Terms of use

0. COMPANY INFORMATION AND CONTACT

The collaboration platform for architects and contractors, accessible via app.calqi.io (the “Platform”), is a product of:

Calqi BV Hoge Weg 129 2940 Stabroek, Belgium info@calqi.be +32 7 848 18 25 Company number: BE0783.944.892

(“Calqi”, “we”, “us”)

1. SCOPE

1.1 These terms of use (the “Terms”) apply to all use of the Platform and describe the rights and obligations between the User and Calqi regarding the Platform. The Platform is intended primarily for professional use by architects, contractors, and related construction professionals. Certain read-only features may also be accessed by private individuals invited by a Client to view information about their own project (see the definition of “Invited Viewer” below); the Platform as a whole is not directed at consumers and is not marketed or offered directly to them.

1.2 By accessing and/or using the Platform, the User confirms having read these Terms and accepting them without reservation.

1.3 Calqi may modify or supplement these Terms at any time, at its own discretion. The User will be informed of any material changes by email, through the Platform, or via the website, with reasonable advance notice. The amended Terms apply from the date indicated in that communication. If the User does not accept the amended Terms, the User must immediately stop using the Platform.

1.4 The User acknowledges having read and understood these Terms and irrevocably and unconditionally agrees to be bound by them. Where the User is a natural person, the User confirms being at least 18 years old. Where the User uses the Platform on behalf of a legal entity, the User confirms being duly authorised to bind that entity to these Terms.

2. DEFINITIONS

2.1 In these Terms, the following terms have the meaning set out below:

• “Calqi”: Calqi BV, with registered office at Hoge Weg 129, 2940 Stabroek, Belgium, registered under company number BE0783.944.892.

• “Platform”: Calqi’s SaaS software application, accessible via app.calqi.io or any other URL indicated by Calqi, including all modules, features, and interfaces that form part of it.

• “Client”: the legal entity (for example an architecture firm, a contractor, or another organisation) that subscribes to the Platform and to which one or more User Accounts are linked.

• “User”: any natural person who, on behalf of and under the responsibility of a Client, or as an Invited Contractor, accesses the Platform (for example an employee, administrator, trainee, or freelancer).

• “Invited Contractor”: a natural person or legal entity invited by a Client to submit pricing, respond to a request for quotation, or otherwise participate in a specific project through the Platform, whether or not that person or entity holds its own paid Subscription.

• “Invited Viewer”: a natural person, which may include a private individual who is a client of a Client (for example, the owner of a construction project), invited by a Client to access information about a specific project through the Platform, typically with read-only rights and without holding a paid Subscription.

• “Invited Party”: a collective term referring to an Invited Contractor and/or an Invited Viewer.

• “Documents”: all information and files created, entered, or managed via the Platform, including but not limited to specifications, bills of quantities, price requests, offers, price comparisons, reports, notes, and project data.

• “Project Pricing Data”: quantities, unit prices, cost items, offers, and other pricing-related information entered into Documents via the Platform in the course of a specific project.

• “Templates”: standard texts, templates, model specifications, and other predefined content made available via the Platform, whether or not based on external standards or shared by other users.

• “Price Library”: any module or feature within the Platform containing or displaying indicative prices, cost items, or price structures, including benchmark prices derived from anonymised and/or aggregated Project Pricing Data.

• “Subscription”: the paid level of access to the Platform chosen by the Client (for example monthly or annual, with a certain number of Users and/or modules), in accordance with Calqi’s commercial terms.

• “Agreement”: the contractual relationship between Calqi and the Client, consisting of these Terms, its annexes (including the Data Processing Agreement in Annex A), and any additional written agreement between the parties.

2.2 Headings in these Terms are for convenience only and do not affect their interpretation.

3. DESCRIPTION OF THE SERVICE

3.1 Calqi provides an online SaaS Platform that allows architects, contractors, and other construction-industry professionals to collaborate on tenders and project budgets. The Platform enables, among other things:

a) the creation, editing, and management of specifications and bills of quantities;

b) the preparation, sending, and management of requests for quotation;

c) the entry of prices by contractors and the comparison of offers;

d) the creation of scenarios and reports for budgeting and decision-making;

e) the use of Templates and Price Libraries, including benchmark prices, to support these processes;

f) collaboration between multiple Users and organisations within one or more projects;

g) giving a Client’s own private clients (such as the owner of a construction project) read-only access to specific project information, where the Client chooses to invite them to do so.

3.2 The Client acknowledges that the Platform is a tool for structuring information, drafting documents, and facilitating communication in the context of tenders. The Client and its Users remain at all times fully responsible for:

a) the actual content of all Documents;

b) the choice of contractors, suppliers, and other contracting parties;

c) the final decisions made in connection with tenders and project execution, including all prices, offers, and bids submitted, requested, or accepted.

3.3 Calqi is not a party to the contractual or factual relationships between the architect, the contractor, the client of the works, or any other party, and does not act as an intermediary, broker, or representative of any of these parties. Calqi is solely the provider of the Platform.

3.4 Where the Platform displays benchmark prices, price ranges, or other pricing information (whether derived from Templates, the Price Library, or anonymised and aggregated Project Pricing Data), this information is provided for indicative and informational purposes only. It does not constitute a recommendation, instruction, or requirement as to the price any Client, User, or Invited Contractor should charge, bid, or accept. Each Client, User, and Invited Contractor independently and unilaterally determines its own prices and offers, based on its own commercial judgment. Calqi does not set, fix, recommend, coordinate, or otherwise influence the pricing decisions of any Client or Invited Contractor, and nothing on the Platform should be read or used as an agreement, understanding, or coordination between competitors regarding pricing.

3.5 Calqi provides no legal, financial, tax, or technical (construction) advice. The availability of certain Templates, Price Libraries, or structures on the Platform is not a recommendation or a guarantee that this content is complete, correct, current, or compliant with any specific regulation or standard. The Client must always verify this content and, where appropriate, have it validated by its own advisors.

3.6 The Platform is made available “as is” and “as available”. Platform features may evolve over time. Calqi may, at its own discretion, add, modify, or remove features, provided the essence of the agreed service is maintained. Calqi will, to a reasonable extent, inform the Client in advance of material changes.

4. REGISTRATION, ACCOUNTS, AND ROLES

4.1 To use the Platform, the Client must create a Client Account. On registration, the Client provides correct, complete, and up-to-date identification and billing information, and undertakes to keep it up to date.

4.2 The Client may create one or more User Accounts within its Client Account and assign them to natural persons (employees, administrators, freelancers, etc.). The Client is responsible for assigning, configuring, and managing these User Accounts and the associated rights within the Platform.

4.3 Each User has personal login credentials (such as a username and password). These credentials are strictly personal and may not be shared with third parties. The Client ensures its Users take the necessary steps to keep their login credentials confidential.

4.4 An Invited Party who accesses the Platform without holding its own Subscription is bound by these Terms for the duration of that access, to the same extent as a User, in respect of its use of the Platform and any Documents, Project Pricing Data, or other information it accesses or submits. An Invited Viewer’s access is typically limited to read-only information about the specific project(s) for which it was invited by a Client, and an Invited Viewer is not required to be acting in a professional capacity to access those read-only features.

4.5 The Client is fully responsible for all acts carried out via its Client Account and the User Accounts linked to it, whether or not carried out with its knowledge. The Client undertakes to inform Calqi immediately of any suspected unauthorised use or security breach, so that Calqi can take appropriate measures. The Client is also responsible for deciding which Invited Parties to invite to a project and what project information is shared with an Invited Viewer.

4.6 If a User or Invited Contractor uses the Platform on behalf of a legal entity, that person confirms being authorised to represent and legally bind that entity to these Terms. Where an Invited Viewer is a private individual acting outside any professional or business capacity, this confirmation does not apply to that Invited Viewer.

4.7 Calqi reserves the right, without owing any compensation, to: a) refuse certain registration requests; b) temporarily or permanently block one or more User Accounts; or c) restrict access to all or part of the Platform, where there are serious indications of fraud, abuse, non-compliance with these Terms, or any other conduct endangering the security or proper functioning of the Platform.

5. USE OF THE PLATFORM

5.1 The Client and its Users undertake to use the Platform only for professional purposes and in accordance with these Terms, applicable law, and reasonable professional practice.

5.2 The Client and its Users may in particular not: a) use the Platform for unlawful purposes or to store, distribute, or transmit unlawful, defamatory, discriminatory, obscene, or otherwise inappropriate content; b) infringe the rights of third parties, including intellectual property rights, privacy rights, or trade secrets; c) circumvent, test, or attempt to circumvent the security mechanisms or technical limitations of the Platform; d) use the Platform in a way that compromises its proper functioning, security, or integrity; e) use automated tools (bots, scrapers, spiders, etc.) to bulk-extract data from the Platform, except with Calqi’s prior written consent; f) decompile, disassemble, reverse-engineer, or otherwise use the Platform beyond normal and contractually authorised use; g) use benchmark prices, Price Library data, or other Platform content to engage in price-fixing, market allocation, bid-rigging, or any other coordination with competitors that would be contrary to applicable competition law.

5.3 The Client warrants that all data and Documents entered or shared via the Platform are correct, complete, and up to date, do not infringe third-party rights, and do not contain confidential information of third parties without their consent.

5.4 Calqi is not required to actively monitor the content of Documents or other data entered via the Platform. However, in the event of a complaint, report, or serious indication of illegality, Calqi reserves the right to temporarily or permanently block or remove certain content, without this giving rise to any right to compensation.

5.5 The Client indemnifies and holds Calqi harmless from any third-party claim (including reasonable defence costs) resulting from or related to the use of the Platform, the content of Documents, or any alleged or actual infringement of third-party rights.

5.6 Calqi may temporarily limit or interrupt access to the Platform, or parts of it, for maintenance, updates, or technical work. Calqi will, to a reasonable extent, inform the Client in advance, without guaranteeing a specific level of availability.

5.7 Calqi grants the Client and its Users a temporary, non-exclusive, non-transferable right of access to the Platform and its features, solely within the scope and for the duration of the relevant Subscription.

5.8 In the event of non-compliance with these Terms or applicable law by the Client, a User, or an Invited Party, Calqi reserves the right, without any obligation to refund or compensate, to limit, suspend, or permanently block access to the Platform for that Client or certain Users.

6. SUBSCRIPTIONS, PRICING, AND BILLING

6.1 Use of the Platform by the Client is in principle based on a paid Subscription. Available Subscription types and applicable rates are communicated by Calqi via its website, a quotation, or a separate agreement.

6.2 Unless otherwise agreed, each Subscription is entered into for an initial period and then automatically renewed for successive periods of the same duration, unless cancelled by the Client or Calqi in accordance with this article and Article 11.

6.3 Subscription fees and, where applicable, fees for additional services are payable in advance for each period, unless otherwise agreed in writing. Calqi invoices electronically based on the billing information provided by the Client.

6.4 Invoices are payable within the period stated on the invoice, or otherwise within thirty (30) calendar days of the invoice date. In the event of late payment, Calqi is entitled, automatically and without prior notice of default, to late-payment interest and a fixed indemnity for administrative and collection costs, without prejudice to its right to claim higher compensation for proven damage.

6.5 If the Client fails to pay one or more invoices and does not remedy this within the period set in a reminder or notice of default, Calqi may suspend access to the Platform and/or terminate the Agreement in accordance with Article 11.

6.6 Calqi may adjust its rates and commercial terms. Any rate change is communicated to the Client at least thirty (30) days in advance. If the Client does not accept a substantial rate increase, it may cancel its Subscription with effect from the date the new rates take effect, in accordance with Article 11.

6.7 Where Calqi allows it, the Client may upgrade or downgrade its Subscription. In the event of an upgrade, additional fees for the remaining period are charged pro rata. In the event of a downgrade, reduced rates apply from the next renewal period, unless otherwise agreed.

6.8 Unless stated otherwise, all rates communicated by Calqi are exclusive of VAT and other applicable taxes or levies.

7. USER DATA, DOCUMENTS, TEMPLATES, AND BENCHMARK PRICES

7.1 All data that the Client and its Users enter or generate via the Platform remain the property of the Client or, where applicable, its own clients or other rightholders.

7.2 The Client grants Calqi a non-exclusive, worldwide, royalty-free licence to host, store, back up, process, and display this data to the extent strictly necessary to provide the Platform, ensure its security and integrity, and provide support to the Client.

7.3 Benchmark price consent. The Client and its Users acknowledge and agree that Calqi may anonymise and/or aggregate Project Pricing Data, in such a way that it no longer identifies any Client, User, Invited Contractor, project, or individual, and may use this anonymised and/or aggregated data to: (a) calculate and offer benchmark prices and related statistical or analytical features within the Price Library and elsewhere on the Platform; (b) improve, develop, and support the Platform’s products and features; and (c) produce aggregated market insights. By using the Platform, the Client grants Calqi permission to process Project Pricing Data for these purposes, on the understanding that Calqi will anonymise and/or aggregate the data before using it for benchmarking or analytical purposes, in accordance with the Privacy Policy and, where personal data is involved, the Data Processing Agreement in Annex A. Intellectual property rights in this anonymised or aggregated data belong to Calqi.

7.4 Benchmark prices made available through the Price Library are informative reference points calculated from historical and/or aggregated data. They are not a recommendation, valuation, or requirement, do not reflect Calqi’s own commercial pricing, and are not intended to align, coordinate, or influence the pricing behaviour of any market participant. Each Client, User, and Invited Contractor remains solely and independently responsible for the prices, offers, and bids it sets, submits, or accepts.

7.5 The Platform may make available Templates, model specifications, example structures, Price Libraries, and other predefined content. This content is provided for indicative purposes only, and Calqi does not guarantee it is complete, accurate, current, or compliant with any specific standard or regulation. The Client and its Users are solely responsible for verifying, adapting, and validating it.

7.6 If the Platform allows the Client or its Users to share their own templates, libraries, or other content with other users, the Client warrants that it holds all rights and permissions necessary for that sharing and that it does not infringe any third-party rights.

7.7 The Client indemnifies Calqi against any third-party claim and any damage or cost resulting from or related to this data, the use of predefined or shared content, or an infringement of third-party rights.

8. INTELLECTUAL PROPERTY IN THE PLATFORM

8.1 The Platform, including the underlying software, source and object code, algorithms, database structure, graphical interface, layout, visual identity, logos, trade names, domain names, documentation, and all other elements developed by or for Calqi, are and remain the exclusive property of Calqi and/or its licensors.

8.2 Unless expressly agreed otherwise, no intellectual property rights in the Platform are transferred to the Client or its Users. The Client and its Users only obtain a limited, non-exclusive, non-transferable, and revocable right of use of the Platform for the Client’s internal organisational needs.

8.3 The Client and its Users shall not copy, reproduce, adapt, translate, modify, or create derivative works of the Platform, decompile, disassemble, or reverse-engineer it, remove or alter rights notices, or sublicense or make the Platform available to third parties outside authorised internal use.

8.4 If the Client or a User provides Calqi with feedback, suggestions, ideas, or proposals regarding the Platform, Calqi is free to use this feedback without any obligation of compensation, and all rights in improvements resulting from it belong exclusively to Calqi.

9. PRIVACY AND DATA PROTECTION

9.1 For personal data that the Client, its Users, and any Invited Parties (including Invited Viewers who may be private individuals) enter, receive access to, or have processed via the Platform in connection with a Client’s project, the Client acts as controller and Calqi acts as processor. This includes the Client’s decision to invite a private individual, such as the owner of a construction project, as an Invited Viewer, and to determine what project information is shared with them. The respective rights and obligations are set out in the Data Processing Agreement in Annex A, which forms an integral part of these Terms.

9.2 Where Calqi itself determines the purposes and means of processing personal data, notably for account registration and management, billing, support, security, and certain usage analytics, Calqi acts as controller. This processing is described in Calqi’s Privacy Policy, available at calqi.be/privacy-policy.

9.3 Calqi may engage subprocessors to perform its services and only engages partners offering sufficient security guarantees, as further described in the Privacy Policy.

9.4 Where data is processed outside the European Economic Area, Calqi ensures this transfer complies with the GDPR, based on an adequacy decision or other appropriate safeguards.

9.5 The Client is itself responsible, as controller, for complying with its own obligations under the GDPR and any other applicable regulation. Calqi will assist to the extent provided in the Data Processing Agreement.

10. LIABILITY AND WARRANTIES

10.1 The Platform is provided “as is” and “as available”. Calqi endeavours to develop the Platform with care and to ensure high availability, but does not guarantee uninterrupted or error-free operation.

10.2 The Client acknowledges that the Platform is a supporting tool and does not replace its own professional judgment or the advice of its own experts. The Client and its Users are fully responsible for their use of the Platform and the decisions made on that basis, including all pricing, tendering, and contracting decisions.

10.3 Calqi is not liable for indirect or consequential damage, loss of profit, loss of revenue, loss of customers, loss or corruption of data, or reputational harm.

10.4 To the extent permitted by law, Calqi’s total liability towards the Client is at all times limited to the total fees paid by the Client to Calqi during the twelve (12) months preceding the event giving rise to the liability claim.

10.5 The limitations and exclusions of liability do not apply in the event of intentional misconduct by Calqi, or any other liability that, under mandatory law, cannot be limited or excluded.

11. TERM, SUSPENSION, AND TERMINATION

11.1 The Agreement and the corresponding Subscription take effect upon first activation or use of the Platform and are entered into for the initial duration of the chosen Subscription. They are then automatically renewed for successive periods of the same duration, unless cancelled.

11.2 The Client may cancel its paid account at any time via its account settings or by email to support@calqi.be. The Client retains access to the Platform until the end of the already-paid Subscription period. Amounts already paid are not refunded.

11.3 Calqi may terminate the Agreement subject to reasonable notice, or immediately in the event of bankruptcy, manifest insolvency, or serious breach of contract not remedied within a reasonable period after notice of default.

11.4 In the event of a breach of these Terms, Calqi may limit, suspend, or permanently block access to the Platform for the Client or certain Users, without any obligation to refund or compensate.

12. FORCE MAJEURE

12.1 A party invoking force majeure informs the other party as soon as reasonably possible after becoming aware of it.

12.2 In the event of force majeure, the obligations of the affected party are suspended for the duration of the force majeure event, without any obligation to compensate.

13. MISCELLANEOUS

13.1 Calqi may amend or supplement these Terms, with material changes communicated to the Client by email, via the Platform, or via the website.

13.2 The Client may not assign its rights and obligations under the Agreement without Calqi’s written consent.

13.3 If a provision of these Terms is held invalid, the remaining provisions remain fully applicable.

14. GOVERNING LAW AND JURISDICTION

14.1 These Terms and any dispute relating to the Platform are governed by Belgian law.

14.2 Any dispute falls under the exclusive jurisdiction of the courts of the judicial district of Antwerp, Antwerp division.

15. SUPPORT

15.1 For any question about the Platform, its operation, Calqi’s products and services, or for help with purchasing or managing a paid account, the Client may contact Calqi via support@calqi.be.

15.2 The Client undertakes to inform Calqi, without undue delay, of any outage, bug, or malfunction of the Platform via support@calqi.be.

15.3 For any question or remark concerning the processing of personal data, or to unsubscribe from marketing communications from Calqi, the Client may also contact support@calqi.be, or privacy@calqi.be for data protection matters specifically.

ANNEX A. DATA PROCESSING AGREEMENT

A.1 Subject matter and duration. This Data Processing Agreement (“DPA”) governs Calqi’s processing of personal data on behalf of the Client in connection with the Platform, for the duration of the Agreement.

A.2 Nature and purpose of processing. Calqi processes personal data that the Client, its Users, and Invited Contractors enter into Documents or otherwise submit via the Platform (for example, names, contact details, and role information of employees, freelancers, or contractor contacts appearing in specifications, offers, or correspondence), for the purpose of providing, securing, and supporting the Platform.

A.3 Categories of data subjects and data. Data subjects may include the Client’s employees, freelancers, and contacts, Invited Contractors and their staff, Invited Viewers (who may be private individuals, such as the owner of a construction project), and other individuals named in Documents. Categories of data typically include contact details, professional role (where applicable), project information visible to an Invited Viewer, and correspondence content.

A.4 Calqi’s obligations. Calqi shall: (a) process personal data only on the Client’s documented instructions, including with regard to international transfers, unless required otherwise by EU or Belgian law; (b) ensure persons authorised to process personal data are bound by confidentiality; (c) implement appropriate technical and organisational security measures; (d) respect the conditions for engaging another processor referred to in A.5; (e) assist the Client, taking into account the nature of the processing, in responding to data subject requests and in complying with its obligations regarding security, breach notification, data protection impact assessments, and prior consultation; (f) at the Client’s choice, delete or return all personal data after the end of the provision of services, and delete existing copies unless EU or Belgian law requires storage; (g) make available to the Client the information necessary to demonstrate compliance with this Article and allow for and contribute to audits, including inspections, conducted by the Client or another auditor mandated by the Client, subject to reasonable notice and confidentiality.

A.5 Subprocessors. The Client authorises Calqi to engage subprocessors to support the Platform (such as hosting, email delivery, customer support, and payment processing providers). Calqi remains fully liable to the Client for the performance of subprocessors’ obligations. Calqi will inform the Client of any intended changes concerning the addition or replacement of subprocessors, giving the Client the opportunity to object on reasonable grounds. A current list of subprocessors is available on request.

A.6 International transfers. Where a subprocessor is located outside the European Economic Area, Calqi ensures an adequate level of protection is guaranteed, for example through an adequacy decision of the European Commission or Standard Contractual Clauses.

A.7 Personal data breach. Calqi notifies the Client without undue delay after becoming aware of a personal data breach affecting the Client’s data, and provides reasonable assistance to the Client in meeting its own notification obligations under the GDPR.

A.8 Liability. Liability under this DPA is subject to the limitations of liability set out in Article 10 of the Terms, save to the extent such limitation is not permitted under mandatory data protection law.