General conditions of Sale

1 Application of the general conditions of sale

These General Conditions of Sale ( CGV) apply to all supplies of LOMBRELLO® products, a trademark owned by Andrea Forapani, even if made using components supplied by the customer (customized COM / COL supplies). These GCS prevail over any general purchase conditions of a LOMBRELLO customer ("Buyer") and cannot be waived except in writing.

2 Improvement of supplies

Offers and commitments by LOMBRELLO agents or commercial auxiliaries do not bind LOMBRELLO until written confirmation by the same. Supplies concluded with the "save availability" clause or similar, are understood to be subject to the termination condition that LOMBRELLO confirms, even in fact , the availability of the goods to be supplied.

Tests on components supplied by the buyer do not in themselves involve acceptance of the order. < / span> Orders issued by the Buyer are understood to be firm after 3 (three) working days from their receipt and are in any case subject to a written order confirmation from the rte di LOMBRELLO. In the absence of confirmation, the order is considered refused, except in case of divergence between the terms provided in the Buyer's order and those of the relative LOMBRELLO order confirmation, the contract is concluded at the terms of the order confirmation (a) in the absence of timely objection by the Buyer, where it contains terms that substantially alter those of the relative order; (b) in any case where the Buyer actually begins to execute the contract.

3 Delivery

The delivery of the products is governed by the INCOTERMS ICC in force at the time of order confirmation. Unless otherwise agreed in writing:

- The products to be delivered in Italy are returned EX WORKS, the manufacturer's headquarters;

- the products to be delivered outside Italy are returned EX WORKS, headquarters of the manufacturer.

Where a deadline is agreed with transport to be paid by LOMBRELLO and the net sale price is less than € 800 (Italy) and 900 € (abroad). The buyer is required to pay the expenses specified in the order confirmation. The deadlines refer to the time of shipment regardless of the delivery time and are intended as indicative. < span class = "Apple-converted-space"> The Buyer has the right to terminate the contract only once 20 working days have elapsed from the date scheduled for shipment, without this being carried out. LOMBRELLO is in any case not responsible for damage from delayed delivery. In case of non-acceptance by the Buyer on the date established, LOMBRELLO has the right to terminate the contract, to keep the goods available to the Buyer by charging the storage costs, or to have the transport carried out by a trusted carrier to the Buyer's headquarters, at the Buyer's expense and risk. span class = "Apple-converted-s pace "> LOMBRELLO products are returned suitably packaged and can be returned assembled. The disposal of the packaging is the responsibility of the Buyer.

4 Prices

The price of the products is that indicated in the LOMBRELLO price lists in force at the time the order is issued and is intended net of taxes, duties, transport, assembly or similar charges.

5 Payment

The payment, unless otherwise provided, must be made directly to LOMBRELLO together with the order. In the event of delayed or non-payment, LOMBRELLO may terminate the contract by written notice to that effect. The default interest is equal to the ECB reference rate, increased by 12 points.

The goods remain, until full payment, the property of LOMBRELLO, which has the right to withdraw it. Unless contrary legal provisions, the retention of title extends to the proceeds of any resale of products to third parties.

6 Conformity defects

LOMBRELLO products are manufactured in compliance with EU regulations; any different requirements must be agreed in writing. The description of the products in the catalogs or other illustrative material LOMBRELLO is only an approximate indication and any differences cannot be considered a defect of compliance. Compliance with a sample, if required, must take into account the tolerances inherent in the use of natural materials (such as wood, wool, leather, , etc.) that do not ensure uniformity of delivery. Without prejudice to the provisions of art. 7 under (warranty), the Buyer cannot assert a lack of conformity of the products received if he does not report it in writing within eight days from the moment he discovered it or should have discovered it - in any case within two months from the moment he took actually delivering the products - providing LOMBRELLO with a detailed description of the defect detected, photographs with sufficient detail and evidence of any reservations raised when the goods were taken over. LOMBRELLO will repair or replace any non-compliant product at its own expense, without bearing any other liability whatsoever. The Buyer cannot proceed without LOMBRELLO's authorization nor a return of products or price reductions.

7 Warranty

Except as provided below, LOMBR ELLO guarantees that its products will maintain their characteristics for 3 years from delivery pursuant to article 3 above. Any extension of the warranty period is subject to a fee and must be agreed in writing.

The following are however excluded from the guarantee:

- parts supplied by the Buyer or by third parties at the Buyer's request; < / p>

- products whose price has not been fully paid.

The guarantee also does not apply in case of alterations due to:

- normal wear;

- imperfections, changes and usual tolerances inherent in the use of natural materials and fibers (including the loss of elasticity of the coatings) ;

- assembly, use or maintenance other than that specified in the Product Sheet (eg. Stacking without stacking trays);

- abnormal use not previously agreed (eg in unusual environmental conditions or, for operational sessions, in case of use for more than 8 hours / day for 220 days / year);

- careless use by the user (eg scratches or dyes due to clothing made with fabrics such as denim blue, or with metal studs and buttons, etc. .). The request for intervention under warranty must be submitted in the manner provided by LOMBRELLO and allowing LOMBRELLO to verify the product in question.

Where it is required to intervene under warranty, LOMBRELLO will, at its discretion -

(i) to replace the product in question against a contribution from the Buyer - if the product is guaranteed for more than two years - equal to 40%, 60% and 80% of the net purchase price if the request is made in the third, fourth or fifth year respectively; or

(ii) to pay the Buyer compensation equal to the net purchase price. If the product is guaranteed for more than two years, this compensation is equal to the net purchase price reduced to 60%, 40% and 20% if the request is made, respectively, in the third, fourth or fifth year.

LOMBRELLO is not liable for any further damage. Equally excluded the possibility of recourse for what may be provided by the Buyer to its customers pursuant to of the applicable consumer legislation.

8 Manufacturer's responsibility < / p>

The Buyer is required to inform his customers and other subjects downstream of the distribution chain of the products, the characteristics of use of the same in order to minimize the risk of use not conforming that exposes LOMBRELLO to the responsibility of the manufacturer. Failing this, the Buyer will hold LOMBRELLO released from any liability in this regard.

9 LOMBRELLO intellectual and industrial property rights

< p class = "p1"> Any production and / or commercial technology of LOMBRELLO, patented or not, which is not in the public domain and which reaches the Buyer's knowledge must be treated as confidential by the same and may not be used in any way or disclosed without written authorization from LOMBRELLO.

10 Disputes and applicable rules

DISPUTES. Any disputes relating to these GCS and / or the transactions regulated by them will be definitively resolved by the Court of Milan. LOMBRELLO remains entitled to appeal to the court of Milan or the one competent for the Buyer's office in order to obtain an "unheard of altera parte" payment order for outstanding payments relating to products supplied.

STANDARDS. For anything not provided for above, the provisions of the Vienna Convention 1980 on international sales apply, and in the alternative by the Unidroit Principles on international commercial contracts.

The Buyer is aware that LOMBRELLO has adopted and implements an organization, management and control model (so-called" Model 231 ") as required by Legislative Decree no. lgsl. 231 of 8 June 2001 and declares to have read and understood the Code of Ethics and the descriptive document of the Model as published on the company website and undertakes to respect its principles and contents.