Marketplace terms

1. Platform Operator Details

2. Scope and Acceptance

1.1. These Marketplace Terms (hereinafter, the "Terms") govern the relationship between VIUZI ESP, SL (hereinafter, "Viuzi", "the Platform" or "we") and the professional users who offer services through the Viuzi platform (hereinafter, "Service Providers" or "professional users"), in accordance with Regulation (EU) 2019/1150 of the European Parliament and of the Council of 20 June 2019 on promoting fairness and transparency for business users of online intermediation services (hereinafter, the "P2B Regulation").

1.2. Viuzi is a services marketplace that connects Service Providers (with the SERVICE_PROVIDER_ADMIN role) with Service Requesters (with the SERVICE_REQUESTER_ADMIN role). The Platform acts exclusively as an intermediary and is not a party to the service contracts concluded between Providers and Requesters.

1.3. These Terms apply to any professional user who registers on Viuzi with the intention of offering services through the Platform, regardless of their legal form or country of establishment within the European Union or the European Economic Area.

1.4. Accessing and using the Platform as a Service Provider implies full acceptance of these Terms. Viuzi shall make a copy of the current Terms available to the professional user at all times, accessible from their control panel. VIUZI ESP, SL will maintain an archive of previous versions of these Terms, accessible from the Professional User's control panel, to facilitate comparison between versions. These Terms are publicly available at https://www.viuzi.com/legal/terminos-del-marketplace prior to registration, in accordance with Article 3(1) of Regulation (EU) 2019/1150.

1.5. Restriction to Legal Entities. The Platform is intended exclusively for legal entities (companies, businesses, entities with separate legal personality) and self-employed professionals acting in the exercise of their commercial or professional activity. Registration as a Service Provider or Service Requester requires acting in the capacity of a legal entity or professional. Natural persons not acting in the exercise of a commercial or professional activity may not register on the Platform.

1.6. These Terms are supplemented by the Payment and Refund Policy, the Privacy Policy and the Platform's Terms of Service.

3. Registration and Onboarding Process

2.1. Account Creation

To use Viuzi as a Service Provider, the user must complete the following steps:

a) Initial registration: Create an account using Google authentication (Google Login). The system assigns a unique account per email address. The same email address always corresponds to the same account.

b) Role selection: After the first login, the user must select the SERVICE_PROVIDER_ADMIN role via the corresponding endpoint. This assignment is immutable and cannot be changed afterwards.

c) Subscription plan selection: The Provider must select a plan from those available (FREE, BASIC, PROFESSIONAL or ENTERPRISE), each with different limits and conditions as described in Section 5.

2.2. Profile Completeness

The Provider must complete their professional profile to achieve the PROFILE_COMPLETE status. An incomplete profile limits visibility and the ability to receive job invitations. Profile completeness includes, at a minimum:

• Business identification data.
• Description of services offered.
• Service areas (geographical coverage zones).
• Skills and service categories.
• Profile photograph or company logo.

2.3. KYC (Know Your Customer) Verification

a) All Service Providers are subject to an identity verification process administered by the Viuzi team. Verification requires the submission of documentation proving identity and, where applicable, the capacity to provide the services offered.

b) Documentation must mandatorily include:

• Business documentation (company registration, VAT number, tax identification number or equivalent).
• Valid identity document or passport of the authorised representative.
• Relevant professional certifications.
• Public liability insurance policy (if applicable to the type of service).
• Any other document that the Platform reasonably deems necessary to verify the Provider's identity and capacity.

c) KYC verification approval is a prerequisite for accessing certain Platform functionalities, including receiving payments through Stripe Connect.

d) Viuzi reserves the right to request additional documentation at any time if there are reasonable indications of irregularity or if applicable regulations so require.

e) VIUZI ESP, SL will complete the review of KYC documentation within a maximum period of ten (10) business days from receipt of the complete documentation. In the event of denial, the User will receive a notification with the specific reasons and will have the opportunity to rectify the deficiencies or appeal the decision through the internal complaints system (Section 8).

2.4. Professional Insurance

Providers offering services in regulated categories (construction, electrical installations, plumbing, gas, and others requiring professional authorisation) must maintain a valid professional liability insurance policy with minimum coverage adequate to the nature of the services provided. Proof of insurance may be required as part of the verification process.

2.5. Professional Licences and Authorisations

Providers declare and warrant that they hold and will maintain all licences, permits, certifications and professional authorisations required by applicable law in their jurisdiction for the provision of the services they offer through the Platform. Viuzi may request documentary evidence of such authorisations at any time.

4. Service Listings and Visibility

3.1. Appearance in Search Results

Service Providers appear in the Platform's search results when their profile, service areas and skills match a Requester's search criteria. The Platform uses Atlas Search for indexing and full-text search.

3.2. Ranking Parameters (Article 5 of the P2B Regulation)

In accordance with Article 5 of Regulation (EU) 2019/1150, Viuzi transparently discloses the main parameters that determine the ranking of Providers in search results and job invitations. The parameters are as follows, listed in order of their relative weight in the algorithm:

a) Geographical proximity: The distance between the Provider's location or their declared service area and the location of the requested job. Providers closer to the job receive higher priority.

b) Average rating: The average score awarded by Requesters upon the completion of jobs. A higher rating improves the ranking position.

c) Response rate: The percentage of invitations to which the Provider has responded within the established deadline. A higher response rate indicates greater reliability and improves the position.

d) Subscription plan level: Providers with higher-level plans (BASIC and PROFESSIONAL) receive priority in visibility over Providers on the FREE plan. Specifically:

• Providers on the PROFESSIONAL plan receive maximum visibility priority.
• Providers on the BASIC plan receive intermediate priority.
• Providers on the FREE plan receive standard visibility.
• Providers on the ENTERPRISE plan receive individually negotiated visibility conditions.

e) Verification badge: Providers who have successfully completed the KYC verification process receive a verification badge that improves their ranking position.

f) Availability: The availability status declared by the Provider and the remaining capacity according to their subscription plan (available concurrent and monthly jobs).

g) Completion history: The percentage of jobs successfully completed relative to the total number of jobs accepted.

The ranking advantage derived from subscribing to a higher-tier Plan constitutes an indirect influence through remuneration on ranking, within the meaning of Article 5(3) of Regulation (EU) 2019/1150. There is no possibility of directly influencing ranking through additional payments outside the subscription system.

Requester behavioural data (contracting history, preferences) does NOT influence the ranking of Providers.

3.3. Modification of Ranking Parameters

Any substantial modification to the ranking parameters will be notified to professional users with a minimum advance notice of thirty (30) days, in accordance with the provisions of Section 13 of these Terms.

5. Job Matching and Invitation System

4.1. Job Matching

When a Requester publishes a job on the Platform, the system identifies eligible Providers based on the following criteria:

a) Service areas: The job must be located within at least one of the service areas declared by the Provider.

b) Skills and categories: The skills required by the job must match the skills declared by the Provider.

c) Availability: The Provider must have available capacity according to their plan limits (concurrent and monthly jobs).

d) Profile status: The Provider must have a complete profile (PROFILE_COMPLETE) and an active account.

4.2. Invitation Flow

The lifecycle of a job invitation follows these states:

1. INVITED: The Requester or the system sends an invitation to the Provider. Invitations will have an expiry period of 72 hours for IMMEDIATE urgency, 7 days for TODAY, and 14 days for SCHEDULED, after which they will automatically transition to EXPIRED status.
2. PROPOSED: The Provider responds to the invitation with a proposal (including price in the case of QUOTE-type jobs).
3. ACCEPTED: The Requester accepts the Provider's proposal. At this point, the Requester's payment method is verified via a Stripe SetupIntent, but no charge or fund hold is made. Acceptance of a proposal forms the service contract between the Provider and the Requester. Said contract is governed by the law agreed by the parties or, in its absence, by the Rome I Regulation (EC 593/2008). Viuzi is not a party to the contract but facilitates mediation in the event of a dispute.
4. IN_PROGRESS: The Provider begins execution of the job.
5. WORK_DONE: The Provider marks the job as completed.
6. COMPLETED: The Requester confirms the completion and quality of the job. If the Requester neither confirms nor disputes within 7 business days of WORK_DONE, the system will automatically confirm the COMPLETED status.
7. SETTLED: Payment is processed and funds are transferred to the Provider, after deduction of the Platform commission.

Terminal states (non-reversible) are: REJECTED (the Provider rejects the invitation), WITHDRAWN (the Requester withdraws the invitation or proposal) and EXPIRED (the invitation or proposal expires through inactivity).

4.3. Cooling-off Periods and Frequency Limits

To ensure fairness in the distribution of opportunities and to prevent saturation, the Platform applies cooling-off (cooldown) periods and frequency limits on the sending of invitations. These limits vary according to the Requester's subscription plan and are designed to prevent system abuse. Cooldown limits per plan are published at https://www.viuzi.com/pricing and are updated periodically.

4.4. Pricing Models

The Platform supports two pricing models for jobs:

a) FIXED (Fixed price): The Requester sets the price of the service when publishing the job. Providers can accept or decline the job at the stated price.

b) QUOTE: Providers submit their price proposals when responding to the invitation. The Requester selects the proposal they consider most appropriate.

4.5. Urgency Levels

Jobs may have the following urgency levels: IMMEDIATE (immediate execution), TODAY (same-day execution) and SCHEDULED (scheduled for a future date).

6. Pricing and Commissions

5.1. Platform Commission

Viuzi charges a percentage commission on the total price of each completed and settled job. The commission percentage varies according to the Provider's subscription plan:

Tax Treatment. All Platform Commissions are expressed as net amounts, excluding VAT or other applicable indirect taxes. VIUZI ESP, SL, as a VAT-registered entity in Spain (ESB05735576), will issue invoices with the applicable VAT: (a) For professional Users established in other EU Member States with a valid intra-Community VAT number: the reverse charge mechanism will apply in accordance with Article 196 of Directive 2006/112/EC; (b) For Users established in Spain: Spanish VAT at the current rate (currently 21%) will apply; (c) For Users established outside the EU: the transaction will be VAT-exempt.

The commission percentages indicated in the table above are those in force at the date of these Terms. The specific percentages applicable to the Provider's account form an integral part of the contractual conditions of the contracted plan and are communicated to the Provider clearly and unequivocally at the time of subscription, prior to entering into the contract. Any modification will be notified with thirty (30) days' advance notice.

5.2. Subscription Plans

The Platform offers the following subscription plans for Service Providers:

5.2.1. FREE Plan

• No subscription cost.
• Basic limits on concurrent and monthly jobs.
• Limited number of service areas.
• No team members.
• 5% commission on each completed job.
• Payout delay: seven (7) business days.
• Standard visibility in ranking.

5.2.2. BASIC Plan

• Monthly or annual subscription.
• Higher number of concurrent and monthly jobs.
• Higher number of service areas.
• Limited team members.
• 3.5% commission on each completed job.
• Payout delay: three (3) business days.
• Intermediate priority in visibility.

5.2.3. PROFESSIONAL Plan

• Monthly or annual subscription.
• Large number of concurrent and monthly jobs.
• Large number of service areas.
• Higher number of team members.
• 2% commission on each completed job.
• Payout delay: one (1) business day.
• Maximum priority in visibility.

5.2.4. ENTERPRISE Plan

• Individually negotiated conditions.
• Custom limits.
• Dedicated support.
• Payout delay: as individually agreed, not exceeding thirty (30) calendar days in accordance with Directive 2011/7/EU. Negotiated commission.

The specific quantitative limits of each plan (number of invitations, service areas, storage capacity) are published at https://www.viuzi.com/pricing and form a binding part of the plan contract.

The current subscription prices for each plan are published at https://www.viuzi.com/pricing and form an integral part of these Terms. The prices applicable to each subscription period will be those in force at the time of contracting or renewal.

5.3. Subscription Billing

Subscriptions are billed through Stripe. Billing details, renewal periods and cancellation policy are described in the Payment and Refund Policy.

Stripe payment processing fees (currently approximately 1.5% + EUR 0.25 for European cards, subject to the current rate published at stripe.com/pricing) are borne by the Provider and are deducted from the amount to be transferred, in addition to the Platform Commission.

7. Payment Processing and Settlement

6.1. Payment Processor

Viuzi uses Stripe as its payment processor. Service Providers must complete the Stripe Connect onboarding process in order to receive payments through the Platform.

6.2. Settlement Flow

The payment flow follows these stages:

a) Payment method verification: When the Requester accepts a proposal, the system verifies the payment method via a Stripe SetupIntent. No charge, hold or prior authorisation of funds is made at this point.

b) Charge to the Requester: Once the job reaches COMPLETED status, the settlement process is initiated. The system processes the actual charge to the Requester for the total agreed job amount.

c) Invoice generation: The system automatically generates:

• A service invoice (with the Provider as issuer) for the job amount.
• A Platform commission invoice for the intermediation fees.

d) Transfer to the Provider: Once the charge is confirmed, the funds are transferred to the Provider via Stripe Connect, after deduction of the Platform commission and observing the payout delay applicable to their subscription plan.

6.2bis. Self-Billing Authorisation

The Platform generates invoices on behalf of the Provider under a self-billing arrangement. By accepting these Terms, the Provider expressly authorises VIUZI ESP, SL to issue invoices on their behalf, in accordance with Royal Decree 1619/2012 approving the Invoicing Regulation and Article 224 of VAT Directive 2006/112/EC. The Provider agrees not to issue their own invoices for transactions covered by this self-billing arrangement. The Provider is entitled to review each invoice issued on their behalf and to reject any incorrect invoice by notifying legal@viuzi.com within fifteen (15) business days of issuance. In the event of rejection, VIUZI ESP, SL will issue a corrective invoice within five (5) business days.

Self-invoices issued by Viuzi will comply with the requirements of Article 226 of Directive 2006/112/EC and will include: (a) unique sequential numbering; (b) date of issuance; (c) complete details of the issuer and recipient (including intra-Community VAT number); (d) description of the service (intermediation commission); (e) taxable amount, tax rate and VAT amount; (f) reference to the self-billing arrangement. Self-invoices will be retained for a minimum period of seven (7) years. The Provider shall notify Viuzi of any change in their VAT registration status within fifteen (15) days of the change.

6.2ter. Failed Charge

In the event that the charge to the Requester fails after transitioning to COMPLETED status: (a) Viuzi will make up to three (3) additional charge attempts over seven (7) calendar days; (b) The Requester will be notified immediately and required to update their payment method within forty-eight (48) hours; (c) If the charge is not completed, the Requester's account may be suspended in accordance with Section 10; (d) The Provider will be informed of the charge status and their recovery options; (e) Viuzi does not guarantee collection and does not act as guarantor of payment between the parties. The Requester's payment obligation is independent of the success of the payment method.

6.3. Currency

The primary operating currency of the Platform is the euro (EUR). Prices, commissions and payments are expressed and processed in EUR unless another currency is explicitly indicated.

6.4. Payout Delay

The period between the settlement of a job and the actual receipt of funds by the Provider (payout delay) varies according to the contracted subscription plan: FREE: seven (7) business days; BASIC: three (3) business days; PROFESSIONAL: one (1) business day; ENTERPRISE: as individually agreed, not exceeding thirty (30) calendar days in accordance with Directive 2011/7/EU.

8. 6bis. Ancillary Goods and Services

As of the date of these Terms, Viuzi does not offer or facilitate the sale of ancillary goods or services to Providers or Requesters. Should ancillary services be introduced in the future, this section will be updated with at least thirty (30) days' advance notice, in accordance with Article 6 of Regulation (EU) 2019/1150.

9. Data Access and Portability (Article 9 of the P2B Regulation)

7.1. Data Generated by Professional User Activity

In accordance with Article 9 of Regulation (EU) 2019/1150, Viuzi informs professional users about their access to the personal and non-personal data generated by their activity on the Platform.

7.2. Data Accessible to the Provider

The Provider has access, via their control panel and the Platform API, to the following data:

a) Profile data: All information entered by the Provider in their profile. b) Job history: Details of all jobs in which they have participated, including statuses, dates, amounts and ratings received. c) Invitation history: Record of all invitations received and their status. d) Financial data: History of payments received, commissions deducted, invoices issued and Platform commission invoices. e) Performance statistics: Average rating, response rate, completion rate and other performance indicators. f) Subscription data: Subscription status, current plan, billing history.

7.3. Data Provided by Third Parties

Personal data of Service Requesters that is necessary for the provision of the service is shared with the Provider solely in the context of an accepted and active job, and always subject to applicable data protection regulations.

7.4. Data Portability

The Provider may at any time request an exportable copy of their data in a structured, commonly used and machine-readable format by contacting legal@viuzi.com. The request will be fulfilled within a maximum period of thirty (30) days.

7.5. Platform Access to Data

Viuzi accesses aggregated and anonymised data derived from professional users' activity for the purposes of service improvement, statistical analysis and development of new features. The Platform does not sell individualised data of professional users to third parties.

10. Complaints Management System (Article 11 of the P2B Regulation)

8.1. Internal Complaints Mechanism

In accordance with Article 11 of Regulation (EU) 2019/1150, Viuzi has an internal complaints management system accessible to all professional users. This system is free of charge and allows the submission of complaints relating to:

a) Alleged non-compliance by the Platform with the obligations established in the P2B Regulation. b) Technical issues directly related to the provision of the intermediation service. c) Measures taken by the Platform that affect the professional user (restrictions, suspensions, visibility modifications).

The complaints system is free and easily accessible in accordance with Article 11 of Regulation (EU) 2019/1150. Professional users may submit complaints: (a) through the complaints form available in their Platform control panel; (b) by email to complaints@viuzi.com. Viuzi designates a complaints officer accessible at complaints@viuzi.com. Key performance indicators of the complaints system (average response time, resolution rate) will be published in the annual transparency report.

8.2. Submission of Complaints

Complaints must be addressed to complaints@viuzi.com (or alternatively to legal@viuzi.com), indicating:

• Professional user identification (name, account email address, Platform account ID).
• Detailed description of the facts subject to the complaint.
• Supporting documentation, if any.
• The claimant's request.

8.3. Processing and Timelines

a) Viuzi will acknowledge receipt of the complaint within a maximum of five (5) business days. b) The Platform will examine the complaint in a diligent and proportionate manner. c) Viuzi will communicate the outcome of the investigation to the claimant within a maximum of thirty (30) calendar days from receipt of the complaint, together with the decision taken and its individualised reasoning. d) If the complaint requires a more complex investigation, Viuzi will inform the claimant of the extension of the deadline, which shall not exceed sixty (60) calendar days in total.

8.4. Annual Report

Viuzi will prepare and make available to professional users an annual report on the functioning of the complaints system, which will include the total number of complaints received, the main complaint topics, the average processing time and the decisions taken on an aggregate basis.

11. Mediation (Article 12 of the P2B Regulation)

9.1. Designated Mediators

In accordance with Article 12 of Regulation (EU) 2019/1150, Viuzi designates the following mediation bodies for the out-of-court resolution of disputes with professional users:

a) Mediation service of the Official Chamber of Commerce, Industry and Navigation of Málaga

• Website: https://www.camaramalaga.com
• Address: C/ Cortina del Muelle 23, 29015 Málaga, Spain

b) Centre for Effective Dispute Resolution (CEDR), as an alternative when the parties mutually agree:

• Website: https://www.cedr.com
• Address: 100 St Paul's Churchyard, London EC4M 8BU, United Kingdom

c) Vienna Chamber of Commerce Mediation Centre (Wiener Kaufmannschaft), as an EU-based alternative mediator:

• Website: https://www.wko.at/mediation
• Address: Schwarzenbergplatz 14, 1040 Vienna, Austria

d) Alternatively, any other mediation body that meets the requirements established in Article 12.2 of the P2B Regulation and is mutually accepted by both parties.

9.2. Willingness to Participate in Mediation

Viuzi commits to participating in good faith in mediation proceedings initiated in accordance with the P2B Regulation. Viuzi will bear at least fifty per cent (50%) of the mediation costs, in accordance with Article 12(3) of Regulation (EU) 2019/1150.

9.3. Language of Mediation

Mediation may be conducted in English or Spanish, as agreed by the parties.

9.4. Compatibility with Legal Proceedings

Recourse to mediation does not prevent or limit the right of either party to bring legal proceedings before the competent courts at any time, before, during or after the mediation proceedings.

12. Account Restriction, Suspension and Termination (Article 4 of the P2B Regulation)

10.1. Grounds for Restriction or Suspension

Viuzi may restrict, suspend or terminate the account of a professional user in the following circumstances:

a) Incomplete profile: The Provider has not completed their professional profile within the established timeframe or their profile no longer meets the minimum requirements.

b) Policy non-compliance: Violation of these Terms, the Terms of Service, the Payment and Refund Policy or any other Platform policy.

c) Moderation issues: Repeated negative ratings, complaints from Requesters or behaviour affecting Platform trust and safety. An average rating below 3.0 out of 5.0, calculated over a minimum of 5 ratings received in the last 90 days, will trigger a profile review.

d) Regulatory non-compliance: Failure to comply with applicable legal, tax or regulatory obligations applicable to the Provider's activity.

e) Invalid documentation: Submission of fraudulent, expired or invalid documentation in the KYC verification process.

f) Prolonged inactivity: Prolonged inactivity is defined as the absence of login, job publication, invitation response or service completion for a continuous period of 12 months.

g) Legal obligation: When a legal or regulatory obligation requires the adoption of such a measure.

10.1bis. Remediation Period and Indicative Thresholds

Before proceeding with the restriction of a professional user's account for remediable causes, Viuzi will grant a remediation period of fifteen (15) business days. Indicative thresholds for restriction include: (a) three (3) or more substantiated complaints within a period of ninety (90) days; (b) failure to maintain valid professional insurance following a notice; (c) two (2) or more verified breaches of service quality standards; (d) an average rating below 3.0 out of 5.0, calculated over a minimum of 5 ratings received in the last 90 days. The reasoning provided to the user will include the specific facts and circumstances, the applicable contractual or legal basis, and reference to the right of clarification, in accordance with Article 4 of Regulation (EU) 2019/1150.

10.2. Prior Notice

a) Restriction or suspension: Viuzi will notify the professional user, prior to the measure taking effect and at the latest at the time of its application, of the specific reasons for the restriction or suspension, by communication to the email address associated with the account.

b) Termination: Except in the circumstances set out in Section 10.3, Viuzi will notify the decision to terminate the account with a minimum notice of thirty (30) days before the effective date of termination. The notification will include the specific reasons for the decision and will be made on a durable medium.

10.3. Exceptions to Prior Notice

Prior notice of thirty (30) days shall not be required where:

a) The professional user has committed acts of fraud, identity theft or verified illegal activities. b) A legal or regulatory obligation requires immediate termination. c) The professional user has repeatedly committed serious breaches of the Terms. d) The continuation of the account poses an imminent risk to the security of other Platform users.

10.4. Statement of Reasons

In all cases, Viuzi will provide the professional user with a statement of the reasons leading to the decision to restrict, suspend or terminate the account, in accordance with Article 4 of Regulation (EU) 2019/1150.

10.5. Right of Appeal

a) The professional user has the right to challenge the decision of restriction, suspension or termination through the complaints system described in Section 8.

b) If the outcome of the internal complaints process is unsatisfactory, the professional user may resort to the mediation procedure described in Section 9.

c) The exercise of the right of appeal does not suspend the measure taken, unless Viuzi decides otherwise following a preliminary analysis. However, in cases where the measure may be manifestly disproportionate or based on erroneous data, the Professional User may request an urgent provisional review, which will be resolved within a maximum period of five (5) business days.

10.6. Effects of Termination

Following account termination:

a) Jobs in progress will be managed in accordance with the applicable cancellation and settlement policy. b) Funds pending settlement will be transferred to the Provider in accordance with the applicable timelines and conditions. c) The Provider may request the export of their data in accordance with Section 7.4. d) Access to the Platform will be deactivated once the notice period has ended and pending obligations have been resolved.

10.7. Account Reactivation

Users whose account has been terminated for remediable causes may apply for reactivation after 6 months from the date of termination, providing evidence that the causes leading to termination have been remedied. The reactivation application must be addressed to legal@viuzi.com and must include documentation evidencing the remedy of the causes. VIUZI ESP, SL will resolve the application within a maximum of fifteen (15) business days.

13. Differentiated Treatment (Article 7 of the P2B Regulation)

11.1. Transparency Regarding Differentiated Treatment

In accordance with Article 7 of Regulation (EU) 2019/1150, Viuzi discloses the following differentiated treatment practices:

11.2. Own Services

As of the date of these Terms, VIUZI ESP, SL does not offer its own services through the Viuzi Platform in competition with the services offered by Service Providers. The Platform acts exclusively as an intermediary. Should VIUZI ESP, SL or its affiliates begin offering services that compete with those of Professional Users, this section will be updated with a minimum notice of thirty (30) days in accordance with Article 7 of the P2B Regulation.

11.3. Differentiation by Subscription Plan

As described in Section 3.2.d), Providers with higher-tier subscription plans (BASIC and PROFESSIONAL) receive priority in visibility and ranking. This differentiation is linked exclusively to the contracted subscription plan and is available to any Provider who contracts the corresponding plan, without discrimination.

11.4. Verification Badge

Providers who have completed the KYC verification process receive a verification badge that improves their visibility. This process is open to all Providers without distinction.

11.5. Commitment to Equal Conditions

Viuzi commits to ensuring that any advantage in visibility, ranking or access to features is based on objective, non-discriminatory criteria accessible to all professional users in the same category.

11.6. Notification of Changes

Any modification to differentiated treatment practices will be communicated to professional users with a minimum advance notice of thirty (30) days.

14. Access to Data Generated by Professional User Activity

This Section supplements and details the provisions of Section 7 on data access and portability in accordance with Article 9 of the P2B Regulation.

12.1. Types of Data Generated

The activity of professional users on the Platform generates the following types of data:

a) Transaction data: Amounts invoiced, commissions deducted, settlement dates, payment methods used by Requesters (without sensitive payment data).

b) Performance data: Ratings received, average response time to invitations, job completion rate, cancelled jobs.

c) Interaction data: Messages exchanged with Requesters in the context of jobs, notifications received, status updates.

d) Search and visibility data: Number of times the Provider's profile has appeared in search results, number of invitations received.

12.2. Professional User Access

The Provider has direct access to their data via:

a) The Platform control panel (web interface and mobile application). b) The Platform API (for programmatic integrations, if their plan allows). c) Data export request in accordance with Section 7.4.

12.3. Platform Access

Viuzi has access to the data described in Section 12.1, both at individual and aggregate level, for the following purposes:

a) Provision of the intermediation service. b) Improvement of matching and ranking algorithms. c) Fraud prevention and Platform security. d) Compliance with legal and regulatory obligations. e) Statistical analysis and development of new features (using anonymised and aggregated data).

12.4. Sharing with Third Parties

Viuzi does not share individualised data of professional users with third parties, except:

a) Where necessary for the provision of the service (for example, data shared with the Requester in the context of a job). b) Where required by a legal obligation or court order. c) With the payment processor (Stripe) for the management of charges and payments. d) With technology service providers acting as data processors under adequate contractual safeguards.

15. Modification of the Terms (Article 3 of the P2B Regulation)

13.1. Prior Notice

In accordance with Article 3.2 of Regulation (EU) 2019/1150, any modification of these Terms will be notified to professional users with a minimum advance notice of thirty (30) days before the proposed effective date of the modifications.

13.2. Form of Notification

Notification will be made via:

a) Communication to the email address associated with the professional user's account. b) Publication of the updated Terms on the Platform, with clear indication of the modifications made and their effective date.

13.3. Right of Withdrawal

If the professional user does not agree with the proposed modifications, they may terminate their contractual relationship with the Platform before the modifications' effective date, without penalty, by cancelling their account. Funds pending settlement will be transferred to the Provider in accordance with the applicable timelines.

13.4. Tacit Acceptance

The professional user will be deemed to have accepted the modifications if they continue to use the Platform after the effective date of the modified Terms.

13.5. Exceptions to the Notice Period

The thirty (30) day notice period shall not apply where modifications:

a) Are a consequence of a legal or regulatory obligation requiring immediate implementation. b) Are necessary to address an unforeseen and imminent danger related to defending the intermediation service, Platform users or professional users against fraud, malware, spam, data breaches or other cybersecurity risks.

16. Applicable Law and Jurisdiction

14.1. Applicable Law

These Terms are governed by the law of the Kingdom of Spain, without prejudice to the direct application of Regulation (EU) 2019/1150 and any other directly applicable European Union legislation.

14.2. Jurisdiction

Without prejudice to the professional user's right to resort to the mediation provided for in Section 9, disputes arising from these Terms shall be submitted to the jurisdiction of the courts of Málaga (Spain).

14.3. Collective Redress

In accordance with Article 14 of Regulation (EU) 2019/1150, representative organisations and associations, as well as public bodies established in the European Union, have the right to bring actions before the competent national courts to obtain the cessation or prohibition of any non-compliance by the Platform with the provisions of the P2B Regulation.

17. 14bis. Contractual Relationship and Employment Classification

Service Providers are independent professionals and are not employees, agents, partners or participants in a joint venture with VIUZI ESP, SL or with Service Requesters. Nothing in these Terms creates an employment, agency, partnership or joint venture relationship between the Provider and Viuzi or between the Provider and the Requester. The Provider is solely responsible for their tax obligations, social security, insurance and labour regulatory compliance. The Provider autonomously determines their working hours, service delivery methods, rates and availability.

18. 14ter. Non-Exclusivity and Fair Competition

Service Providers are free to use competing platforms and to offer their services through any other channel. Viuzi does not impose exclusivity obligations or non-competition clauses on Providers. Providers shall not engage in anti-competitive conduct through the Platform, including price-fixing, market allocation or any other coordination that infringes Article 101 TFEU.

19. Digital Services Act (DSA) Compliance

15.1. Applicable Regulatory Framework

The Viuzi Platform is subject to Regulation (EU) 2022/2065 of the European Parliament and of the Council of 19 October 2022 on a Single Market For Digital Services (Digital Services Act, hereinafter "DSA").

15.2. Liability Exemption as a Hosting Provider (Art. 6 DSA)

VIUZI ESP, SL acts as a provider of information hosting services within the meaning of Article 6 of the DSA. The liability exemption provided for in that article applies provided that VIUZI ESP, SL has no actual knowledge of the illegal activity and, once it becomes aware of it, acts without undue delay to remove or disable access to the illegal content. Where VIUZI ESP, SL becomes aware of illegal content or activities, it will act without undue delay to remove them or disable access thereto.

15.3. Trader Traceability (Art. 30 DSA)

In accordance with Article 30 of the DSA, Viuzi applies a process for verifying the identity of professional users operating as traders on the Platform. The KYC verification process described in Section 2.3 covers the traceability requirements imposed by Article 30 DSA, including the collection of legal name or company name, address, tax identification number and contact details. VIUZI ESP, SL will make reasonable efforts to verify the reliability of the information provided.

15.4. Commitment Against Dark Patterns (Art. 31 DSA)

In accordance with Article 31 of the DSA, VIUZI ESP, SL commits not to design, organise or operate its online interface in a way that deceives or manipulates service recipients, or otherwise distorts or impairs their ability to make free and informed decisions. In particular, the Platform will not use design or presentation techniques that:

a) Create artificial urgency or fictitious scarcity. b) Make it difficult to cancel subscriptions or exercise rights. c) Present options in a misleading manner to induce unintended choices. d) Conceal information relevant to users' decision-making.

15.5. Competent Digital Services Coordinator

The competent Digital Services Coordinator responsible for supervising VIUZI ESP, SL's compliance with the DSA is the CNMC (Comisión Nacional de los Mercados y la Competencia — Spanish National Markets and Competition Commission). Users may submit DSA-related complaints to the CNMC through its official website: https://www.cnmc.es.

15.6. Single Point of Contact for DSA

The single point of contact for communications related to DSA compliance, both for authorities and users, is: dsa@viuzi.com.

20. Limitation of Liability

16.1. Intermediation and Exemption for Non-Performance Between Parties

VIUZI ESP, SL acts exclusively as an intermediary between Providers and Requesters. VIUZI ESP, SL is not a party to the service contracts concluded between Providers and Requesters and assumes no liability for any non-performance, defects, damages or losses that may arise from the contractual relationship between those parties.

16.2. Liability for Technical Failures

VIUZI ESP, SL commits to providing the intermediation service with reasonable availability (best-effort basis) but does not guarantee uninterrupted Platform availability. VIUZI ESP, SL shall not be liable for damages caused by technical interruptions, system failures, software or infrastructure errors, provided that it has taken reasonable measures to prevent them and has acted diligently in resolving them.

16.3. Exemption as Intermediary under the DSA

In accordance with Article 6 of Regulation (EU) 2022/2065 (DSA), VIUZI ESP, SL does not incur liability for information stored or transmitted at the request of users, under the conditions established in that provision.

16.4. Maximum Liability Cap

Without prejudice to cases of wilful misconduct or gross negligence, the total liability of VIUZI ESP, SL towards a professional user arising from these Terms or the use of the Platform shall be limited to the greater of: (a) the total commissions actually paid by the user to VIUZI ESP, SL during the twelve (12) months preceding the event giving rise to the claim; or (b) five hundred euros (EUR 500).

16.4bis. Exclusion of Indirect Damages

In no event shall Viuzi be liable for indirect, incidental, special, consequential or punitive damages, including but not limited to loss of profits, loss of data, business interruption or loss of business opportunities, regardless of the theory of liability invoked.

16.5. Force Majeure

VIUZI ESP, SL shall not be liable for non-performance or delay in performance of its obligations where such non-performance or delay is the result of force majeure circumstances, including without limitation: natural disasters, acts of war or terrorism, widespread Internet infrastructure failures, governmental or regulatory decisions, or any other cause beyond VIUZI ESP, SL's reasonable control.

16.6. Exception for Wilful Misconduct or Gross Negligence

The liability limitations set out in this Section shall not apply in cases of wilful misconduct or gross negligence by VIUZI ESP, SL, nor in cases of death or personal injury caused by VIUZI ESP, SL's negligence.

21. Obligations of Service Requesters

17.1. Accurate and Complete Information

Service Requesters commit to providing complete, accurate and up-to-date information about the job they wish to commission, including detailed description, location, technical requirements, urgency level and any other information relevant for the Provider to properly assess the service.

17.1bis. Requester Verification

All Service Requesters must complete a verification process that includes: (a) Company name and legal form; (b) Tax identification number (NIF/CIF/VAT) verifiable through VIES or equivalent body; (c) Registered office address; (d) Authorised representative's details; (e) Document evidencing representation authority (where applicable). Viuzi reserves the right to request additional documentation in accordance with applicable AML/KYC regulations.

17.2. Valid Payment Method

The Requester must at all times maintain a valid, current payment method with sufficient funds registered on the Platform. Failure to comply with this obligation may result in restriction of access to certain Platform features.

17.3. Confirmation or Dispute of WORK_DONE

Once the Provider marks the job as WORK_DONE, the Requester must confirm completion or initiate a dispute within 7 business days. If the Requester takes no action within that period, the system will automatically confirm the COMPLETED status and initiate the settlement process.

17.4. Prohibition of Abusive Cancellations

The Requester may not engage in abusive or repeated cancellations of published jobs or sent invitations. An abusive cancellation means the systematic cancellation of jobs without valid justification, once the invitation process has begun. Patterns of abusive cancellation may result in account restrictions in accordance with the Platform's moderation policy.

17.5. Safe Working Environment

The Requester shall ensure that the environment in which the Provider must render the service meets the applicable minimum safety requirements and does not pose a risk to the physical integrity of the Provider or their collaborators.

17.6. Prohibition on Circumventing Commissions

The Requester may not contact Providers outside the Platform with the aim of commissioning their services in circumvention of the intermediation commissions, where such contact originated from activity on the Platform. This prohibition remains in effect for a period of twelve (12) months from the last contact through the Platform with a specific Provider.

22. Ratings System

18.1. Bidirectional System

Viuzi operates a bidirectional ratings system that allows Requesters to rate Providers and Providers to rate Requesters upon the completion of each job.

18.2. Condition for Rating

Ratings may only be submitted after the job reaches COMPLETED status. Rating jobs that have ended in a different terminal status (CANCELLED, EXPIRED, REJECTED, WITHDRAWN) is not permitted.

18.3. Rating Deadline

The deadline for submitting a rating is 30 calendar days from the date the job reached COMPLETED status. After this period, the rating option will be disabled.

18.4. Publicity and Immutability

Ratings are public and visible to all Platform users. Once a rating has been published, it cannot be modified by the person who submitted it.

18.5. Challenge Mechanism

Any user who receives a rating they consider false, unfair or contrary to Platform policies may challenge it within 15 calendar days of its publication, via the dispute mechanism available in their control panel or by contacting complaints@viuzi.com.

18.6. Removal of Ratings by the Platform

The Platform may remove ratings that, following investigation, are determined to violate Platform usage policies, including false ratings, ratings containing misleading information, ratings that violate the privacy of third parties or ratings motivated by review fraud.

18.7. Objective Criteria for Profile Review

An average rating below 3.0 out of 5.0, calculated over a minimum of 5 ratings received in the last 90 active days, will automatically trigger a profile review of the affected user. During the review, the Platform may apply precautionary visibility measures in accordance with Section 10.

23. Prohibited Conduct and Anti-Fraud Policy

19.1. Prohibited Conduct

All Platform users are expressly prohibited from:

a) Rating manipulation (review fraud): Soliciting, offering, buying or exchanging false or biased ratings; organising artificial rating networks; intimidating other users into modifying or withdrawing legitimate ratings.

b) Off-platform dealings: Arranging the provision of services with counterparties known through the Platform while circumventing Viuzi's payment and intermediation system, with the aim of avoiding Platform commissions.

c) Multi-accounting: Registering or using more than one account on the Platform for the same commercial purpose, without the express authorisation of VIUZI ESP, SL.

d) Misuse of other users' data: Collecting, storing, using or sharing personal data of other Platform users for purposes other than those strictly necessary for the provision of the contracted service.

e) Spam or unsolicited contact: Sending unsolicited communications, unauthorised commercial messages or any type of spam through the Platform's communication channels.

f) Publishing fictitious services: Publishing jobs or service profiles that do not correspond to a real activity or that contain substantially false or misleading information.

g) Matching system manipulation: Attempting to manipulate the Platform's matching or ranking algorithms through unauthorised artificial, automated or coordinated actions.

19.2. AML/CTF Compliance

VIUZI ESP, SL complies with applicable regulations on anti-money laundering and counter-terrorism financing (AML/CTF), including Directive (EU) 2015/849 on the prevention of money laundering (as amended by Directive (EU) 2018/843) and the Spanish transposing legislation. Consequently, the Platform may request additional information, block suspicious transactions or report activities to the competent authorities when required by applicable regulations.

19.3. User Reporting Mechanism

Any user who becomes aware of prohibited conduct or fraudulent activities on the Platform may report them through the reporting mechanism available on each user profile and each published job, or by contacting complaints@viuzi.com. VIUZI ESP, SL will investigate reports received with due diligence and confidentiality, without disclosing the identity of the reporter unless required by law.

24. Minimum Service Quality Standards

20.1. Response to Invitations

The Provider must respond to invitations received within the expiry period established for each urgency level (72 hours for IMMEDIATE, 7 days for TODAY, 14 days for SCHEDULED). Response rate is a ranking parameter in accordance with Section 3.2.

20.2. Communication During Execution

The Provider must keep the Requester informed of job progress during the IN_PROGRESS phase, using the communication channels available on the Platform.

20.3. Execution in Accordance with Agreed Description

The Provider will execute the service in accordance with the description and conditions agreed at the time of proposal acceptance (ACCEPTED status). Substantial modifications to the service scope will require the Requester's express consent.

20.4. Automatic Confirmation of COMPLETED

The Requester will have 7 business days from the job reaching WORK_DONE status to confirm completion or initiate a dispute. If no action is taken within that period, the system will automatically confirm COMPLETED status and initiate the settlement process.

20.5. Quality Dispute Mechanism

In the event of disagreement between Provider and Requester regarding the quality or conformity of the service provided, either party may activate the Platform's dispute mechanism. Dispute resolution will be governed by Viuzi's Dispute Resolution Policy, available at https://www.viuzi.com/legal.

20.5bis. Dispute Resolution Between Provider and Requester

Disputes relating to service quality, compliance with the assignment terms or conformity of deliverables will be resolved in accordance with the following procedure: (a) Direct communication between the parties through the Platform's messaging system for a maximum period of fourteen (14) calendar days; (b) Mediation by Viuzi, at the request of either party, in accordance with the Dispute Resolution Policy available at https://www.viuzi.com/legal/politica-de-resolucion-de-disputas; (c) Binding platform-level decision issued by Viuzi in accordance with that Policy. Viuzi will act as a neutral facilitator without assuming responsibility for the outcome of the dispute.

25. Job Cancellation

21.1. Cancellation by the Requester

a) Before ACCEPTED: The Requester may cancel or withdraw a sent invitation at no cost, provided the Provider has not yet accepted the proposal.

b) After ACCEPTED and before IN_PROGRESS: Cancellation by the Requester may entail compensation to the Provider for preparatory expenses incurred, in accordance with the Payment and Refund Policy.

c) Once IN_PROGRESS: Cancellation by the Requester will require agreement with the Provider. In the absence of agreement, the Requester may activate the dispute mechanism provided for in Section 20.5. The Requester shall be liable for proportional payment for the work actually performed.

21.2. Cancellation by the Provider

a) Before IN_PROGRESS: The Provider may reject or withdraw from an accepted job, which may negatively affect their completion rate and, consequently, their ranking position.

b) Once IN_PROGRESS: Unilateral cancellation by the Provider without valid justification will constitute a breach of the service contract and may result in account restrictions in accordance with Section 10.

21.3. Automatic Cancellation by Expiry

Invitations that do not receive a response within the timelines set out in Section 4.2 will automatically transition to EXPIRED status. Published jobs that do not receive any accepted proposal within the timeline defined by the Requester will transition to EXPIRED status.

21.4. Consequences for Payments

The financial consequences of cancellation, including partial refunds and compensation to the Provider, will be governed by the Platform's Payment and Refund Policy.

26. 21bis. Indemnification

The Provider shall indemnify and hold VIUZI ESP, SL harmless from any claim, damage, loss, cost or expense (including reasonable legal fees) arising from: (a) the Provider's rendering of services; (b) breach of these Marketplace Terms; (c) infringement of third-party rights; (d) any damage caused to the Requester or third parties during service execution. This indemnification shall not apply where the damages are attributable to wilful misconduct or gross negligence by Viuzi.

27. 21ter. Intellectual Property in Services

Ownership of intellectual property generated in the execution of services contracted through the Platform is governed by Viuzi's Intellectual Property Policy. Providers and Requesters are advised to agree in writing on IP ownership before work commences. In the absence of agreement, the default rules established in that Policy shall apply.

28. 21quater. Confidentiality

The parties shall treat as confidential all non-public information obtained through the Platform in connection with the other party, including commercial data, service specifications and financial terms. This obligation shall subsist for a period of two (2) years after the end of the contractual relationship. The following shall not be considered confidential: (a) information that is or becomes publicly available without breach of this clause; (b) information previously known to the receiving party; (c) information lawfully received from a third party without restriction; (d) information that must be disclosed by legal or judicial mandate.

29. 21quinquies. Provider Data Protection Obligations

Where the Provider receives personal data of the Requester through the Platform: (a) they shall process such data exclusively for the purpose of providing the contracted service; (b) they shall not communicate the data to third parties without the Requester's prior consent; (c) they shall apply adequate technical and organisational measures to protect the data; (d) they shall delete or return the Requester's personal data once the service is complete and legal retention obligations have been fulfilled; (e) they shall comply with the GDPR and the data protection regulations applicable in their jurisdiction.

30. 21sexies. Subcontracting

The Provider may not subcontract the provision of services accepted through the Platform, in whole or in part, without prior notification to the Requester through the messaging system. The Provider shall remain solely responsible to the Requester and to Viuzi for the quality and performance of the services, regardless of any subcontracting.

31. 21septies. Absence of Parity Clauses

Viuzi does not impose price parity clauses (MFN) or restrictions on the prices that Providers may offer through other channels or platforms, in accordance with Article 10 of Regulation (EU) 2019/1150.

32. Final Provisions

22.1. Severability

If any provision of these Terms is declared void, invalid or unenforceable by a competent court, such invalidity shall not affect the validity of the remaining provisions, which shall continue in full force and effect.

22.2. Assignment

VIUZI ESP, SL may assign the rights and obligations arising from these Terms to a third party that succeeds it in the operation of the Platform, upon notification to the professional user with a minimum advance notice of thirty (30) days.

22.3. Waiver

The failure to exercise or delay in exercising any right conferred by these Terms shall not constitute a waiver thereof.

22.4. Communications

All communications between the Platform and the professional user shall be made electronically, via the email addresses indicated in the user's account and in the Platform operator's details.

22.5. Language

These Terms are drafted in Spanish. In the event of any discrepancy with versions in other languages, the English version shall always prevail for legal purposes. Versions in other languages are provided for reference only.

22.6. Entire Agreement

These Marketplace Terms, together with the Terms of Service, the Privacy Policy, the Payment and Refund Policy, the Intellectual Property Policy and the Dispute Resolution Policy, constitute the entire agreement between the parties in relation to the use of the Marketplace. In the event of conflict between documents, these Marketplace Terms shall prevail over the supplementary documents in respect of the intermediation relationship.

VIUZI ESP, SL Calle Alejandro Dumas 17 - Oficinas, 29004 Málaga, Spain Tax ID (NIF): B05735576 VAT number: ESB05735576