GENERAL TERMS AND CONDITIONS OF SUPPLY OF NETHIX SRL

1. VALIDITY OF THE TERMS OF SUPPLY

These general terms of supply govern the methods and conditions of sale of Nethix srl products, with registered office in Castelfranco Veneto, Via dei Pini 21, registered with the Companies Register of Treviso with tax code and VAT number 03730110263.

All orders and sales contracts by Nethix srl to third parties (Customer) are governed by these general conditions, which form an integral and substantial part of every proposal, order, and order confirmation. Any purchase conditions specified in writing on the purchase order sent by the Customer shall therefore not be valid.

Any special conditions and/or derogations from these general terms of supply must be specifically authorized in writing by Nethix srl.

2. SUBMISSION AND CONFIRMATION OF ORDERS

The Customer must send its orders in writing by email to Nethix srl, clearly specifying the type and quantity of the selected products and services. Upon receipt of such purchase order from the Customer, Nethix srl shall in turn send its “Order Confirmation” in writing by email.

2.1 If the Customer, within 5 working days from receipt of the “Order Confirmation” document, does not communicate in writing to Nethix srl its intention not to accept the conditions contained therein and therefore not to proceed with the supply order sent, these conditions shall be deemed tacitly accepted and the contract shall be concluded and binding on both parties.

3. DELIVERY OF PRODUCTS

The methods of delivery of the Products are specified in the “Order Confirmation” document. Any force majeure events and all exceptional events that may affect the proper fulfillment of the order, such as delays in delivery by suppliers, transport issues, lack of materials and energy, as well as any import and export restrictions, shall allow Nethix srl to reasonably extend the delivery terms.

4. WARRANTY

Nethix srl guarantees that all products supplied have been manufactured in compliance with the technical specifications indicated in the online documentation published on the website www.nethix.co and www.nethix.com. Nethix srl provides no warranty regarding the compliance of the products with the technical and safety standards in force in the Customer's country or in any other country where the Customer decides to distribute and/or install Nethix products, unless such warranty has been expressly agreed upon between the parties.

4.1 The warranty period for each product sold by Nethix srl is 24 months starting from the date indicated on the transport documents. The warranty entitles the Customer to repair of the product or replacement, at the discretion of Nethix srl. The deadline for notifying Nethix srl of the existence of a defect in the products is set at 8 days from, in the case of hidden defects, the day on which the Customer became aware of it, and in any case no later than the warranty period, i.e., 24 months from delivery of the products. Within the following 15 days from notification of the defect, the Customer must send, at its own expense, the defective product to the headquarters of Nethix srl, indicating the defects found and stating on the documents the RMA number received from Nethix customer service at the time of the first notification of the defect. If, following verification at Nethix srl, the reported defects are not found or do not fall under warranty due to their type and nature, Nethix srl shall quantify and charge the Customer for the costs incurred.

The warranty provided under these general conditions does not apply:

4.2 The product supplied by Nethix srl shall have “standard” characteristics, namely those declared in its informational documentation. In any case, assessments regarding the suitability of the products for the specific use intended by the Customer remain the sole responsibility of the latter, who may therefore be required to request the relevant technical data and, if necessary, carry out appropriate testing at its own care and expense in order to verify their actual suitability for the intended use. Consequently, under no circumstances shall Nethix srl be held liable for any damage or issues arising from improper use of the products, incorrect selection of application, or assembly errors by the Customer.

4.3 For all defects found after the warranty period or in all cases not covered by warranty, Nethix srl undertakes to provide after-sales assistance at its premises to perform any repairs and/or replacements subject to payment.

5. PRICES

Prices and payment terms for the products are specified in the “Order Confirmation”. Unless otherwise indicated in writing in the “Order Confirmation”, prices are ex-warehouse Nethix srl, with standard packaging, excluding taxes, transport costs, customs duties, and other fiscal charges.

6. DISPUTE RESOLUTION

These terms of supply are governed by and shall be interpreted exclusively in accordance with Italian Law. Any disputes arising in relation to or in connection with these general terms of supply shall fall under the exclusive jurisdiction of the Court of Treviso.

7. DATA PROCESSING

Pursuant to and for the purposes of Legislative Decree 196/2003, Nethix srl and the Customer acknowledge that they have mutually informed each other and consent that the personal data collected for the formalization of supply contracts governed by these general conditions shall be processed in the customers/suppliers database for fiscal compliance and for managerial, statistical, commercial, and marketing purposes.

8. FINAL CLAUSES

The original text of these general terms of supply is drafted only in the Italian language and is the only binding and authoritative version between the parties.

8.1 Should one or more of the clauses contained in these general conditions or in the order confirmations be annulled or declared null or ineffective pursuant to law, the validity of the remaining clauses shall remain unaffected.

8.2 All information relating to the other party, the methods of carrying out activities, the products, and in general any information learned by reason of or in connection with the established relationship, shall be considered confidential and may not be disclosed to third parties nor used for purposes unrelated to the proper execution of the relationship itself.

8.3 All licensing rights for the production, marketing, sale, and use of the products supplied to the buyer-customer are the exclusive property of Nethix srl.

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