as the “Supplier” or “Fourvenues”).

2. DEFINITIONS

Service Level Agreement (SLA): A document that stipulates the conditions and parameters that commit the Provider to comply with certain levels of service quality for the Client in relation to the Client's use of the Platform and which, ultimately, establishes the availability and response times of the Provider's team in the event of an incident occurring on the Platform.

Client: The party that receives the services of Fourvenues, subject to these General Terms and Conditions, as the organizer of an event and through the license to use the Platform.

General Terms and Conditions (GTC): These general terms and conditions, which the Client declares to have read, understood, and accepted, and on the basis of which the Client will access and use the Platform.

Specific Conditions: Refers to the set of specific clauses applicable to the Client for the use of the Platform, which are not subject to the GTC and, therefore, are not expressly included therein.

Contract: This includes all documents constituting the general framework governing the legal relationship between the Parties with respect to the Platform license and, ultimately, regulating the contracted SaaS Services. Specifically, it consists of the General Terms and Conditions and the Service Level Agreement, as well as the Specific Terms and Conditions, without prejudice to any documents that complement, complete, and/or replace the General Terms and Conditions and/or the SLA. A copy of the Contract will be provided to the Client, once formalized, in digital format or any other medium applicable at the time of signing the Contract.

Private Environment: The Client's private space within the Platform for storing digital information, applications, modules, and functionalities that the Provider makes available to the Client in order to provide the SaaS Service contracted under the Agreement. In this Private Environment, the Client stores and manipulates all of its information, including any data, documents, files, information, records, or materials owned or controlled by the Client and processed, stored, or used within the framework of the SaaS Services contracted from the Provider.

Computer Equipment: Desktop computers, laptops, digital tablets, smartphones or any other device on which the Platform can be installed or properly accessed, taking into account the minimum technical specifications required for each type of equipment and operating system established by the Provider, these being: (i) The recommendation to make the connection through Google Chrome or the apps uploaded to ‘Play Store’ and ‘AppStore’ by FOURVENUES INC. BRANCH IN SPAIN and (ii) take into account that it is essential, in much of the Platform, that for a satisfactory user experience there is a constant and good internet connection either through ‘Data Roaming’ or ‘WiFi’.

Force Majeure: The occurrence of extraordinary events that are unforeseeable or, even if foreseeable, are made unavoidable by measures enforceable by the Parties. By way of example, and not limitation, force majeure includes, but is not limited to, fires, floods, strikes, labor disputes or other social unrest, shortages or unavailability of electrical power, unavailability or malfunctioning of communications networks, accidents, wars (declared or undeclared), trade embargoes, blockades, riots, or insurrections. Generally speaking, the legal concept of force majeure existing in common Spanish legislation will be accepted.

Random Force Majeure and/or Pandemic: For clarification purposes, a Force Majeure event will include, but is not limited to, pandemics (such as Corona Virus COVID-19), viruses, epidemics, quarantines, national or international emergencies or any related cause.

Group: definition of “group of companies” provided for in article 42 of the Spanish Commercial Code.

Party or Parties: the Supplier or the Client independently and indistinctly or, jointly, the Supplier and the Client.

Platform: A software solution developed as "Software as a Service" and managed by the Provider, which is its exclusive property. It consists of various software components, communication systems, and services provided by the Provider, and whose technical specifications are defined as "Computer Equipment." The Client accesses the Platform through its Private Environment, via an access link to the Client's email address. This allows verification of the (personal and non-transferable) data provided when signing the Contract.

SaaS Service: The service provided by the Provider to the Client, through the license to use the Platform and, therefore, the provision of the Platform to the Client.

Users: Individuals who purchase tickets to access events organized by the promoters and/or the Client. That is, end consumers.

The General Terms and Conditions of Contract enter into force on the date of their acceptance by the Client for the provision of the SaaS Service contracted under the Contract, and shall remain in force for the duration and compliance period agreed between the Parties in the Specific Terms and Conditions. No condition, even if dated prior to the GTC, that has not been expressly accepted in writing by the Provider shall apply.

Fourvenues reserves the right to modify the General Terms and Conditions of Contract at any time, and will notify the Client of these Terms and Conditions for acceptance as soon as possible.

The General Terms and Conditions of Contract have been previously provided to the Client within the framework of the Contract with Fourvenues and have been fully and expressly accepted by the Client. In this regard, the Client declares that they have accessed the Terms and Conditions in accordance with the provisions of this document, read and understood the Terms and Conditions, and expressly accept their application.

3. SAAS SERVICES

The Provider will provide the Client with the following SaaS Services, with the instructions and details set forth in the Contract:

3.1. Procedure for contracting SaaS Services

To initiate the contracting process for SaaS Services, the Client must accept these General Terms and Conditions by signing the Contract. For these purposes, the Parties agree that they will use an electronic signature to sign this Contract, acknowledging and accepting that it will have the same validity and effectiveness as a handwritten signature.

In the process of contracting SaaS Services, the Client will indicate:

✔ Remuneration agreed between the Parties and as reflected in the Specific Conditions.
✔ Contact details of the person responsible for centralizing and coordinating relations with the Supplier.
✔ Billing information and payment method.

Once the Provider has verified that it has all the requested information and that the Client has made the payment, Fourvenues will notify the Client of the confirmation of the contract by signing the Specific Conditions. When payment is recurring, the Client will be verified as having successfully subscribed to the online payment method enabled for this purpose, or as having properly completed and communicated the payment details.

The Client is informed and accepts that the information contained on the Supplier's website, as well as the offers, budgets and projects provided to the Client, where applicable, do not constitute a contractual offer or the beginning of a business relationship with the Supplier, but will in any case require compliance with the requirements established for the conclusion of the contracting process in these General Contracting Conditions in accordance with applicable regulations.

3.2. Platform User License and Terms of Use

The Provider grants the Client a temporary, revocable, non-transferable, and non-sublicensable license to use the Platform during the term of the Agreement, through access to it via the Internet in SaaS mode, in accordance with the terms and conditions set forth in the Agreement.

Use of the Platform will only be permitted to the Client who has the Private Environment and the corresponding link sent by the Provider to access it, in accordance with the provisions of this Stipulation 3.2. In any case, the Client shall refrain from making copies, disclosing, or allowing third parties access to the Platform. That is, access to the Platform may only be carried out by the Client and by members of its team who are authorized to do so, and to whom the Provider has assigned a user license. Therefore, liability associated with the loss of credentials will under no circumstances be attributable to the Provider; the Client must protect said credentials under its own responsibility.

The rights of use granted to the Client, in accordance with the provisions of this Agreement, extend to any update or new version that replaces or complements the Platform, subject to the provisions of Stipulation 3.3 below.

The Client shall be solely responsible for any use, access, and navigation of the Platform for illicit and/or illegal purposes. By way of example, but not limited to, the following are prohibited:

a) Use the Platform to cause damage, inefficiencies, interruptions or similar defects in the functionalities of the Platform or the electronic structures of the Provider or any third party.
b) Use, manipulate and/or replace the trademarks, logos, trade names and emblems of the Provider's products and services and/or those appearing on the Platform.
c) Use the Platform to transmit malware, viruses or similar programs, or to publish or distribute content of an offensive, racist, degrading or pornographic nature that may cause discomfort to people.
d) Use the Platform to the detriment of the interests of the Provider.
e) Violate the security measures established by the Provider.
f) Extract or compile through reverse engineering methodologies or in any possible way with the objective or consequence of violating the intellectual or industrial property rights of the Supplier.
g) Carry out actions that tend to and/or are likely to collapse the Platform, harming its proper functioning.
h) Use the Platform for illicit or illegal purposes.

The Client may only use the Platform in accordance with the purposes set forth in the Contract, and is obligated to comply with the requirements indicated in the definition of "Computer Equipment" and, where applicable, any other requirements indicated by the Provider in relation to the Computer Equipment and the use of the Platform.

The Provider shall be exempt from any liability that may arise from use by the Client that does not comply with the provisions of this Contract and Fourvenues' instructions, or in the case of networks, equipment, terminals and other IT equipment of the Client that do not comply with the aforementioned technical specifications.

Upon prior notice from the Provider, the Client must disconnect its networks, equipment, terminals and other IT Equipment from the Platform if, in the opinion of the Provider, such networks, equipment, terminals and other IT Equipment have caused or are likely to cause failures, interruptions, errors or defects in the Platform.

In order to verify the Client's compliance with the provisions of the Agreement and to guarantee the security and proper use of the Platform, and to ensure improved performance or adjustment of certain elements thereof, the Provider reserves the right to monitor the Client's use of the Platform.

The Client agrees to make payments under the terms agreed upon with the Provider and understands and agrees that, in the event of non-payment, the Provider may optionally temporarily cancel the Client's access to the Platform until the non-payment situation is rectified, while maintaining the Client's Private Environment on the Platform. If, after the non-payment regularization process, the situation is not resolved through payment and/or settlement of any outstanding debt, the Provider is authorized to terminate this contractual relationship, and the provisions of Section 11 (Termination) shall apply.

3.3. Procedure for contracting SaaS Services

The Client acknowledges and accepts that, in some cases, access to the Platform may be denied by the Provider or, where applicable, by any third party subcontracted by the Provider to make some type of adjustment to the Platform. Such adjustments, during which access to the Platform will be temporarily cut off, will be carried out at times that do not coincide with peak visitor times. Fourvenues undertakes to back up the information and will notify the Client of the cutoff, as well as its approximate duration.

4. INTELLECTUAL AND INDUSTRIAL PROPERTY OF THE PLATFORM

The Client expressly acknowledges and accepts that the Platform and its various elements constitute an inseparable whole and contain confidential information owned by the Provider and third parties. This includes trade secrets and developments that are the intellectual property of the Provider and, where applicable, of third parties; therefore, they are legally protected under intellectual and industrial property rights.

The Client further acknowledges that all right, title, and interest in and to the Platform is and shall remain with Fourvenues and its legitimate owners, without prejudice to the license granted to the Client under this Agreement. For clarification purposes, the Client acknowledges and accepts that the Platform has been created and is managed exclusively by the Provider, who is the exclusive owner and will retain all intellectual, industrial, and any other property rights therein. Under no circumstances may the Client make any further modification, copy, alteration, reproduction, adaptation, or translation of the Platform, whether in whole or in part, or make any use of the Platform other than as expressly authorized in writing by the Provider under this Agreement.

Without limiting the foregoing, it is well understood between the Parties that the structure, characteristics, codes, work methods, information systems, development methods, know-how, methodologies, processes, technologies, algorithms, as well as the user manuals, texts, graphic drawings, databases, videos or audio supports, and other elements and materials referred to or that complement the Platform are and will continue to be the exclusive property of the Provider, and that they are protected by Spanish, Community and international regulations on intellectual and industrial property.

Furthermore, the Client shall refrain from taking any action or adopting any measure that may affect the validity of the Provider's industrial and/or intellectual property rights or those related to the Provider's Platform. Specifically, the Client undertakes not to register or apply for the registration of any distinctive sign, design, invention, intellectual property work, company name, or domain name belonging to Fourvenues or related to the Fourvenues Platform (or any other names so similar that they induce or may induce confusion with the Platform) in order to avoid confusion with those of the Provider or generating a risk of association between the Parties.

For clarification purposes, the Client expressly acknowledges and accepts that the provision of the Platform by the Provider does not imply, under any circumstances, the transfer of ownership or the granting of any right of use to the Client other than that provided for in this Agreement.

Consequently, any use of the Platform by the Client without authorization from the Provider is strictly prohibited, including its exploitation, reproduction, dissemination, transformation, distribution, transmission by any means and in any form, including subsequent publication or display, public communication, making available, or representation, whether in whole or in part, outside the scope of the Platform's intended use.

Likewise, the Client declares that it is the owner or duly authorized to use the industrial property rights (including trademarks, patents, utility models) used by the Client on the Platform during the term of the Contract.

Failure to comply with any of the above prohibitions will constitute an infringement of the Supplier's intellectual or industrial property rights, punishable by current legislation.

The provisions of this stipulation shall also apply to any devices or hardware that may be provided to the Client to enable the execution of the SaaS Service covered herein.

5. CUSTOMER OBLIGATIONS

The Client must comply at all times with the terms and conditions agreed upon under this Agreement in relation to the SaaS Services and the use of the Platform in the exercise of its professional activity. It also undertakes to act in strict compliance with applicable law, morality, custom, public order, and good faith. Without limiting the foregoing, the Client's other obligations include:

1. Scrupulously comply with all requirements established in the definition of "Computer Equipment" in relation to the technical specifications of the Computer Equipment, as well as, in general, collaborate reasonably and in good faith with the Provider so that it can carry out the satisfactory provision of the SaaS Services subject to this Agreement.
2. Make effective the price agreed by the Parties in the Specific Conditions, in the time and manner reflected in the Specific Conditions.
3. Respond to the legality of the content incorporated by the Client into their Private Environment, refraining from inserting any obscene, racist, xenophobic, violent, defamatory texts, images, sounds, or messages, or any other content that in any way constitutes an infringement of any legally protected right, in particular, and without limitation, the rights of minors, intellectual and industrial property rights, image rights, and privacy. Likewise, the Client shall be responsible for the content of their website, all personal data and relationships with third parties they create, the information they transmit and store, hypertext links, third-party claims, and any legal actions they may trigger in matters of intellectual and industrial property, personality rights, and the protection of minors. For clarification purposes, and without limitation, the Client is responsible for compliance with applicable legislation regarding the operation of the hosting service, e-commerce, personal data protection, information society services, copyright, public order, and the universal principles of internet use.
4. Refrain from any practices that harm the rights of third parties that may be carried out from the website hosted on the Platform.
5. Scrupulously comply with the regulations relating to data protection (RGPD and LOPDGDD), as well as with Law 34/2002, of July 11, on information society services and electronic commerce (LSSICE), prohibiting the Client from using the domain's mail server and the email addresses of Users provided by Fourvenues, within the scope of the use of the Platform and the provision of its services, for the purposes of spamming (sending unsolicited bulk email, of a commercial nature or of any other nature) or mail bombing (sending large messages with the aim of blocking a server).
6. Keep the email address provided to the Supplier in the Specific Conditions operational, active, and up-to-date for the management of this contract and to facilitate communications with the Supplier. The Supplier is exempt from all liability for the consequences arising from the inoperability of the email address provided by the Client, its outdated address, or the Client's lack of information due to its own negligence.
7. Refrain from (and ensure that any employees who have access to the Platform comply with this refrain, in accordance with the provisions of this Agreement) accessing, modifying, viewing, and/or copying in any way the configuration, structure, and files of the Provider's servers and Platform. Any problems that may arise on the Provider's servers, Platform, and/or security systems as a direct consequence of negligent conduct by the Client will be borne by the Client, who will be liable for any applicable civil and/or criminal liability.
8. Refrain from reproducing, modifying, disassembling, decompiling or reverse engineering the Platform, as well as from avoiding or disabling any features or technological measures for protecting the Platform's intellectual and industrial property rights, and/or removing from the Platform any copyright notices and other proprietary rights notices contained therein.

6. ECONOMIC CONDITIONS AND DEFAULT INTEREST

6.1. SaaS Services Fees and Payment Method

Regarding the remuneration that the Client must pay to the Provider, the provisions established and agreed upon in the Specific Conditions will apply, or, failing that, the provisions established and reflected in the private area of the Client Platform regarding the applicable economic conditions, including amounts to be paid and payment terms.

Taxes applicable to the provision of services between the Parties shall be borne by them in accordance with the applicable legal provisions. Each Party shall be individually responsible for compliance with its applicable tax obligations, both material and formal.

6.2. Fee Changes

Without prejudice to the provisions of this Stipulation, the prices stipulated by the Provider and included in the Specific Conditions may be subject to revision by the Parties. In the event that the Parties do not reach an agreement within ten (10) days on any proposed modification to the price initially agreed upon and reflected in the Specific Conditions, the Provider shall be entitled to exercise the right to terminate this Agreement. The Agreement shall thus be automatically terminated and, therefore, the Provider shall cease providing its SaaS Services if the Client continues to refuse to accept the new price.

6.3. Collection of Client events promoted on the Platform

The Client, once the ticket sales period for each organized event promoted on the Platform has ended, may request the Provider, through access to the Platform, in their session, in the "wallet" section, to pay the amount collected by bank transfer to the account number provided by the Client, within five (5) business days following the end of the event in question. From said amount, the Provider will deduct its commission corresponding to the variable amount detailed in this Stipulation.

In the event that the Client does not withdraw the amount collected within five (5) business days after the end of the event, said money will remain the property of the Client and he may request withdrawal at his convenience.

When an end customer or consumer initiates a dispute, that is, requests their bank to refund an amount charged to their card for tickets, reservations, or other services purchased on the Platform, Fourvenues will provide the necessary means to manage the dispute through the Platform. However, the Platform will charge the Client the dispute processing fees, corresponding to twenty-five euros (€25.00) or the equivalent amount in the currency applicable to the Contract, per dispute. Furthermore, in all cases, the Client will be responsible for paying the total amount disputed and won by the end customer or consumer.

6.4. Failure to comply with the payment obligation

The Provider reserves the right, upon written notice to the Client, to temporarily suspend the SaaS Services provided under this Agreement in the event of any incident in the Client's payment. If the Client does not make payment within a maximum of thirty (30) calendar days after the temporary suspension, the Agreement will be automatically terminated, resulting in the permanent termination of the SaaS Services due to breach of the Agreement on its part. In such case, the Client will nevertheless have the right to request a copy of the content hosted on the Provider's Platform at the time of suspension of the SaaS Services, although this right must be exercised within thirty (30) calendar days after the suspension of the Provider's provision of the SaaS Services. After this period has elapsed, the Provider will proceed to the complete elimination of all the Client's content hosted on the Platform up to that point.

In the event that the Client fails to comply with the obligation to pay the price provided for in this Stipulation or is late in the payment of any amount to which it is obligated by virtue of the fulfillment of this Contract or, more specifically, its termination, the Client will be automatically constituted in default, from the same day in which it fails to fulfill its obligation, without the need for any request from the Supplier. In such cases, the sums owed and unpaid by the Client will accrue late payment interest that will be calculated daily by applying to the principal of the debt the legal interest rate of the money in force at any time, increased by four points. The late payment interest due and unpaid will in turn accrue interest by agreement of the Parties, without the need for request, from ninety (90) days after its accrual, generating in turn late payment interest at the rate provided in the previous paragraph.

7. LIABILITY REGIME

i. The Parties shall be mutually liable for any damages that a Party may suffer as a result of any breach by the other Party of the representations and warranties made in the Agreement, in the terms agreed therein.
ii. For its part, the Client acknowledges that it is the party providing the content to be uploaded to the website, as the owner thereof, and is therefore solely responsible, whether criminally or civilly, for the same. The Provider is exempt from liability and is held harmless at all times from any third-party claims.
iii. The Client is solely responsible for the content included in its Private Environment when using the Platform, as well as for the activity it carries out on the Platform, the users authorized to use it, and all databases stored therein.
iv. The Client agrees to immediately notify the Provider of any unauthorized use of its account associated with the Platform or any infringement of intellectual property rights related to the provision of the SaaS Services that comes to its attention, and undertakes to provide all assistance that the Provider may reasonably require in order to mitigate the damages arising from the corresponding infringement of rights.
v. The Client shall be liable for any damages that the Provider and other clients of the Provider or third parties may suffer as a result of the Client's own failure to comply with any obligations assumed in relation to the content that it may have in its Private Environment, and shall hold the Provider harmless against any claim that may be brought against it in this regard, agreeing to pay the amounts that the Provider may be obliged to pay for any reason.
vi. The Client shall indemnify the Supplier for any costs incurred by the Supplier in connection with any cause for which the Client is responsible, including the Supplier's attorneys' fees and expenses, even in the event of a final court decision.
vii. Under no circumstances will the Provider be held liable for data loss, indirect damages, loss of profits, business interruption, or any other damages resulting from the operation of the Platform or its failure to meet the Client's expectations. Furthermore, the Provider is exempt from any liability arising from the services offered on the Client's website, including, but not limited to, chats, news forums, mailing lists, links, frames, or the download of software, documents, or other information.
viii. The Provider shall not be liable for information stored on the Platform at the request of the Client, provided that it has no actual knowledge that the activity or information is unlawful or harms the property or rights of a third party that may be subject to compensation.
ix. Regarding the availability of the SaaS Services and the Platform, the Client hereby releases the Provider from liability in all situations that may be detrimental to the Client and that may be caused by the Client's connection to the network, hardware and software and/or by improper use of the media or by any issues that are beyond the Provider's reasonable control and/or that are beyond its control.
x. The Client shall be solely responsible to the Provider and third parties for any inconvenience, damage, or harm that the websites and the data hosted thereon may cause to Users for any reason. Likewise, the Provider is not responsible for contamination by viruses or third-party interference with the Client's equipment, the protection of which is the Client's responsibility.
xi. The Provider is exempt from any liability for any aspect related to the organization of the event, as well as any information related to it. In particular, and without limitation, the Client expressly acknowledges and accepts that under no circumstances will the Provider be responsible for any claim made by Users who purchase tickets for the events, with the promoters of the events in question being solely responsible. In any case, the corresponding promoter will be responsible for any claim made by Users regarding any event promoted by it, with the Provider being exempt from any liability related to the organization, cancellation, or refund of tickets for the corresponding event affected, except when the error is due to the Platform.
xii. In the event that the Client is a promoter organizing an event in a venue that is not owned by him/her and uses the Platform to sell tickets for the event, in the event that there is a conflict between the owner of the venue and the Promoter Client, and as a result, the owner of the venue requests Fourvenues to cease/cancel the sale of the tickets, the Promoter Client undertakes to hold Fourvenues harmless from any claim (whatever its nature) at all times, with the Promoter Client being solely responsible for the consequences of the dispute, and Fourvenues may continue to sell the tickets for the event regardless of the consequences that may arise for the Promoter Client.
xiii. Under no circumstances shall the Supplier be liable for any operating errors or damages caused by the Customer's failure to comply with any of its obligations under this Agreement.
xiv. Under no circumstances may the Client claim any compensation for damages caused and/or resulting from causes beyond the reasonable control of the Supplier and, in particular, from interruptions or failures of any kind occurring in power systems, telecommunications networks, interconnection elements or any other IT Equipment of the Client.
xv. The Client will be civilly and/or criminally liable for any incident that may occur due to not having a Business License, including, but not limited to, a dance hall, nightclub, festival, or any other activity that it carries out.
xvi. Notwithstanding the foregoing, the Client acknowledges and accepts that the Supplier's liability in relation to the obligations assumed under this Agreement shall in all cases be subject to the following limitations:

a) The Provider's liability for items arising from the Platform usage license may not, under any circumstances, exceed the amount equivalent to the price agreed in this Agreement. In the case of split payment methods, the liability shall be the lower of the equivalent of one year's price and the sum of all payments duly made for the service from the initial contract date. This liability shall not, in any event, exceed taxes, any surcharges, or additional costs other than the agreed price. Under no circumstances may the Client claim any compensation from the Provider for damages that may be classified as consequential damages, loss of profits, loss of business, loss of business reputation, or claims by third parties against the Client, or for any similar damages.
b) In relation to breaches occurring in the development of the SaaS Services by the companies subcontracted by the Provider, the total liability of the Provider shall not exceed, in total, the total amount that the Provider, in accordance with the contracts signed in each case, may obtain, for the breach in question, from the subcontracted third party responsible for providing the service affected by the breach.

8. EXCHANGE AND RETURN POLICY

Pursuant to applicable consumer regulations, Users do not have the right to withdraw after purchasing one or more tickets through the Platform to attend an event organized by the Client.

Notwithstanding the foregoing, Users shall have the right to request from the Client a refund of the amount paid for the ticket(s), or a part thereof, provided that any of the following circumstances occur and provided that no circumstances of force majeure apply:

- Total cancellation of the event: Total cancellation of an event shall be understood as the definitive and complete cancellation of the event, without notification of a new postponed date for its celebration. In the event of a total cancellation of an event, the User may request a full or partial refund of the purchase price from the Client (but not from Fourvenues, which acts merely as an intermediary in the purchase and sale of tickets). The Client must also refund the corresponding management fees incurred by the Users when purchasing the tickets. In any case, while refunds may be made, as appropriate, through the Provider Platform, the Client, as the organizer, shall be solely responsible for such refunds and any claims associated with them due to a total cancellation of the event. Likewise, it will be the Client's responsibility to proceed with the refund of the corresponding amounts within the time periods determined in each case by the applicable state or regional regulations. Fourvenues will not be liable for refunds made by the Client outside the legally established time periods, which, in any case, may never exceed fourteen (14) calendar days from the communication of the cancellation of the event.
- Partial cancellation of the event: A partial cancellation will be deemed to exist when, in an event lasting more than twenty-four (24) hours, at least one (1) of the days of the event is cancelled. In this case, the User may claim from the Client - never from Fourvenues - a partial refund of the amount corresponding exclusively to the day or days affected by the cancellation, as well as, where applicable, the corresponding management fees. Without prejudice to the fact that refunds may be made, as the case may be, through the Provider Platform, the Provider is exempt from any liability related to the refund of the corresponding amounts for a partial cancellation of the event, the responsibility for which will fall solely on the Client as the event organiser, who must proceed to make the corresponding refunds within a maximum period of fourteen (14) calendar days from the communication of the partial cancellation of the event or, if prior communication has not been possible, from the time the partial cancellation of the event took place.
- Substantial modification of the event: A "substantial modification" shall be understood as any modification that causes the event to differ substantially from the event that Users could reasonably expect in general. A change in the start time of the event shall not be understood as a substantial modification. In the event of a substantial alteration to an event, Users may choose to confirm their attendance at the modified event under the new circumstances resulting from it or, instead, request the Client - never Fourvenues - a refund of the price of the ticket(s) purchased, within the period established for this purpose in each case (in no case may the Client delay more than fourteen (14) calendar days from the User's communication of their refund request to process it). Furthermore, the Client will be obliged to refund not only the amount paid by Users for the price of the tickets, but also the corresponding management fees incurred by Users, in accordance with applicable regulations. If the User does not communicate within the established period of fourteen (14) days that he/she wishes to request a refund of the amount paid, it will be understood that he/she confirms his/her order for the modified event and, consequently, he/she will not have the right to demand a refund of the amount of the ticket(s) purchased.
- Price Error: In the event of an error in the price of the ticket(s), the User shall have the right to be informed by the Client, without undue delay, of the procedure for refunding the purchase price of the corresponding ticket(s) and the corresponding handling fees. In any case, the Client must refund the corresponding amounts (plus handling fees) within a maximum period of fourteen (14) calendar days from the communication of the error.

Considering all of the above, in any of the scenarios described above, the Client will be solely responsible for the refund, in whole or in part, of the ticket price to the Users, including management fees, exonerating Fourvenues from any type of liability and/or obligation to refund, all of this without prejudice to the fact that refunds may be executed, by mutual agreement between the Client and the Provider, through the Platform.

For refunds to be properly processed through the Platform, the Client must provide the Supplier with the appropriate and pertinent instructions in a timely manner, with the Client's prior written consent. The Client acknowledges that Fourvenues will not publish information regarding the corresponding refunds on the Platform without prior confirmation and sufficient instructions from the Client. Furthermore, the refund conditions (percentage of the amount to be refunded, cases in which Users will be entitled to a refund, etc.) are the Client's sole responsibility.

Without prejudice to the Parties agreeing that refunds will be made through the Platform, the Client will be solely responsible for executing the corresponding refunds within fifteen (15) days from the public communication of the cancellation of the event.

The Client expressly acknowledges and accepts without limitation that, under no circumstances, will the Provider be liable for any aspect or claim made by Users related to the organization, cancellation, or modification of an event organized by the Client. Furthermore, the Client will be solely responsible for the refund of amounts paid for tickets to an event affected by its partial or total cancellation or substantial modification, as well as for errors in the event's price.

9. HOW THE “GUARANTEE YOUR ENTRY” SYSTEM WORKS

Without prejudice to the provisions of the previous Stipulation, the Client may activate, at its sole discretion, the "Guarantee your ticket" system offered by Fourvenues through the Platform, through which End Users may, upon payment of an additional amount to that of the ticket purchased, indicated on the Platform previously, request a refund of the amount paid for the ticket(s) in the event that they are ultimately unable to attend the event in question.

To do so, End Users must: (i) send a written request to Fourvenues using the means indicated during the purchase process; (ii) submit said request within the timeframe agreed between the Client and Fourvenues; and (iii) submit all required information.

10. TERMINATION OF THE CONTRACT

In addition to the general causes for termination of contracts provided for in the legal system, and those other causes provided for in this Contract, the following situations shall be grounds for termination of this Contract or any of its extensions:

a) The mutual agreement between the Parties formalized in writing.
b) When the Client withdraws from the Contract during the trial period, which will last fifteen (15) days from the execution of the Contract.
c) By the expiration of the initial term of the Contract or, where applicable, any of its extensions by mutual agreement between the Parties formalized in writing.
d) For breach of any of the obligations provided for in this Agreement, either Party may unilaterally and automatically terminate the Agreement.
e) The total or partial non-compliance, or irregular or defective compliance for any reason, of any of the Client's obligations under this Contract, including, but not limited to, non-payment by the Client, or the subrogation of its contractual position to a third party without the required authorization from the Supplier in accordance with the provisions of Stipulation 14.

11. PROTECTION OF PERSONAL DATA

Each Party shall store the following information in a data file, which shall be duly recorded in each Party's Data Processing Activity Register: the personal data of the other Party's representatives; the personal data included in this Agreement; the personal data of those acting as business contacts for the purposes of performing this Agreement; and any other personal data that the Parties may provide in the course of their business relationships (hereinafter, the "Personal Data"). This Personal Data is necessary for and shall be processed exclusively for the purpose of managing and/or performing the business relationship that the Parties have entered into under this Agreement.

Personal Data will be processed during the term of this Agreement. However, upon termination of the Agreement, the Parties may retain the Personal Data, duly blocked, until the expiration of the liabilities provided for in the applicable regulations regarding the processing carried out. The purpose for retaining blocked Personal Data will be limited exclusively to meeting potential liabilities arising from the contractual relationship regulated by this Agreement.

To this end, the Client, acting as Data Controller, and the Supplier, acting as Data Processor, expressly undertake the following:

a.- The Provider undertakes to maintain the strictest confidentiality and secrecy regarding the Personal Data to which it accesses in connection with the provision of the Services covered by this Agreement. In this regard, it will adequately and at all times comply with the provisions contained in Regulation (EU) 2016/679 General Data Protection Regulation ("GDPR"), the provisions of Organic Law 3/2018, of December 5, on the Protection of Personal Data and the Guarantee of Digital Rights ("LOPDGDD"), and any other current regulations or regulations that may be enacted in the future on the matter.
b.- The Provider undertakes to implement appropriate technical and organizational measures that, in accordance with Article 32 of the GDPR, guarantee the security of personal data and the rights of data subjects. These measures must take into account the existing risks that may occur, their likelihood, and the impact on data subjects. Furthermore, the Provider will use all possible means to prevent the alteration, loss, unauthorized processing, or access to Personal Data. In this regard, the Provider will take into account the current state of the art, the nature of the data stored, and the risks to which they may be exposed.
c.- The Provider will permit and contribute to audits of the processing operations carried out on Personal Data by the Data Controller or third parties contracted by the Data Controller, in order to determine compliance with the obligations included in this Clause and in current regulations. Furthermore, the Provider will make available to the Data Controller all the information necessary to verify compliance with these obligations.
d.- Likewise, the Provider guarantees that its staff members who have access to the Personal Data agree, either generically or expressly, to respect the confidentiality of the same. To this end, the Provider will issue as many warnings and sign as many documents as necessary with its staff to ensure compliance with these obligations.
e.- The Provider will instruct and train in a specialized manner the employees designated to provide the Services in the duty of secrecy and confidentiality regarding the Personal Data to which they have had access on behalf of the Data Controller.
f.- The confidentiality obligations established in this agreement will have an indefinite duration, remaining in force after the termination, for any reason, of the relationship between the Parties.
g.- In the event that the Provider suffers any kind of destruction, loss, disclosure, alteration, unlawful access or any other type of security breach affecting Personal Data, it undertakes to notify this incident to the Data Controller as soon as possible, such communication must include, at least, the following information:

i. Description of the nature of the Personal Data breach and, where possible, the categories and approximate number of data subjects affected and the categories and approximate number of personal data records affected.
ii. Description of the possible negative consequences that may arise from the breach of security of Personal Data.
iii. Description of the measures taken or proposed to remedy the Personal Data breach, including, where applicable, the measures taken to mitigate any potential negative effects.

If the Supplier is not initially able to provide information on all of the above-mentioned issues, it will notify you as soon as it becomes aware of them.

h.- The Provider will process Personal Data only in accordance with the Client's instructions. The Provider undertakes to use Personal Data strictly for the purpose for which it is granted access, that is, the provision of the Service, and will not disclose it, even for storage, to any other person.
i.- Notwithstanding the foregoing, the Provider is responsible for the processing of the personal data of users who use its platform to access the Client's services. To provide the Services, individual users will enter into a contract with the Client, initially providing their personal data to the Provider for the management of the process and subsequent transfer of said data to the Client, in order to fulfill the contract signed between the users and the Client. In this regard, the Provider may process, as the data controller, certain data of users who have previously accepted its privacy policy and whose processing has been legitimized, for the purpose of managing user registration on the Provider's platform, allowing users to purchase new tickets, access certain services or discounts, or facilitating the management of claims, among other processing activities.
j.- In the event that the affected parties whose data are owned by one Party exercise any of the rights recognized by the current regulations before the other Party, said Party must forward the request to the corresponding Data Controller within a maximum period of five (5) calendar days from receipt of the request.
k.- In general, the Parties undertake to carry out all necessary actions to assist the corresponding Data Controller in the due fulfillment of its obligations regarding the attention of the rights of the affected parties.
l.- The Provider may not subcontract any of the tasks comprising the Services. However, if the Provider requires the intervention of any additional third party, the Provider must obtain prior written authorization from the Client. This authorization must specify the identity of the subcontractor, the portion of the Services it will provide, and the data to which it will have access.
m.- The processing of personal data by the subcontractor will comply with the instructions established by the Data Controller in this Clause.
n.- Likewise, a data processing and confidentiality contract must be signed between the Supplier and the subcontractor, the latter being considered the data controller, which includes the same obligations established in this Clause.
ñ.- The Provider undertakes to destroy or return personal data once the assistance provided in the Service has been completed, as well as any media or documents containing personal data relating to the services provided. The decision to destroy or return both the Personal Data and any media or documents containing them will be made by the Data Controller. The Provider will return, if applicable, Personal Data in the format and on the media used at that time to store such data.
o.- Each Party is responsible for complying with the data protection obligations arising from this Agreement or from the data protection regulations themselves. In the event of a breach by either Party of the above obligations, the breaching Party shall indemnify the other Party against any damages or losses that may be incurred.
p.- Without prejudice to the provisions of the preceding paragraph, the Client shall be solely liable, and without limitation, for any damages that may be caused to the Provider by the unlawful processing of Personal Data, including but not limited to the processing of Personal Data for purposes not contemplated in this Agreement; as well as those arising from the Client's breach of its obligations as Data Controller, particularly in relation to breaches in the management and notification of personal data security breaches and/or requests by data subjects to exercise their rights.

Data of the representatives of legal entities

Natural persons whose Personal Data is processed in accordance with the preceding paragraphs (hereinafter "Data Subjects") are informed of their rights as Data Subjects to access, rectify, erase, object to, restrict, or request the portability of their Personal Data. To properly exercise any of the above rights, Data Subjects must submit a written request. Data Subjects' requests against any of the Parties should be sent to the attention of either Party's controller or data protection officer at the email address legal@fourvenues.com. Should Data Subjects consider that the response to any of their Data Subject Rights requests is unsatisfactory, the Parties inform them of their right to file a complaint against the responding Party with the Spanish Data Protection Agency.legal@fourvenues.com. Should Data Subjects consider that the response to any of their Data Subject Rights requests is unsatisfactory, the Parties inform them of their right to file a complaint against the responding Party with the Spanish Data Protection Agency.

The Parties to this Agreement undertake to provide the information in this Clause to all persons whose personal data are processed in the context of the execution of this Agreement.

12. CONFIDENTIALITY

Each Party agrees that all information that each Party may disclose to the other verbally, in writing or in any other medium, or to which the Parties may have access as a result of this Agreement, is of a secret and confidential nature, unless expressly agreed otherwise (the “Confidential Information”).

In accordance with the provisions of this Stipulation, each of the Parties undertakes to:

a) Not to use, lend, license, sell or disclose the Confidential Information received by the other Party or allow any of the above to happen.
b) Maintain absolute secrecy and confidentiality regarding all information that, whether expressly confidential, tacitly confidential, or presumably confidential, has been known directly or indirectly by the other Party by virtue of this Contract.
c) Not to disseminate orally, in writing, or by means of any computer medium any relevant or secret knowledge or news of the other Party that has been known to it during the direct or indirect relationship with the other Party.
d) Not to disclose and maintain under strict confidentiality and secrecy the aforementioned Confidential Information, expressly prohibiting the disclosure of any information and knowledge related to the General Contract Conditions, Users, SaaS Services, the Platform and the content of the Contract in general.

The confidentiality obligation provided for in this Stipulation shall not apply to information that was already in the public domain at the time of signing the Contract or whose publication is required in accordance with the Law or by order of judicial or administrative authorities, state or others.

This Stipulation shall remain in effect after the termination or resolution of this Agreement as long as the Confidential Information remains secret and confidential.

Upon early termination and/or resolution of this Agreement, both Parties agree to return or destroy, as appropriate, all documentation or information that they have mutually provided upon signing this Agreement.

Without prejudice to the duty of confidentiality assumed by the Parties under this Stipulation, the Parties expressly agree that Fourvenues may publicly mention the Client as such, including mentioning its corporate name, as well as its general brand and logo, both in individual presentations, events and/or webinars and on its website, as a mere reference, without prejudice to the Client's right to revoke said consent.

13. ASSIGNMENT AND SUBCONTRACTING

All rights and obligations arising from this Agreement for the Client are non-transferable, and the Client may not transfer or assign them to third parties, either in whole or in part, nor may it assign its contractual position without the prior written authorization of the Supplier.

The Provider, for its part, reserves the right to assign, transfer, and sublease the Platform and/or this Agreement, in whole or in part, to any company within its group of companies within the meaning of Article 42 of the Spanish Commercial Code, as well as to any third party outside its group of companies, in this case notifying the Client in writing.

14. APPLICABLE LAW AND JURISDICTION. COMPETENT COURTS

The Parties agree that, in all matters not covered by this Agreement, as well as in the interpretation and resolution of any disputes that may arise between the Parties as a result of this Agreement, common Spanish law shall apply.

For any conflicts or discrepancies that may arise between the Parties in the interpretation and execution of this Contract, which are not resolved by mutual agreement, the Parties shall submit to the jurisdiction and competence of the Courts and Tribunals of Valencia, expressly waiving their own jurisdiction in cases where the procedural rules allow it, if any other.

Last updated: September 2025