General Terms and Conditions of Use and Sale (GTCUS)

THESE GENERAL TERMS AND CONDITIONS (the “Terms”) constitute a legally binding agreement between SmartBlock SRL, a company duly incorporated, with registered office at Avenue des Petits Champs 63, 1410 Waterloo, registered with the Crossroads Bank for Enterprises (BCE) (hereinafter referred to as “SmartBlock”, “the Provider” or “We”), and you, or if you represent an employer or a client, then the employer or the client (hereinafter referred to as “You” or the “Client”), governing your use of the Market Explorer web application (https://app.smartblock.be), the data analysis services, and all other related services provided by SmartBlock (collectively the “Services”).

SmartBlock reserves the right to modify or update these Terms at any time and at its sole discretion, by publishing them on its Website or by providing any other notice (in particular by email or in-app notification), where possible at least 30 days before their entry into force. Your rights and obligations under these Terms shall be subject to the most recent version published on the Website.

PLEASE READ THESE TERMS CAREFULLY. BY SUBSCRIBING TO, ACCESSING, OR USING THE APPLICATION OR THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ AND ACCEPTED, WITHOUT RESERVATION, TO BE BOUND BY THE LATEST VERSION OF THE AGREEMENT COMPOSED OF THE FOLLOWING DOCUMENTS, LISTED IN ORDER OF PRIORITY:

1. The specific Commercial Offer or the validated Purchase Order (as applicable);
2. These General Terms and Conditions (GTCUS).

Article 1: Purpose

The purpose of this agreement is to define the conditions under which the Provider grants the Client a right of access to and use of the “Market Explorer” Service, in consideration for payment of the subscription defined in the commercial offer.

Access to SmartBlock’s public showcase website is not governed by this agreement.

Article 2: Term

2.1. Initial term

This agreement is entered into for an initial term defined in the offer (monthly or annual).

2.2. Tacit renewal

It is automatically renewable by tacit renewal for successive periods of the same duration, unless terminated by either Party.

2.3. Notice of non-renewal

Either Party may object to renewal by notifying the other Party in writing (email or via the account interface) with a notice period of 7 calendar days before the end of the current period.

Article 3: Access conditions and account management

3.1. Licence to use

The Provider grants the Client a personal, non-exclusive, non-assignable and non-transferable right to use the Service, worldwide and for the duration of the Agreement.

3.2. Uniqueness of the account (1 user = 1 natural person)

Access to the Service is strictly individual. Each set of credentials (email/password) may be used by only one natural person. Sharing of credentials within a team or with third parties is strictly prohibited. The use of generic accounts (e.g., contact@agence.com shared by 3 employees) is prohibited.

3.3. Security and session validation

• Email Validation (MFA): To guarantee the security of access, each new connection (session) requires validation via a unique temporary code sent to the user’s personal email address.
• Single Session: Simultaneous use of the same user account on multiple devices or browsers is not possible. Opening a new session automatically results in the immediate disconnection of any previous session active on another device.

3.4. Scope of the company (1 subscription = 1 VAT number)

Usage licences are strictly attached to the Client’s legal entity (defined by its VAT/BCE number). It is prohibited to share a subscription or access between several distinct legal entities, even if they belong to the same group or franchise network, except with the Provider’s specific written agreement.

3.5. Sanction

SmartBlock reserves the right to monitor simultaneous use of accounts (via IP addresses or sessions). Any finding of account sharing may result in the immediate suspension of access without notice, in accordance with Article 9.

Article 4: Reasonable use, quotas, and prohibition of “data dumping”

4.1. Nature of the service

The Client acknowledges that the Service is an analysis and decision-support tool, and not a database-building tool. The Client pays for a right of consultation and analysis, and not for the acquisition of all or part of the Provider’s raw database.

4.2. Quotas and definition of a “search”

For offers subject to a limitation on the number of monthly searches, usage is counted as follows:

• Definition: A “Search” is counted upon entry of a new address associated with the selection of a main data layer (e.g., Residential, Commercial, Industrial, Land). Changing the data layer for the same address constitutes a new Search.
• Exclusions: The following are not counted as new searches: applying or modifying filters within the same layer (e.g., changing from “apartment” to “house”), or modifying time-based criteria for the same address.
• Overage: Occasional exceeding of the monthly quota does not result in automatic additional billing or immediate blocking of the Service. However, the Provider reserves the right to suspend access if the volume of searches exceeds an excessive usage threshold (determined at the Provider’s sole discretion). In the event of recurring or structural overage, the Provider will contact the Client to regularise the situation via an adapted offer (Upgrade).

4.3. Export policy and fair use

Although the Service allows the export of certain data (via Excel, PDF, and Word files), this feature is subject to a fair use policy (“Fair Use”).

The following is considered abusive and prohibited:

• Massive, systematic, or recurring export of volumes of data disproportionate to normal analytical use or to usual real estate valuation needs. In particular, downloading data concerning multiple geographic locations and different property typologies, systematically exporting the maximum possible volume of results for each search, is considered disproportionate.
• The use of scripts, robots, scrapers, crawlers, or any other automated tool to extract data from the Service.
• Circumventing the technical limits imposed by the interface.

4.4. Detection and measures

SmartBlock uses abuse-detection systems based on the frequency and volume of requests. In the event of detection of behaviour resembling “Data Dumping” (data harvesting), SmartBlock reserves the right to:

1. Temporarily limit access speed or export features.
2. Suspend the Client’s account immediately and without refund, for substantial breach of contract.

For indicative purposes, carrying out more than 10 exports within a period of less than 24 hours will be considered by the Provider as suspicious behaviour triggering a security check.

Article 5: Provider’s intellectual property

5.1. Ownership rights

SmartBlock remains the exclusive owner of all intellectual property rights relating to the Service, its interface, its source code, as well as the structure and content of its database (sui generis right of database producers).

5.2. Prohibitions

The Client is strictly prohibited from reproducing, copying, selling, reselling, or exploiting for commercial purposes any part of the Service, or attempting to reconstruct the Provider’s database via the information consulted.

Article 6: Client data, confidentiality, and GDPR

6.1. Data imported by the client

In the context of using the Service, the Client may enrich the database via annotations on existing properties (price, surface area, condition, etc.) or import purely real-estate data such as transaction or rental history (hereinafter the “Client Data”), to the exclusion of any customer file.

6.2. Absence of personal data (PII)

The Client formally undertakes that the Client Data imported into the Service is of a purely technical or statistical nature (e.g., address, m², price, property characteristics). The Client is strictly prohibited from importing Personal Data that directly or indirectly identifies natural persons (such as names, surnames, personal emails, phone numbers of owners or tenants), unless such data has been previously anonymised.

6.3. Confidentiality and data segregation

The Client Data is strictly confidential. SmartBlock guarantees that this data:

• Is exclusively visible to users attached to the Client’s account (users of the same legal entity).
• Is in no way shared with, accessible to, or visible by other clients of the Service.
• Is neither sold, rented, nor disclosed to third parties by SmartBlock.

6.4. Ownership and deletion

The Client retains full intellectual and material ownership of the Client Data it imports. The Client has the ability, at any time, to delete all or part of its data directly via the Service’s interface. Upon simple request or upon termination of the agreement, SmartBlock undertakes to permanently delete the Client Data from its servers, subject to legally required technical backups.

6.5. Client’s responsibility

The Client acts as Data Controller with respect to the data it imports. It guarantees to the Provider that it has collected this data lawfully. SmartBlock does not carry out any verification of the nature of the imported data and disclaims all liability in the event of the presence of unauthorised personal data in the Client’s files.

6.6. Data processing

If, however, for technical reasons, SmartBlock should be required to process personal data on the Client’s behalf, SmartBlock may propose, at the Client’s request, a Data Processing Agreement (DPA) compliant with Article 28 of the GDPR.

Article 7: Pricing and payment

7.1. Price and terms

The subscription price and terms are defined in the offer accepted by the Client.

7.2. Invoicing and late payment

Invoices are payable within 30 days of the invoice date. In the event of late payment, SmartBlock reserves the right to suspend access to the Service until full regularisation. Any delay will automatically result in the application of late-payment interest at the legal rate in force, as well as a fixed indemnity for collection costs.

Article 8: Liability and warranty

8.1. Best-efforts obligation

The Provider undertakes to implement all reasonable means to ensure the availability of the Service. The Client acknowledges that the Service may be subject to temporary interruptions for maintenance.

8.2. Accuracy of data

The real estate data provided comes from various sources. Although SmartBlock strives to provide reliable data, the Provider does not guarantee the accuracy, completeness, or perfect currency of the data. The Client uses this information at its own sole responsibility and must carry out its own checks before any commercial or financial decision.

8.3. Limitation of liability

SmartBlock’s total liability under this agreement may in no event exceed the total amount paid by the Client during the twelve (12) months preceding the event giving rise to the damage.

Article 9: Termination for breach and absence of refund

9.1. Termination for breach

In the event of a serious breach by either Party of its obligations (in particular a violation of Articles 3, 4, or 5), the other Party may terminate the agreement automatically, without prior notice or formal notice.

9.2. Penalty clause

In the event of termination or suspension of the account by SmartBlock due to a breach by the Client of the rules of use (abusive account sharing, data dumping, attempted hacking), no refund of amounts paid in advance (pro rata temporis) will be made. These amounts shall remain the property of SmartBlock as a penalty clause, without prejudice to any damages SmartBlock may claim.

Article 10: Applicable law and jurisdiction

10.1. Applicable law

This agreement is governed exclusively by Belgian law.

10.2. Competent jurisdiction

Any dispute relating to the formation, performance, or interpretation of this agreement shall fall within the exclusive jurisdiction of the courts of the judicial district of Walloon Brabant (Nivelles).