Terms and Conditions

1. SCOPE OF APPLICATION

(1) These terms and conditions of sale and delivery (hereinafter referred to as “Terms and Conditions”) shall apply to all sales and respective deliveries of “Tech For Goods - benefit company with limited liability”, with registered office in Milan (20135), Via Adige no. 9, tax code and VAT registration number 12994240963 - REA number: MI 2696917, NACE code 47.91 (hereinafter referred to as “Tech For Goods”), to any other company, within the meaning of the Italian Civil Code, or legal entity under civil or public law (hereinafter referred to as “Customers”). Tech For Goods expressly specifies that its products are delivered exclusively to Customers who use the products in their independent professional or commercial activity.

(2) These Terms and Conditions form an integral part of all offers, acceptances of contracts and contracts of sale of Tech For Goods. They constitute the sole regulation of the relationship with each Customer, unless there are specific individual rules, expressly approved.

(3) Tech For Goods does not recognize the general terms and conditions of business of the Customers, even if Tech For Goods does not explicitly object, unless Tech For Goods has explicitly approved in writing the application of such terms and conditions of the Customer. Tech For Goods' Terms and Conditions shall apply exclusively even when Tech For Goods initiates the performance of a particular contract without a specific reservation, notwithstanding its knowledge that Customers' terms and conditions of trade are contrary to or different from these Tech For Goods' Terms and Conditions.

(4) These Terms and Conditions also apply to all future transactions with Customers and even if Tech For Goods does not explicitly indicate that these Terms and Conditions will apply and until new terms and conditions sent by Tech For Goods to Customers come into effect.

(5) With the exception of the CEO and other authorized signatories, Tech For Goods staff members are not authorized to enter into agreements other than these Terms and Conditions.

2. BIDDING AND CONTRACT SIGNING

(1) Offers by Tech For Goods are always non-binding (so-called “invitatio ad offerendum”), unless indicated in writing as binding. The contract becomes effective when Tech For Goods explicitly confirms the Customer's order in writing by sending an order confirmation e-mail that summarizes the order number, the products and services selected, their prices - including duties and taxes, packaging, loading and insurance costs, delivery charges and costs, and any costs related to additional services requested by the Customer -, the delivery address, the Terms and Conditions set forth therein, and any special conditions applicable to the individual order and established as a result of specific requests by the Customer. The Customer shall be bound by its order/offer for 7 (seven) days, unless a longer binding period has been agreed upon or is customary or the Customer has explicitly stated in its order and/or offer a shorter binding period.

(2) At events organized by Tech For Goods, the Customer may choose (i) to pick up the selected products and services directly at the Tech For Goods booth, or (ii) delivery of the selected products and services by indicating appropriate delivery address. The contract becomes effective when Tech For Goods explicitly confirms the Customer's order in writing by sending an order confirmation e-mail summarizing:

i. in the case of pickup directly from the Tech For Goods booth, the order number, the products and services selected, their prices - with no additional delivery charges - and the Terms and Conditions set forth therein and any special conditions applicable to the individual order and established as a result of specific Customer requests;

ii. in the case of delivery to the delivery address indicated by the Customer, the order number, the products and services selected, the delivery address, the relevant prices - including duties and taxes, packaging, loading and insurance costs, delivery charges and costs which shall be Euro 2.00 (two/00) and any costs related to additional services requested by the Customer - and the Terms and Conditions set forth therein and any special conditions applicable to the individual order and established following specific requests by the Customer

(3) The written confirmation of the order by Tech For Goods is for the sole purpose of defining the items of supply and the terms of the contract. Any side agreements must always be approved in the form provided in § 18, Sec. 4 of these Terms and Conditions.

(4) Tech For Goods reserves all rights, particularly ownership and copyright, in any cost estimate, design, plan or specific technical documentation, which Tech For Goods provides to the Customer before or after the conclusion of the contract. Without Tech For Goods' approval, Customer is not authorized to provide, copy, duplicate, deliver, or otherwise give any of this information to any third party. Such information must be returned to Tech For Goods immediately upon Tech For Goods' request.

(5) In the event that special conditions have been agreed upon for a particular order, they will expire with the completion of that order and will have no effect on other pending or subsequent orders.

3. COSTS

(1) All costs set by Tech For Goods, as well as processing and printing charges, unless otherwise agreed upon by the parties, are to be understood as “net ex-works” as set forth in § 18 Sec. 2 of these Terms and Conditions, i.e. without the costs of packaging, loading, insurance (in particular transport insurance), duties and taxes if delivery is made outside Italy, freight charges and sales tax. All costs and charges will be summarized in the order confirmation e-mail, as stated in § 2 Sec. 1 of these Terms and Conditions.

(2) All prices are quoted in EURO (€) unless another currency is expressly stated in the order confirmation from Tech For Goods.

(3) In the event of an unforeseeable and extraordinary increase in costs, due, for example, to increases in supplier prices, raw materials, and/or inflation, Tech For Goods has the right to charge Customers an additional price increase.

4. INTERNATIONAL SALES

(1) In the case of deliveries abroad, these Terms and Conditions shall be applicable together with the “International Terms and Conditions of Sale” (“Incoterms”) published by the International Chamber of Commerce in their most recent rewording, provided that in the order confirmation, Tech For Goods refers to one of the Incoterms in question (e.g., through the clauses “cif,” “ex-factory,” “fob,” etc.).

(2) Import duties, consulting fees, and various taxes/taxes levied under the regulations of the destination country are generally not included in the prices set by Tech For Goods (according to § 3 Sec. 1 of these Terms and Conditions). When, exceptionally, taxes are explicitly included in the price, the agreed price may be increased as a result of the increase, subsequent to the conclusion of the contract, in the relevant tax rates.

(3) Tech For Goods complies with foreign regulations on packaging, weight, and duties, to the extent that the Customer has given prior notice.

5. EXPORT AND IMPORT AUTHORIZATION

The delivered goods and technical know-how of Tech For Goods are intended exclusively for use and permanence in the country of destination indicated by the Customer. Re-export of the goods mentioned in the contract - individually or collectively - is governed exclusively by the European foreign trade regulations and/or the regulations of the destination country agreed with the Customer. For the delivery of products subject to fixed and/or controlled selling prices, the specific export terms and regulations (e.g. embargo) of the relevant manufacturer apply in addition to these Terms and Conditions. The Customer is obliged to inquire independently about the corresponding regulations, in particular from the European Export Office from time to time competent for Italian and European terms and from the U.S. Department of Commerce competent for U.S. terms. Regardless of whether the Customer has indicated a particular destination for the goods, it is always the Customer's responsibility to obtain the necessary authorization from the competent International Trade Authority before exporting the goods. The Customer is solely responsible for compliance with regulations applicable to the end consumer.

6. PAYMENTS, DELAYS

(1) Tech For Goods may demand the contractually agreed payment immediately upon confirmation of the order by e-mail or upon shipment and delivery of the goods, depending on the payment method chosen, as set forth in § 6 Sec. 2 of these Terms and Conditions, and without any deduction.

(2) The Customer shall make payment to Tech For Goods - subject to § 6 Sec. 4 of these Terms and Conditions - by one of the following methods of payment:

(a) bank transfer, within 14 (fourteen) days from the date of invoice;

(b) credit card (in which case the amount will be charged at the time of shipment);

(c) upon delivery of the goods (subject to § 6 Sec. 3 of these Terms and Conditions below). In this case, the Customer or a person designated by the Customer must be present at the time of delivery. The courier must make 2/3 delivery attempts, after which the goods will be returned to Tech For Goods;

d) at events organized by Tech For Goods, when collecting the goods from the Tech For Goods stand (subject to § 6 Sec. 3 of these Terms and Conditions below). It is understood that in cases of failure to collect the goods from the stand within the agreed terms, the Customer's order will be cancelled.

(3) Unless otherwise agreed, Tech For Goods shall not be obligated to early performance. If, by way of exception, only an obligation of advance performance on the part of Tech For Goods has been agreed, Articles 1453 and 1181 of the Civil Code shall apply in the event that - after the conclusion of the same or other contracts of the respective business relationship - the right of Tech For Goods to receive payment is impaired by the inability of the Customers to fulfill the agreed payment terms.

(4) Tech For Goods reserves the right to refuse checks and drafts from Customers. Acceptance of such methods of payment shall always be considered as conditional performance. The promissory note will be accepted, in all cases, only with the condition of discount eligibility. Discounts, cancellation fees and taxes on bills of exchange, as well as other expenses related to the acceptance of the various payment surrogates, shall be borne by the Customer. Credit notes for bills of exchange or checks are considered valid on condition that the invoiced amount is received (i.e., that the value date on which Tech For Goods can dispose of the equivalent amount is indicated).

(5) After the conclusion of the contract, if Tech For Goods issues its invoice to a party other than its contractual counterparty (i.e., the Customer), generally no change in the contractual counterparty shall be recognized and, in particular, the Customer shall remain bound to the payment obligation. If Tech For Goods issues the invoice to a third party, this should be recognized as Tech For Goods' consent for a cumulative assumption of the debt and not as consent for a takeover of the contract.

(6) The Customer is late in payment - unless payment is due at the time of delivery - when he fails to make payment within 14 (fourteen) days after the due date and receipt of the invoice. In case of late payment, the Customer will be charged Euro 5.00 (five/00) on the invoice for each payment reminder after the due date. This, in any case, shall not affect Tech For Goods' statutory rights.

(7) In the event of delay in payment or protest of the check or bill of exchange or in the event of other circumstances entitling Tech For Goods to require a cash advance or the posting of a guarantee, Tech For Goods may terminate any extension agreement and grant a payment term with the Customer referring to the entire business relationship between Tech For Goods and the Customer.

7. RIGHT OF SET-OFF - ASSIGNMENT OF CREDIT

(1) The Customer has the right to offset a claim or withhold payment only if his claim is not disputed by Tech For Goods or has been declared final by an Italian Court.

(2) The Customer is not authorized to assign claims under the contract to third parties without the written approval of Tech For Goods.

8. DELIVERY

(1) Tech For Goods will make delivery as soon as possible. The established delivery time/date is not binding unless Tech For Goods explicitly confirms in writing that the established time/date is binding. The time of shipment ex works or ex stock, or notice of readiness for shipment, shall be conclusive in determining compliance with the delivery deadline in the event the goods are not shipped in a timely manner for reasons beyond Tech For Goods' control. The delivery period will be extended to another period of time discretionarily selected by Tech For Goods if Customer fails to provide due cooperation for delivery (see § 9 of these Terms and Conditions).

(2) The delivery period will always be interrupted for as long as the printed materials, samples, plates, etc. are checked by the Client, i.e. from the day of shipment to the Client until the day of receipt of the Client's opinion.

(3) In the event that the parties do not agree on a binding delivery period, i.e., a delivery date, Tech For Goods will be in arrears with its delivery and performance obligation at the time when the Customer sends a reminder to Tech For Goods indicating a reasonable grace period and when the said period has expired unsuccessfully and further legal conditions are met.

(4) Tech For Goods will make delivery in a timely manner through its suppliers. A delay in delivery or failure to make delivery that results from a default of Tech For Goods' suppliers (through no fault of Tech For Goods), shall not be deemed attributable to Tech For Goods.

(5) If the Customer requests a change in the order subsequent to Tech For Goods' confirmation of the order, and such change may affect the delivery preparation time for Tech For Goods, a new delivery period will begin to run after Tech For Goods confirms the change.

(6) Tech For Goods shall not be liable for a delay in delivery or performance if such delay is due to force majeure or similar circumstances arising from situations that Tech For Goods cannot control after the conclusion of the contract, including, but not limited to, labor actions, impositions of public authority, and also when such circumstances arise in the sphere of Tech For Goods' suppliers or subcontractors. In such cases, the delivery period shall be extended to the duration of the obstruction, including a reasonable initial period, but in any case not exceeding 6 (six) months. Upon expiration of this period, both parties have the right to terminate the contract. The same applies if one party suffers significant disadvantages from the delay or non-performance.

(7) Tech For Goods has the right to make partial deliveries, provided this has been agreed to by the Customer. In such cases, Tech For Goods has the right to issue partial invoices.

(8) In the event that the delivery requested by the Customer is delayed due to the Customer's failure to perform a required act involving a form of cooperation on the part of the Customer (e.g. delivery of additional devices and parts for reconstruction), or the Customer does not accept the delivery item, or the delivery is not performed because the Customer fails to fulfill its payment obligation, in such cases Tech For Goods shall be entitled to claim compensation for any additional expenses, in particular for storage expenses. Storage charges may be charged from one week after notification of readiness for shipment with a lump sum of 0.5% of the invoiced amount for each month. The Customer has the right to prove to Tech For Goods that there are no charges or that the storage charges incurred are significantly lower. Tech For Goods reserves the right to prove higher expenses. This is without prejudice to Tech For Goods' right to terminate the contract and/or demand compensation.

9. CLIENT'S DUTIES AND OBLIGATIONS TO COOPERATE

(1) In the event that the entry into force or performance of the contract requires specific authorizations or licenses (e.g. import or export licenses) or the like, these must be obtained from the Customer, unless the Parties have explicitly agreed otherwise.

(2) The Customer is also required to cooperate promptly in accordance with the terms of the contract or in good faith, particularly in obtaining the necessary authorizations and providing the additional devices and parts for reconstruction.

(3) Tech For Goods has the right to indicate to the Customer a reasonable period of time for the execution of the act of cooperation (e.g., the request for a necessary permit). Upon the unsuccessful expiration of such deadline, Tech For Goods shall have the right to terminate the contract with the Customer. If the required licenses or permits are not provided before the expiration of 3 (three) months from the conclusion of the contract, Tech For Goods shall have the right to terminate the contract with the Customer without further conditions.

10. TRANSFER OF RISK

(1) The risk is transferred to the Customer at the time the goods are delivered to the carrier and taken over by the latter for transmission to the Customer (e.g., freight forwarder, courier or the like). If transportation via Tech For Goods has been agreed upon, the risk is transferred at the beginning of the take-over or, at the latest, when the goods leave the plant where they were manufactured (see § 18, para. 2 of these Terms and Conditions). The same applies in the event that Tech For Goods has taken charge of the transportation costs or undertaken another service (e.g. installation of the goods). It is understood that Tech For Goods shall under no circumstances be liable for any loss and/or damage.

(2) If Tech For Goods ships the goods after the first available delivery date at the request of the Customer or for reasons arising out of the Customer's need, the risk shall be transferred to the Customer upon notification of the availability of the goods for shipment by Tech For Goods.

(3) Tech For Goods will provide insurance of the goods against theft, breakage, transportation, fire or water damage or similar risks only at the express request of the Customer and the cost of such insurance shall always be borne by the Customer.

(4) The return of goods to Tech For Goods is at the expense and risk of the Customer, unless otherwise agreed between the parties.

11. RESERVATION OF OWNERSHIP

(1) Tech For Goods shall retain title to the goods until all receivables, existing and future, arising from the business relationship with the Customer are collected by Tech For Goods. If an account is opened with the Customer, the entire retained property shall serve to secure credit until the account is settled. The Customer is required to meet at its own expense the prerequisites or formal requirements for the validity of the retention of title to the extent that, according to the Customer's national law, the validity of such retention of title depends on particular prerequisites or formal requirements (e.g., registration).

(2) In the event of a breach of contract by the Customer, in particular in the event of late payment or in the event of pending insolvency proceedings, Tech For Goods shall have the right to demand that the Customer return the purchased items without a grace period being set or, likewise, to demand the assignment of the claim for the return of the goods against third parties. Withdrawal of the goods and seizure of the goods subject to retention of title by Tech For Goods shall not be considered as a termination of the contract by Tech For Goods, unless this is explicitly stated in writing. The cost of collection shall be borne by the Customer. Tech For Goods has the right to use the revoked retained products after a single notice. The difference between profits and usage fees will be the sole responsibility of the Customer.

(3) The Customer has the right to resell the reserved goods in the regular course of business, provided that the Customer is not in arrears and/or has filed for insolvency proceedings on its assets or is obligated to file for insolvency proceedings. In the event of resale on credit of the reserved goods, the Customer shall secure the rights of Tech For Goods to the reserved goods. Mortgaging, transfer of ownership by way of security, further transfer for financing of the goods (e.g. to a leasing company) or transfer of use to a third party is only permitted to the Customer with the prior written consent of Tech For Goods.

(4) If the Customer resells the goods subject to retention of title, the Customer assigns to Tech For Goods its claim against the retailer for payment together with all ancillary rights securing the claim of Tech For Goods. The Customer has the right, until revocation, to collect the amount due from the retailer. However, Tech For Goods may require the Customer to notify its debtors of the assignment. With the revocation of the collection authorization, the Customer is obligated to notify Tech For Goods of the data necessary to collect the debt and, likewise, to support Tech For Goods in claiming the receivables.

(5) The Customer is obligated to diligently guard the goods in (co-)ownership of Tech For Goods at its own expense, to insure them against theft, breakage, fire, water or similar damage and to provide proof of insurance upon request of Tech For Goods.

(6) The Customer shall have the additional obligation, during the period of retention of title to the item in favor of Tech For Goods, to maintain the purchased items in proper condition and to make necessary repairs immediately at one of Tech For Goods' authorized qualified stores.

(7) For the seizure of confidential assets of third parties, the Customer shall inform Tech For Goods immediately upon becoming aware of the seizure and transfer to Tech For Goods all information and documents necessary for any appropriate intervention. The Customer shall be responsible for the expenses arising from the revocation of the attachment, in particular from the submission of the intervention as a third party at the time of the attachment, to the extent that such expenses cannot be obtained from the creditors.

12. VICES AND RIGHTS.

(1) Tech For Goods warrants that the delivered goods are free from major defects at the time of transfer of risk.

(2) Details regarding the delivery, appearance, capacity, size and weight of the goods, etc., provided at the time of the conclusion of the contract do not constitute a warranty, but only a description of the goods to be considered approximate. A warranty is available only if Tech For Goods has explicitly designated it as such in writing.

(3) If changes are made after the conclusion of the contract to any of the items with respect to construction, material, and design, and these are considered in the delivered goods, such changes shall not constitute a defect in the purchased goods, provided that there is no reduction in their usefulness.

​

(5) Warranty for defects and damages is excluded when they occur:

● because a certain structure or material for the purchased goods were chosen at the Customer's instruction,​

● because the Customer installed the purchased good or put it into operation incorrectly,

● because the Customer used the purchased good incorrectly or did not use proper operating tools,

● because the Customer has not complied with the divisional product structure or maintenance rules,

● because the Customer did not use the purchased good competently or used it excessively,

● because the Customer integrated external parts (products from other manufacturers), although these were not allowed in the divisional structure or were contrary to Tech For Goods' written directions,

● because the Customer has broken down or modified the purchased goods without the approval of Tech For Goods,

● because the Customer incorrectly installed the purchased goods in another item (installation in the other item should only be done in accordance with the relevant standards).

(6) The Customer loses the right to assert the lack of conformity of the goods if he/she fails to notify Tech For Goods of the nature of the lack of conformity according to the following rules:

● conformity defects, which upon examination of the goods were recognizable, must be reported in writing to Tech For Goods no later than 5 (five) business days after delivery of the goods and prior to further production/processing/use (if possible by sending the printed forms provided by Tech For Goods);

● hidden conformity defects, which upon examination of the goods could not be discovered, must be reported in writing to Tech For Goods within 5 (five) business days after discovery of said defects. For compliance with the notice period, the sending of the notice of the conformity defect within the specified time is sufficient.

(7) Claims do not remove the Customer's obligations for acceptance and payment for the goods, unless the defect in the goods is disputed or has become res judicata.

(8) If there is a conformity defect in the purchased goods, Tech For Goods has the right to choose to eliminate the defects, e.g. by additional work/improvement of the goods specified in the contract, or replacement of the disputed parts or delivery of other defect-free goods. If one of these forms of additional performance causes significant disadvantages for the Customer, the Customer has the right to demand another type of additional performance.

(9) In the event of elimination of a defect, repair of the goods or replacement delivery, Tech For Goods shall bear the necessary expenses, in particular wage, material and transportation costs. Old parts of the exchanged goods become the property of Tech For Goods.

(10) In cases of warranties with international deliveries, Tech For Goods will generally not bear the expenses and similar specific costs associated with the place of use, i.e., the country of export of the purchased items.

(11) If within a reasonable time limit set by the Customer, which, however, must be at least 2 (two) weeks, no attempt at substitute performance is made, or if the identification of a time limit under the law is not required as an exception, the Customer shall be entitled to proceed to the other legal claims for defect of performance, in particular to reduce the purchase price or to terminate the contract. If an attempt at substitute performance has been made in a timely manner, but the lack of conformity has not been eliminated, the Customer shall be entitled to proceed to the other claims for defects after the unsuccessful expiration of a further period for substitute performance, unless, exceptionally, it is unreasonable for the Customer to wait until specified in these Terms and Conditions. In the event of partial performance, Customer may withdraw from the entire contract only if Customer has no demonstrable interest in partial performance and if the breach of obligation is material. Claims for damages due to non-performance may only be made if the prerequisites set forth in § 14 are met.

(12) If an inspection of the goods confirms that the purchased goods do not have a conformity defect, Tech For Goods shall have the right to charge the Customer for the inspection costs incurred by it according to its general hourly payment rates.

(13) The maximum period for claims for a lack of conformity is 1 (one) year from delivery.

13. WITHDRAWAL

(1) The Customer has the right to withdraw from the contract in accordance with the law.

14. OBLIGATION TO PAY DAMAGES

(1) Tech For Goods shall be liable for the breach of an obligation in case of intent and gross negligence, as well as in case of breach of an essential obligation. If the breach of an obligation endangers the purpose of the contract, Tech For Goods is also liable in case of simple negligence. In other cases, claims for damages are excluded. The limitation of liability does not apply when Tech For Goods has provided warranties for damages that must be removed under the Product Liability Act, as well as for damages to life, body, and health.

(2) When Tech For Goods is liable for simple and negligent negligence, the liability of Tech For Goods shall be limited to the damages that Tech For Goods should have foreseen at the time of the conclusion of the contract based on the known circumstances.

(3) When Tech For Goods is liable for simple negligence or culpable negligence of its employees or representatives, including directors and officers, liability shall be limited to twice the respective purchase price. Furthermore, in any case, Tech For Goods shall not be liable for indirect damages, or for damages caused by defects, or for any loss of profit.

(4) Proof of Tech For Goods' culpability in the area of damages liability shall be conducted by the Customer claiming damages.

(5) Tech For Goods shall not be liable for defective goods that are based on a defect in the parts of which it is composed unless Tech For Goods has provided a warranty to that effect or the defect in the part supplied is obvious. Tech For Goods is not obligated to make an examination of the parts of which the goods are composed.

(6) The Customer shall immediately notify Tech For Goods in writing of the damages for which it intends to sue Tech For Goods and, if necessary, allow an examination of the damages.

(7) To the extent Tech For Goods has the right to claim damages from the Customer in lieu of performance, Tech For Goods shall have the right to claim a lump sum for damages equal to fifteen percent (15%) of the purchase price, provided that the Customer does not prove lesser damages. Tech For Goods reserves the right to claim greater damages according to the provisions of the law.

15. COMMERCIAL RIGHTS OF PROTECTION AND COPYRIGHTS OF THIRD PARTIES

(1) To the extent that the delivered goods have been manufactured according to Customer's design or specifications, Customer shall indemnify and hold Tech For Goods harmless from all claims arising from infringement of intellectual property rights and/or copyright that are exploited by third parties.

(2) For the delivery of goods abroad, Tech For Goods shall only be liable for goods produced in its own plants with respect to the infringement of patents, licensed in Italy. In such a case, Tech For Goods shall only be obliged to support the Customer in extrajudicial and judicial proceedings against the patent holder, as well as to indemnify the Customer for court costs and hold the Customer harmless from final claims for damages by the patent holders. With respect to purchased goods, or parts thereof, that Tech For Goods has manufactured (but not in its own factories), liability is limited to the assignment of claims Tech For Goods has against its suppliers.

16. ORDERS FOR BRANDED PRODUCTS

(1) The Customer is responsible for examining layouts, drafts, and prints for registration errors or the like and for returning them to Tech For Goods clean and ready for printing. Tech For Goods is not responsible for errors removed by the Customer. Texts transmitted by telephone or changes require the written approval of the Customer.

(2) Liability is excluded for documents delivered by the Customer for the execution of the order, such as films, clichés, data carriers, etc. (hereinafter referred to as “templates”). Templates must be returned to the Customer after completion of the order. If the Customer wishes to store the templates for additional sales by Tech For Goods, the secure storage obligation is for a maximum of 2 (two) years. Upon expiration of the term, Tech For Goods is authorized to scrap the archived documents without specific notification to the Customer.

(3) By placing the order, the Customer does not acquire ownership of the necessary copies and stamps and similar instruments. Cancellation or scrapping of these tools by Tech For Goods occurs after the completion of the order.

(4) In case of orders for products with custom logo/printing, Tech For Goods reserves an additional or lesser delivery time up to ten percent (10%).

17. CONTACTS

All communications, needs and requests of any kind to be addressed to Tech For Goods must be in writing and shall be deemed to have been duly made if delivered personally or if sent by registered or certified mail or e-mail, return receipt requested, addressed as follows:

Tech For Goods - Società benefit a responsabilità limitata

Milano (20135), via Adige n. 9

PEC: techforgoods@legalmail.it

E-mail: amministrazione@techforgoods.it

Phone number:+39 0254121520

18. FINAL CLAUSES

(1) These Terms and Conditions shall be governed by Italian law. In the case of international trade, for all matters not governed by these Terms and Conditions, the 1980 Vienna Convention shall apply and, for all matters not governed by the latter, the Italian Civil Code shall apply.

(2) The place of performance for all obligations of these Terms and Conditions is the place of business of Tech For Goods. When shipment, by agreement between the parties, is to be made from the place of business of a third party, this place of business shall correspond to the place of performance of the service/goods.

(3) By accepting these Terms and Conditions, the parties agree to submit to the exclusive jurisdiction of the Court of Milan. Tech For Goods also has the right to file a claim at the Customer's place of business.

(4) Amendments, additions and declarations to these Terms and Conditions must be in writing for them to be effective. The same applies also and in particular to the cancellation or modification of such written clauses. Electronic transmission of data (by e-mail) is sufficient only to the extent that such transmission is made with a qualified electronic signature within the meaning of Italian signature law.

(5) If one or more provisions of these Terms and Conditions for Sale and Delivery are or become ineffective, the validity of the remaining provisions shall remain unaffected. The ineffective or incomplete provision shall be replaced through a similar provision that meets the term and purpose of the desired provision efficiently.

(6) With reference to the processing of personal data that may result from the execution of this Contract, Tech For Goods undertakes to comply with the GDPR - Regulation (EU) No. 679/2016 on the protection of personal data, with particular reference to the profiles related to the methods of data processing, data requirements, the designation of authorized and responsible parties for the processing, the custody and security of information.

(7) No waiver by Tech For Goods, express or implied, of any provision of these Terms and Conditions or of any breach or default by Customer, shall constitute a waiver of such provision or any other provision of these Terms and Conditions, and no such waiver by Tech For Goods shall prevent Tech For Goods from acting on the same or from invoking its default

Pursuant to Articles 1341 and 1342 of the Italian Civil Code, the Customer expressly accepts the following provisions: Art. 1 - Scope of application; Art. 6 - Payments, Delays; Art. 7 - Right of set-off - Assignment of credit; Art. 8 - Delivery; Art. 11 - Reservation of title; Art. 12 - Defects and rights; Art. 14 - Obligation to pay damages; 16(2) - Limitation of liability; Art. 18(1) - Applicable law; Art. 18(3) - Jurisdiction