General Terms and Conditions of Contracting

Meridional Events

GENERAL TERMS AND CONDITIONS OF CONTRACTING

Meridional Events S.L.

Version in force as from 1 April 2026

Preamble

These General Terms and Conditions govern the contractual relationship between Meridional Events S.L. (hereinafter, the “Company”) and the Client, being the company or professional contracting the services described in the corresponding Proforma issued by the Company and, prior thereto, in the Quotation. For information purposes, the Quotation constitutes a prior estimate subject to change; the Proforma incorporates the payment request and collection details, and constitutes the contractual document of reference once issued and accepted. This contract is commercial in nature and on a B2B basis, with the regulations concerning consumers and users and package travel expressly excluded (arts. 97 and 150.1 of RDL 1/2007).

In the event of any discrepancy between the Spanish version and any translation, the Spanish version shall prevail. Governing law: Spanish law. Exclusive jurisdiction: the Courts and Tribunals of Málaga (Spain).

1. Purpose, Nature and Contractual Framework

1.1. Purpose

These General Terms and Conditions govern the services provided by the Company in connection with the organisation, coordination and execution of events, corporate travel and related services contracted by the Client in accordance with the terms set out in the accepted Proforma or, if the same has not yet been issued, in the accepted Quotation.

1.2. Contractual documentation

The following shall form an integral and binding part of the contract:

• the Proforma(s) or quotation(s) accepted by the Client;
• the updated versions of such Proforma, provided that they have been accepted in writing (including by email or partial payment / pursuant to art. 1254 of the Código Civil), the last accepted version prevailing in the event of any discrepancy;
• Annex I – Technical and Operational Scope of the Service;
• Annex II – Payment and cancellation schedule of the principal provider, if applicable;
• Annex III – Particular terms and conditions of the principal provider, if applicable;
• Annex IV – Payments in a currency other than the euro, if applicable.

For the purposes of this contract, (i) the Quotation is the preliminary commercial proposal; (ii) the Proforma is the subsequent document incorporating the payment request and collection details and may contain updated versions of the Quotation. In the event of successive versions, the last Proforma accepted in writing or by payment shall prevail, pursuant to clause 1.4.

For the sole purposes of clause 4.6 relating to the substantial reduction in participants, the reference basis shall be the number of participants estimated in the first Proforma accepted by payment by the Client, unless the Company expressly accepts in writing a different basis. Any subsequent Proformas, updates, revisions or later adjustments shall not automatically amend such initial reference for these specific purposes.

1.3. Order of precedence

In the event of any discrepancy, the contents of Annex III shall prevail, followed by Annex II, the accepted Proforma and, lastly, these General Terms and Conditions.

1.4. Entire agreement, amendments and contractual acceptance

This contract and its annexes constitute the entire agreement between the parties and supersede any prior communication. Any amendment must be recorded in writing or on a durable medium and must have the Client’s express acceptance, which may be given by email, electronic signature or payment of the Proforma, pursuant to articles 1254, 1258 and 1261 of the Código Civil.

Full or partial payment of any Proforma, quotation or invoice issued by the Company shall imply express and binding acceptance of these General Terms and Conditions and their Annexes, with full legal validity even in the absence of a handwritten signature.

1.5. Interpretation, good faith and language

These Terms and Conditions shall be construed in accordance with articles 1281 to 1289 of the Código Civil and the applicable commercial usages. In the event of any discrepancy or conflict, the parties undertake to cooperate in good faith to mitigate losses pursuant to articles 1258 and 1103 of the Código Civil. For interpretative and evidentiary purposes, this Spanish version shall prevail over any translation.

1.6. Autonomy of the parties

Meridional Events acts with full legal and economic autonomy, and no agency, representation or employment relationship whatsoever exists with the Client. Each party shall bear its own tax, labour and social security obligations.

1.7. Professional nature (B2B)

The Company provides services exclusively to companies and professionals. Consumer regulations and the package travel regime shall not apply.

2. Economic and Payment Terms

2.1. Currency and nature of prices

All prices are stated in euros (€) as the contractual currency of reference, are net and non-commissionable.

2.2. Taxes, VAT and invoicing

Unless expressly stated otherwise in the Proforma, prices do not include VAT or any other taxes, which shall be charged to the Client in accordance with the tax legislation in force at the time the tax becomes chargeable. Any subsequent tax amendment shall be passed on to the Client.

Pursuant to VAT Directive 2006/112/EC and the applicable Spanish legislation, the Company may only issue an invoice including VAT when such VAT has become chargeable, namely, when the corresponding chargeable event takes place or when an advance payment has been effectively received, in the amount received.

The Client expressly acknowledges that the Company is not legally authorised to issue an invoice including VAT prior to such chargeability or payment. Any internal accounting, approval or payment procedures of the Client shall not prevail over these mandatory legal obligations.

2.3. Intra-Community VAT exemption

Companies registered in the VIES/ROI system shall receive invoices without VAT, pursuant to art. 25 of Ley 37/1992 (Ley del IVA).

2.4. Payments in foreign currency

The euro (€) shall be the sole and exclusive contractual currency of reference under this agreement.

Exceptionally, and subject to the Company’s prior express written authorisation, the Client may make payments in a currency other than the euro. Such payment shall constitute merely an alternative settlement mechanism and shall not imply any amendment whatsoever to the contractual currency of the agreement.

In such case, the amount due shall be determined on the basis of the amount owed in euros, converted in accordance with the reference exchange rate published by the European Central Bank on the date of issue of the corresponding Proforma, including such reasonable adjustments as may be necessary to reflect bank charges, financial costs and exchange rate risk.

The Company shall assume no exchange rate risk whatsoever. Any difference arising from exchange rate fluctuations, timing of payment or associated costs shall be borne exclusively by the Client. All of the foregoing shall be without prejudice to the provisions, where applicable, of the relevant annex concerning payments in currencies other than the euro.

2.5. Calculation of periods

Unless otherwise stated, periods shall be understood to mean calendar days. Where “business days” are stated, such days shall be counted from Monday to Friday, excluding weekends and local public holidays in Málaga (Spain).

2.6. Method of payment

Payments shall be made by bank transfer in the currency indicated. Card payments shall carry a surcharge of 3% + VAT. All banking charges shall be borne by the Client.

2.7. Payment errors and commissions

Payments made to accounts or in currencies other than those indicated shall not release the payment obligation. Any commission or exchange difference borne by the Company shall be passed on together with a management charge of €80.

2.8. Standard payment schedule

Unless otherwise agreed (Annex II):

• 35% upon confirmation of the booking;
• 35% ninety (90) days prior to the event;
• 30% thirty (30) days prior to the event.

The final payment must in all cases be made thirty (30) days prior to the commencement of the event, irrespective of the degree of operational close-out of the project or the Client’s receipt of final documentation. The Proforma issued forty (40) days beforehand shall serve as the basis for calculation.

Failure to pay on time shall entitle the Company to suspend services or cancel the event in accordance with the terms governing default and cancellation.

Payments made by the Client shall be deemed to have been made in connection with the project, destination, dates, scope and estimated volume reflected in the relevant Proforma. Such payment shall under no circumstances imply any automatic right to transfer all or part of such amounts to another project, destination, timetable, structure or different volume, unless expressly accepted in writing by the Company.

2.9. Operational provision

The Client shall pay an operational provision of 5% of the total budget. If the project has not been closed out thirty (30) days prior to the event, an additional provision of 10% shall be applied to the latest issued Proforma. The provision is not a penalty and covers variable or unforeseen expenses arising from the lack of close-out. The Company may use up to three hundred euros (€300) against such provision without prior authorisation, and must subsequently justify its application. After the event, the Company shall reconcile and refund any unused balance.

The final reconciliation of the operational provision shall be strictly conditional upon the receipt, verification and reconciliation of all final supplier invoices, post-event adjustments and any additional charges deriving therefrom.

The Company shall act diligently and without undue delay once it has received the documentation necessary to carry out such reconciliation.

The Client expressly acknowledges that the timing of the reconciliation depends directly on the invoicing, review and reconciliation processes of suppliers, which lie outside the control of the Company.

Once the full reconciliation has been completed, the Company shall proceed with the final reconciliation and, where applicable, refund the unused balance.

The operational provision is separate and independent in nature from the economic adjustments, penalties, retentions or contractual consequences set out in clause 4 of these General Terms and Conditions; accordingly, its existence, application or reconciliation shall neither limit nor exclude the Company’s right to charge the Client any amounts that may become payable pursuant to such clause.

2.10. Default and interest

Failure to pay on time shall automatically accrue the statutory interest for late payment in commercial transactions provided for in Ley 3/2004 (ECB rate + 8 points), without prior notice, in addition to reimbursement of management or recovery costs.

2.11. Providers with different terms

Schedules or deposits required by principal providers (hotels, restaurants, etc.) shall prevail over this schedule if set out in Annexes II or III.

2.12. Non-payment

Any breach of the schedule shall entitle the Company to suspend or cancel performance without any obligation to compensate, with the cancellation charges provided for applying accordingly.

3. Performance of the Service

3.1. Participant registration and data management

The information necessary for the organisation and performance of the event shall be collected exclusively by means of the official registration form made available by the Company. The Company shall not process data submitted by alternative means (email, Excel or other formats), unless expressly accepted and subject to an additional charge.

If, due to any cause attributable to the Client or its participants, it becomes necessary to enter or regularise data manually, a charge of €60 + VAT per participant shall apply by way of extraordinary administrative management, which shall be invoiced to the Client.

The Company shall provide the services on the basis of the information received, without any duty of verification, and shall not be liable for errors or incidents arising from incorrect, incomplete or outdated data. The processing and, where applicable, disclosure of data to third parties necessary for the event operations shall be governed by the Privacy Policy in force.

3.2. Operational hours

Bookings and amendments shall be handled exclusively within the stated office hours.

3.3. Timetables and punctuality

The Client must comply with the agreed schedules. For airport transfers, a margin of thirty (30) minutes is included; any excess shall be charged at the applicable rate. In all other services, any additional time shall be deemed outside the contracted scope and shall be charged in accordance with the Proforma in force. The Company shall not be liable for losses or services not provided due to delays attributable to the Client.

3.4. Claims

Any incident must be notified immediately to allow possible resolution. Failure to provide timely notice shall exclude subsequent claims in respect of matters that could have been resolved in situ.

After the event, only claims supported by objective evidence (photographs, videos or other records) shall be entertained. Subjective perceptions shall not be admissible for economic purposes.

No claims shall be accepted after fourteen (14) calendar days from the invoice date.

3.5. Mandatory on-site management

On-site management during the event, from the group’s arrival until its departure, constitutes an essential and inseparable element of the contracted service. Its unilateral exclusion by the Client shall be deemed a material breach of contract, in accordance with Annex I.

4. Bookings, Confirmations and Cancellations

4.1. Communications

All bookings, amendments or cancellations must be made in writing (preferably by email). The Company shall confirm the same in writing within its office hours (Monday to Friday, 9:00–18:00).

4.2. Confirmation and availability

Availability and rates are subject to supplier confirmation. Payment of the deposit does not guarantee availability or freeze rates until such confirmation. In the event of changes or unavailability, alternatives shall be proposed or the amount refunded, less any management costs already incurred, equivalent to 10% of the affected budget in respect of analysis, technical liaison and negotiation.

4.3. Review of data

The Client must verify that the data reflected in the Proforma are correct. Errors not notified prior to payment or within fourteen (14) calendar days from issue shall be deemed final and accepted.

4.4. Promotional images

Photographs or promotional videos are merely illustrative. Operational variations may exist, while always maintaining a level of quality equal to or higher than that offered.

4.5. Reductions in participants

Any reduction in participants after confirmation may generate additional costs, loss of scale benefits, guaranteed minimums, rate changes or penalties imposed by suppliers. All such amounts shall be rechargeable to the Client.

Successive reductions shall be computed cumulatively against the number of participants estimated in the first Proforma accepted by payment by the Client, unless otherwise agreed in writing.

4.6. Substantial reduction in participants

If the cumulative reduction exceeds twenty per cent (20%) of the number of participants estimated in the first Proforma accepted by payment, the Company may apply, in addition to the amounts rechargeable pursuant to clause 4.5, an additional economic adjustment.

Such adjustment shall be calculated by multiplying:

• the number of lost participants exceeding 20%;
• the average value per participant of the first Proforma accepted by payment;
• twelve point five per cent (12.5%).

This adjustment may not exceed the maximum amount applicable in the event of total cancellation pursuant to clause 4.8.

4.7. Substantial changes to the confirmed programme

Once the programme has been confirmed and the first payment made, any substantial change may be treated by the Company as an extraordinary amendment or as cancellation of the original programme and the opening of a new project.

Substantial changes shall include, inter alia, a change of the principal destination, a change of dates involving a variation of more than thirty (30) days from the dates initially quoted or confirmed, replacement of the principal hotel or venue where this requires the programme to be redrafted, or a material reconsideration of the content or structure of the event.

Amounts already paid shall not automatically be transferred to the new programme unless accepted in writing by the Company.

4.8. Total cancellation of the confirmed programme

If, once the programme has been confirmed and the first payment made, the Client decides not to proceed with the project or replaces it with another that is incompatible with its performance on the terms initially accepted, the Company may treat the same as total cancellation.

Amounts paid may be retained by the Company to compensate for the professional work already carried out, internal management costs, commitments assumed with suppliers, payments or deposits already made, applicable penalties and loss of business opportunity.

If the amounts paid are insufficient to compensate the damage, costs and losses suffered by the Company, the Company may additionally claim such amounts as correspond in accordance with the proven damage and, in any event, an amount not less than twenty per cent (20%) of the total amount of the last commercial document issued or expressly validated by the Company and accepted by the Client, without prejudice to such additional amounts as may become payable under supplier terms incorporated into the contract.

4.9. No show

Total or partial non-attendance shall entail 100% cancellation charges.

4.10. Recommended insurance

The Client is advised to take out, in its own country, cancellation or travel insurance covering costs arising from contingencies. The Company neither intervenes in nor assumes liability for its arrangement or coverage.

5. Liability, Exclusions and Force Majeure

5.1. Scope of liability

The Company shall act as organiser, coordinator and contractual intermediary of the project and may organise, coordinate and perform the services directly or through specialist providers, without thereby altering its contractual position vis-à-vis the Client.

The Company shall not be liable for defaults, bankruptcies, insolvencies, unavailability or acts of third-party providers, save in cases of its own wilful misconduct or gross negligence.

Indirect damages, loss of profit, consequential losses, commercial losses, reputational losses, loss of opportunity or loss of expected benefit, as well as any damages arising from matters beyond the reasonable control of the Company or whose quantification exceeds the contractual limits expressly assumed by it, are excluded.

The Company’s total aggregate liability shall under no circumstances exceed the amount effectively paid by the Client, save in cases of wilful misconduct, gross negligence or direct personal injury attributable to the Company.

5.2. Participation and risks

Participation in the activities implies voluntary acceptance of the inherent risks, thereby releasing the Company save in cases of wilful misconduct or gross negligence. The Client shall be liable for material or personal damage caused by itself or its participants and for procuring the necessary insurance.

5.3. External activities

The Company does not coordinate or supervise activities not included in the Proforma or not managed through it. Activities contracted directly by the Client or its participants fall outside the scope of the service and outside any liability whatsoever of the Company.

5.4. Programme changes during the event

Programme changes requested during the event shall be subject to availability. Their immediate implementation or feasibility is not guaranteed.

The Client must respect the working schedules of the assigned staff. Unilateral changes or additional requests may generate additional costs.

The Company may reject changes affecting or compromising safety, operations or the proper overall coordination of the event.

No refund shall be granted for services not enjoyed for reasons not attributable to the Company.

5.5. Operational limitations

The Company shall not be liable for: (a) delays, losses or damage arising from unilateral schedule changes by the Client or its participants; (b) participants’ failure to attend transfers or activities. Any person who does not attend shall arrange their own means at their own cost, without entitlement to refund, compensation or assistance; (c) medical incidents or unforeseen personal matters, including medical visits, prescriptions, spectacles or individual needs, which fall outside the scope of the service unless expressly contracted.

5.6. Force majeure and change of circumstances

In the event of unforeseeable or unavoidable occurrences, such as wars, terrorism, pandemics, natural disasters, strikes, administrative restrictions, closures of venues, transport disruptions or other circumstances beyond the reasonable control of the Company, both parties shall be released from liability, and only accrued, committed or irrecoverable costs shall be settled.

If substantial and unforeseeable cost increases arise due to causes beyond the Company’s reasonable control, the Company may revise prices or cancel unperformed services without any penalty on its part.

5.7. Regulatory compliance and licences

The Company shall act in accordance with the regulations in force. Licences and charges are not included unless expressly stated. Payment of charges does not guarantee the obtaining of permits. The Company shall not be liable for their refusal nor for the amounts paid.

5.8. Subcontracting

The Company may organise, coordinate and perform the services in whole or in part through specialist providers or third parties, without this implying any assignment of the contractual relationship with the Client, while in all cases retaining responsibility for coordination of the project on the terms of this contract.

5.9. Indemnity

The Client shall keep the Company fully indemnified against third-party claims, sanctions, damages, costs or losses arising from acts, omissions, breaches or instructions of the Client itself, its staff, guests or participants.

5.10. Adapted menus

Adapted menus may generate additional costs if they require specific staff or preparation. The Client shall bear such cost if notified by the supplier.

5.11. Lost property

The Company shall not be liable for lost or forgotten items. Their management shall give rise to a fixed charge of €30 + VAT per item. If travel is required, an additional fee of €180 (journeys of up to 30 minutes) or €300 (up to 90 minutes) + VAT shall apply, in addition to the associated expenses. All such costs shall be borne by the Client.

6. Final Provisions

6.1. Intellectual property

Materials, designs, images, texts or logos generated by the Company are the exclusive property of the Company or of their legitimate holders. Their reproduction or use without written authorisation is prohibited.

6.2. Client materials

The Client warrants that it holds title to the rights over the material it provides and shall keep the Company fully indemnified against third-party claims.

6.3. Protection of personal data

Each party shall be Controller in respect of the data it processes for its own purposes. Meridional Events shall act as Processor only in respect of the data necessary for performance of the service, pursuant to art. 28 GDPR, applying security and confidentiality measures and deleting such data upon completion of performance.

Meridional Events shall process personal data in accordance with Regulation (EU) 2016/679 (GDPR) and Ley Orgánica 3/2018 (LOPDGDD). Processing shall be carried out in accordance with the Privacy Policy available on the Company’s website, which forms an integral part of this contract for information purposes.

6.4. Images and recordings

The Company may take photographs and videos during the event on the basis of its legitimate interest (art. 6.1.f GDPR). Their processing shall be governed by the Privacy Policy in force. The Client shall inform the participants accordingly.

6.5. No waiver

The Company’s tolerance of any breach by the Client shall not constitute a waiver of its rights nor prevent it from subsequently requiring strict performance of the contract.

6.6. Amendment of the Terms and Conditions

The Company reserves the right to amend these Terms and Conditions at any time for legal, regulatory, operational or service improvement reasons.

The amendments shall be published through the Company’s usual channels, indicating the effective date of the new version.

The new Terms and Conditions shall have no retroactive effect and shall not affect projects already confirmed, which shall be governed by the version in force at the time of their formalisation, unless the parties expressly agree otherwise.

6.7. Amendment, interpretation and partial invalidity

The Company may amend these terms and conditions for legal or operational reasons, giving fifteen (15) calendar days’ prior notice. Confirmed bookings shall not be affected unless expressly accepted by the Client. The nullity of any clause shall not affect the validity of the remainder.

6.8. Dispute resolution

The parties shall endeavour to resolve any dispute amicably. Failing that, they shall submit the matter to mediation or arbitration before the Corte de Arbitraje de la Cámara de Comercio de Málaga. If no resolution is achieved, the Courts and Tribunals of Málaga (Spain) shall have jurisdiction, with waiver of any other forum.

6.9. Notices

All communications between the parties shall be deemed valid if made by email to the addresses indicated in the Proforma or, if the same has not yet been issued, in the last quotation accepted in writing. They shall be deemed received on the following business day after dispatch if no delivery error is recorded.

During performance of the project, the parties may use instant messaging systems or other informal communication channels (such as WhatsApp or similar) for operational management and real-time coordination, especially in urgent situations.

Such communications shall be merely operational in nature and shall not, of themselves, constitute contractual amendments nor give rise to any additional obligations for the Company, unless subsequently expressly confirmed through the formal channels established.

In the event of any discrepancy, the terms set out in the contractual documentation applicable to the project shall always prevail.

Integrated supplementary documents

In the event of any contradiction, the Annexes shall prevail over these conditions in the order indicated.

• Annex I – Technical and Operational Scope of the Service (mandatory).
• Annex II – Payment and cancellation schedule (if applicable).
• Annex III – Particular terms and conditions of the principal provider (if applicable).
• Annex IV – Payments in a currency other than the euro (if applicable).

Annex I - Technical and Operational Scope of the Service

1. Legal nature, incorporation and scope

1.1. Contractual incorporation

This Annex forms an integral and inseparable part of the General Terms and Conditions of Meridional Events S.L. (hereinafter, the “Company”) and shall legally bind the Client upon acceptance.

1.2. Essential nature

The on-site management service (in situ) is mandatory and inseparable from the project. It includes the planning, execution and operational close-out of the event, and may not be unilaterally waived or replaced. Its exclusion constitutes a material breach in accordance with the principal contract.

1.3. Regulatory precedence

In the event of any contradiction with proposals, quotations or any other contractual document, the contents of this Annex shall prevail, unless otherwise agreed in writing.

1.4. Operational adaptation

The functions described reflect the professional standard assumed by the Company in each project. The Company shall adapt its intervention according to the complexity of the event and the specific agreement with the Client. Not all events shall require the entirety of the listed tasks, nor do these limit the scope of the service.

1.5. Amendments

This Annex may not be unilaterally amended, reduced or removed. Any adjustment shall require written agreement between the parties.

1.6. Direct or coordinated performance

The Company may perform, coordinate or supervise the services through specialist providers, without this implying any contractual assignment, unless the Client has expressly agreed otherwise.

2. Pre-event planning

2.1. Coordination and preparation

• Receipt of instructions and operational analysis.
• Design of itineraries and schedules.
• Preliminary coordination with suppliers.
• Preparation of operational documentation (programme, schedule, lists and contacts).
• Meetings with the Client and briefings (informative and instruction meetings) with key suppliers.

2.2. Allocation and limits

• The level of allocation shall be proportionate to the complexity of the event.
• Additional meetings or planning shall be quoted separately.
• Substantial changes of dates, venues, participants or programme shall likewise be governed by clauses 4.6, 4.7 and 4.8 of the General Terms and Conditions, without prejudice to the corresponding economic, operational and timetable review that may be necessary.
• Site inspections are not included; they are invoiced separately and must be paid in advance.
• Manufactured or printed materials must be confirmed thirty (30) days in advance. The periods of August, 22 December–6 January and Semana Santa shall not be deemed business periods. Orders placed out of time do not guarantee punctual delivery or refund.

2.3. Close-out dates (content freeze)

• Forty (40) days prior to the event: operational close-out and issue of the final Proforma for the outstanding balance.
• Thirty (30) days prior to the event: due date for payment of the balance, in accordance with the general schedule. Close-out of nominal lists or data required for bookings or access. Subsequent requests shall be deemed additional services subject to availability and quotation.

3. On-site management during the event

3.1. Main functions (by phases)

A. Arrival and preparation

• Review of welcome materials, signage and gifts.
• Coordination with hotels and suppliers to confirm services, menus and schedules.
• Supervision of set-ups, counters and registration areas.
• Control of deliveries, accreditations and welcome kits.
• Coordination of transfers from the airport or station.

B. Event delivery

• Continuous presence of the coordination team at the event location.
• Supervision of access, set-ups, transport, catering and compliance with the programme.
• Immediate resolution of incidents and management of contingencies.
• Coordination with suppliers, venues and the Client’s staff.
• Supervision of activities, meetings, meals, workshops and entertainment.
• Coordination of photographers, videographers and branding elements.
• Verification of health and safety protocols.
• Contingency management.
• Ongoing communication with the Client.

C. Close-out and departure

• Coordination of dismantling, collection and packing of materials.
• Supervision of cleaning and reinstatement of spaces.
• Coordination of departure transfers.
• Close-out meeting with the Client for review and improvement.

3.2. Exclusions

This does not include the functions of official guide, audiovisual technician, healthcare staff, security staff or personnel requiring specific professional certification. Nor does it include manual tasks, distribution of materials (tickets, gifts, wristbands or others), set-up, dismantling, decoration or technical, creative or audiovisual production beyond operational coordination.

3.3. Ratios and reinforcements

The Company shall assign staff in accordance with good practice. Events involving multiple spaces, sub-groups or high attendance may require additional staff, subject to quotation and approval.

4. Coordination, communication and operational changes

4.1. Communication channels

Each party shall designate a single point of contact (telephone, professional messaging or email).

4.2. Response times

The Company shall respond as promptly as possible. Response time shall depend on the complexity of the query and the third parties involved, and shall not constitute a breach.

4.3. Change procedure

Any change entailing additional costs or resources shall require the Client’s prior approval by email or message with confirmation. In urgent cases, the Company may act up to €300 against the provision, with subsequent justification.

4.4. Reconciliation of additional services

Additional services or extensions shall be charged against the provision and documented in the close-out report, with any unused remainder refunded.

5. Limits and exclusions

5.1. Scope of the services

The services provided by the Company do not include third-party costs (venues, catering, transport, charges or others) unless expressly stated in the Proforma and paid in advance by the Client.

5.2. Specific exclusions

The functions referred to in clause 3.3 of this Annex I, relating to activities not covered by on-site management, are expressly excluded.

5.3. Direct intervention by the Client

The Client’s direct intervention with suppliers, as well as unilateral amendment of operational instructions, may entail additional costs, interference with the overall coordination or even suspension of the service, without entitlement to refund.

5.4. Uncontracted individual requests

The Company shall not manage particular requests or requests unrelated to the official programme (for example, taxis, dinners, personal bookings or activities not included). Such requests must be dealt with directly by the participants or by the Client itself. On-site management covers exclusively the operation of the contracted programme and the resolution of incidents related thereto. Attention to individual or out-of-scope requests shall be deemed an additional service and shall be subject to availability and quotation.

5.5. Increase of staff and operational resources

The staffing allocation is calculated according to the confirmed scope of the project. If, after acceptance of the Proforma, the number of services, locations, groups, activities or elements to be coordinated is expanded, the Company may incorporate additional staff or technical means necessary to ensure proper performance. Such reinforcements shall be deemed mandatory operational adjustments and their cost shall be borne by the Client, subject to prior notice and reasoned justification. Reduction of staff at the Client’s request shall only be possible if it does not affect the safe and orderly conduct of the event.

Annex II - Unified payment and cancellation schedule

This Annex shall be issued only where a principal provider establishes payment or cancellation periods or conditions different from those of Meridional Events.

Its purpose is to unify both schedules and to provide a single, simplified reference for the Client.

The provisions of this Annex replace clauses 2 and 4 of the General Terms and Conditions in all matters relating to dates, percentages of payment and penalties.

If there are no differences, Annex II shall not be issued, or shall be issued with the statement: “No modifications apply to the Meridional Events schedule.”

⚠️ This Annex is contractual and binding, and any breach thereof may imply the loss of services or of amounts paid, in accordance with the conditions of the principal provider.

Annex III - Contract of the principal provider

This Annex incorporates the contract or particular terms and conditions of the principal provider (for example, a hotel, venue or transport provider), which form an integral part of the agreement with Meridional Events.

Acceptance of Annex III by the Client is an indispensable requirement for confirmation of the corresponding services.

In the event of non-acceptance, such services may not be contracted, and Meridional Events shall assume no liability whatsoever for their non-provision or for any losses arising from such refusal.

Annex IV: Payments in a currency other than the Euro

1. Contractual currency

The euro (€) constitutes the sole contractual currency of reference under this agreement.

2. Alternative settlement currency

Exceptionally, and subject to prior written confirmation by the Company, the Client may make payment in a currency other than the euro (hereinafter, the “settlement currency”). Such arrangement shall not alter the contractual currency of the agreement.

3. Determination of the exchange rate

The amount payable in the settlement currency shall be calculated by converting the amount owed in euros in accordance with the reference exchange rate published by the European Central Bank on the date of issue of the corresponding Proforma, including such reasonable adjustments as may be necessary to reflect bank costs, administrative management and exchange rate risk.

4. Deadline for receipt of payment and fluctuations

The funds must be effectively received and credited to the account designated by the Company within a maximum period of seven (7) business days from the date of issue of the corresponding Proforma.

If the funds are received outside such period, or if exchange rate variations occur between the date of issue and the effective date of receipt, the Company may recalculate the amount by applying the exchange rate in force on the date on which the funds are effectively received and require payment of any resulting difference.

Variations equal to or below one per cent (1%) may be tolerated at the Company’s discretion and shall not constitute any waiver of its rights.

Any refund payable by Meridional Events shall be calculated in euros and, where applicable, converted into the settlement currency by applying the exchange rate in force on the date of refund. The Company shall not assume exchange rate variations. Under no circumstances shall the Company be obliged to refund or accept amounts exceeding the value in euros contractually due, irrespective of exchange rate fluctuations.

5. Completion of payment

Payment shall be deemed made only when the Company has received the full equivalent amount in euros. Any difference arising from exchange rate variation, bank charges or financial costs shall remain payable by the Client.

6. Supplementary application

In all matters not expressly provided for in this Annex, the General Terms and Conditions of Meridional Events shall apply.