Electronic Adhesion Agreement
Version 1.0 · Last updated
English translation for convenience — the Spanish version is the governing text.
TITLE I. FORMALIZATION OF ELECTRONIC CONSENT
Chapter 1. Purpose and Nature of the Document
1.1 Purpose
This document (hereinafter, the "Document") is intended to: (i) formalize, with the legal and evidentiary rigor proper to an electronic adhesion contract (clickwrap agreement), the mechanism through which the User's consent to the entirety of the legal framework of Ancuria™ Inteligencia Inmobiliaria (hereinafter, "Ancuria" or the "Data Controller") is perfected; and (ii) synthesize, by means of Specific Conditions per type of User, the specific obligations corresponding to each category of User within that legal framework.
1.2 Legal nature
This Document constitutes an electronic adhesion contract under the Commerce Code and the applicable legislation of the United Mexican States on electronic commerce and electronic signatures, whose acceptance requires neither a handwritten signature, an advanced electronic signature, nor any mechanism other than the electronic consent described in Chapter 3.
1.3 Integrating, non-substitutive character
This Document does not replace, derogate or contradict the Terms and Conditions of Service or the other documents of Ancuria's legal framework; its function is to formalize the mechanism of acceptance of that legal framework as a whole, and to specify, by means of Specific Conditions, its application to each type of User, pursuant to the hierarchy described in Chapter 2.
1.4 Consequences of non-compliance
Non-compliance with the provisions of this Document is governed by the same consequences provided in Title X of the Terms and Conditions of Service, as it forms an integral part of the same contractual framework.
Chapter 2. Hierarchy and Relationship with the Rest of the Legal Framework
2.1 Integrated legal framework
Ancuria's legal framework is composed of the Terms and Conditions of Service, the Full Privacy Notice, the Simplified Privacy Notice, the Cookie Policy, the Responsible Artificial Intelligence Policy, the Acceptable Use Policy, the Information Security Policy, the Intellectual Property Policy, the Data Processing Agreement, and this Document (hereinafter, together, the "Legal Framework").
2.2 Non-duplicated substantive content
This Document does not repeat the substantive content already developed in the documents indicated in the preceding section; instead, it expressly refers to them by cross-reference, thereby avoiding the risk of contradiction or obsolescence between documents regulating the same subject matter in two different places.
2.3 Rule of hierarchical interpretation
In the event of any apparent contradiction between this Document and another document of the Legal Framework regarding a specific substantive subject (Intellectual Property, Data Protection, Artificial Intelligence, Security, Acceptable Use, Data Processing), the provisions of the document specialized in that subject shall prevail, as each of those documents already establishes in its mutual-relationship provisions; this Document, in turn, prevails in everything specifically relating to the mechanism of formation and evidence of electronic consent, and to the differentiated application of the Legal Framework according to the type of User.
2.4 Contractual unity
Notwithstanding the plurality of documents making up the Legal Framework, the electronic acceptance described in Chapter 3 perfects, in a single act, the User's consent to the entirety of the Legal Framework in force at the time of such acceptance.
Chapter 3. Perfection of Electronic Consent
3.1 Legal objective
To establish, with the specificity required by an electronic adhesion contract, the moment and manner in which the User's consent is perfected, developing what is already provided in Chapter 3 of the Terms and Conditions of Service.
3.2 Acts constituting acceptance
The following constitute unequivocal acts of electronic acceptance of the Legal Framework, without requiring any additional act: (i) activating a check box ("checkbox") associated with a declaration of acceptance during the registration process; (ii) clicking a button labeled "Accept", "Create account", "Sign me up", or any equivalent expression unequivocally indicating the intention to accept the Legal Framework; and (iii) continued use of the Platform following notification of a material amendment to the Legal Framework, pursuant to Chapter 5.
3.3 Declaration implied in the act of acceptance
Every act of acceptance under the preceding section carries the User's implied declaration that: (i) they had access to the entirety of the Legal Framework prior to their acceptance; (ii) they have read and understood its content; (iii) they accept being bound by all of its provisions; and (iv) they have legal capacity to be bound, pursuant to Chapter 8 of the Terms and Conditions of Service.
3.4 Prior availability of the Legal Framework
As a condition of validity of the consent described in this Chapter, the Data Controller shall make the entirety of the Legal Framework documents available to the User, clearly and accessibly, prior to the act of acceptance, through links or display mechanisms directly accessible from the screen on which such act of acceptance is requested.
3.5 Right to later consultation and download
At any time after their acceptance, the User may consult and download the version of the Legal Framework they accepted, through the mechanism the Platform enables for that purpose, or by requesting it through the Data Controller's support channels.
3.6 Consequences of non-compliance
Failure to make the Legal Framework previously available pursuant to section 3.4 may result in the corresponding consent being deemed not validly granted, without prejudice to the tacit acceptance that may arise, where applicable, from continued use of the Platform once such omission is remedied.
Chapter 4. Electronic Evidence of Acceptance
4.1 Legal objective
To establish the Data Controller's commitment to retain sufficient electronic evidence to prove, before a competent authority, an auditor, or the User themselves, the existence and timing of acceptance of the Legal Framework.
4.2 Elements of the retained evidence
For each act of acceptance, the Data Controller retains at least: (i) the identity of the Account that granted the acceptance; (ii) the date and time on which the acceptance was perfected; (iii) the specific version of the Legal Framework, or of each document composing it, in force at the time of such acceptance; and (iv) the technical mechanism through which the act was recorded (checkbox, button, or other).
4.3 Association between acceptance and specific version
Each act of acceptance is recorded in inseparable association with the specific version of the Legal Framework accepted, so that, in the event of a subsequent amendment, the Data Controller can prove which version governed the relationship with the User at a given time.
4.4 Evidentiary value
The electronic evidence described in this Chapter constitutes, pursuant to the Commerce Code and the applicable legislation on data messages, a suitable means of proof to establish the existence and content of the User's consent, without prejudice to additional means of proof that may be applicable.
4.5 Retention of the evidence
The electronic evidence of acceptance is retained in accordance with the data retention periods described in Chapter 21 of the Full Privacy Notice, such retention extending, where necessary, to the applicable statute-of-limitations period for the defense of the Data Controller's rights.
4.6 Consequences of non-compliance
Failure to retain sufficient evidence of a specific act of acceptance may make it difficult for the Data Controller to prove such acceptance in a dispute, without that, by itself, invalidating the Legal Framework with respect to other Users whose evidence was properly retained.
Chapter 5. Versioning and New Acceptance upon Material Amendments
5.1 Version control of the Legal Framework
Each document composing the Legal Framework has its own version number and effective date, pursuant to the Version Control Annex incorporated in each of those documents.
5.2 Ordinary amendments
Amendments that do not constitute a material amendment, pursuant to the criteria already established in Chapter 4 of the Terms and Conditions of Service and the equivalent provisions of the other Legal Framework documents, shall be notified to the User through those mechanisms, without requiring new express acceptance, with tacit acceptance operating through continued use.
5.3 Material amendments
Material amendments, particularly those involving a new purpose of processing Personal Data requiring express consent, or a relevant alteration of the economic or liability conditions of the Legal Framework, shall require the User's new express acceptance, by means of an act of acceptance pursuant to Chapter 3, before such amendment becomes applicable to them.
5.4 Effect of the absence of new acceptance
If the User does not grant the new acceptance required under the preceding section within a reasonable period, the Data Controller may suspend the User's access to the Platform until such acceptance is granted, or proceed under the right of non-acceptance and cancellation described in section 4.5 of the Terms and Conditions of Service.
5.5 Consequences of non-compliance
Applying a material amendment to a User without having obtained their new express acceptance, when such acceptance is required under this Chapter, shall result in that amendment not being applicable to them, without prejudice to the validity of the version previously accepted by that User.
TITLE II. SPECIFIC CONDITIONS BY TYPE OF USER
Chapter 6. General Provision on Specific Conditions
6.1 Objective
To synthesize, for each type of User recognized by the Platform, the provisions of the Legal Framework that apply to them particularly or in a differentiated manner, without repeating the substantive content already developed in the corresponding documents, to which this Chapter refers by cross-reference.
6.2 Non-exhaustive character
The Specific Conditions described in this Title are for clarity and navigation of the Legal Framework; the complete applicability of rights and obligations of each type of User is governed by the entirety of the Legal Framework, and not solely by what is synthesized in this Title.
Chapter 7. Individuals and Legal Entities
7.1 Individuals
Every individual who registers on the Platform must have the legal capacity described in Chapter 8 of the Terms and Conditions of Service, the entirety of the Legal Framework being applicable to them regarding the processing of their own Personal Data pursuant to the Full Privacy Notice.
7.2 Legal entities
Every legal entity that registers on the Platform (under the Company Account modality pursuant to Chapter 10 of the Terms and Conditions of Service) must do so through an individual with sufficient powers of representation, the legal entity and, jointly and severally, such representing individual being responsible for compliance with the Legal Framework.
Chapter 8. Real-Estate Agents and Brokers
8.1 General reference
The specific obligations of Real-Estate Agents (including those operating under the designation of "broker" according to industry practice) are developed particularly in Title VII (Marketplace, Co-Brokerage and Interaction between Users) of the Terms and Conditions of Service, and in Chapter 7 (Transparency toward the User and the End Client) and Chapter 13 (Professional Responsibility of the Real-Estate Agent toward their Client) of the Responsible Artificial Intelligence Policy.
8.2 Specific condition: professional accreditation
Pursuant to section 8.4 of the Terms and Conditions of Service, the Real-Estate Agent may be required to evidence their professional activity through trade-association membership, professional license, or corresponding permit, without such accreditation constituting, by itself, an indispensable registration requirement unless legal provision provides otherwise in their jurisdiction.
8.3 Specific condition: relationship with end clients
The Real-Estate Agent is solely responsible for the advisory relationship with their own end clients, including the obligation to professionally contextualize the results generated by the Platform's Artificial Intelligence components, pursuant to Chapter 13 of the Responsible Artificial Intelligence Policy.
Chapter 9. Real-Estate Companies, Builders and Real-Estate Developers
9.1 General reference
Real-estate companies, builders and Real-Estate Developers register under the Account modalities described in Chapter 10 of the Terms and Conditions of Service, with the provisions of section 2.5 of that document regarding the management of real-estate developments additionally applying to them.
9.2 Specific condition: management of sub-accounts
When a company, builder or Real-Estate Developer manages Collaborator sub-accounts, that main Account shall be responsible for its Collaborators' compliance with the Legal Framework, pursuant to section 10.2 of the Terms and Conditions of Service.
9.3 Specific condition: Data Processing Agreement
Companies that, due to their own corporate compliance processes, need to execute the Data Processing Agreement independently and in signed form, in substitution of its incorporation by reference, may request it pursuant to the Application Note of that document.
Chapter 10. Sales Teams and Account Administrators
10.1 General reference
Collaborators who are part of a sales team within a Company Account, as well as those serving as administrators of that Account, are governed by the regime of roles and permission levels described in section 10.3 of the Terms and Conditions of Service.
10.2 Specific condition: scope of representation
A Collaborator's or administrator's actions within the Platform are understood to be performed in representation of and on behalf of the Company Account to which they belong, without this creating an independent contractual relationship between that Collaborator and the Data Controller, distinct from the one corresponding to their own registration as an individual User within that Account.
Chapter 11. Partners and Strategic Alliances
11.1 Nature of the relationship with Partners
When the Data Controller enters into strategic alliances with third parties (such as trade associations, integration developers, or distributors of the Platform in a given region), that relationship is governed by the specific contractual instrument the parties execute, which shall prevail over this Document as far as that particular relationship is concerned, the Legal Framework applying in a supplementary manner in everything not provided for in that specific instrument.
11.2 Specific condition: use of the Platform by the Partner
To the extent a Partner, or their personnel, uses the Platform as a User (for example, for testing, demonstration or support of their own referred clients), such use is subject to the entirety of the Legal Framework in their capacity as a User, independently of the specific conditions of the corresponding strategic alliance.
Chapter 12. Free Users and Subscription Users
12.1 General reference
The distinction between free Basic Plan Users and paid Subscription Users is governed by Title VIII (Payments, Subscriptions, Cancellations and Refunds) of the Terms and Conditions of Service.
12.2 Specific condition: full applicability of the Legal Framework
The entirety of the Legal Framework applies equally to free Basic Plan Users and paid Subscription Users, and the absence of economic consideration in the former case does not limit, modulate or exclude the applicability of the Titles on Intellectual Property, Data Protection, Artificial Intelligence, Acceptable Use, or Limitation of Liability.
12.3 Specific condition: changes of User level
A User's transition between the status of free User and Subscription User, in either direction, does not require new acceptance of the Legal Framework as a whole, unless such transition coincides with a material amendment pursuant to Chapter 5, in which case the mechanism described therein shall apply.
TITLE III. FINAL PROVISIONS
Chapter 13. Validity, Modifications and Final Provisions
13.1 Entry into force
This Document shall enter into force on the date stated on the cover page of this document.
13.2 Modifications
This Document may be amended pursuant to the same notification mechanism provided in Chapter 4 of the Terms and Conditions of Service.
13.3 Severability
Should any provision of this Document be declared null, illegal or unenforceable, such declaration shall not affect the validity of the remaining provisions, nor that of the rest of the Legal Framework.
13.4 Applicable legislation and jurisdiction
This Document is governed by the federal laws of the United Mexican States and by the jurisdiction clause provided in section 46.2 of the Terms and Conditions of Service.
13.5 Governing language
In the event of translation into another language, the Spanish (Mexico) version shall prevail for interpretation purposes in case of discrepancy.