General conditions of Sale

1) General principles. Offers, orders and invoices are understood to be made, understood and accepted under the general conditions of sale described here. No variation or additional condition will be valid unless agreed between the parties and confirmed in writing. Each additional service or supply will be carried out separately.

2) Irrevocability of the order. The order remains irrevocable by the customer for 90 days from the date of signing. The acceptance or rejection of the order is subject to the unquestionable judgment of VIRTUALPLAYZONE SRL The order is considered accepted only if confirmed in writing by VIRTUALPLAYZONE SRL or if the same has started the supply. Also in the latter case, the order will be considered accepted under the special and general conditions of the commission. “Within the specified time frame, the order remains irrevocable by the client even if there is a variation in sales prices of no more than 10%, resulting from any changes in the price lists of products marketed by VIRTUALPLAYZONE SRL. Any advances paid are always non-interest bearing. The payments remain acquired by VIRTUALPLAYZONE SRL by way of indemnity in the event that the order is revoked by the Customer for any reason.

3) Offers. The offers sent by VIRTUALPLAYZONE SRL are considered to be accepted when the latter receives the relative written communication from the Client. Any changes made by the Customer to the offer conditions must in turn be confirmed in writing by VIRTUALPLAYZONE SRL pursuant to art. According to Article 1326 of the Civil Code, all offers sent by VIRTUALPLAYZONE SRL are understood to be at the prices in effect at the time of issuance. In the event of any changes in the price lists, VIRTUALPLAYZONE SRL reserves the right to adjust sales prices. In such cases, the customer retains the right to cancel the order in question, except as otherwise provided in accordance with applicable laws. 2. All offers are subject to product availability.

4) Products The characteristics of products distributed by VIRTUALPLAYZONE SRL are subject to change at the discretion of their respective manufacturers. Therefore the illustrations and data shown in the catalogues, offers and price lists are purely indicative and subject to change. For materials supplied outside of Italy, it is the customer’s responsibility to ensure that the products comply with the regulations in the country of destination in terms of construction, materials used, documentation, labeling, and operating instructions. VIRTUALPLAYZONE SRL is not liable for any issues related to compliance with regulations in the country of destination.

5) Prices and payment conditions. Prices are intended for sale free to VIRTUALPLAYZONE SRL’s domicile, in euros, excluding transport, any rights on delivery, special packaging (e.g. euro pallets), while the cost of standard packaging is included. Any taxes, duties and registration or transcription costs will be fully borne by the Client. No complaints, rounding or discounts will be accepted unless authorized in writing by VIRTUALPLAYZONE SRL. Payments are always intended in cash and to be sent exclusively to the headquarters of VIRTUALPLAYZONE SRL on the day of delivery. They will be recognized as valid only after the issuance of a regular receipted disclaimer. VIRTUALPLAYZONE SRL’s area agents and representatives, even in the office, will not be able to proceed with collections of any kind unless provided with written authorization; failing that, payment is made at the Client’s risk. On deferred payments, unless otherwise agreed in writing, default interest will be calculated to the extent of the T.S.U. effective on the date of delivery, increased by 2 points. Any issuing of bills of exchange, checks and the issuance of drafts is understood to have been made and accepted “subject to collection and with recourse” and therefore does not constitute payment or novation of the original relationship. The Customer cannot for any reason delay or suspend payments, even if disputes or complaints have arisen; nor can he bring legal action against VIRTUALPLAYZONE SRL if he has not first paid off his debt.

6) Devaluation and default interest. In the event of late payments, default interest will be due to the T.S.U. in force on the date of delivery increased by two points, except for greater damages, the application of art. 1224 third paragraph of the Civil Code, from which the parties declare to waive. Furthermore, the amounts due must be revalued in order to keep VIRTUALPLAYZONE SRL harmless from any monetary devaluation which occurred between the time of the promised payment and the time in which it took place, and any discount agreed will be considered void. In any case VIRTUALPLAYZONE SRL reserves the right, including the possibility of declaring the Customer forfeited from the benefit of the term, thus demanding the entire sum due. 7. Transportation and delivery of goods. The goods supplied are always understood to be delivered to the VIRTUALPLAYZONE SRL warehouse. The goods themselves travel at the risk and peril of the client. If the sale price includes transport costs to the destination, the transfer will be carried out by a courier authorized by VIRTUALPLAYZONE SRL on behalf of the customer. The costs and risks of transport are fully borne by the customer, and are not insured unless expressly requested by the consignee. Upon delivery of the goods, the Customer must therefore verify the integrity of the goods and the quantitative and qualitative correspondence with what is indicated in the accompanying document. In case of discrepancy, the same must be reported immediately to the carrier on the accompanying document under penalty of forfeiture of asserting one’s rights. The delivery terms indicated in written estimates, reports, offers or commissions, while being respected as far as possible, are indicative and not binding. VIRTUALPLAYZONE SRL is not responsible for any damage or loss, direct or indirect, deriving from delayed or non-delivery of the product. Any delays cannot therefore give the right to compensation for damages of any kind. The delay in delivery will in no case give the Client the right to delay payments.

8) Complaints. Claims for lack of goods with respect to the transport documents must be presented at the time of taking delivery and reported to the carrier. All apparent defects, not attributable to transport, and discrepancies from the order must be reported in writing by the Customer to VIRTUALPLAYZONE SRL within 8 days from the date of receipt of the goods. The complaint must contain all the data relating to the recipient’s name, invoice holder, invoice number, product description, serial number, if any, and defect found. The Customer and third parties will not have the right to cancel the contract and to compensation of any kind except for the legitimate reinstatement of the missing goods if the relief of the carrier was requested. In any case, exceptions and complaints are not admitted until after the payment of the sums due by the Customer for the consignment in dispute. Returns of goods are not accepted unless previously authorized in writing by VIRTUALPLAYZONE SRL and carriage paid. Transactions with commercial operators who act in the context of their professional activity do not provide for the application of consumer protection regulations including, in particular, Legislative Decree n.50 of 1992 (right of withdrawal) and Legislative Decree n.185 of 1999 (contracts concluded remotely).

9) Warranty. VIRTUALPLAYZONE SRL guarantees the good quality and functionality of the products supplied. Within the guarantee period, the company undertakes, at its discretion and free of charge, to repair or refurbish any parts that show recognized material defects or construction or processing issues that render them unsuitable for their intended use. VIRTUALPLAYZONE SRL is not required to pay compensation for direct or indirect damages of any nature or type and for any reason. The duration of the guarantee is twelve months from the delivery date for companies and 24 months for private individuals. The parts to be repaired or replaced must be delivered to the VIRTUALPLAYZONE SRL warehouse at the client’s expense and risk. Any repaired or replaced parts will also be delivered from the VIRTUALPLAYZONE SRL warehouse, with the customer responsible for packaging. The customer forfeits the right to the guarantee if they fail to comply, even once, with the payment conditions or if the faults complained of result from their own actions, those of their employees, or third parties. Examples of such actions include bad installation, inexperience, imprudence, incorrect or abnormal use, overload, bad or defective maintenance, replacements, modifications, or any tampering carried out or made without authorization from VIRTUALPLAYZONE SRL, as well as events of force majeure. The Customer loses the guarantee if he carries out on his own initiative or with the intervention of third parties the repairs, replacements or modifications of parts subject to the guarantee itself or if he fails to comply, even just once, with the payment conditions. All those parts which by their nature or use are subject to normal wear and tear or inevitable deterioration are excluded from the guarantee. The lamps are not subject to warranty as are all parts subject to wear and tear and with a recognized limited life (e.g. batteries). Repairs, replacements and modifications must be paid for, if they do not fall within the guarantee, at the time of delivery or of their execution. Failing that, VIRTUALPLAYZONE SRL has the right to retain the product and the repaired material. For the guarantee to be activated, the complaint must be made within 8 days. from the discovery of the defects, by certified e-mail or by registered mail, to be sent to the headquarters of VIRTUALPLAYZONE SRL. 10) Installation of products. Resellers who purchase VIRTUALPLAYZONE SRL products both directly and indirectly undertake to respect the sales prices suggested by VIRTUALPLAYZONE SRL and shown on the price list. No product may be exported outside the country to which VIRTUALPLAYZONE SRL has sent it, without prior written authorization from the latter. Otherwise, the Customer will be required to pay a penalty of 50% of the premium, pursuant to art. 1382 of the Civil Code. , except in any case the refundability of the further damage. VIRTUALPLAYZONE SRL assumes no responsibility for the way its products are installed, which normally must be performed by a dealer or installer of proven professionalism. No responsibility can be charged to VIRTUALPLAYZONE SRL for damages of any nature and species deriving from the use of its products.

11) Ownership of the goods. All the goods covered by this supply will remain the exclusive property of VIRTUALPLAYZONE SRL until full payment in cash of the price and the actual crediting of any checks to the company account, so that the buyer will only have simple enjoyment of them. The sale is made and accepted with the retention of title pursuant to Article 1523 of the Civil Code. During this period, the customer assumes the obligations and responsibilities of the depositary of the goods supplied and agrees to keep and insure them against any cause of damage, destruction, loss, etc. Within this period, VIRTUALPLAYZONE SRL may claim the items supplied, regardless of their location, even if they are joined or incorporated into assets owned by the customer or third parties, as the legal regime of appurtenances and accessions does not apply to them. The Client undertakes to immediately notify VIRTUALPLAYZONE SRL of any conservative and executive actions brought by third parties, as well as any removal or relocation of the goods being supplied. In the event of non-payment of even a single installment of the agreed price, VIRTUALPLAYZONE SRL reserves the right to request the termination of the contract and the return of the goods sold. Payments made will remain acquired in favor of VIRTUALPLAYZONE SRL as a penalty and for use, subject to further compensation for greater damages suffered. VIRTUALPLAYZONE SRL has the right to have the privilege referred to in art. 2762 of the Civil Code The costs of registering the contract and its transcription at the Registry of the Court, pursuant to art. 1525 and 2762 of the Civil Code, are the responsibility of the Client.

12. Jurisdiction and competent court. All sales contracts, even if the purchasing party is not of Italian nationality, must be governed by the law in force of the Italian Republic. Furthermore, any dispute that should arise between the parties regarding the interpretation, execution or modification of this agreement is expressly devolved to the jurisdiction of the Italian judge and for this the exclusive territorial jurisdiction of the Latina court is established. The application of the Hague Convention relating to the uniform law relating to the international sale of goods, the United Nations Convention on Contracts for the International Sale of Goods or other conventions relating to the law applicable to the sale of goods is excluded. The English version of the “General Conditions of Sale” of VIRTUALPLAYZONE SRL is for indicative purposes only, in case of discrepancy, the Italian version prevails.

13) Privacy. You authorize the processing of personal data pursuant to art. 13 of D.Lgs. 196/2003 and its subsequent modifications. The Customer, by signing, expressly declares to accept that these “General Conditions of Sale” replace any previous agreement and to have read the aforementioned conditions in full and to accept them unconditionally.

14) Right of withdrawal. This right is applicable only for customers who can be defined as “consumers” pursuant to the Consumer Code. The customer can exercise the faculty of the right of withdrawal pursuant to the legislative decree 22/05/1999 n. 185, returning the purchased product within 8 working days from the date of receipt with the original packaging. (NB: postponements in other ways are not allowed). The costs for returning the goods are charged to the customer. VIRTUALPLAYZONE SRL will refund within 15 days of receipt of the returned products. Shipping charges are non-refundable. For further details see note: “Packaging”. By signing the order confirmation, the customer declares to be aware of the general conditions of sale having learned them from the website www.virtualplay.it. Complaints are accepted only by registered letter with return receipt or certified e-mail within the terms established in implementation of the right of withdrawal. Stamp and signature of the Customer or legal representative (for acknowledgment and acceptance only in the case of purchases on site). Formia (LT),

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THE BUYER

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It also declares to specifically approve pursuant to and for the purposes of articles 1341.-1342 C.C. The following clauses: General principles (1); Irrevocability of the order (2); Offers (3); Products (4); Prices and Payment Terms (5); Devaluation and default interest (6); Transportation and delivery of goods (7); Complaints (8); Warranty (9); Product installation (10); Ownership of the goods (11); Jurisdiction and competent court (12); Privacy (13); Right of withdrawal (14).

THE BUYER

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