Terms and Conditions

This English version is a translation provided for information only. In case of any discrepancy between this translation and the Portuguese version, the Portuguese version prevails.

Part A: Consumer Clients

EnergyEase, Lda, legal person (pessoa coletiva) no. 517 850 559, with registered office at Rua Fonte da Carreira 350, Unidade B-24, 2645-467 Alcabideche, holder of public works contractor licence (alvará de empreiteiro de obras públicas) IMPIC no. 124128-PUB, class 2, hereinafter "EnergyEase" or the "Provider", and the Client identified in the quotation enter into this contract under the following General Conditions.

Clause 1 (Subject matter and scope)

1. These General Conditions apply to all quotations, proposals and contracts for works (empreitada) and for the provision of services entered into between EnergyEase and the consumer Client, the subject matter of which includes, in particular and without limitation, thermal and acoustic insulation works, blown-in insulation (insuflação), external thermal insulation composite systems (ETICS/"capoto"), pladur (plasterboard) and painting, as well as other construction or refurbishment works that may be agreed with the Client.

2. A consumer is a natural person acting for purposes outside their trade, business or profession (Law (Lei) 24/96).

3. In the event of any discrepancy between these Conditions and specific conditions agreed in writing with the Client, the specific conditions prevail (Article 7 of Decree-Law (DL) 446/85).

4. These Conditions are communicated to the Client in full and on a durable medium, together with the quotation and before the contract is concluded.

Clause 2 (Proposal, quotation and formation of the contract)

1. Proposals and quotations are valid for the period stated in them or, if no period is stated, for 30 days.

2. Before the Client is bound, EnergyEase provides, in a clear and comprehensible manner and on a durable medium, the pre-contractual information required by law (Article 4 of Decree-Law (DL) 24/2014), in particular the main characteristics of the works, the total price including taxes, the terms of performance and payment and, likewise, the existence, period and procedure of the right of withdrawal (direito de livre resolução), together with the model form (Annex I). For this purpose, the quotation constitutes the pre-contractual information.

3. The contract is deemed concluded upon the Client's acceptance of the proposal, expressed in writing or by equivalent electronic means (in particular by e-mail), or upon payment of the first invoice, whichever occurs first.

4. By accepting the proposal, the Client expressly requests that EnergyEase immediately begin preparation and performance, in particular the ordering of materials and the mobilisation and scheduling of labour, acknowledging that EnergyEase incurs costs from that moment and that, once the service has been fully performed, the right of withdrawal ceases (Articles 15 and 17(1)(a) of DL 24/2014). No formalities other than this acceptance are required.

Clause 3 (Right of withdrawal)

1. As this is, as a rule, a contract for the provision of services concluded at a distance or off business premises, the Client has the right to withdraw from the contract, without giving any reason and without any charge for the mere exercise of this right, within 14 days of the date on which the contract is concluded. This period is 30 days if the contract is concluded in person at the Client's home (Article 10 of DL 24/2014).

2. The right is exercised by means of the form in Annex I or any other unequivocal statement, in particular by e-mail to admin@energyease.pt.

3. If EnergyEase fails to inform the Client of this right, the period is extended under Article 10(2) of DL 24/2014, up to a maximum of 12 months.

4. Start of the works during the withdrawal period. The start of performance is requested by the Client upon acceptance of the proposal (Clause 2). The Client retains the right of withdrawal for as long as the service has not been fully performed; if the Client exercises it after the start, the Client must pay the amount proportionate to the services provided and the costs already incurred, under Clause 4 (Article 15 of DL 24/2014).

5. Extinction of the right. The right of withdrawal cannot be exercised where the service has been fully performed, performance having begun with the Client's prior and express consent and the acknowledgement referred to in the preceding paragraph (Article 17(1)(a)). In the case of goods made to the Client's specifications or clearly personalised, there is likewise no right of withdrawal in respect of those goods (subparagraph (c)).

Clause 4 (Termination at will and cancellation by the Client)

1. Upon acceptance of the proposal, EnergyEase orders materials and mobilises and schedules labour, thereby incurring costs. For that reason, and without prejudice to the right of withdrawal (Clause 3), if the Client cancels or terminates the contract at will (desistência), the Client shall compensate EnergyEase under Article 1229 of the Civil Code (Código Civil, CC).

2. The compensation (the amount owed by the Client in the event of cancellation) corresponds to the sum of: (a) all costs actually incurred, in particular materials ordered or purchased for the works and labour mobilised or scheduled; and (b) by way of profit (loss of profit, lucro cessante), 20% of the contract value. The total amount of the compensation shall not exceed the total contract price.

3. If the consumer Client exercises the right of withdrawal within the applicable period, Clause 3 applies: since the start was requested upon acceptance of the proposal, the Client pays the amount proportionate to the services provided and the costs already incurred, and materials made to measure or clearly personalised are not refundable (Article 17(1)(c) of DL 24/2014).

Clause 5 (Obligations of the Client)

Unless otherwise agreed, the Client is responsible for:

• Providing accurate and timely information (measurements, plans, materials and characteristics of the property) as well as contact and scheduling details, and EnergyEase may rely on that information;
• Stating whether the property is their own permanent residence (habitação própria e permanente), as this determines the applicable VAT (IVA) rate;
• Being present, or being represented, on site at the agreed time and ensuring access; failing this, the travel and downtime (standby) costs and the rescheduling are payable;
• Obtaining, in good time, the necessary licences and permits;
• Preparing the work area (clearing and protecting belongings, providing access to the rooms, the attic or the roof) and making available water, electricity and a suitable storage area;
• Ensuring, after completion of the works, adequate ventilation and maintenance of the property;
• Protecting the completed works against damage, theft and bad weather;
• Informing EnergyEase of any presence of hazardous materials (in particular asbestos).

Clause 6 (Condition of the existing substrate and duty to warn)

1. The works are carried out on an existing construction or substrate (suporte) for which the Client is responsible. EnergyEase assesses the apparent suitability of the substrate and warns the Client, in writing, whenever it detects that the substrate is not suitable for proper performance.

2. The substrate is assessed by visual inspection and by sampling, in particular with an endoscope. By its nature, this method cannot reveal all hidden conditions; EnergyEase is not liable for conditions that are not reasonably detectable by sampling.

3. If, after being warned, the Client decides to proceed, the works are carried out at the Client's request and at the Client's own cost and risk as regards the consequences arising from the condition of the substrate.

4. Openings or non-sealed points in the substrate through which the applied material may escape into the interior of the property (in particular fireplaces, ducts, service openings or unsealed penetrations) are the Client's responsibility; the related cleaning and any additional work required are invoiced, without prejudice to the duty to warn where such points are detectable.

5. Roof insulation. Where access to the works is via the roof, the Client ensures the suitability and watertightness of the existing roof; EnergyEase is not liable for the prior condition of the roof or for pre-existing leaks.

6. EnergyEase is not liable for defects originating in the pre-existing substrate or construction, unless, acting with due diligence, it should have detected them and warned of them and failed to do so.

Clause 7 (Performance, time limits, force majeure and weather conditions)

1. The performance periods stated in the proposal are merely indicative, unless expressly stated otherwise in writing.

2. Time limits are counted in business days and working days. Days on which the works cannot be carried out for reasons not attributable to EnergyEase do not count towards the time limit, which is extended accordingly.

3. Force majeure or just cause for delay (justo impedimento) means external events, unforeseeable or beyond EnergyEase's control, that prevent or delay performance, in particular natural disasters, adverse weather conditions, epidemics or pandemics, strikes, shortages or delays in the supply of materials, breakdown or unavailability of equipment, delays in licensing or in decisions by authorities, indecision or lack of cooperation on the part of the Client, and restrictions imposed by authorities. Force majeure never covers EnergyEase's own fault.

4. Adverse weather conditions that prevent proper performance (in particular rain, frost, wind or humidity outside the technical limits of the products), relevant above all for "capoto", render (reboco) and exterior painting, suspend the time limits, which are extended accordingly, without this constituting a breach.

Clause 8 (Additional works and reduced works)

1. The quantities stated in the quotation are estimates. The final price is determined on the basis of the quantities actually carried out, at the unit prices agreed in the quotation; variations in quantity do not require further authorisation.

2. Additional works requested by the Client, or works that change the agreed scope, are subject to a quotation or unit price and are carried out after the Client's approval, for which an e-mail is sufficient, entitling EnergyEase to the corresponding price increase and to an extension of the time limits (Articles 1216 and 1217 CC). Instructions given verbally or by telephone are valid, but must be confirmed in writing (e-mail or message) for evidential purposes. Changes exceeding 20% of the price or altering the nature of the works may be refused or renegotiated by EnergyEase (Article 1216 CC).

3. If, during the works, works that were neither foreseen nor reasonably foreseeable prove necessary, in particular due to defects in the existing substrate, EnergyEase informs the Client accordingly, stating the corresponding price; if the Client does not decide within a reasonable period, the works are suspended and the time limits are extended (Article 1215 CC).

4. EnergyEase does not make changes on its own initiative without authorisation; likewise, reduced works depend on the agreement of the parties and are deducted from the price at the corresponding unit prices (Article 1214 CC).

5. The Client must pay all invoices, including those relating to approved additional works.

6. Blown-in insulation (isolamento por insuflação): the final thickness stated in the quotation constitutes the basis of calculation for the entire blown-in insulation item, both labour and material, even if that thickness is stated only on the material line; the price is calculated per m² for that thickness. As the actual volume (thickness or depth of the cavity) can only be determined during application and may be irregular, if the thickness actually applied, or the quantity of material actually used, exceeds that foreseen for the quoted thickness, the additional material used and the corresponding additional labour required to apply it are invoiced proportionally, this being the manner in which the price is calculated (Article 4 of DL 24/2014). If consumption exceeds the forecast by more than 15%, EnergyEase informs the Client before proceeding; consumption is evidenced by the record of the material applied.

Clause 9 (Prices and price revision)

1. Amounts may be shown excluding VAT per item (labour and materials); the applicable VAT rate and the total amount payable including VAT are always stated in the quotation. VAT rates are those legally in force.

2. The price may be revised solely on the basis of an objective index (in particular changes in the cost of materials or energy), subject to prior notice to the Client. Only where the revision exceeds 10% may the Client terminate the contract, without any charge, in respect of the part not yet performed.

3. If performance is postponed for more than 30 days for reasons attributable to the Client, the prices in force at the date of performance apply.

Clause 10 (Payment and retention of title)

1. Unless otherwise agreed, payment is made as follows: 50% on award of the contract (acceptance of the proposal) and 50% on completion of the works.

2. Payment not made by the due date is considered late. In that case, default interest accrues automatically, without the need for a formal demand, any reminders being sent merely as a courtesy, at the statutory civil interest rate plus 5 percentage points, up to the maximum permitted by law (Articles 559-A and 1146 CC). In addition, compensation for recovery costs is payable, corresponding to 10% of the invoice amount, with a minimum of 250 euros, without prejudice to higher proven costs. EnergyEase may also suspend the works while payment is overdue.

3. The materials supplied remain the property of EnergyEase until paid in full (retention of title, Article 409 CC), without prejudice to the rules on accession (acessão) applying once they have been incorporated into the property.

Clause 11 (Acceptance of the works and complaints)

1. Once the works are completed, EnergyEase notifies the Client of completion, and the Client has 5 business days to inspect them and to report any apparent defects in writing (an e-mail being sufficient).

2. If that period expires without any notice, or if the Client accepts the works without reservation, the works are deemed accepted as regards apparent defects (Articles 1218(5) and 1219 CC). This acceptance fixes the date of delivery and does not affect the Client's rights in respect of hidden defects or the statutory guarantees.

3. Hidden defects must be reported in writing, an e-mail being sufficient, with a description and, whenever possible, photographs, to allow verification by EnergyEase, within the statutory time limits (as a rule, 30 days from discovery, Article 1220 CC; the longer time limits of Article 1225 CC and those provided for consumers also apply).

4. EnergyEase has the right to remedy or repair defects before the Client turns to third parties (Article 1221 CC).

5. Any objections to the invoice amount must be notified within 14 days; in the absence of any objection, the invoice is due and payable on the agreed terms, without prejudice to the Client's guarantee rights.

Clause 12 (Guarantee)

1. As this is a provision of services/contract for works, the mandatory statutory guarantees of the contract for works apply (Article 1207 et seq. CC), in particular the 5-year guarantee period for defects in buildings and works which by their nature are intended to last a long time (Article 1225 CC), as well as the consumer rights provided for in Law 24/96, which cannot be excluded or reduced (Article 16 of Law 24/96). As regards the materials and equipment supplied, the conformity regime of Decree-Law (DL) 84/2021 (Article 51) also applies.

2. Guarantee conditions. The statutory guarantees remain in place and cannot be reduced or made conditional on payment. However, for as long as the invoice relating to the part of the works concerned remains unpaid, EnergyEase may, under Article 428 CC (defence of non-performance, exceção de não cumprimento), suspend guarantee interventions (repair or remedying of defects) relating to that part until payment is made, in proportion to the amount outstanding and in good faith. This suspension does not affect the existence or the duration of the guarantee.

3. The guarantee does not cover damage resulting from improper use, from failure to carry out maintenance in accordance with the instructions provided, from interventions by third parties or from events beyond EnergyEase's control, to the extent that the defect results from those causes.

Clause 13 (Liability)

1. EnergyEase is liable under the general rules of the contract for works (Article 1207 et seq. CC).

2. The following are neither excluded nor limited, EnergyEase being liable without limit: liability for damage to life, physical integrity or health; liability for acts committed with intent (dolo) or gross negligence (culpa grave); and the mandatory rights of the consumer.

3. Outside those cases, and only in respect of pecuniary damage caused by slight negligence, EnergyEase's liability is limited to the contract value, indirect damage and loss of profit being excluded in any event. By way of example: damage caused with intent or gross negligence (for example, a fire caused by gross negligence) is not subject to any limit; an accidental scratch on a floor caused by slight negligence is subject to this limit and does not cover indirect damage.

4. EnergyEase has the right to remedy or repair defects before the Client turns to third parties, and is not liable for the costs of repairs carried out by third parties unless it has been given, in writing, the opportunity to repair within a reasonable period, except in an emergency to prevent greater damage.

5. Without prejudice to the preceding paragraphs and to the duty to warn (Clause 6), EnergyEase is not liable for:

a) Damage arising from incorrect or incomplete information provided by the Client;

b) Works, methods or materials carried out or supplied by third parties or by the Client themselves;

c) Pre-existing structural defects of the building;

d) Weather damage during performance, and condensation or water ingress resulting from inadequate ventilation or lack of maintenance of the property.

Clause 14 (Specific technical provisions)

Blown-in insulation (insuflação, injected insulation). Proper performance presupposes that the cavity is suitable (sufficient width, a sound outer leaf that is permeable to vapour, watertight roof and gutters, no rising damp and a cavity free of debris). EnergyEase does not guarantee the interior of closed cavities that cannot be inspected, nor is it liable for hidden obstacles or previous fillings. Normal settling of the material over time and pre-existing moisture, where documented, do not constitute a defect. The finishing of the drill holes and slight differences in colour on the existing substrate do not constitute a defect. Material consumption depends on the actual volume of the cavity, which may be greater than estimated; the price follows actual consumption under Clause 8.

Roofs (roof insulation). Where access is via the roof, proper performance presupposes the watertightness and suitability of the existing roof. EnergyEase is not liable for the prior condition of the roof, for pre-existing leaks or for non-sealed penetrations.

Ventilation and condensation. Insulation reduces natural air exchange. The Client is responsible for ensuring adequate ventilation; condensation or the appearance of mould resulting from insufficient ventilation is not attributable to EnergyEase.

Painting. Small differences in colour, batch or sheen, as well as differences compared with samples or with a screen, do not constitute a defect (applying a colour different from the one agreed does constitute a defect). Imperfections of the existing substrate that show through (hairline cracks, irregularities) and the weather limits for application are not attributable to EnergyEase.

Pladur (plasterboard). Cracking at joints and corners resulting from movement of the building or from drying does not constitute a defect; this does not cover cracking resulting from poor workmanship. In damp areas, the result is guaranteed only where the appropriate specified board is used.

Asbestos and hazardous materials. If asbestos or other hazardous materials are detected, the works are suspended; their removal is outside the scope and the resulting costs and delays are borne by the Client.

Scope of these provisions. These provisions relate to the inherent characteristics of the materials and to causes attributable to the Client, to the existing substrate or to third parties, and never exempt EnergyEase from liability for poor workmanship in its own works.

Clause 15 (Subcontracting)

EnergyEase may use subcontractors to carry out the works, while remaining responsible to the Client.

Clause 16 (Personal data protection)

EnergyEase processes the Client's personal data in accordance with the GDPR (RGPD, General Data Protection Regulation) and Law 58/2019, under its Privacy Policy, available at https://www.energyease.pt/info/politica-de-privacidade. The Client may exercise the rights of access, rectification, erasure and objection and may lodge a complaint with the CNPD (Comissão Nacional de Proteção de Dados, the Portuguese Data Protection Authority).

Clause 17 (Intellectual property and confidentiality)

Quotations, calculations, studies and designs prepared by EnergyEase are its property and may not be used or shared with third parties without authorisation. The parties shall treat as confidential any non-public information to which they have access.

Clause 18 (Termination for breach)

1. EnergyEase may suspend the works or terminate the contract in the event of non-payment, obstruction of performance or unsafe working conditions, after giving notice and a reasonable period for remedy.

2. Where the works are suspended for reasons attributable to the Client, the Client bears, in addition to the works performed and the costs incurred, the downtime (standby) costs, the extension of equipment hire and the remobilisation costs (resumption of the works).

3. If the cause of the suspension attributable to the Client persists for more than 45 days, EnergyEase may terminate the contract.

4. Upon termination of the contract, EnergyEase is entitled to payment for the works performed and for the costs demonstrably incurred. Where termination is due to a cause attributable to the Client, EnergyEase is also entitled to compensation for the damage suffered, including loss of profit (Article 801 CC).

Clause 19 (Complaints, alternative dispute resolution and complaints book)

1. Complaints may be addressed to EnergyEase at admin@energyease.pt.

2. In the event of a consumer dispute, the Client may refer it to the competent alternative dispute resolution entity (Law 144/2015): CNIACC, Centro Nacional de Informação e Arbitragem de Conflitos de Consumo, the National Centre for Information and Arbitration of Consumer Disputes (www.cniacc.pt). For contracts concluded online, the European online dispute resolution (ODR) platform is available at https://ec.europa.eu/consumers/odr.

3. EnergyEase provides a complaints book (livro de reclamações), and the electronic complaints book is available at www.livroreclamacoes.pt.

Clause 20 (Governing law and jurisdiction)

1. The contract is governed exclusively by Portuguese law.

2. For disputes with consumers, the court of the consumer's domicile has jurisdiction, without prejudice to recourse to alternative dispute resolution.

Clause 21 (Communication and acceptance)

1. These General Conditions are sent to the Client with the quotation and are deemed accepted upon acceptance of the proposal or payment of the first invoice; confirmation in writing or by electronic means is recommended.

2. By accepting the proposal and these General Conditions, in particular by e-mail or by paying the first invoice, the Client: (i) expressly requests that EnergyEase immediately begin preparation and performance, including the ordering of materials and the scheduling of labour; (ii) accepts that, in the event of cancellation or termination at will, the Client will compensate EnergyEase under Clause 4 (costs incurred, plus 20% by way of profit); and (iii) acknowledges that, once the service has been fully performed, the right of withdrawal ceases (Article 17(1)(a) of DL 24/2014).

Annex I: Model withdrawal form

(complete and return this form only if you wish to withdraw from the contract)

To: EnergyEase, Lda, Rua Fonte da Carreira 350, Unidade B-24, 2645-467 Alcabideche, admin@energyease.pt.

I hereby give notice that I withdraw from my contract for the provision of services/works relating to:

Description of the works: ____________________________________________

Contracted on: ______________ Name of consumer: ______________________

Address of consumer: ______________________________________________

Date: ______________ Signature (if on paper): ______________________

Part B: Annex for Professional Clients (B2B)

Applicable only to Clients who are not consumers · EnergyEase, Lda

These conditions apply exclusively to Clients who are not consumers (companies, contractors, public bodies and other professionals). They supplement and, on the points below, replace the EnergyEase General Conditions for the Provision of Services. In all matters not specifically provided for here, the General Conditions apply insofar as they are compatible with a relationship between professionals.

Clause B-1 (Scope)

For the purposes of these conditions, a professional Client is a natural or legal person who engages EnergyEase in the course of their economic or professional activity. The consumer protection provisions, in particular the right of withdrawal, do not apply to these Clients.

Clause B-2 (Right of withdrawal)

The 14-day right of withdrawal provided for consumers does not apply to professional Clients.

Clause B-3 (Cancellation and termination at will by the Client)

1. Upon acceptance of the proposal, EnergyEase orders materials and mobilises and schedules labour, thereby incurring costs.

2. In the event of cancellation or termination at will by the Client, the Client shall compensate EnergyEase, under Article 1229 CC, with the sum of: (a) all costs actually incurred (materials ordered and labour mobilised or scheduled); and (b) by way of profit, 20% of the contract value, the total not exceeding the contract price.

3. The parties acknowledge that this clause corresponds to the foreseeable damage (Articles 810 and 1229 CC), without prejudice to the equitable reduction provided for by law.

4. Where the works are suspended for reasons attributable to the Client, the Client also bears the downtime (standby) costs, the extension of equipment hire and the remobilisation costs.

Clause B-4 (Acceptance of the works)

1. Once the works are completed, the Client must inspect them within 8 business days; if no apparent defects are reported within that period, the works are deemed accepted as regards apparent defects (Article 1219 CC), without prejudice to the rights relating to hidden defects and to the statutory guarantees.

2. Invoices are deemed accepted if no written complaint is made within 8 days, without prejudice to the statutory guarantees.

Clause B-5 (Guarantee)

1. The statutory guarantees of the contract for works apply, including the 5-year guarantee period for works on immovable property intended to last a long time (Article 1225 CC), which cannot be reduced by agreement.

2. For as long as the invoice relating to the part of the works concerned remains unpaid, EnergyEase may, under Article 428 CC (defence of non-performance), suspend guarantee interventions relating to that part until payment, proportionately and in good faith.

Clause B-6 (Liability)

1. Without prejudice to liability for damage to life, physical integrity or health and for intent or gross negligence, which is never excluded (Article 18 of DL 446/85), EnergyEase's liability for pecuniary damage is limited to direct damage, excluding indirect damage and loss of profit, up to the amount of the invoice for the works concerned.

2. EnergyEase has the right to repair defects before the Client turns to third parties and is not liable for the costs of interventions by third parties carried out without EnergyEase having been given, in writing, the opportunity to repair within a reasonable period.

Note. Even between professionals, the limit cannot be invoked where the defect relates to works on immovable property intended to last a long time (Article 1225 CC), whose 5-year guarantee period cannot be reduced by agreement.

Clause B-7 (Payment and default interest)

1. Unless otherwise agreed, payment is made within 30 days. Prices are exclusive of VAT, which is added at the statutory rate.

2. In the event of late payment, commercial default interest is payable at the statutory rate published every six months in the Portuguese official gazette, the Diário da República (Decree-Law (DL) 62/2013), automatically and without the need for a formal demand, plus 40 euros under DL 62/2013 and compensation for recovery costs corresponding to 10% of the invoice amount, with a minimum of 250 euros, without prejudice to higher proven costs.

3. The professional Client may not suspend payments or apply set-off without the written agreement of EnergyEase.

Clause B-8 (Retention of title)

The materials remain the property of EnergyEase until paid in full (Article 409 CC).

Clause B-9 (Governing law and jurisdiction)

1. Portuguese law applies.

2. The courts of the Cascais judicial district (Comarca de Cascais) have jurisdiction to settle disputes with professional Clients, to the exclusion of any other court.

The remaining provisions of the General Conditions (obligations of the Client, condition of the substrate and duty to warn, time limits and force majeure, additional and reduced works, specific technical provisions, subcontracting, data protection and intellectual property) apply equally to professional Clients.