F.LLI DELLA MARCA srl.

Via Della Cereria snc, 00071 Pomezia (RM), Italy – Share capital €30,000.00 fully paid up – VAT number/Tax code: 05011521001

Rome Chamber of Commerce No. 05011521001 – Tel. 06 298042 – Fax 06 273514 – Email: info@dellamarca.it – Website: www.dellamarca.it

CONDITIONS OF SUPPLY

A. OBJECT OF THE SUPPLY This contract concerns only the goods described in the order confirmations and, therefore, any other goods, activities or services not expressly mentioned therein are to be considered excluded.

B. PRICES Prices are for goods ex works, unless otherwise agreed in writing between the parties, and do not include services and charges not mentioned and accessories such as, by way of example and not limited to, VAT, special packaging, customs duties, transport, assembly, installation, testing and any costs relating to delivery which, in any case, are always to be considered the responsibility of the Buyer.

C. ORDERS All orders will be processed only after receipt of a copy of our order confirmation and its return, duly completed and signed, by the Buyer, for full acceptance of each clause of the general conditions of sale.

Pursuant to and for the purposes of art. 1326 of the Italian Civil Code, following the return of the duly completed and signed order confirmation, the order will be considered valid for all legal purposes and binding on the Buyer.

Furthermore, in the event of a specific request from F.lli Della Marca Srl together with the order confirmation, the latter must be returned in the manner indicated in the first paragraph together with the bank transfer receipt certifying the payment of any deposits due.

D. ORDER CHANGES AND CANCELLATIONS Open and pending orders cannot be modified without the written consent of F.lli Della Marca Srl and prior agreement between the parties regarding the adjustment of the price charged.

Open orders and orders being processed cannot be cancelled by the Buyer, except with the written consent of F.lli Della Marca Srl, subject, in any case, to the payment by the Buyer of an amount equal to 25% of the price due for the total of the open order that is to be cancelled.

F.lli Della Marca Srl reserves the right to refuse to accept order changes and/or cancellations of orders already completed in accordance with the provisions of the previous point C).

E. GENERAL CONDITIONS OF SALE The general conditions of sale indicated in the order confirmations referred to in the previous point C) are applied and are to be considered fully referred to and transcribed herein.

F. PAYMENTS Payment for supplies must be made in the manner and within the terms expressly specified in the order confirmation form.

The payment deadlines agreed upon between the parties cannot be postponed by the Buyer for any reason or title. Any disputes relating to the goods will not entitle the Buyer to the postponement and/or suspension and/or failure to make the payments due.

In the event of delay and/or non-payment by the Buyer, even of just one of the agreed instalments, F.lli Della Marca Srl will have the right to interrupt any subsequent deliveries still due.

In the event of an installment payment agreement, failure to pay even a single installment will result, pursuant to art. 1186 of the Italian Civil Code, in the forfeiture of the benefit of the payment term, and F.lli Della Marca may immediately demand the entire remaining amount, subject to prior notification declaring its intention to exercise this right.

For payments delayed beyond the terms indicated on the invoice F.lli Della Marca is free to avail itself, from the moment of the formal notice of default, of professionals or consultants appointed for this purpose. The related management costs, in accordance with the provisions of Legislative Decree 231/2012 regarding late payments in commercial transactions, will be entirely borne by the defaulting customer.

G. DELIVERY TERMS The agreed delivery dates are always indicative.

F.lli Della Marca will not be liable for any delays due to unforeseeable circumstances or force majeure that prevent processing and/or delivery. Any delays in delivery due to the aforementioned causes will not entitle the Buyer to terminate the contract or to any claims for damages and/or compensation.

H. TRANSPORT The goods always travel at the risk and peril of the Buyer, who will bear the risk of deterioration and/or loss of the goods from the moment of delivery to the carrier, whether the latter is chosen and appointed by the Buyer or whether the assignment comes from F.lli Della Marca Srl.

It is understood that extraordinary shipping costs, such as, by way of example and not limited to, those inherent to fast shipping and/or connected to the particular quality of the goods and/or in any case referred to the delivery times requested by the Buyer, will be the full and exclusive responsibility of the latter.

I. INVOICING F.lli Della Marca Srl, upon delivery of the goods, will issue an invoice, which will indicate, in addition to the payment terms and conditions, the Incoterms specifically applied.

J. COMPLAINTS AND DISPUTES The Buyer is obliged to check the goods upon delivery.

Any anomalies, breakages, dents and/or discrepancies with the order confirmation referred to in point C) must, under penalty of forfeiture of the right to complain, be reported in writing by the Buyer within 8 (eight) days of the date of receipt of the goods resulting from the delivery note and notified to F.lli Della Marca Srl via certified email to f.dellamarca@pec.it or by registered mail with return receipt.

The parties agree that any quantitative discrepancies in the goods compared to the order confirmation referred to in point C) do not under any circumstances give the Buyer the right to withdraw and/or the right to suspend payments due, but only the right to integrate the order with the missing goods.

Any qualitative discrepancies with respect to the order confirmation referred to in point C) may result in a return only where expressly authorised in writing by F.lli Della Marca Srl and shipping costs will be fully and exclusively borne by the Buyer.

The Buyer undertakes not to use any defective products and to promptly report any complaints from third parties of which he may become aware.

Notification of non-compliance

The notification of non-compliance must be accompanied by the following supply data:

a) order confirmation number; b) invoice number and date; c) product code of the product being complained about; d) description of the non-conformity and the stage of the process in which it was detected; e) non-compliant quantity.

K. WARRANTY F.lli Della Marca Srl guarantees that its products correspond to the characteristics and conditions specified in the order confirmation referred to in point C).

The warranty is valid and effective only for products subjected by the Buyer to their normal use, to be carried out according to the use and installation specifications provided by the manufacturer.

F.lli Della Marca srl ​​assumes no responsibility for any interventions carried out on the goods by third parties.

The warranty on the goods will not cover, under any circumstances, damage resulting from improper use of the goods.

The guarantee is valid and effective only and exclusively towards the direct customer of F.lli Della Marca Srl and is therefore not transferable to third parties.

The guarantee for the goods delivered to the Buyer is valid for 12 (twelve) months from the delivery date shown on the delivery note.

The warranty is subject to the Buyer reporting any immediately identifiable qualitative or quantitative defects, to be made within 8 days of the date of delivery of the goods indicated on the delivery note, via certified email to f.dellamarca@pec.it or by registered mail with return receipt. This reporting must be made, under penalty of forfeiture, by the Buyer within 8 days of the date of delivery of the goods indicated on the delivery note.

The guarantee for hidden defects in the goods delivered by F.lli Della Marca is subject to the Buyer reporting the defect, to be made, under penalty of forfeiture, within 8 days of the date of discovery via certified email to f.dellamarca@pec.it or by registered mail with return receipt.

In any case, no action may be taken after the twelfth month from the date of delivery of the goods.

Replacement of defective parts

During the warranty period, F.lli Della Marca Srl undertakes to provide the Buyer free of charge—excluding shipping costs—with replacement parts for the disputed goods that, in its sole discretion, prove to be defective from the outset.

The Buyer will pay for the replacement of the goods by cash on delivery and, if following the functional check by F.lli Della Marca Srl referred to in the preceding paragraph, the parts of the disputed goods are found to be defective from the outset, F.lli Della Marca Srl will make a bank transfer to the Buyer for an amount equal to the sum paid by cash on delivery.

Technical interventions under warranty — ITALY

During the product warranty period, for equipment located within Italy, F.lli Della Marca Srl undertakes to carry out, if necessary, technical interventions under warranty at the Customer's premises for the free replacement of any parts that, in its sole discretion, prove to be defective from the outset.

It is understood that the costs of transferring the technical personnel and the labor required for the replacement will be the exclusive and full responsibility of the Buyer.

Given the complexity of the intervention aimed at the free replacement of the part of the equipment that, at the sole discretion of F.lli Della Marca, should prove to be defective from the outset, the same may be carried out, where necessary, also at the manufacturer's premises.

In this case, the equipment must be sent by the Buyer to the manufacturer's premises carriage paid and, once the intervention is concluded, will be returned by F.lli Della Marca Srl to the Buyer carriage forward.

It is understood that, even in this case, the costs of the labor required for the replacement will be entirely and exclusively borne by the Buyer.

Technical interventions under warranty — ABROAD

During the product warranty period, for equipment located abroad, F.lli Della Marca Srl undertakes to carry out, if necessary, on-site technical interventions under warranty for the free replacement of any parts that, in its sole discretion, prove to be defective from the outset.

The equipment must be shipped by the Buyer to the manufacturer's premises carriage paid and, once the intervention is concluded, will be returned by F.lli Della Marca Srl to the Buyer carriage forward.

It is understood that the labor costs required for the replacement will be fully and exclusively borne by the Buyer.

L. EXCLUSIONS FROM THE WARRANTY The warranty referred to in the preceding point does not apply in the event that the Buyer fails to make payments due in accordance with the provisions of point E), in the event that the goods have been tampered with or modified by third parties and not expressly authorised in writing by F.lli Della Marca Srl, in the event of damage to the goods caused by external factors such as, by way of example and not limited to, power surges, incorrect use, incorrect installation and/or installation in unsuitable premises, due to lack of ordinary maintenance or negligence by the Buyer or third parties and in any case for any case of use that does not comply with the instructions developed and made available to the Buyer by F.lli Della Marca Srl.

The warranty referred to in point K) does not extend to electrical or electronic components of the goods, neon tubes and/or lamps, glass, as well as components of the equipment subject to wear by their nature, including gaskets.

Also excluded from the warranty referred to in the previous point are all ordinary maintenance interventions on the equipment, as well as any damage to the same caused by transport.

The guarantee referred to in point K) excludes compensation to the Buyer for any damage, direct or indirect.

M. DISCLAIMER The parties agree that F.lli Della Marca cannot be held liable for any damage caused to persons, animals or things by the purchased equipment:

a) in all cases in which, pursuant to the preceding paragraph, the warranty is deemed excluded; b) in the event that the damage is the result of negligence, imprudence, inexperience, carelessness, improper use or incorrect use by the Buyer and/or by a third party using the product; c) in the event of lack of, incorrect or poor maintenance; d) in the event of modifications to or tampering with the products supplied; e) in the event of the use, utilization or presence of products, substances or components that, in any way, may compromise the normal functionality, durability or structural and/or natural characteristics of the product being supplied; f) in the event that the defect that caused the damage did not exist at the time of delivery of the goods resulting from the delivery note; g) in the event that the state of scientific and technical knowledge at the time of delivery of the products resulting from the delivery note did not allow the product to be considered defective; h) in the event that the products have been used by personnel who are not adequately trained and informed on how to use them; i) in the event that the injured party, while aware of the defect and the risk of damage, voluntarily and/or involuntarily exposed himself or herself to it; j) in the event of indirect damage of any kind, such as, by way of example and not limited to, loss of production, loss of profits or sales, machine or line downtime, interventions by the authorities, or recalls from the market.

The parties further agree that, in any case, the amount of damages that F.lli Della Marca Srl may be obliged to pay to the injured party for any cause and/or reason as a result of the placing of the final product into circulation, may not exceed the total value of the goods in the disputed order.

N. INDUSTRIAL AND INTELLECTUAL PROPERTY The purchase of the products and their direct or indirect use does not in any way imply the transfer to the Buyer of any industrial or intellectual property rights on the products sold, which will remain with F.lli Della Marca Srl, which is the sole and exclusive owner.

O. PRIVACY PROTECTION — CONFIDENTIALITY The parties mutually acknowledge that the personal data communicated and/or exchanged, including during the pre-contractual information phase, have been and will be processed pursuant to, for the purposes and effects of, Legislative Decree 30/6/2003 n° 196.

The parties undertake to maintain the strictest confidentiality with regard to any construction, application and commercial information regarding the Buyer's products that they may become aware of.

P. COMMUNICATIONS All communications relating to the supply will be valid only if made in writing, including by fax or email. All communications must be sent to the addresses indicated in the order header. The parties undertake to promptly communicate any changes to company details, including bank details and data required for accounting purposes.

Q. AMENDMENTS AND ADDITIONS Any amendments and/or additions to these conditions will be valid only if agreed in writing.

R. COMPETENT COURT AND MEDIATION PROCEDURE For any dispute concerning the validity, effectiveness, execution, breach, interpretation, conclusion, or termination of the contract, the competent court shall be the Court of Rome, to the exclusion of any other competing court. With the exception of disputes regarding payment of amounts owed to F.lli Della Marca Srl, in which the latter remains free to take direct action by requesting a payment order, for any further dispute, including objections to a payment order, the parties agree to first initiate the mediation procedure pursuant to Legislative Decree 28/2010 and subsequent amendments, at the Mediation Body of the Rome Chamber of Commerce.

F.lli Della Marca Srl Viale Arcangelo Ghisleri, 40-42 – 00176 Rome VAT number/Tax code: 05011521001 Tel. 06 298042 – Fax 06 273514 info@dellamarca.it – www.dellamarca.it