Terms and conditions

TERMS AND CONDITIONS FOR BOOKING MEETING ROOMS THROUGH THE WEBSITE

I. GENERAL INFORMATION AND SERVICE

1. UTOPICUS INNOVACIÓN CULTURAL, S.L. is a company incorporated under Spanish law, registered with the Commercial Registry of Madrid, with registered office in Madrid (28002), calle Príncipe de Vergara, 112, and Tax ID (N.I.F.) B-85915486 (“Utopicus”).
2. Utopicus offers a service for the sale and booking of meeting rooms, by individual hours or through the purchase of hour packs for meeting rooms, via the website www.utopicus.es (the “Service” and the “Website”).
3. Clients wishing to use the Service must (i) accept the terms and conditions set out below (the “Terms and Conditions”); and (ii) have accepted Utopicus’ privacy and data protection policy (the “Privacy Policy”), available at the following URL: www.utopicus.es/en/privacy-policy.
4. The Website uses its own and/or third-party cookies that are necessary for its proper operation and, where applicable, analytics or personalisation cookies, the use of which is governed by Utopicus’ cookie policy (the “Cookie Policy”), available on the Website at the following URL: www.utopicus.es/en/cookies-policy, where the Client may obtain further information and configure or withdraw their consent at any time.

II. SCOPE OF APPLICATION. ACCEPTANCE

5. These Terms and Conditions, together with any other documents referred to herein, govern the purchase and use of the Service by any natural and/or legal persons (the “Client(s)”) through the use of the Website. Contracting and using the Service implies that the Client has read and accepted these Terms and Conditions. Hereinafter, Utopicus and the Client shall be jointly referred to as the “Parties” and each of them, separately, as a “Party”.
6. By contracting the Service through the Website, the Client confirms that they are bound by the Terms and Conditions and the other documents mentioned above. In addition, the Client warrants that they are of legal age.
7. The Website is aimed at Clients who are resident or non-resident in Spain. However, Utopicus does not guarantee that the Website complies, in whole or in part, with the laws of other third countries.
8. The Client may formalise the purchase of the Service, at their choice, in any of the languages in which these Terms and Conditions are available on the Website.

III. PURPOSE AND SCOPE OF THE SERVICE

9. Provided that the Client pays the price corresponding to the Service, Utopicus shall provide exclusively the following products as part of the Service: (i) hourly room booking; (ii) purchase of hour packs for meeting rooms. Any other product or service not related to meeting rooms is excluded from the Service.
10. The Service, in any of the above forms, shall include: (i) the right to use the chosen space, including the available equipment, technology and furniture; (ii) maintenance and cleaning of common and private areas; (iii) heating and air conditioning in the contracted office space; (iv) electricity for office use of the spaces; and (v) access to the Utopicus WiFi network.
11. Rooms may be booked from Monday to Friday from 9:00 CET to 18:00 CET, and bookings of less than one (1) hour may not be made. Bookings may not be made on public holidays. Any booking outside these hours shall be subject to room availability and a specific quote. Furthermore, for bookings outside the above hours, the Client must first contact the Events Department at the following email address: eventos@utopicus.es.
12. In any case, the Client must make any booking at least 24 hours in advance of the booking start date and time.
13. The self-service coffee and water service is not included in the booking price. Once the booking has been made, the Client may request this service directly from the relevant space. This service will entail an additional cost of €2.50 per person, plus applicable VAT. In any case, it shall be subject to the operational availability of the centre.
14. Likewise, catering services are not included in the booking price. The Client must request this service by contacting the Events Department at the following email address: eventos@utopicus.es. The catering service shall be subject to availability, operational validation and a specific quote. Utopicus shall provide the available options and the applicable financial terms for each request made by the Client. In any case, bringing in or consuming food from external suppliers in Utopicus spaces is not permitted without the prior express authorisation of Utopicus.

IV. PURCHASE PROCESS

15. On the Website, the Client may book rooms by the hour through the different forms of the Service set out in the previous clause.
16. Once the Client has selected the Service they wish to purchase, the purchase process shall be as described below for the different scenarios in which each Client may find themselves:

Hourly room booking

17. The Client may check room availability through the Website without needing to register.
18. Once the desired space has been selected, the Client shall complete the filters and the client registration (if they do not already have a client account) as indicated in the following sections.

Purchase of Packs

19. A meeting room hour pack (the “Pack”) may be purchased in the following forms:
    • 10-hour Pack for rooms ≥10 people: Entitles the holder to use, during the contracted hours, rooms with capacity for 10 or more people.
    • 10-hour Pack for rooms <10 people: Entitles the holder to use, during the contracted hours, rooms with capacity for fewer than 10 people.
20. The Pack may be used in any Utopicus space available on the Website, provided that the selected room corresponds to the capacity associated with the purchased pack (that is, rooms with capacity for 10 or more people or rooms with capacity for fewer than 10 people).
21. Bookings made with the Pack shall be subject to the availability shown on the Website at the time of booking.
22. The Pack shall be activated at the time of purchase by the Client and shall be valid for three (3) months from that moment, after which it shall expire, and any unused hours shall lose their validity without any right to refund or compensation for the Client and may not be applied by the Client to room bookings.
23. The credit of a Pack is personal and may therefore not be transferred to another Pack or assigned to another Client, but shall be for the exclusive use of the Client who purchased it.
24. During the purchase process:
    • in all cases, the Client must complete the filters specified in the relevant purchase stage on the Website itself relating to the specific product purchased as part of the Service (among others: city, date, time, space and room);
    • once the filters have been completed, the Client, if not already registered on the Website, must fill in a form with their contact details and register in accordance with section V below (Client Registration Activation Procedure);
    • must provide and/or check the information given at each stage of the process, although they may modify such data before the purchase;
    • must accept these Terms and Conditions.
25. Once the purchase has been confirmed, the Website shall display a summary of the request and the Client shall receive an email confirming the purchase. This information shall also be available to the Client in their personal area on the Website.
26. Once the purchase process has been completed, Utopicus shall issue an electronic invoice, which the Client shall receive by email and which shall also be available in their personal area on the Website.
27. The Client acknowledges having received, at the time of booking a room, information on the specific features of the booked room shown in the room’s presentation on the Website, including, by way of example only and not limited to: room name, price and capacity.
28. In accordance with the applicable regulations on electronic contracting, Utopicus informs the Client that: (i) the electronic document in which each contract is formalised shall be filed by Utopicus and shall be accessible to the Client through their personal area on the Website; and (ii) the Client may identify and correct errors in entering their data at any time prior to confirming payment, using the editing functions enabled for this purpose on the Website.

V. CLIENT REGISTRATION ACTIVATION PROCEDURE

29. To access the Service, the Client must register to obtain a user account by providing all the information required on the Website. The user account shall be created online, and the Client must accept these Terms and Conditions and the Privacy Policy, available at the URL indicated in clause I. 3 above.
30. The Client shall use the Service as an end user, exclusively for the contracted purpose.
31. The Client is responsible for ensuring: (i) the confidentiality of the Client account password; and (ii) that all activities carried out in connection with their Client account comply with these Terms and Conditions and with the applicable regulations.
32. Utopicus shall under no circumstances be responsible for the account administration or the internal administration of the Service carried out by the Client.

VI. ACCESS TO THE FACILITIES

33. Access to the rooms shall not be permitted without a prior booking confirmed through the channels enabled by Utopicus.
34. The booking confirmation must be active on the Website for the Client to access the booked space.
35. The Client must at all times respect the maximum capacity permitted for each meeting room. Utopicus may refuse access or interrupt the use of the room when the maximum permitted capacity is exceeded.

VII. CLIENT OBLIGATIONS

36. The Client undertakes to pay the agreed price for the Service, in the manner and time agreed, in accordance with these Terms and Conditions. The agreed price shall be that shown on the Website at any given time.
37. Without prejudice to the other obligations assumed by the Client under these Terms and Conditions, while they are in force, the Client:
    • undertakes to make proper use of the Website and shall provide true, accurate, current and complete information;
    • shall maintain and promptly update the information provided during registration to keep it true, accurate, current and complete. If the Client provides false, inaccurate, outdated or incomplete information, or if Utopicus has reasonable grounds to suspect that such information is false, inaccurate, outdated or incomplete, Utopicus may cancel the Client’s user account and refuse current or future use of the Service;
    • undertakes to ensure that all activities carried out from the registered client account comply with the law and with these Terms and Conditions, and to put in place the necessary means to prevent unauthorised access to or use of that account, including ensuring adequate access codes. The Client releases Utopicus from any liability and shall hold Utopicus harmless for any fraudulent or improper use of such account. The Client shall immediately inform Utopicus of any unauthorised access or use;
    • shall use and keep in perfect condition the equipment, furniture and, in general, the common and private areas;
    • shall immediately inform Utopicus of any defect or damage to the furniture, equipment and common and private areas occurring while using the room;
    • shall not carry out illegal activities, activities contrary to public order or of doubtful legality in the booked room or common areas, such a situation being grounds for termination of these Terms and Conditions, with Utopicus reserving the right to take legal action against those responsible for such activities;
    • shall at all times comply with the room usage rules included in the Annex to these Terms and Conditions.
38. The activity of each user of the Service is their own and in no case involves Utopicus. The Client is a company, organisation, individual, legal entity or other, with an independent corporate purpose or activity, and is responsible for having their situation regularised before the official Tax, Labour, Social Security, Regional, Municipal or any other authorities.

VIII. PRICES AND PAYMENT METHOD

39. The prices shown on the Website are final, in euros (€), and exclude taxes (in particular, VAT). Utopicus reserves the right to modify them, but any change in rates shall not affect bookings already made for which the Client has received a confirmation.
40. The accepted payment methods shall be credit or debit card.
41. Utopicus uses means to guarantee the confidentiality and security of the payment data transmitted by Clients during the payment process through the Website, in particular, a secure payment system provided by Stripe, a payment service provider certified under the PCI DSS security standard. Card details are entered in Stripe forms and transmitted encrypted directly to Stripe, without Utopicus having access to them or storing them. Where required by the card issuer, the payment shall be verified by strong customer authentication (3D Secure).
42. Once Utopicus receives the Client’s purchase order through the Website, a pre-authorisation shall be made on the card to ensure that there are sufficient funds to complete the booking. The card shall be charged at the time the booking confirmation is sent to the Client.
43. When the Client clicks “pay”, the Client declares that the payment method is theirs or that, where applicable, they are the legitimate holder of the card.

IX. MODIFICATIONS AND CANCELLATIONS

44. In accordance with the consolidated text of the General Law for the Protection of Consumers and Users and other complementary laws, approved by Royal Legislative Decree 1/2007, the right of withdrawal does not apply to contracts for the supply of accommodation services for purposes other than residential use, the category into which the Service falls. Consequently, regardless of whether or not the Client is a consumer and user, no right of withdrawal other than the booking modification and cancellation regime set out in the following sections shall apply.
45. Once a room booking has been made and paid for, the Client may modify and/or cancel it at least twenty-four (24) hours before the booking start date and time.
46. Cancellations made by the Client less than twenty-four (24) hours in advance shall not give rise to any right to a refund, reimbursement, credit or compensation of the amount paid.
47. If the Client cancels the booking more than twenty-four (24) hours in advance, the amount paid shall not be refunded, but the Client shall have a credit equivalent to the cancelled hours, which must be used within three (3) months from the cancellation date. Furthermore, if the cancelled booking corresponds to a room with capacity for 10 or more people, the credit generated shall be considered credit for booking a room with capacity for 10 or more people and may only be used to book rooms with these characteristics available on the Website. If the cancelled booking corresponds to a room with capacity for fewer than 10 people, the credit generated shall be considered credit for booking rooms with capacity for fewer than 10 people and may only be used to book rooms with these characteristics available on the Website.
48. Credits generated by cancellations in accordance with the above rules shall be personal and non-transferable and may not be exchanged for cash, and may be used by the Client exclusively to book rooms available on the Website within their corresponding category (that is, rooms with capacity for 10 or more people or rooms with capacity for fewer than 10 people). Furthermore, such credits shall expire automatically three (3) months after they are generated.
49. Failure by the Client to use the room without prior cancellation on the Website shall not entitle the Client to any credit or compensation.
50. The cancellation policy established in these Terms and Conditions shall be identical for bookings made through direct payments and through the purchase of a Pack.

X. WARRANTIES

51. Utopicus warrants that, to the best of its knowledge, it is entitled to provide the Client with the Service covered by these Terms and Conditions.
52. Utopicus does not grant the Client any implied or express warranty in relation to the Service. The Client declares that they decide to enter into these Terms and Conditions with sufficient knowledge of all the features of the Service.

XI. LIABILITY

53. The Client and Utopicus shall be liable to and indemnify each other for direct damages arising from the breach of their obligations under the applicable regulations and these Terms and Conditions, subject to the limitations and exclusions set out herein.
54. The Client undertakes to hold Utopicus harmless against any claim that may be brought against it due to the Client’s breach of the provisions of these Terms and Conditions and of the legislation in force and for any damage caused to the facilities or to third parties, and agrees to pay the amount that Utopicus may be ordered to pay by way of penalty, fine, compensation, damages and interest, including the fees of lawyers, court representatives and experts, court costs and any other expense arising from such breach.
55. The Client shall fully indemnify, defend and hold Utopicus harmless against any judicial or extrajudicial action, claim, liability, court ruling, arbitration award, settlement, damages, losses, fines and expenses (including the fees of lawyers and court representatives and costs, even if not mandatory) resulting from or arising out of any act or omission, whether negligent, culpable or wilful, of the Client, its directors, employees, agents or subcontractors, including any claim for personal injury (including death) arising from the breach of the provisions of these Terms and Conditions, personal data protection, confidentiality or cybersecurity obligations, or data loss.
56. Utopicus’ liability for damages directly attributable to the Service shall only arise from wilful misconduct or from physical injury to persons.
57. Utopicus shall not be liable for any damages that the Client may suffer for reasons not exclusively attributable to Utopicus. By way of example and without limitation, Utopicus shall not be liable for damages caused by the Client’s breach of its obligations under these Terms and Conditions.
58. The Client acknowledges and accepts that Utopicus shall not be liable for damages arising from deficiencies in the provision of the Service due to false, incomplete or inaccurate information and material provided by the Client. Furthermore, the Client shall hold Utopicus harmless for damages caused by third-party claims in relation to the use that Utopicus, following the instructions and information provided by the Client, may have made of any third-party system, application or tool made available to Utopicus by the Client for the provision of the Service.
59. Nor shall Utopicus be liable for losses, deterioration and, in general, any damage caused to the material, personal belongings and equipment that the Client brings to the booked spaces.
60. To the extent legally permissible, Utopicus’ maximum aggregate liability for any compensation for damages in favour of the Client arising from the performance or breach of these Terms and Conditions shall be limited to the price paid for the booking of the Room.
61. The Client’s right to claim against Utopicus for possible breaches of the obligations set out in these Terms and Conditions shall expire six (6) months from the date on which the event giving rise to the possibility of such claim occurred or, if it is not possible to become aware of the event causing the damage at the time it occurs, within six (6) months following the date on which the Client could, exercising due diligence, have become aware of the occurrence of the event causing the damage.
62. Neither Party shall be liable to the other for indirect or incidental damages, loss of earnings or loss of profits.
63. The obligations of the Parties arising from this section XI (Liability) shall remain in force after the termination of the contractual relationship for any reason.

XII. DATA PROTECTION

64. The information or personal data that the Client provides to Utopicus in the course of a transaction on the Website shall be processed by Utopicus, as data controller, in accordance with Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 (GDPR), Organic Law 3/2018 of 5 December on the Protection of Personal Data and the Guarantee of Digital Rights, and other applicable regulations, and in accordance with the Privacy Policy, available at the following URL: www.utopicus.es/en/privacy-policy.
65. The Client may exercise their rights of access, rectification, erasure, objection, restriction of processing and portability of their personal data, as well as obtain additional information about its processing, under the terms and through the contact channels indicated in the Privacy Policy. The Client shall also have the right to lodge a complaint with the Spanish Data Protection Agency if they consider that the processing of their personal data does not comply with the regulations in force.

XIII. TERM

66. The contractual relationship governed by these Terms and Conditions with the Client shall enter into force once the Client expressly and unreservedly accepts these Terms and Conditions, which shall occur upon the earliest of the following events: (i) the Client’s request to register on the Website; (ii) payment of the price; or (iii) any other action involving the Client receiving the Service.
67. These Terms and Conditions shall remain in force until the date on which the Client ends their use of the Service.

XIV. GROUNDS FOR EARLY TERMINATION AND CONSEQUENCES OF TERMINATION

68. Without prejudice to the termination of these Terms and Conditions upon expiry of their term or of any extensions thereof in accordance with section XIII above, either Party may terminate these Terms and Conditions early in the following cases:
    • mutual agreement of the Parties formalised in writing;
    • material breach by either Party of any of the obligations set out in this document, except where such breach is remediable and is remedied within thirty (30) calendar days following the date on which the breaching Party is notified and required to remedy it. If that period elapses without the breaching Party remedying the breach, the non-breaching Party may request termination of the Terms and Conditions by sending written notice to the other Party. The Terms and Conditions shall be deemed terminated on the date of delivery of such termination notice, without prejudice to any legal action the non-breaching Party may decide to take.
69. Furthermore, Utopicus may terminate these Terms and Conditions early in the following cases:
    • non-payment by the Client of the rates applicable to the contracted Service;
    • the Client carrying out illegal activities or activities that endanger the health of other clients, health regulations, hygiene or the integrity of the spaces;
    • breach of the room usage rules included in the Annex.
70. From the effective date of termination of the Terms and Conditions for any reason, they shall cease to have effect, without prejudice to those provisions which, because they expressly provide so or by their nature, must survive.
71. In the event of termination for the reasons set out in section 69 above, Utopicus shall be entitled to claim damages arising from the Client’s breach.

XV. AMENDMENT OF THE TERMS AND CONDITIONS

72. Utopicus reserves the right to make any modification or change to the Service and these Terms and Conditions. Utopicus shall inform the Client by email of any material changes and modifications occurring between the Client’s acceptance of the Terms and Conditions, at the time of booking the room, and the time the room is used, indicating the effective date of the update.
73. The notification shall inform the Client of their right to: (i) cancel the room booking as a result of the amendment of the Terms and Conditions; (ii) reject the amendment of the Terms and Conditions and continue using the room under the original Terms and Conditions; and/or (iii) accept the amendment of the Terms and Conditions and continue to enjoy the Service and the use of the room under the amended Terms and Conditions.
74. The Client shall have 10 days from the date of receipt of the notification to exercise any of these options. If within that period the Client does not expressly object to the amendment or express their wish to cancel the booking, the amendment shall be deemed accepted and the amended Terms and Conditions shall be binding on the Client.
75. Unless the law provides otherwise, Utopicus shall not be obliged to inform the Client of changes due to compliance with a legal obligation or to an emergency situation.

XVI. MISCELLANEOUS

76. Force Majeure: Neither Party shall be deemed liable for failure to perform its contractual obligations to the extent that the delay or impossibility of performance is caused by force majeure, as defined in article 1105 of the Spanish Civil Code. In the cases referred to in this paragraph, the non-performing Party shall not be liable for failure to perform its obligations for as long as the circumstances giving rise to the force majeure persist and provided it continues to use its best efforts to restore normal conditions as soon as reasonably possible.
77. Precedence: In the event of any contradiction between the content of a supplementary document or any additional document and the content of the clauses of these Terms and Conditions, preference shall always be given to the letter, spirit and purpose of the latter, unless expressly provided otherwise.
78. Entire agreement and primacy of the Terms and Conditions: These Terms and Conditions contain all the conditions agreed by the Parties in relation to their subject matter, and any statements, commitments or promises, whether verbal, written or implied, resulting from negotiations between the Parties prior to the Terms and Conditions in relation to their subject matter shall be deemed non-existent. The fact that Utopicus does not require at any given time compliance with any of the conditions set out in these Terms and Conditions may not be interpreted by the Client as a waiver of the right to subsequently require compliance.
79. Severability and integration of clauses: If any provision of these Terms and Conditions is declared null and void, in whole or in part, such nullity shall not affect the validity of the remaining provisions, which shall remain in force without being affected by such declaration of nullity. The provision declared null or voidable shall, by mutual agreement of the Parties, be interpreted in a legally acceptable manner that is as close as possible to the provision that the Parties would have agreed had they known of the ineffectiveness of the provision in question.

XVII. GOVERNING LAW AND JURISDICTION

80. These Terms and Conditions are governed by and shall be construed in accordance with Spanish common law, without regard to its conflict of laws rules.
81. For the resolution of any dispute relating to the provision of the Service or these Terms and Conditions, the Parties agree to submit to the jurisdiction of the courts and tribunals of the city of Madrid.

XVIII. CONTACT

82. To contact Utopicus regarding the Service or these Terms and Conditions, the Client may send an email to: eventos@utopicus.es.
83. Furthermore, in accordance with Regulation (EU) No 524/2013 of the European Parliament and of the Council of 21 May 2013, Clients who are consumers may access the European online dispute resolution platform through the following link: https://ec.europa.eu/consumers/odr, in order to raise any dispute arising from contracting the Service through the Website.

Annex. Room usage rules

Use of the rooms

• The Client may not access Utopicus facilities without a prior confirmed booking.
• On the day of the booking, the Client is advised to arrive at the space 15 minutes early to be given the key, be shown where the room is, and be able to check the room’s technology to verify that it works properly and that everything necessary for its use is available.
• The Client must at all times respect the maximum capacity indicated for each meeting room. Utopicus may refuse access or interrupt the use of the room when the maximum indicated capacity is exceeded.
• Rooms may be booked from Monday to Friday from 9:00 CET to 18:00 CET, public holidays being expressly excluded. Any booking outside these hours shall be subject to room availability and a specific quote.
• If the Client does not show up at the space on the day of the booking, the booking shall count as used and cannot be recovered.
• Cancellations made less than 24 hours in advance shall not give rise to any right to a refund, reimbursement, credit or compensation of the amount paid.
• Cancellations made more than 24 hours in advance shall generate a credit equivalent to the cancelled hours. Such credit shall follow the same capacity criterion as the cancelled room (that is, rooms with capacity for 10 or more people or rooms with capacity for fewer than 10 people) and shall be valid for three (3) months from its date of issue.
• The additional self-service coffee and water service is not included in the booking price. It shall be available upon specific request and subject to an additional cost.
• The catering service must be contracted exclusively through Utopicus.
• If the Client has not contracted water, coffee or catering with Utopicus for the period of use of the room, they may not enter the room with food or drink from outside the space without prior authorisation from Utopicus.
• The Client is advised to check the room’s technology before use to make sure that it has everything the Client needs for the meeting.
• The Client must leave the room as they found it and collect their personal belongings when leaving.

Visitors

• All persons other than the Client who are going to use the booked room must register at the centre’s reception before the meeting.

Sustainability

• The Client shall close the doors when entering or leaving to maintain the temperature of the various spaces and, at the end of the meeting, shall switch off the room lights and the thermostat.
• The Client shall use the recycling points available in the spaces.

Security

• The centres have an anti-intrusion system with 24/7 CCTV cameras and alarms. The Client undertakes to respect the access protocols for the spaces in order to guarantee and control their security.
• The Client must not leave personal belongings unattended. Utopicus shall not be liable for thefts occurring on its premises caused by carelessness or personal belongings being left unattended.

Right of admission

• The Client accepts that Utopicus reserves the right of admission and that breach of the usage rules set out herein may lead to the Client being expelled from the space, in which case they must leave the premises immediately.