CONDIZIONI GENERALI DI VENDITA

GENERAL CONDITIONS OF SALE

Art. 1 OBJECT

1.1. The present general condition of sales shall apply to all the sales made by CARLO POLETTI Srl having its seat in Italy, Via Tancognino, 134, Italy,

Gozzano (NO) (hereinafter the “SELLER”) with any buyer of its products (hereinafter the “BUYER”).

1.2. The terms and conditions indicated in the present general conditions of sales (hereinafter “General Conditions”) integrate any order confirmation made

by the SELLER (hereinafter the “Order Confirmation”) answering to any order made by the BUYER (hereinafter the “Order”).

1.3. In particular the technical specification of the design, components, materials, flow parameters (hereinafter the “Technical Specifications”) of the

POLETTI products (hereinafter the “Products”) shall be indicated in each Order Confirmation and in the catalogue available on the POLETTI website www.

poletti.it.

1.4. The Order Con

firmation shall be considered accepted by the BUYER within 48 (forty-eight) hours from its receipt.

1.5. Any modification to the Technical Specification and/or to the terms and conditions indicated in the Order Confirmation and in the General Conditions

must be agreed in writing by the Parties.

1.6. The BUYER shall follow in its operations concerning the installation the instructions indicated by the POLETTI Technical Guidelines for Installation of

the Products which is available on the POLETTI website www.poletti.it.

Art. 2 PRICE, PAYMENT AND DELIVERY

2.1 The purchase price (hereinafter “Purchase Price”) of the Products shall be the one indicated in the Order Confirmation.

2.2 The BUYER shall pay to the SELLER the Purchase Price following the terms and conditions indicated in the Order Confirmation. The Parties shall

negotiate in good faith modifications of the Price, if the performance of the contract becomes excessively onerous due to the increasing of the raw material

or due to an event beyond the SELLER’s reasonable control and unforeseeable at the moment of the execution of the contract. If an agreement concerning

such modification is not achieved in writing within 2 (two) weeks after the notification, the SELLER may terminate the contract with immediate effect.

2.3 The means of payment of each single sale shall be the one indicated in the Order Confirmation.

2.4 The Products shall remain the property of the SELLER until the Price is paid in full by the BUYER.

2.5 If not otherwise indicated in the Order Confirmation, the SELLER has the obligation to deliver the Products following the FCA at the SELLER’s premises

Incoterms ICC 2020 and the other terms and conditions indicated in the Order Confirmation.

2.6 Any lack of the payment within the delay indicated in the Order Confirmation shall entitle the SELLER for all legal remedies and damages.

2.7 The delivery term indicated in the offer/order confirmation may be significantly delayed due to the events concerning difficulties in the procurement or

in the logistic of the raw materials and/or the components of the Products. Should Products not be delivered within the delivery time agreed in the Order

Confirmation, the BUYER has the right to claim for damages after the expiration of 60 (sixty) days period following the agreed delivery time. Damages here

above are due in the measure of 0.1% (zero dot one percent) of the purchase price, calculated per each week of delay, but cannot exceed the maximum

percentage of 3% (three per cent) of the purchase price. The damages hereof are the only claim given to the BUYER in case of delay in the delivery

attributable to the SELLER. No other claim is acceptable for the delay here above.

2.8 In the case of late delivery, which is not attributable to reasons for which the SELLER is responsible, the SELLER shall be entitled to place the delivered

goods in storage at the cost of the BUYER and/or to invoice the additional costs accruing to it as a result of the delay (e.g. in connection with rescheduling,

overtime etc.) together with any other damages.

Art. 3 SELLER’S WARRANTIES

3.1 The SELLER warrants that the Products will be free from defects in material and workmanship and will conform to the Technical Specifications

described in the Order Confirmation, provided that the BUYER shall follow the SELLER’s instructions indicated in the POLETTI Technical Guidelines for

Installation of the Products available on the POLETTI website www.poletti.it.

3.2 The Products Technical Specifications indicated in the Order Confirmation and in the POLETTI catalogue on the POLETTI website must be strictly

checked by the BUYER at the moment of the taking of delivery. In case the BUYER, during the installation of the Products, do not follow the SELLER’s

instructions indicated in the POLETTI Technical Guidelines for the Products, it will be considered in breach of the Contract and the guarantee shall not

apply.

3.3 The non conformity concerns the differences between the Products and the Technical Specifications indicated in the catalogue available on the

POLETTI website www.poletti.it and in each Order Confirmation.

3.4 The SELLER shall guarantee the Products for a period of 12 (twelve) months starting from the delivery of the Products. The BUYER shall communicate

in writing to the SELLER the defects within 8 (eight) days from the discovery of the defect. Any claim of non conformity made by the BUYER shall indicate

in writing the defective part or component of the Products, giving a specific picture and description of the malfunctioning.

3.5 The obligation of the SELLER under this warranty is limited to the replacement at SELLER’s transportation cost of the defective parts of components.

Any other claim or charge is excluded.

Art. 4. CONFIDENTIALITY, SELLER’S TRADEMARKS AND INDUSTRIAL PROPERTY RIGHTS

4.1 The SELLER and the BUYER agree that all trade names and the SELLER’s trademarks, industrial models industrial property right shall be used by the

BUYER only for the purposes of the use of the Products.

4.2 The BUYER agrees that all SELLER’s know-how, design, drawings and the confidential information concerning the Products shall remain the property

of the SELLER and shall not be transmitted by the BUYER to any third party without the SELLER written consent.

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