Terms and Conditions

Smart Padel Automation, S.L.

Management Software for Sports Facilities

Preamble and definitions

These General Terms and Conditions (hereinafter, the “Agreement”) govern the contractual relationship between Smart Padel Automation, S.L. (hereinafter, “Smart Padel”) and the Client regarding the provision of software services (SaaS) and, optionally, the sale or lease of equipment for sports facilities.

0.1. Definitions

For the purposes of this Agreement, the following terms shall have the meanings set out below:

Software / Platform: The management software provided by Smart Padel under a SaaS (Software as a Service) model, including all its functionalities, updates and access to the management platform. The Software is ALWAYS provided as a service and is never sold.
Hardware or Equipment: The physical equipment (vending machines, lighting control systems, IoT devices, accessories, cables and complementary elements) that may be sold or leased to the Client according to the contracted modality.
Assets: Collectively, the Software and the Hardware, where applicable.
Sale Modality: The Client PURCHASES the Hardware through a single upfront payment, acquiring ownership thereof. The Software always remains under a subscription model.
Renting / Lease Modality: The Client RENTS the Hardware through a monthly fee, without acquiring ownership. Smart Padel retains ownership of the Hardware and the Client must return it at the end of the Agreement.
Subscription Fee: The monthly amount paid by the Client for the use of the Software (SaaS), plus the applicable VAT.
Renting Fee: The monthly amount paid by the Client for renting the Hardware under the Renting modality, plus the applicable VAT. Only applicable if the Client has chosen the Renting Modality.
Total Fee: The sum of the Subscription Fee plus, where applicable, the Renting Fee (if applicable).
Initial Term: The initial duration period of the Agreement as set forth in the Specific Conditions, during which the Client undertakes to maintain the Software subscription and, where applicable, the Hardware lease.
Renewal Period: Each of the successive one (1) year periods during which the Agreement is automatically renewed after the Initial Term, unless terminated by either party.
Maintenance Services: The technical assistance services, preventive and corrective maintenance of the Hardware (where applicable), and Software technical support.
Business Day: Any day of the year other than Saturday, Sunday or a national public holiday in Spain.

1. Purpose of the agreement and modalities

1.1. Purpose of the Agreement

The Client must select ONE of the following modalities for the Hardware:

Software Services (SaaS): Access to and use of the Smart Padel management platform, always under a subscription model.
Hardware (according to the chosen modality): Sale or lease of physical equipment for sports facilities.
Associated services: Maintenance, technical support and assistance as established in this Agreement.

1.2. Hardware Contractual Modalities

MODALITY A – HARDWARE SALE: The Client PURCHASES the Hardware through a single upfront payment, acquiring full ownership thereof from the moment of payment. The Hardware is the property of the Client and DOES NOT have to be returned at the end of the Agreement. The Software remains under a monthly subscription model.

MODALITY B – HARDWARE RENTING / LEASE: The Client RENTS the Hardware through a monthly fee (Renting Fee), without acquiring ownership. Smart Padel retains ownership of the Hardware at all times. The Client MUST return the Hardware at the end of the Agreement under the established conditions. The Software remains under a monthly subscription model.

Important note: The Software is ALWAYS provided under a subscription (SaaS) model, regardless of the modality chosen for the Hardware. The Client never acquires ownership of the Software, only the right of use during the term of the subscription.

1.3. Software as a Service (SaaS)

The Software is provided under a SaaS (Software as a Service) model, which implies:

The Client DOES NOT acquire any software licence or intellectual property.
The Client only obtains the RIGHT OF USE of the Software during the term of the subscription.
Smart Padel retains full ownership of the Software, its source code and all intellectual property rights.
Access to the Software is provided via the Internet (cloud model).
Smart Padel is responsible for hosting, maintenance, updates and security of the Software.
Upon termination of the subscription, the Client automatically loses the right of access to the Software.

1.4. Identification of the Assets (Hardware only)

The Hardware subject to this Agreement (under either modality) is identified in detail in the accepted Quotation or, where applicable, in the Acceptance Certificate – Delivery Confirmation (Appendix I), which forms an integral part of this Agreement and specifies:

Detailed description of each item of equipment (model, brand, technical characteristics).
Serial numbers and unique identification codes.
Number of units of each type of equipment.
Accessories, cables and complementary elements.
Condition of the equipment at the time of delivery.
Replacement value of each item of equipment (for the Renting modality).
Sale price (for the Sale modality).

1.5. Free Choice

The Client expressly declares that it has freely selected the Software and the Hardware (if applicable) subject to this Agreement, and that it has personally, voluntarily and directly chosen Smart Padel Automation, S.L. as its supplier. The Client further declares that it is aware of the technical, functional and operational characteristics of the Assets, as well as their suitability for the intended use.

2. Delivery, installation and technical support

2.1. Delivery of the Assets
2.1.1. Place and Time of Delivery

Delivery shall be deemed to have been completed when the Assets are made available to the Client by the carrier designated by Smart Padel at the address indicated by the Client within Spanish territory or in the agreed country of destination.

2.1.2. Confirmation of Receipt

By signing the Acceptance Certificate – Delivery Confirmation, the Client:

Confirms the physical receipt of all the Assets specified in the Certificate.
Declares its agreement with the condition and operation of the Assets.
Accepts that the Assets correspond exactly to what was contracted in terms of model, quantity and technical specifications.
Acknowledges having received the corresponding user manuals, technical documentation and warranty certificates.

The signature of the Acceptance Certificate constitutes conclusive proof of proper delivery and releases Smart Padel from any subsequent claim regarding the condition, quantity or characteristics of the delivered Assets, except for hidden defects detected within the first seven (7) calendar days from delivery.

2.1.3. International Shipments and Customs Formalities

For deliveries outside Spanish territory:

The Client acts as the importer of record for all customs and tax purposes.
The Client is responsible for complying with all customs requirements, obtaining the necessary import licences and managing customs clearance.
Import duties, taxes, customs fees and any other charges associated with the import shall be borne exclusively by the Client.
Delays, detentions or non-delivery resulting from customs inspections, non-compliance with import requirements or the Client’s refusal to comply with customs obligations shall not be considered a breach by Smart Padel of its delivery obligation.
The Client shall reimburse Smart Padel for any extraordinary expense incurred as a result of delays or breaches attributable to the Client in customs procedures.

2.2. Installation of the Hardware

2.2.1. Responsibility for Installation

The physical installation of the Hardware is the sole responsibility of the Client. Smart Padel assumes no obligation to install the Hardware, unless expressly agreed otherwise and subject to payment of the corresponding professional fees.

2.2.2. Engagement of a Competent Professional

The Client undertakes to engage the services of a duly qualified and authorised professional for the installation of the Hardware. The installation must be carried out:

In strict compliance with the technical specifications provided by the manufacturer and by Smart Padel.
In accordance with all applicable electrical safety regulations, occupational risk prevention rules and sector-specific legislation.
In a location that meets the necessary environmental requirements (temperature, humidity, protection against external agents).
Ensuring proper connection to the power supply and telecommunications networks in accordance with the technical specifications.

2.2.3. Initial Configuration

Smart Padel shall provide the Client, remotely or on site as agreed, with assistance for the initial configuration of the Software and the commissioning of the systems. This assistance includes:

Configuration of basic operating parameters.
Connection to the Smart Padel management platform.
Basic training of the Client’s staff in the use of the system.
Verification of the correct operation of all components.

2.3. Technical Support and Maintenance Services

2.3.1. Services Included in the Fee

The Fee includes the following services:

Remote technical support: Technical support by email and chat from 9:00 to 15:00, Monday to Friday (excluding national public holidays in Spain).
Preventive maintenance: Software updates, performance optimisation and periodic checks of the condition of the equipment.
Corrective maintenance: Repair of faults and failures arising from normal wear and proper use of the Assets.
Software updates: Installation of new versions, security patches and functional improvements to the Software.
Access to the management platform: Web portal for monitoring, configuration and remote management of the equipment.

2.3.2. Services Not Included

The following are expressly excluded from the Fee and shall be invoiced separately:

On-site technical support at the Client’s premises (travel, subsistence and fees in accordance with the applicable tariff).
Repairs resulting from negligence, misuse, improper handling or accidents caused by the Client or third parties.
Damage caused by external factors (power surges, weather events, vandalism, etc.) not covered by insurance.
Consumables and expendable materials (paper, ink, cleaning products, etc.).
Software customisations not contemplated in the initial agreement.
Additional training of the Client’s staff beyond the initial commissioning session.

2.4. Fault Notification Procedure

2.4.1. Obligation of Immediate Notification

The Client must notify Smart Padel of any breakdown, malfunction or anomaly in the Assets immediately and, in any event, within twenty-four (24) hours of its detection. Notification shall preferably be made through the official technical support channels:

Email: support@smartpadel.es
Customer support web portal (available 24/7 for ticket opening).

2.4.2. Information to Be Provided

When reporting a fault, the Client must provide the following information:

Full identification of the affected equipment (model, serial number).
Detailed description of the symptoms and the circumstances in which the failure occurred.
Error messages or fault codes displayed, if any.
Contact person and location details for incident follow-up.

2.4.3. Cessation of Use in Case of Risk

If the fault presents a potential risk to the safety of persons, facilities or third parties, the Client must immediately cease using the affected Asset, disconnect it from the power supply where appropriate and clearly indicate that it is inoperative in order to prevent accidental use by others.

2.5. Repairs and Replacements

2.5.1. Repair Due to Normal Wear

Where the fault is the result of normal wear arising from proper and continued use of the Assets, Smart Padel shall proceed with its repair or, if this is not technically possible or economically viable, replace the equipment with another of similar characteristics and condition, at no additional cost to the Client.

2.5.2. Repair Timeframes

Smart Padel undertakes to:

Respond to the fault notification within a maximum of four (4) business hours.
Begin remote diagnosis within a maximum of eight (8) business hours from notification.
Resolve minor faults remotely within a maximum of forty-eight (48) business hours.
For faults requiring on-site intervention or component replacement, establish an action plan with specific timeframes depending on the availability of parts and technicians.

These timeframes are targets and do not constitute guarantees of result, as certain external factors (availability of spare parts, access to the premises, weather conditions, etc.) may affect resolution times.

2.5.3. Replacement of Defective Equipment

Where replacement of equipment is necessary:

Smart Padel shall send the replacement equipment to the Client’s installation address.
The Client must return the defective equipment within a maximum of seven (7) calendar days from receipt of the replacement.
Smart Padel shall provide the necessary packaging materials for the safe return of the defective equipment.
The shipping costs of the replacement equipment shall be borne by Smart Padel.
The return shipping costs of the defective equipment shall be borne by the Client.
If the Client fails to return the defective equipment within the established period, Smart Padel may invoice the Client for the replacement value of the equipment.

2.6. Liability for Negligence or Misuse

2.6.1. Faults Attributable to the Client

The Client assumes sole responsibility and all repair costs where the fault arises from:

Improper or negligent use or use contrary to the instructions of the manufacturer or Smart Padel.
Unauthorised handling, opening of the equipment or repair attempts by unqualified personnel.
Installation under unsuitable environmental conditions (excessive humidity, extreme temperatures, exposure to corrosive agents, etc.).
Connection to electrical networks that do not meet the required technical specifications.
Blows, falls, impacts or physical damage caused by avoidable accidents.
Vandalism or wilful acts by third parties where the Client has failed to adopt reasonable security measures.
Unauthorised modifications, alterations or customisations of the Hardware or Software.
Lack of basic maintenance by the Client (periodic cleaning, adequate ventilation, etc.).

2.6.2. Repair Invoicing Procedure

Where Smart Padel determines that a fault is attributable to the Client:

A detailed technical report justifying the attribution shall be prepared.
The Client shall be sent a detailed repair quotation, including labour, parts and travel expenses where applicable.
The Client shall have five (5) business days to accept the quotation, request clarifications or propose alternative solutions.
Once the quotation has been accepted, Smart Padel shall proceed with the repair and issue the corresponding invoice.
If the Client does not accept the quotation, it must return the equipment in its current condition and Smart Padel may suspend the maintenance service until the situation is regularised.

2.6.3. Exclusion of Compensation

The Client expressly waives the right to claim from Smart Padel any compensation for damages arising from:

Service stoppages or interruptions caused by faults attributable to the Client.
Loss of income or loss of profit during the repair period of faults not covered by the Agreement.
Damage caused to third parties as a result of misuse of the Assets by the Client.
External factors beyond Smart Padel’s control (power outages, Internet connection failures, etc.).

2.7. Use of Software Licences

The Client undertakes to use the software licences of the Assets strictly in accordance with the terms and conditions set out in those licences and in this Agreement. In particular, the Client undertakes to:

Not copy, reproduce, distribute or transmit the Software to third parties.
Not reverse engineer, decompile or disassemble the Software.
Not use the Software for purposes other than those provided for in the Agreement.
Not remove, alter or conceal copyright notices, trade marks or other intellectual property indications.
Keep the access credentials and software activation keys confidential.
Co-operate with Smart Padel in the event of licence compliance audits by the manufacturers.

Failure to comply with these obligations shall constitute grounds for immediate termination of the Agreement by Smart Padel, without prejudice to any legal actions that may arise for infringement of intellectual property rights.

3. Commencement, duration, renewal and early termination

3.1. Commencement Date of the Agreement

The Agreement shall commence on the date of effective receipt of the Assets by the Client, as evidenced by the signature of the Acceptance Certificate – Delivery Confirmation. The term of the Agreement shall start to run on the first day of the calendar month following the date of receipt.

Example: If the Assets are received on 15 March, the Agreement shall commence on 1 April, April being the first month of the term of the Agreement.

3.2. Initial Term

The Agreement shall remain in force for the Initial Term agreed in the Specific Conditions. During this period, the Client is obliged to maintain the lease of the Assets and to pay all the corresponding monthly Fees.

The Initial Term constitutes a firm and irrevocable commitment by the Client. Early termination of the Agreement during this period shall give rise to the financial consequences set out in clause 3.4 of this document.

3.3. Automatic Renewal of the Agreement

3.3.1. Automatic Renewal Mechanism

Once the Initial Term has ended, the Agreement shall be automatically renewed for successive Renewal Periods of one (1) year each, under the same conditions established in the Agreement, unless either party gives notice of termination in accordance with the procedure set out in Section 9 of this document.

3.3.2. Conditions During Renewal Periods

During the Renewal Periods:

All clauses and conditions of this Agreement shall remain in force.
The Client shall remain obliged to pay the monthly Fees until the effective return of the Assets.
Smart Padel shall remain obliged to provide the maintenance and technical support services included in the Fee.
The amount of the monthly Fee shall remain unchanged, unless updated in accordance with Section 7.
Either party may give notice of termination for the end of the current Renewal Period, subject to the thirty (30) days’ prior notice established in clause 9.1.

3.4. Early Termination and Financial Consequences

3.4.1. General Principle

Early termination of the Agreement during the Initial Term, for any reason attributable to the Client or at the Client’s unilateral will, entails the obligation to compensate Smart Padel for the investment made in acquiring and making the Assets available.

3.4.2. Penalty Clause for Early Termination

In the event of early termination of the Agreement during the Initial Term, and without prejudice to any other compensation for damages that may be due to Smart Padel, the Client shall pay, by way of a penalty clause:

a) All monthly Fees due and unpaid up to the date of termination.

b) All monthly Fees not yet due up to the end of the Initial Term of the Agreement.

c) Default interest on the outstanding amounts in accordance with clause 6.4.

d) Any insurance premiums due and unpaid, where applicable.

e) The costs of notifications, demands and debt recovery incurred by Smart Padel.

f) The costs of collection, transport and reconditioning of the Assets.

Calculation example: If the Initial Term is 36 months, the monthly Fee is €300 and the Client terminates the Agreement in month 18, it must pay: (a) the unpaid fees up to month 18, (b) the remaining 18 fees (18 × €300 = €5,400), (c) default interest, (d) unpaid insurance premiums, (e) recovery management costs and (f) collection costs.

3.4.3. Nature as a Liquid Debt

The amount resulting from the sum of all unpaid fees and those not yet due up to the end of the Initial Term shall constitute a liquid, due and payable debt for all legal purposes, in particular for those provided for in Article 572 of Spanish Act 1/2000 of 7 January on Civil Procedure, and Smart Padel may initiate the corresponding payment order or enforcement proceedings for its recovery.

3.4.4. Termination During Renewal Periods

During the Renewal Periods, early termination of the Agreement shall not give rise to the payment of the penalty clause set out in this section, but the Client shall remain obliged to:

Pay all monthly Fees due up to the date of termination.
Return the Assets under the conditions established in Section 10.
Bear the costs of return, transport and, where applicable, repair of the Assets.

4. Obligation of the client

4.1. Payment of Monthly Fees

The Client undertakes to pay Smart Padel punctually all monthly Fees accruing during the term of the Agreement, under the terms and conditions set out in Section 6 of this document.

Failure to pay a single Fee shall entitle Smart Padel to:

Interrupt the Client’s access to the software licences and the management platform.
Suspend the provision of maintenance and technical support services.
Terminate the Agreement in accordance with Section 8.
Take any legal actions for recovery and collection that may correspond.

4.2. Commercial Use of the Assets

The Client expressly declares and guarantees to Smart Padel that the Assets shall be used exclusively for commercial, business or professional purposes and, in no event, for personal, family or domestic use.

Accordingly, the Client:

Acknowledges that it does not have the status of a consumer within the meaning of Spanish Royal Legislative Decree 1/2007 of 16 November approving the consolidated text of the General Law for the Protection of Consumers and Users.
Accepts that the provisions of consumer protection regulations do not apply to it.
Expressly waives the right to invoke any consumer protection legislation in relation to this Agreement.

4.3. Location of the Assets and Notification of Changes

4.3.1. Initial Location

The Assets must remain installed and be used exclusively at the address indicated by the Client in this Agreement (hereinafter, the “Installation Address”).

4.3.2. Obligation to Notify Changes of Location

The Client must notify Smart Padel in writing of any change in the Installation Address of the Assets at least fifteen (15) calendar days prior to the intended relocation date. The notification must include:

New full installation address (street, number, postcode, town/city, province).
Intended relocation date.
Contact person at the new location.
Conditions of the new installation (availability of electrical and network connectivity, environmental conditions, etc.).

4.3.3. Relocation of the Assets

Relocation of the Assets shall be at the Client’s sole risk and expense. The Client must:

Engage the necessary transport services ensuring proper packaging and careful handling of the equipment.
Bear all costs of de-installation, transport and re-installation.
Take out insurance covering the Assets during relocation.
Be liable for any damage, loss or fault occurring during the relocation process.
Notify Smart Padel once the relocation has been completed and the Assets are operational at the new location.

4.4. Prohibition of Assignment and Subleasing

4.4.1. General Prohibition

The Client may not, without the prior written authorisation of Smart Padel:

Assign its contractual position as Lessee to a third party.
Sublease the Assets in whole or in part.
Permit the use of the Assets by third parties outside its organisation.
Transfer or encumber in any manner the rights arising from this Agreement.

4.4.2. Authorised Assignment

If Smart Padel expressly authorises in writing the assignment of the Client’s contractual position, such assignment shall entail:

An administrative fee of seventy-five euros (€75.00), plus VAT at the legally applicable rate, payable by the Client.
The execution of a new agreement with the assignee on terms acceptable to Smart Padel.
Verification of the assignee’s financial solvency by Smart Padel.
Payment by the assigning Client of all outstanding amounts prior to formalisation of the assignment.
The express acceptance by the assignee of all the conditions of this Agreement.

4.4.3. Consequences of Breach

Unauthorised assignment or subleasing shall constitute grounds for immediate termination of the Agreement due to serious breach, with the financial consequences set out in clause 3.4, without prejudice to any legal actions that Smart Padel may take for the damages caused.

4.5. Ownership of the Hardware According to the Modality

4.5.1. Modality A (Hardware Sale)

.If the Client contracted Modality A (Sale):

The Client IS THE OWNER of the Hardware from the moment of payment.
The Client acquires all ownership rights over the Hardware.
The Client has NO obligation to return the Hardware at the end of the Agreement.
The Client may freely dispose of the Hardware (sell it, donate it, etc.).
Smart Padel has NO liability whatsoever in respect of the Hardware after delivery.

Important: Although the Client owns the Hardware, the Software ALWAYS remains a service (SaaS). The Hardware without a Software subscription may have limited or no functionality.

4.5.2. Modality B (Hardware Renting / Lease)

If the Client contracted Modality B (Renting):

The Hardware is and shall remain at all times the EXCLUSIVE PROPERTY of Smart Padel.
The Client acquires no ownership rights over the Hardware.
The Client has only the right of USE of the Hardware during the term of the Agreement.
The Client may NOT sell, donate, assign or dispose of the Hardware in any manner.
The Client MUST return the Hardware at the end of the Agreement.

4.5.3. Software: Always a Service (SaaS)

Under BOTH modalities, the Software is ALWAYS a service:

The Client NEVER acquires ownership or a licence of the Software.
The Client only has the right of USE during the term of the subscription.
Smart Padel retains all intellectual property rights in the Software.
Upon termination of the subscription, the Client automatically loses access to the Software.

This rule applies regardless of whether the Client purchased or rented the Hardware.

4.6. Obligation to Return (Modality B – Renting Only)

This obligation applies ONLY if the Client contracted Modality B (Renting / Lease).

Upon termination of the Agreement, for any reason, the Client undertakes to return to Smart Padel all leased Hardware, at its own risk and expense, under the conditions set out in Section 10 of this document.

Note: If the Client contracted Modality A (Sale), it has NO obligation to return the Hardware, as it is its property.

Upon termination of the Agreement, for any reason (expiry of term, termination, notice, etc.), the Client undertakes to return to Smart Padel all leased Assets, at its own risk and expense, under the conditions and requirements set out in Section 10 of this document.

4.7. Recovery of Assets Not Returned

4.7.1. Formal Demand Procedure

If the Client fails to return the Assets within the established time limits:

Smart Padel shall send a first demand by email granting an additional period of seven (7) calendar days.
If no return has taken place within that period, a second demand shall be sent by burofax with acknowledgement of receipt, granting an additional period of five (5) business days.
If the Assets are still not returned after the second demand, Smart Padel may initiate the relevant legal actions to recover the Assets.

4.7.2. Recovery Costs

The Client shall reimburse Smart Padel for all expenses and costs incurred in obtaining restitution of the Assets, including without limitation:

Costs of demands and notifications (burofax, notarial, etc.).
Lawyers’ and court representatives’ fees.
Court fees.
Travel and subsistence expenses of Smart Padel staff.
Transport and storage costs of the recovered Assets.
Any other reasonable expense related to the recovery process.

4.7.3. Penalty for Unlawful Retention

In addition to the recovery costs, the Client shall pay Smart Padel, as a penalty for unlawful retention of the Assets, an amount equivalent to 150% of the monthly Fee for each month or part thereof that elapses from the expiry of the return deadline until the effective recovery of the Assets.

4.8. Actions in Situations Affecting Ownership

4.8.1. Obligation of Immediate Notification

In the event of:

The Client entering into insolvency proceedings (bankruptcy, pre-insolvency, etc.).
Judicial or administrative seizure of the Assets.
Attachment of the Assets by the Client’s creditors.
Any other act by judicial, administrative or private authorities that affects the ownership, possession or peaceful use of the Assets.

The Client must:

Notify Smart Padel by reliable means (registered mail, burofax or notarial appearance) within twenty-four (24) hours of the situation occurring.
Expressly state its status as mere user and lessee of the Assets, without ownership rights.
Evidence Smart Padel’s ownership of the Assets by producing this Agreement and the Acceptance Certificate.

4.8.2. Actions to Lift Charges

The Client shall, at its own cost, take all actions necessary to lift any charges, attachments or limitations affecting the Assets, including:

Entering appearances in the relevant judicial or administrative proceedings.
Filing third-party ownership claims on behalf of Smart Padel where required.
Paying any amounts necessary to lift attachments, where applicable.
Providing any guarantees or securities required.
Engaging specialised legal advice.

4.8.3. Right of Intervention by Smart Padel

Without prejudice to the Client’s obligations, Smart Padel shall have the right to:

Enter appearances in proceedings to defend its ownership rights over the Assets.
File third-party ownership claims in its own name.
Request the immediate lifting of attachments and charges affecting its property.
Recover physical possession of the Assets where necessary to protect its rights.
Terminate the Agreement immediately due to the risk situation affecting the Assets.

All expenses incurred by Smart Padel in exercising these rights shall be reimbursed in full by the Client.

5. Obligation to take out insurance covering the leased assets

5.1. Obligation to Take Out Comprehensive Insurance

The Client undertakes to keep the Assets duly protected and to take out comprehensive insurance covering all risks of loss, destruction, theft, accidental damage and electrical risks, for an amount equal to the replacement cost of the Assets stated in the Acceptance Certificate. Smart Padel must be named as beneficiary of the insurance in the event of a claim.

Minimum insurance requirements:

Comprehensive cover including: accidental damage, fire, explosion, flooding, theft, vandalism and electrical risks.
Sum insured equivalent to the replacement value of the Assets.
Smart Padel named as beneficiary in the event of a claim.
Maximum excess of €500.00 per claim.
Continuous validity throughout the entire term of the Agreement.
Territorial scope: location of the Assets at the Installation Address.

5.2. Submission of Proof of Insurance

The Client must provide Smart Padel, within a maximum period of thirty (30) days from the signature of the Agreement, with a copy of the insurance policy taken out and the receipt for payment of the first premium. The policy must include a clause assigning rights in favour of Smart Padel.

If the Client fails to provide proof of having taken out the insurance policy within the stated period, Smart Padel may include the Assets under its own policy and charge the Client the corresponding insurance premium increased by 10% for administration costs.

5.3. Annual Renewal of the Insurance

The Client must renew the insurance policy annually and send Smart Padel, at least fifteen (15) days prior to the expiry of each annual period, a copy of the receipt for payment of the corresponding premium.

If the Client does not evidence renewal of the insurance, Smart Padel may include the Assets under its own policy and invoice the Client for the corresponding premium plus administration costs.

5.4. Option to Exclude from Smart Padel’s Policy

The Client may, at any time and with reference to the renewal date, notify Smart Padel that it intends to exclude the leased Assets from Smart Padel’s insurance policy so that Smart Padel ceases to charge or require the insurance premium. With effect for the future, the Client must provide:

Proof of the new insurance taken out with immediate effect.
Copy of the policy showing Smart Padel as beneficiary.
Evidence of payment of the corresponding premium.
A declaration confirming that the Assets are adequately insured.

5.5. Excess Payable by the Client

In any insured claim, the excess payable by the Client shall be:

Standard excess: €150.00 per claim.
Maximum policy excess: €500.00 (this shall apply in the event of more serious claims if so established in the policy).

The Client must pay the excess directly to the insurance company or to Smart Padel, as applicable, within a maximum of seven (7) calendar days from notification of the amount.

5.6. Prohibition of Actions Detrimental to Coverage

The Client shall refrain from taking any actions that may in any way prejudice the insurance cover. In particular, the Client undertakes to:

Not make false or incomplete statements to the insurer.
Not aggravate the risks covered by the policy without the insurer’s prior authorisation.
Comply with all prevention and safety measures set out in the policy.
Immediately notify the insurer of any claim or circumstance that may give rise to a claim.
Fully co-operate in the loss assessment and settlement process.
Not carry out repairs or replacements of the damaged Assets without the prior authorisation of the insurer and Smart Padel.

5.7. Procedure in the Event of a Claim

5.7.1. Notification of the Claim

In the event of a claim affecting the Assets, the Client must:

Notify Smart Padel and the insurance company within a maximum of twenty-four (24) hours.
Provide all information and documentation required for processing the claim.
Allow access to the premises for inspection and assessment of the damage.
Take reasonable measures to minimise the damage and prevent its aggravation.
Retain the remains of the damaged equipment until the loss adjuster has carried out the relevant inspection.

5.7.2. Processing and Settlement

Smart Padel, as beneficiary of the insurance, shall manage the processing of the claim with the insurance company. The corresponding indemnity shall be received by Smart Padel and applied to:

Repair of the damaged Assets, if technically possible and economically viable.
Replacement of the Assets with others of similar characteristics, if repair is not possible.
If neither repair nor replacement is possible, Smart Padel may terminate the Agreement, retaining the indemnity as compensation for the loss of the Assets.

5.7.3. Continuity of the Agreement During Processing

During the processing of the claim and until repair or replacement of the Assets:

The Client shall remain obliged to pay the monthly Fees.
Maintenance services shall be suspended in respect of the damaged Assets.
Smart Padel shall not be liable for the Client’s loss of income or loss of profit.
The repair or replacement timeframe shall depend on the speed of processing of the claim by the insurer.

6. Payment of rental fees

6.1. Method of Payment: Bank Transfer

The method of payment for the monthly Fees shall be bank transfer. The Client must make a monthly bank transfer to the Smart Padel account indicated on each invoice.

Smart Padel bank details:

Account holder: Smart Padel Automation, S.L.
IBAN: [INSERT ACCOUNT IBAN]
Bank: [INSERT BANK NAME]
Reference: The contract number and the corresponding month must be stated.

6.2. Prohibition of Direct Debit (SEPA)

Smart Padel does NOT accept direct debit (SEPA) for monthly subscriptions. As from January 2026, this method of payment is NOT permitted for recurring monthly payments.

The Client expressly accepts that it is its responsibility to make the monthly bank transfer within the time limits established in this Agreement.

6.3. Due Date and Frequency of the Fees

6.3.1. Monthly Fees

The Client owes Smart Padel the monthly Fees, which are payable in advance on the first (1st) day of each month to which they relate. The transfer must be made so that the funds are available in Smart Padel’s account on the 1st day of each month or, if that day is a public holiday or non-working day, on the first subsequent Business Day.

6.3.2. Pro Rata Payment in Case of Early Delivery

If the Assets are delivered before the first (1st) day of the month in which the term of the Agreement begins, the Client shall pay, for the intermediate period, a proportional amount equivalent to 1/30 of the monthly Fee for each calendar day elapsed from delivery until the start of the term.

Example: If the monthly Fee is €300 and the Assets are delivered on 15 March (with commencement of the Agreement on 1 April), the Client shall pay for the period from 15 to 31 March:

17 days × (€300 / 30) = €170.

6.3.3. Issue of Invoices

Smart Padel shall issue and send the Client, at least five (5) Business Days prior to the payment due date, the corresponding invoice stating the exact amount to be transferred and the bank details for making the payment.

6.4. Default Interest in Case of Non-Payment

In the event of default or delay in payment of any amount owed to Smart Padel (monthly Fees, insurance premiums, repair costs, penalties, etc.), the Client shall pay default interest calculated at the agreed rate, corresponding to:

Default interest rate: the statutory legal interest rate in force at any given time, increased by fifteen percentage points (+15%).

Calculation example: If the statutory legal interest rate is 3% per annum, the applicable default rate shall be 18% per annum (3% + 15%).

Default interest shall accrue automatically from the day following the payment due date until the date of effective payment and shall be calculated on the outstanding principal.

6.5. Penalty for Non-Payment or Late Payment

In the event of non-payment or a delay of more than five (5) calendar days in the payment of any Fee:

The Client shall pay Smart Padel a penalty of fifty euros (€50.00), plus VAT at the legally applicable rate.
This penalty shall be added to the outstanding amount and shall accrue default interest from the day following the payment due date until effective payment.
Smart Padel may suspend access to the software licences and maintenance services until payment has been regularised.

6.6. Payment Reminders

Smart Padel shall send the Client payment reminders by email five (5) days prior to the due date of each Fee. However, the sending or non-sending of such reminders does not affect the Client’s obligation to make timely payment.

It is the Client’s sole responsibility to ensure that payment is made on time. Smart Padel shall not be liable if the Client does not receive reminders due to technical issues, spam filters or incorrect email addresses.

6.7. Proof of Payment

The Client must retain proof of all bank transfers made throughout the term of the Agreement and until expiry of any actions arising therefrom. Smart Padel may request the Client to provide such proof in the event of any discrepancy regarding payments made.

6.8. Allocation of Payments

Where the Client makes a partial payment insufficient to cover all amounts due, Smart Padel shall allocate such payment in the following order of priority:

Recovery costs, notifications and debt collection management expenses.
Accrued default interest.
Penalties for late payment.
Overdue insurance premiums.
Overdue monthly Fees, starting with the oldest.
Any other amounts due.

The Client may not unilaterally modify this order of allocation or make partial allocations to certain items to the exclusion of others.

7. Adjustment of rental fees

7.1. Smart Padel’s Right to Adjust the Fees

Smart Padel reserves the right, at any time, to adjust the monthly Fees due under this Agreement and the Specific Conditions agreed between the parties.

The adjustment shall be made under the following conditions:

Frequency: The adjustment may be made once per year, on the anniversary of the commencement date of the Agreement.
Maximum limit: The adjustment may not exceed the increase recorded by the General Consumer Price Index (CPI), National Aggregate, published by the Spanish National Statistics Institute (INE), in the twelve (12) months preceding the adjustment date.
Prior notice: Smart Padel shall notify the Client of the proposed adjustment at least thirty (30) days prior to the date on which the modification is to take effect.
Form of notification: The communication shall be made by email to the address indicated by the Client, specifying the new Fee amount and the percentage increase applied.

7.2. Client’s Right to Challenge Excessive Adjustments

If the adjustment proposed under Clause 7.1 represents a percentage higher than the CPI increase in the preceding twelve (12) months, the Client may challenge the excess applied by sending a registered letter with acknowledgement of receipt to Smart Padel.

7.2.1. Time Limit for Challenge

The Client shall have a period of fifteen (15) calendar days from the date of receipt of the adjustment notification to submit its challenge. After this period, if no challenge has been received, the Client shall be deemed to have accepted the proposed adjustment.

7.2.2. Content of the Challenge

The Client’s challenge must include:

Identification of the Agreement and the Client.
Reference to the adjustment notification received.
Indication of the CPI increase for the relevant period, providing official documentation from the INE to evidence it.
Calculation of the increase that the Client considers legally applicable.
An express request for rectification of the adjustment.

7.2.3. Resolution of the Challenge

Smart Padel shall examine the challenge and, within a maximum period of ten (10) Business Days from receipt, notify the Client of its decision, which may be:

Acceptance of the challenge: The CPI increase evidenced by the Client shall be applied.
Partial acceptance: An intermediate percentage duly justified shall be applied.
Rejection: The proposed adjustment shall be maintained if Smart Padel demonstrates that it does not exceed the CPI or that exceptional circumstances justify it.

7.3. Extraordinary Adjustment Due to Exceptional Circumstances

Exceptionally, Smart Padel may propose adjustments exceeding the CPI where duly justified extraordinary circumstances arise, such as:

Significant increases in the costs of components, materials or software licences of the Assets.
Substantial changes in tax or labour regulations directly affecting Smart Padel’s costs.
Extraordinary increases in energy or transport costs.
Significant devaluation of the euro against other currencies where the Assets or their components are acquired in foreign currency.

In such cases, Smart Padel must document the exceptional circumstances and the Client shall have the right to reject the extraordinary adjustment and terminate the Agreement without penalty, provided that it is outside the Initial Term.

8. Termination of the agreement

8.1. Right to Terminate for Definitive Breach

Both parties shall be entitled to terminate this Agreement immediately and at any time in the event of a definitive breach of the obligations set out herein by the other party.

The exercise of the right of termination shall not exclude the right of the non-breaching party to claim compensation for the damages caused by the breach.

8.2. Breaches Constituting Definitive Termination

The following shall constitute causes of definitive breach entitling Smart Padel to terminate the Agreement, in particular:

a) Non-payment: Failure to pay three (3) monthly Fees, whether consecutive or not, within a twelve (12) month period.

b) Unauthorised transfer or assignment: Transfer, assignment of the business operation, transfer of the business or closure of the commercial or industrial premises in which the Asset is installed, without Smart Padel’s prior written authorisation.

c) False statements: Any falsity, inaccuracy, inconsistency or omission in any communication or document provided by the Client that undermines Smart Padel’s trust or increases the risk of non-payment of the Fees or disappearance of the Assets.

d) Prolonged interruption of activity: Interruption of the Client’s commercial activity for a period exceeding three (3) consecutive months, unless such interruption is due to refurbishment works previously notified to Smart Padel.

e) Judicial seizure: Judicial seizure or attachment of the leased Assets or of other assets of the Client that compromise its ability to pay.

f) Corporate transactions: Demerger, merger, liquidation or dissolution of the Client, unless the resulting entity expressly assumes all obligations under this Agreement.

g) Insolvency situation: Legal grounds for dissolution of the Client due to losses, insolvency proceedings or any situation that may give rise to an application for insolvency which affects the guarantees of performance of the Agreement.

h) Improper use of the Assets: Use of the Assets for purposes other than those provided for in the Agreement, or in breach of applicable regulations.

i) Lack of insurance: Failure to comply with the obligation to keep the Assets insured in accordance with Section 5 for a period exceeding thirty (30) days.

8.3. Financial Consequences of Termination for Breach

Termination of the Agreement due to breach by the Client shall entitle Smart Padel, in addition to the amounts already accrued, to the following compensation:

a) Due and unpaid Fees: All monthly Fees due and unpaid up to the date of termination.

b) Penalty clause (during the Initial Term only): If termination occurs during the Initial Term, all monthly Fees not yet due up to the end of that Term, in accordance with clause 3.3 of this Agreement.

c) Default interest: Default interest on all outstanding amounts, as set out in clause 6.4.

d) Insurance premiums: Any insurance premiums due and unpaid.

e) Management and recovery costs: The costs of notifications, demands, debt recovery management and, where applicable, legal proceedings.

f) Recovery costs: The costs of collection, transport, storage and reconditioning of the Assets.

g) Damage to the Assets: The cost of repairing the Assets if they are returned with damage exceeding normal wear and tear.

8.4. Obligation of Immediate Return of the Assets

Termination of the Agreement places the Client under the obligation to immediately return the Assets to Smart Padel, in accordance with Section 10(a) of this Agreement.

If the Client does not voluntarily return the Assets within seven (7) calendar days from notification of termination, Smart Padel may:

Initiate judicial recovery actions in respect of the Assets.
Access the Client’s premises to remove the Assets, upon twenty-four (24) hours’ prior notice.
Invoice the Client a daily penalty equivalent to 5% of the monthly Fee for each day of delay in returning the Assets.
Claim any additional damages arising from the unlawful retention.

8.5. Possibility to Remedy the Breach

For the purposes of clause 8.2, the Client may only remedy the breach giving rise to termination if, before Smart Padel formally notifies termination, it proceeds to:

Pay all monthly Fees due up to the date of payment.
Pay a surcharge of twenty per cent (20%) on the total outstanding amount, as compensation for the breach.
Pay any insurance premiums due, where applicable.
Pay all accrued default interest.
Settle all notification and debt recovery management costs incurred by Smart Padel.
Regularise the situation that gave rise to the breach (for example, renew the insurance, notify change of address, etc.).

The remedy must be complete and cover all the items indicated. Partial payment or incomplete regularisation shall not prevent Smart Padel from exercising its right of termination.

Once Smart Padel has formally notified termination of the Agreement, the Client shall no longer be able to remedy the breach, unless Smart Padel expressly accepts the remedy and withdraws the termination notice.

9. Objection to renewal and termination by notice

9.1. Right to Object to Automatic Renewal

Either party wishing to object to the automatic renewal of the Agreement provided for in clause 3.3 may give notice of termination by informing the other party by registered letter with acknowledgement of receipt, giving at least thirty (30) calendar days’ prior notice before the end of the Initial Term or any subsequent Renewal Period.

9.1.1. Calculation of the Notice Period

The thirty (30) day notice period shall be calculated from the date of receipt of the registered letter by the other party, not from the date of sending. It is therefore the responsibility of the party wishing to terminate the Agreement to ensure that the notification reaches its destination in sufficient time.

Example: If the Initial Term ends on 31 December, the party wishing to object to renewal must ensure that the registered letter is received by the other party no later than 1 December.

9.1.2. Form of the Notification

The notification of termination must be made by registered letter with acknowledgement of receipt and must include:

Full identification of the Agreement (contract number, signature date).
Identification of the party giving notice of termination.
An express and unequivocal statement of the intention not to renew the Agreement.
Indication of the date on which the Agreement is to end (which must coincide with the end of the Initial Term or a Renewal Period).
Confirmation of the commitment to return the Assets under the conditions set out in the Agreement.

9.1.3. Consequences of the Termination Notice

Once termination notice has been given in accordance with the above:

The Agreement shall end on the indicated date, without automatic renewal.
The Client must proceed to return the Assets in accordance with Section 10.
All obligations of the Client shall subsist until the effective termination date of the Agreement.
The penalty clause provided for in clause 3.4 shall not accrue, provided that the termination notice is given after the Initial Term has ended.
Smart Padel may carry out an inspection of the Assets prior to the termination date to verify their condition.

9.2. Modification of Renewal Periods and Conditions

The parties may agree in writing at any time, by means of an Addendum to this Agreement, renewal periods and conditions different from those provided for in clause 3.3. In particular, the parties may agree:

Renewal periods of a duration other than one year (for example, two- or three-year renewals).
Notice periods different from the thirty days established.
Specific financial conditions for renewal periods.
Minimum stay commitments during renewal periods.
Any other modification the parties deem appropriate.

9.3. Renewal Proposal by Smart Padel

Up to thirty (30) days prior to the end of the Initial Term or any Renewal Period, Smart Padel may present the Client with renewal proposals containing specific conditions, which may include:

Modification of the Fee for the renewal periods.
Update or replacement of the Assets with more modern equipment.
Increase in the number of leased Assets.
Modification of the services included in the Fee.
Any other modification that Smart Padel considers beneficial to both parties.

The Client shall have a period of fifteen (15) calendar days from receipt of the proposal to accept or reject it. Failure to respond within this period shall be deemed a rejection of the proposal, and the Agreement shall be automatically renewed under the conditions of the original Agreement.

10. Obligation upon termination of the agreement

Either party wishing to object to the automatic renewal of the Agreement provided for in clause 3.3 may give notice of termination by informing the other party by register

10.1. If MODALITY A Was Contracted (Hardware Sale)

The Hardware is the PROPERTY of the Client and therefore:

The Client is NOT required to return the Hardware.
The Client retains ownership and possession of the Hardware.
The Client may continue using the Hardware (without the Software).
Smart Padel has NO maintenance obligations in respect of the Hardware once the Agreement has ended.
The Client immediately loses access to the Software upon termination of the subscription.

10.1. If MODALITY B Was Contracted (Hardware Renting / Lease)

The Hardware is the PROPERTY of Smart Padel and therefore:

10.2.1. Obligation to Return the Hardware

The Client MUST return, at its own risk and expense, all leased Hardware to Smart Padel, in perfect condition of preservation and operation, taking into account normal wear arising from prudent use in accordance with its purpose.

10.2.2. Return Period

The Client shall have a maximum period of seven (7) calendar days, counted from the termination date of the Agreement, to return the Hardware to the address indicated by Smart Padel.

10.2.3. Condition of the Returned Hardware

The Hardware must be returned:

In perfect working condition, save for normal wear from proper use.
Clean and free from any dirt, dust or residues.
With all accessories, cables, manuals and complementary elements originally delivered.
Properly packaged to protect it during transport.
Without unauthorised alterations, modifications or repairs.

10.2.4. Inspection and Return Certificate

Smart Padel shall inspect the returned Hardware within five (5) Business Days and shall draw up a Return Certificate indicating its condition. If there is damage beyond normal wear and tear, the Client shall be liable for the cost of repairs.

10.2.5. Failure to Return the Hardware

If the Client fails to return the Hardware within the established period, the penalties provided for in Section 4.7 of this Agreement shall apply, including a penalty equivalent to 150% of the monthly Renting Fee for each month of delay.

10.3. Common Obligations (Both Modalities)

10.3.1. Immediate Cessation of Use of the Software

Upon termination of the Agreement, the Client must IMMEDIATELY cease using the Software, regardless of the Hardware modality contracted.

The Client must:

Stop accessing the Smart Padel management platform.
Delete any saved access, passwords or credentials.
Not attempt to access the Software after termination of the subscription.
Acknowledge that any unauthorised access constitutes infringement of intellectual property rights.

10.3.2. Payment of Oustanding Amounts

The Client must pay all outstanding amounts up to the termination date of the Agreement, including:

Overdue and unpaid Software subscription Fees.
Overdue and unpaid Hardware Renting Fees (if Modality B applies).
Accrued default interest.
Applicable penalties.
Hardware repair costs (if Modality B applies and there is damage).
Any other amounts owed under the Agreement.

10.3.3. Data Export

Before termination of the Agreement, the Client must export all data it wishes to retain from the Smart Padel platform. Smart Padel shall retain the Client’s data for a period of thirty (30) days after termination of the Agreement, after which the data may be permanently deleted without possibility of recovery.

11. Assigment of the lessor's position

11.1. Smart Padel’s Right of Assignment

The Client expressly agrees that Smart Padel may assign its position as lessor under this Agreement, transferring all its rights and obligations to a third party. Such assignment may be carried out by means of:

Sale of the leased Assets together with the contractual position to another entity.
Assignment of the receivables arising from the outstanding monthly Fees to a financial institution or factoring entity.
Transfer of the Agreement within the framework of a corporate transaction (merger, demerger, contribution of business, etc.).
Any other legally valid form of transfer.

11.2. Notification of the Assignment

Smart Padel shall notify the Client of the assignment of its contractual position by written notice, which may be made by email, registered letter or burofax. The notice must include:

Identification of the assignee (new lessor).
Contact details of the assignee for future communications.
Effective date of the assignment.
Confirmation that the assignee assumes all Smart Padel’s obligations under this Agreement.
New bank details for payment of the monthly Fees, where applicable.

11.3. Effects of the Assignment for the Client

As from the effective date of the assignment:

The assignee (new lessor) shall assume all rights and obligations previously corresponding to Smart Padel.
The Client must pay the monthly Fees to the assignee, into the bank account indicated by it.
The assignee shall be responsible for providing the maintenance and technical support services included in the Agreement.
The Client may address to the assignee all communications, complaints and requests relating to the Agreement.
The assignee may exercise all Smart Padel’s rights, including the right to terminate the Agreement for breach.

11.4. Maintenance of Contractual Conditions

Assignment of the contractual position shall not alter any of the conditions of this Agreement. In particular, the following shall remain in force:

The amount of the monthly Fee.
The duration of the Initial Term and the Renewal Periods.
All obligations of the Client established in the Agreement.
The Client’s rights and powers (for example, the right to object to renewal).
The agreed limitations and exclusions of liability.

11.5. Release of Smart Padel

As from the effective date of the assignment, Smart Padel shall be released from all its obligations under this Agreement, and the Client may not require Smart Padel to perform any obligation arising after that date. However, Smart Padel shall remain liable for the performance of any obligations accrued prior to the assignment.

12. Address for the purposes of legal notices

12.1. Agreed Addresses

The addresses of Smart Padel and of the Client stated in the heading of this Agreement shall constitute the agreed addresses for all legal purposes, including notices, demands, claims and any other communications to be made between the parties.

12.2. Obligation to Notify Changes of Address

Any change of address by either party must be notified to the other party in writing (by registered post, burofax or email with acknowledgement of receipt) within a maximum period of fifteen (15) calendar days from the date on which the change occurs.

The notification must include the new full address (street, number, floor, postcode, town/city, province), as well as new contact details if they have changed (telephone, email address).

12.3. Consequences of Failure to Notify

If a party fails to notify its change of address in due time, all notices, demands and communications sent to the last known address shall be deemed to have been validly and effectively made, regardless of whether they are actually received by the addressee.

If notifications are returned due to incorrect address, unnotified change of address or absence of the addressee, the sending party may:

Make a second attempt at notification at the same address.
Carry out enquiries to locate the new address of the receiving party.
Publish the notification in the relevant Official Gazette, where necessary.
Consider the notification to have been validly made ten (10) calendar days after the first attempt.

All costs arising from locating the new address or carrying out notifications at incorrect addresses shall be borne by the party that failed to notify the change.

12.4. Notifications by Email

Without prejudice to the foregoing clauses, the parties agree that ordinary communications relating to the performance of the Agreement (invoices, due date reminders, fee adjustments, maintenance information, etc.) may be validly made by email to the addresses stated in the Agreement.

However, formal notices that may have significant legal consequences (payment demands, termination notices, damage claims, etc.) must be made by registered post with acknowledgement of receipt or by burofax, without prejudice to simultaneously sending an informational copy by email.

13. Processing of Personal Data

13.1. Data Controller and Purpose

Smart Padel Automation, S.L., with registered office at [INSERT ADDRESS], acts as the data controller of the Client’s personal data. The Client gives its express consent for Smart Padel to store and process its personal data, which shall be processed confidentially and exclusively for the following purposes:

Management and performance of this lease Agreement.
Invoicing and collection of the monthly Fees and any other amounts due.
Provision of maintenance, technical assistance and support services.
Compliance with Smart Padel’s legal obligations (accounting, taxation, etc.).
Communication with the Client in relation to the Agreement.
Management of claims, incidents and insured events.
Improvement of the services provided through the analysis of aggregated and anonymised data.

13.2. Categories of Data Processed

Smart Padel shall process the following categories of the Client’s personal data:

Identification data: full name (individual) or company name (legal entity), tax identification number, address, telephone number, email address.
Banking data: IBAN account number for payment purposes.
Commercial data: monthly Fees, payment history, insured events, claims.
Premises-related data: address of installation of the Assets, characteristics of the premises.
Legal representatives’ data: identification and contact details of persons acting on behalf of the Client.

13.3. Client’s Rights (Data Subject)

The Client is guaranteed the exercise of the following rights in relation to its personal data, in accordance with Regulation (EU) 2016/679 (GDPR) and Organic Law 3/2018 of 5 December on Personal Data Protection and the Guarantee of Digital Rights:

Right of access: to obtain confirmation as to whether Smart Padel is processing its personal data and, where that is the case, access to the data.
Right to rectification: to request correction of inaccurate or incomplete data.
Right to erasure (“right to be forgotten”): to request erasure of its data when, among other reasons, they are no longer necessary for the purposes for which they were collected.
Right to restriction of processing: to request restriction of processing in certain circumstances.
Right to object: to object to the processing of its data on grounds relating to its particular situation.
Right to data portability: to receive its data in a structured, commonly used and machine-readable format and to transmit them to another controller.
Right to withdraw consent: at any time, without affecting the lawfulness of processing based on consent prior to its withdrawal.
Right to lodge a complaint: with the Spanish Data Protection Agency (www.aepd.es) if it considers that the processing of its data infringes the applicable regulations.

13.4. Exercise of Rights

The Client may exercise its rights by communicating with Smart Padel through any of the following means:

Email: customercare@smartpadel.es

The request must be accompanied by a copy of the applicant’s ID/passport or equivalent document to verify identity. Smart Padel shall respond within a maximum period of one (1) month from receipt of the request, which may be extended by a further two months in cases of particular complexity, informing the data subject accordingly.

13.5. Recipients of the Data (Disclosures)

The Client’s personal data may be disclosed to third parties in the following cases:

Smart Padel subcontractors: companies providing maintenance, repair, transport or storage services for the Assets, solely for the performance of the Agreement.
Financial institutions: for the management of collections by direct debit or bank transfer.
Insurance companies: for the contracting and management of insurance policies covering the Assets.
Professional advisers: lawyers, auditors, tax consultants, where necessary to protect Smart Padel’s interests.
Public authorities: where there is a legal obligation to disclose the data (Tax Agency, Social Security, judicial authorities, etc.).
Credit information systems: Smart Padel may disclose the Client’s data and information relating to performance or non-performance of the Agreement to credit information systems (creditworthiness files) such as ASNEF-EQUIFAX, in accordance with clause 13.6.

13.6. Disclosure to Credit Information Systems

The Client expressly authorises Smart Padel to disclose its personal data, as well as data and information relating to the conclusion and performance of this lease Agreement, to credit information systems, in particular ASNEF-EQUIFAX or any other organisation dedicated to general credit protection of which Smart Padel is a member or affiliated entity.

This disclosure shall include data relating to payment incidents (defaults, delays, claims), as well as information on compliance with contractual obligations, insofar as necessary to safeguard the legitimate interests of Smart Padel or any other entity affiliated with the system, without prejudice to the Client’s interests.

The Client has the right at any time to know what data relating to it are included in creditworthiness files and to exercise the rights of access, rectification, erasure and objection before such entities.

13.7. Data Retention Period

The Client’s personal data shall be retained for the following periods:

During the term of the Agreement: for its management and performance.
After termination of the Agreement: for the statutory limitation periods for actions (minimum 6 years) in order to deal with possible claims or liabilities.
Tax and accounting data: for the legally established period (currently 4 years from the last tax return in which they are relevant).
Data in credit information systems: in accordance with the specific regulations applicable to such systems, and in any event they shall be deleted once the debts have been settled or the periods provided for in data protection legislation have elapsed.

After the indicated periods, the data shall be deleted or anonymised so that the Client can no longer be identified.

13.8. Privacy Policy and Further Information

For further information on how Smart Padel processes personal data, the Client may consult the Data Protection Policy available on the website:

https://smartpadelautomation.com/politica-privacidad

The Client may also contact Smart Padel’s Data Protection Officer (if appointed) at the following address: customercare@smartpadel.es

14. Formalisation of the agreement by electronic means

14.1. Electronic Execution of the Agreement

Smart Padel and the Client agree to enter into this lease Agreement by electronic means, through the use of an advanced electronic signature in accordance with Regulation (EU) No 910/2014 of the European Parliament and of the Council (eIDAS Regulation) and Law 6/2020 of 11 November regulating certain aspects of trusted electronic services.

Electronic execution of the Agreement offers the following advantages:

Agility: Immediate signing and entry into force of the Agreement.
Convenience: No need for travel or postal dispatches.
Security: The electronic signature guarantees the authenticity, integrity and non-repudiation of the Agreement.
Cost savings: Elimination of printing, mailing and physical archiving costs.
Sustainability: Reduction of paper consumption and carbon footprint.

14.2. Validity and Effectiveness of the Electronic Signature

Once electronically signed, the Agreement shall be retained by Smart Padel in electronic format throughout its term and for the statutory limitation periods following its termination.

The Client shall receive a copy of the signed Agreement by email and may request an additional copy at any time, which Smart Padel shall provide free of charge.

14.3. Retention of the Electronic Agreement

Once electronically signed, the Agreement shall be retained by Smart Padel in electronic format throughout its term and for the statutory limitation periods following its termination.

The Client shall receive a copy of the signed Agreement by email and may request an additional copy at any time, which Smart Padel shall provide free of charge.

14.4. Option for Non-Electronic Execution

If the Client prefers to execute the Agreement by handwritten signature on paper rather than electronically, it must expressly notify Smart Padel at the start of the contracting process.

In such case, Smart Padel shall send the Client two copies of the Agreement in paper format for handwritten signature. The Client must sign both copies and return them to Smart Padel, retaining one copy.

Cost of non-electronic execution: Seventy-five euros (€75.00), plus VAT at the legally applicable rate, to be paid by the Client to Smart Padel in the month following receipt of the Assets.

This cost covers printing, registered postal dispatch, physical archiving and administrative management expenses associated with paper execution.

15. Issue of invoices and cost for changes in client identification

15.1. Issue of Invoices by Email

By default, Smart Padel shall send all invoices relating to the monthly Fees and any other amounts due under this Agreement by email to the email address provided by the Client in the Agreement.

Electronic invoices:

Have the same legal validity as paper invoices.
Shall be sent in PDF format, electronically signed by Smart Padel.
Shall be deemed received at the time of sending, unless the Client proves a technical failure in receipt.
Shall be available for download in the client area of the Smart Padel website.
May be printed by the Client as many times as necessary.

15.2. Change of Email Address for Invoices

The Client may change at any time the email address to which it wishes to receive invoices by notifying Smart Padel in writing (by email to customercare@smartpadel.es or through the client area on the website).

The change shall take effect from the first day of the month following receipt of the notification by Smart Padel.

It is the Client’s responsibility to keep its email address up to date. If invoices are returned due to an incorrect address or full mailbox, Smart Padel may temporarily suspend the provision of services until the Client regularises its contact details.

15.3. Request for Paper Invoices by Post

If the Client wishes to receive printed invoices by post instead of by email, it must expressly request this in writing to Smart Padel, indicating the full postal address to which they should be sent.

Cost of postal delivery of invoices: Ten euros (€10.00), plus VAT at the legally applicable rate, for each invoice sent by post.

This cost shall be invoiced monthly together with the Fee and covers printing, envelopes, postage and postal dispatch management expenses.

15.4. Duplicate Invoices

The Client may request duplicates of invoices already issued:

By email: At no additional cost. Smart Padel shall resend the requested invoice within two (2) Business Days.
Printed and sent by post: At a cost of ten euros (€10.00), plus VAT, per invoice.
Certified copies: If the Client requires a certified copy of an invoice (for example, to submit to public bodies), the cost shall be twenty euros (€20.00), plus VAT, per invoice.

15.5. Sending of Notices, Demands and Communications

In addition to invoices, Smart Padel shall send the following types of communications to the Client by email:

Due date notices for the monthly Fees.
Payment demands in the event of non-payment.
Notifications of Fee adjustments (in accordance with Section 7).
Information on maintenance, software updates or technical incidents.
Insurance renewal reminders.
Communications relating to the performance of the Agreement.

Notwithstanding the foregoing, formal communications that may have significant legal consequences (formal payment demands, notice of termination of the Agreement, damage claims, etc.) shall be made by registered post with acknowledgement of receipt or by burofax, in accordance with Section 12.

15.6. Costs for Changes in the Client’s Tax Identification

If the Client requests to modify its tax identification details (change of company name, tax identification number, tax address, etc.) once the Agreement has commenced, Smart Padel must update its systems, amend billing details and, in some cases, issue corrective invoices.

The following costs shall apply:

Simple tax data changes (change of tax address): No cost.
Change of company name or tax identification number: Fifty euros (€50.00), plus VAT, per modification. This cost covers system updates, amendment of the Agreement and issue of corrective invoices where necessary.
Issue of corrective invoices: Twenty euros (€20.00), plus VAT, per corrective invoice issued.

These costs shall be invoiced to the Client in the month following the change.

Important note: If the change of tax identification is due to a corporate transaction (merger, demerger, etc.), Smart Padel shall assess whether it is necessary to formalise an assignment of contractual position in accordance with Section 11, which may entail additional costs.

15.7. Language of Invoices and Communications

All invoices and communications shall be issued in Spanish, unless the Client expressly requests that they be issued in another language (English, French, German, Italian). In such case, Smart Padel shall assess the feasibility of complying with the request.

If Smart Padel agrees to issue invoices in a language other than Spanish, a surcharge of 5% shall be applied to the amount of each invoice issued in a foreign language, as translation and adaptation costs.

Accepetance of entry into force of the agreement

Option 1 – Electronic signature of the quotation:

By electronically signing the quotation sent by Smart Padel through Odoo, the Client expressly accepts these Terms and Conditions. The electronic signature has full legal validity in accordance with the eIDAS Regulation.

Option 2 – Making payment:

By making the first payment (bank transfer, card payment or any other means), the Client IMPLICITLY accepts these Terms and Conditions. Payment constitutes conclusive evidence that the Client is aware of and accepts the conditions of the contracted service.

Option 3 – Commencement of the service:

By receiving the Assets and/or starting to use Smart Padel’s services, the Client IMPLICITLY accepts these Terms and Conditions.

Access to the Terms and Conditions

The Terms and Conditions are ALWAYS available to the Client at:

Website: www.smartpadelautomation.com/terms
Direct request by email to: customercare@smartpadel.es

Presumption of Knowledge and Acceptance

It is PRESUMED that the Client has read, understood and fully accepted these Terms and Conditions when it carries out any of the actions indicated in the section “Methods of Acceptance”.

This presumption operates in accordance with article 1227 of the Spanish Civil Code, which establishes that “in acts and contracts requiring the consent of both parties, the presumption is in favour of the party who does not seek nullity”.

Waiver of Claims of Lack of Knowledge

The Client expressly waives any claim of lack of knowledge of these Terms and Conditions once payment has been made or the service has commenced. The public and permanent availability of these terms on Smart Padel’s website, as well as their inclusion in all commercial communications, ensures that the Client has access to them at all times.

Amendments to the Terms and Conditions

Smart Padel reserves the right to amend these Terms and Conditions at any time. Amendments shall take effect:

For new agreements: From their publication on the website.
For existing agreements: Thirty (30) days after notification by email to the Client, unless the Client expressly states its disagreement, in which case it may terminate the Agreement without penalty during the Renewal Periods (but not during the Initial Term).

Legal Information

Last update: January 2026

Smart Padel Automation, S.L.

Tax ID: B10622264

Registered office: Calle Cronos 10, 3rd floor, 28037 – Madrid

Email: customercare@smartpadel.es

Website: www.smartpadelautomation.com