General terms of engagement
Professional services for businesses and professionals
Version 1.1 · 13 September 2026
These terms govern our professional relationship and are supplemented by the engagement letter for each service. Before accepting, the client must know the scope, fees, deadlines and obligations they assume.
I Identification and scope
COMPASS ADVISERS, S.L.P. (the 'Firm'), tax identification number B65897407, registered office at calle Joan Torras 1, 08030 Barcelona. Office and contact address: Avinguda Meridiana 350, 11th floor, door A, 08027 Barcelona. Contact: info@compassadvisers.eu. Registered in the Barcelona Commercial Registry, volume 43457, folio 215, sheet B430515, entry 1; in the Professional Companies Register of the Barcelona Bar Association, number 962; and in that of the Association of Economists of Catalonia, number SP0611.
These terms apply exclusively to clients engaging services for their business or professional activity. Consumer status depends on the actual purpose of the engagement and is not lost by accepting this text. Consumer engagements will be governed by specific terms.
II Engagement letter and acceptance of terms
The engagement document, letter or email accepted by both parties (the 'Engagement Letter') identifies the client, service, fees, deadlines and specific terms. These prevail over the general terms, unless the latter are more favourable to the adhering party, without prejudice to mandatory law.
The Firm will provide these terms in full before acceptance, in a file or medium that can be saved and reproduced. They will form part of the contract when the client accepts them together with the Engagement Letter. Merely browsing the website, remaining silent or sending an enquiry does not create a contract.
The engagement process is: client request, Firm proposal, review and correction of details, and acceptance of the Engagement Letter and these terms. Commencement is subject to legal checks and any agreed advance payment.
The engagement may be formalised in Spanish or Catalan, as agreed. Details may be corrected before acceptance by writing to the Firm's contact address. A copy of the contract will be sent and the accepted version retained, which the client may request. Where electronic acknowledgement of acceptance is required, it will be provided by email within the following twenty-four hours or by a legally permitted equivalent means.
New versions published on the website will not by themselves amend existing engagements. Amendments will be agreed in writing. Invalidity of one provision will not affect the remainder where the contract can continue.
III Purpose and scope of services
The Firm will provide the legal, economic, tax, accounting, employment or financial consultancy services described in the Engagement Letter, through duly qualified professionals where required. Work outside that scope requires an additional quotation and acceptance; unauthorised extensions will not be billed.
Unless expressly included, appeals, court proceedings, inspections, audits, expert reports and ongoing monitoring of electronic notifications are excluded. Representation before third parties or authorities requires the necessary authorisations or powers of attorney. Engaging one service does not mean taking responsibility for the client's other matters.
Statutory deadlines and expressly agreed delivery commitments must be met. Other dates are reasonable estimates. If an issue may affect the timetable, the Firm will explain its consequences and possible measures; this does not automatically extend statutory deadlines.
IV Fees and payment arrangements
1 Fees and expenses
Fees will be fixed, periodic or time-based, as set out in the Engagement Letter. The calculation method, frequency, advance payments and, where applicable, hourly rates will be stated. VAT and other legally applicable taxes will be added. Price revisions require a previously agreed mechanism or fresh acceptance.
Third-party expenses and disbursements will be quoted or subject to prior approval and supported by evidence. Advance payments will be applied to the engagement and reconciled on completion, with any applicable unused balance refunded.
2 Payment and late payment
Unless otherwise agreed, invoices are payable within ten calendar days of receipt. Where the requirements of Spanish Law 3/2004 are met, late payment will accrue statutory commercial late-payment interest and forty euros in recovery-cost compensation, together with any applicable evidenced additional costs, without duplication.
In the event of non-payment, the Firm will request payment and identify the affected services. It may suspend them at least two working days after receipt of the notice, provided there is sufficient time to avoid prejudice to the client's defence and fulfil professional duties. Required urgent actions will be maintained and professional handover facilitated where appropriate.
3 SEPA B2B direct debit
SEPA B2B direct debit will be used when agreed and permitted for the client and banks involved. It requires a specific signed mandate and confirmation with the client's bank under its procedures. Acceptance of these terms does not replace that mandate.
The client will arrange confirmation within three working days of receiving the complete mandate and, in all cases, before the first debit. If the bank does not support the arrangement or activation is delayed, the client must notify the Firm immediately and pay invoices by transfer or another agreed method when due. A banking delay alone is not a material breach.
The Firm will notify the amount and debit date with the notice required by the scheme and banking agreement. Unless another period is validly agreed, pre-notification will be fourteen calendar days. The first debit will respect this notice, even if the due date must be adjusted from the general payment period, without late-payment consequences for that adjustment.
The B2B scheme does not provide its own refund right for authorised debits. This rule is subject to mandatory law and the client's banking agreement, with particular regard to microenterprises. It is not a general waiver of claims for unauthorised or incorrect transactions or undue charges, nor does it prevent disputing an invoice with the Firm.
V Professional liability
The Firm will act with the required diligence and independence. The engagement entails diligent professional performance, not a guarantee of outcome, unless expressly agreed in a manner compatible with applicable law. Decisions by authorities, courts or third parties are outside the Firm's control.
Liability will be determined by the attributable breach, proven damage and causal link. Under Article 11 of Spanish Law 2/2007, the company and professionals involved are jointly and severally liable for debts arising from professional acts. The Firm will maintain the professional indemnity insurance required by law.
These terms do not impose a general compensation cap linked to fees or insurance coverage. Any specific limitation requires individual negotiation and legal validity; it will not cover wilful misconduct, gross negligence or liabilities that cannot legally be limited.
The client is responsible for the documents and instructions they provide. False, incomplete or late information will exclude or reduce the Firm's liability only to the extent that it caused the loss and no attributable breach by the Firm contributed. The Firm will flag material inconsistencies it identifies and request necessary clarification.
VI Client obligations and termination
1 Documentation and cooperation
The client will provide complete, truthful and current information, designate a contact with sufficient authority and promptly communicate notices or issues affecting the engagement. Documents must be supplied at least five working days before the relevant deadline, unless another period is agreed or complexity justifies earlier delivery.
Receipt with less notice does not mean acceptance of urgent work or guarantee its feasibility. The Firm will assess the situation and explain what can be done and the risks. This organisational deadline does not release the Firm from existing obligations. Contractual working days exclude Saturdays, Sundays and public holidays in Barcelona; statutory deadlines follow their own rules.
2 Anti-money laundering and conflicts of interest
For activities subject to Spanish Law 10/2010, the client will provide the data needed to verify identity, representation, beneficial ownership and the purpose of the relationship. If legally required measures cannot be applied, the Firm may decline or terminate the engagement as provided by law.
Professional secrecy, statutory exemptions and restrictions on informing the client will be respected. If a conflict of interest prevents continuation, the Firm will take the required professional measures and provide information to the extent legally permitted.
3 Termination and delivery of documents
The engagement ends on completion of the service or on agreed or statutory grounds. The client may terminate it in writing at any time. The Firm may terminate for justified cause by reasoned notice allowing sufficient time for replacement. For recurring services, the Firm's normal notice period is fifteen calendar days, unless legal or professional grounds require earlier action.
Termination will result in settlement for work actually performed and approved expenses, with excess advance payments refunded. The Firm will report known outstanding matters and deadlines and deliver the client's documents and results to which they are entitled, without making delivery conditional on payment of outstanding fees.
If a client portal exists, access to download documents will remain available for thirty calendar days after effective termination, with notice of closure. If this is technically impossible, a secure alternative will be offered. Closing access does not mean immediate destruction of files or change statutory retention obligations or data rights.
VII Confidentiality and intellectual property
Both parties will protect confidential information received and use it for the engagement. Staff or collaborators who need it may access it under confidentiality duties. Exceptions cover disclosures required or permitted by law and those necessary to defend rights, limited to relevant information. Professional secrecy and confidentiality obligations survive termination.
The Firm retains its rights in its own methodologies, templates and materials. The client may use deliverables for the contracted purpose, including submission to authorities, courts, funders or advisers when needed. Documents provided by the client remain theirs.
Reuse of general knowledge or materials does not permit disclosure of client information or reuse of identifiable or confidential data. The client's name, logo or case will not be used as a commercial reference without express permission.
VIII Personal data protection
The Firm is controller of the data needed to manage clients, contacts and engagements. It can be contacted at the postal and email addresses in clause I. It will process identification, professional, contact and billing data supplied by the individual or the entity they represent.
The legal bases are the contractual relationship with the individual, legal obligations and legitimate interests in maintaining contact with representatives and professional contacts. Data needed to identify the client, invoice and comply with the law is mandatory to provide the service. Processing details will also be provided in the relevant privacy information.
Data may be disclosed to authorities, courts, banks and participating professionals when required by the engagement or law. Providers accessing data on the Firm's behalf will be subject to a contract and data protection safeguards. Any planned international transfers will be identified in the privacy information, with their basis and safeguards.
Data will be retained during the engagement and afterwards for statutory retention and liability periods, with blocking where appropriate. Anti-money laundering documentation will be retained for ten years under Article 25 of Spanish Law 10/2010, with its access restrictions.
Individuals may request access, rectification, erasure, objection, restriction and portability where applicable, and withdraw consent, at info@compassadvisers.eu. Additional identity information will only be requested if necessary. Complaints may be lodged with the Spanish Data Protection Agency at www.aepd.es.
Communications necessary for the service will be distinguished from promotional messages. Newsletters, legislative updates and promotional communications will only be sent with prior, separate and withdrawable consent, with a free unsubscribe option in every message. Acceptance of these terms does not constitute consent to advertising.
Where the Firm processes data on behalf of the client, for example in payroll management, an Article 28 GDPR processing agreement will be signed before access. It will specify instructions, security, subprocessors, assistance and return or deletion of data. These terms do not replace that agreement.
IX Complaints and applicable law
Issues or complaints may be sent to info@compassadvisers.eu, identifying the engagement and issue. Both parties will seek a good-faith resolution. Where required before court proceedings, an appropriate dispute-resolution process will be attempted under Spanish Organic Law 1/2025, without preventing urgent measures or legally exempt actions. COMPASS is not affiliated with any alternative dispute-resolution body. This does not exclude any legally required negotiation.
The contract is governed by Spanish law, without prejudice to applicable mandatory rules. Disputes fall to the courts determined by statutory jurisdiction rules. These terms do not impose exclusive jurisdiction in Barcelona or a waiver of statutory jurisdiction rights.
Explanatory appendix
Terms of engagement at a glance
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