(EN) GENERAL SALES CONDITIONS

1. Terms of contract

These general terms of sale apply to any sales agreement stipulated between the Customer and ourselves, without prejudice

to any amendments or variations made and approved in writing. They therefore apply unconditionally starting from the accep-

tance of this order as well as any future agreement with regard to products to be supplied by our company covered by sub-

sequent and distinct purchase orders. Any variations to the general terms of sale, offers, transactions, credit notes or rebates

offered by our Sales Agents or any other intermediary are subject to the prior approval in writing of our Head Office and refer

exclusively to the specific agreements in question.

2. Subject of the supply

The supply refers exclusively to the services, materials and quantities specified in the order confirmation or other written docu-

ment issued by us. Should there be any discrepancy in the offer or purchase order, the order confirmation will be taken as the

reference document. Shipping of partial orders does not imply approval of the full order unless this has been confirmed but is

the partial confirmation of the shipped goods alone.

In such circumstances, the collection of the goods by the shipping company implies acceptance on the part of the Customer

of the new contractual provisions.

Materials will be supplied in the standard thickness and not in a special thickness unless specified otherwise in the purchase

order.

Consult our catalogue and price list for further details.

3. Order confirmation

The Customer must notify us by registered letter of any discrepancy found in the individual items listed in our order confirma-

tion with respect to agreements or purchase orders within ten days after the order confirmation. Failure to do so implies tacit

acceptance of the order confirmation.

4. Deliveries

Goods travel at the Customer’s risk and responsibility, even should they be shipped “freight paid”.

Our liability terminates when the shipping company takes collection of the goods. Any claims by the Customer should be made

to the shipping company further to completion of the appropriate controls.

Goods will not be made ready for collection prior to three working days after receipt of the purchase order, subject to availability

at the time of order and subject to the provisions described in paragraph 1.

Export deliveries by sea or land are subject to delivery conditions stipulated on a case by case basis according to the “inco-

terms” approved by the International Chamber of Commerce in 1990 and subsequent amendments.

5. Terms of delivery

The delivery date must be mutually acceptable to both parties. Without prejudice to specific clauses, the delivery date is not

binding and should be considered an indication. In the event of amendments to the contract, the delivery date will be extended

for the same period of time as the original agreed delivery date.

Delivery will be suspended in case of conditions of force majeure and for the full duration of said event.

Should it prove impossible to complete the contract within 60 days after the agreed date as a result of conditions of force

majeure, both parties will have the right to withdraw from the contract. In this case, the withdrawing party must notify the

other party by registered letter with return receipt within 10 days of the conclusion of said 60 day period, without any right to

indemnity or compensation.

6. Payment

Payment must be made out to our registered offices at Castellarano (Reggio Emilia, Italy), even if bills or letters of exchange or

collection orders have been issued. Any exceptions must be approved by us in writing.

A collection order payable at 60 days will be issued for supplies of materials for amounts less than

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1,550 (one thousand five

hundred and fifty), inclusive of VAT, regardless of the Customer’s normal terms. For payments to be made in several instal-

ments, the VAT amount will be collected by means of a collection order payable 30 days after invoice date.

We have the legal right to apply interest on arrears at the official interest rate plus six percent in case of the deferred payment

of all or part of our invoices beyond the stipulated due date. We are also entitled in case of non-payment or deferred payment

of invoices, for whatever reason, to demand payment for the remaining supplies in advance of shipment, without prejudice to

any other action we may decide to take. Article 1456 of the Italian Civil Code states that non-payment or deferred payment of

the price or amount within the agreed terms is just cause for withdrawal from the contract and article 1460 of the Italian Civil

Code states it is justification of the refusal to comply with any other contractual obligations and to cancel the shipment of any

other orders, and this without entitling the Customer any refund or compensation for damages.

7. Solve et repete

There are no valid exceptions that the Customer may raise in order to defer or avoid payment, barring the nullity or withdrawal

from the contract.

8. Retention of title

Should agreements envisage payment - whole or partial - after the delivery of the goods, all products that have been delivered

remain our property until payment of the total amount has been received.

9. Guarantee and relevant arbitration clause

We guarantee our products comply with the current UNI-DIN-EN standards. This guarantee applies to first choice material

and is subject to a tolerance of 5% (five percent).

The guarantee against defects does not apply to second or third choice or stock material and special sales lots.

GranitiFiandre collections consist of materials subject to variations in colour and/or veining, as they are natural products made

by man. These materials are sold as seen and approved and any variations in colour and/or veining are considered quality

features.

We are only liable for the polishing and smoothing carried out at our premises.

Any claims must be sent by registered letter to our registered offices at Castellarano (Reggio Emilia, Italy) before the materials

are installed and within 10 days after taking delivery of the goods and prior to resale to third parties, on pain of forfeiture of

the guarantee.

Article 1490 of the Italian Civil Code states that the installation of material invalidates any claim in case of obvious or hidden

faults and any form of guarantee. Any variations in colour should not be considered a fault.

This guarantee contemplates the replacement of faulty material and does not include any further or different obliga-

tion.

Claims for faulty material do not entitle the Customer to suspend or defer full or part payment within the stipulated terms,

according to paragraph 7 above.

Failure of the parties to settle a dispute by mutual accord with respect to faults, the right to guarantee, the assessment of

damages and it quantification will result in the claim being submitted to Independent arbitration by a single arbitrator. His or her

appointment and the arbitration proceedings will be subject to the regulations of the Arbitration Board at the Centro Ceramico

Bologna (Italian Ceramic Center) and the parties will accept their decision unconditionally.

10. Unauthorised export

The Customer must not export any materials supplied by us or transfer them to companies or persons who intend to export

them, unless agreed otherwise.

11. Competent court

Except for the provisions of paragraph 9, any dispute will be referred to the Court of Reggio Emilia (Italy).

12. Validity of each condition

The above general terms of sale are not to be considered merely standard terms. These conditions apply to all intents and

purposes and faithfully represent the contractual intentions of the parties.

• We are only liable for polishing undertaken at our plants.

• Check and mix materials before laying. Claims will not be accepted for materials that have already been laid.

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