GENERAL CONDITIONS OF SALE

Falmac Srl (CF 03303300549), with registered office in Corciano (PG), via G. Leopardi n. 146.

1. Definitions

1.1. For the purposes of these General Conditions, the following terms in italics shall have the meaning set out below: - by General Conditions means these standard terms and conditions for the sale of the Machinery; - by Buyer means the company with registered office or otherwise established in Italy that purchases the Machinery from the Seller, as identified in the Seller's Offer; - by Seller means Falmac Srl (CF 03303300549), in the person of its legal representative pro tempore, with registered office in Corciano (PG), via G. Leopardi n. 146; - by Parties means the Seller and the Buyer jointly; - by Machine or Machinery means any machine, , as better described in the Seller's Offer. . - by Seller's Offer means the specific terms and conditions of sale relating to the Machinery model, the technical specifications, the delivery terms, the purchase price/quote and the payment terms sent by the Seller to the potential Buyer; - Manual means the Machine's use and maintenance manual - Intended use means the uses and applications of the Machinery as detailed in the "intended use of the machine" section of the Manual; - Testing means the verification of the functionality of the Machine carried out by the Seller or by specialized personnel designated by him.

2. Application of these General Conditions

2.1. These General Conditions are transmitted to the Buyer together with the Seller's Offer and exclusively regulate the terms and conditions under which the Seller sells and the Buyer purchases the Machinery and prevail over any general conditions of purchase of the Buyer.
2.2. These General Conditions constitute an integral and essential part of all purchase orders confirmed by the Seller, unless otherwise expressly agreed between the Parties for a specific order. In such case, the specific agreement to be signed between the Parties will apply, without prejudice to the validity of these General Conditions.

3. Orders and acceptance, conclusion of the contract

3.1. Any offer by the Seller to a prospective Buyer shall remain valid for the period indicated in the Seller's Offer and shall be subject to i) written confirmation by the Seller upon receipt of acceptance by the Buyer by means of a written purchase order and ii) collection of the Advance Payment (as defined in the Offer) by the Seller. Only upon receipt of the Advance Payment will the relevant sales contract come into force and be deemed concluded between the Parties. In the event that the Advance Payment is not paid, the Offer shall expire and consequently the Seller shall remain free from any obligation and at its discretion may renew or modify the conditions of the Offer.
3.2. The acceptance by the Buyer of the Seller's Offer and the confirmation by the Seller by signing the Offer, even when such acceptance occurs through the execution and development of the relevant sales contract, will entail the application of these General Conditions.
3.3. Failure to confirm or respond to a request from the Buyer will not expose the Seller to any obligation or liability, nor will it give the Buyer the right to any claim against the Seller, except in the case where the Buyer has made the advance payment.
3.4. In the event that the contractual conditions provide for the execution by the Seller of activities or works at the Buyer's premises or in any other place where the Machinery is to be positioned, the Buyer shall inform the Seller in writing of the legislative, administrative and regulatory provisions relating to such works and activities to be carried out, no later than confirmation by the Seller and, in any case, before or by the date of execution of the relevant sales contract.
3.5. The Buyer also undertakes to carry out all activities prescribed by the applicable legislation on safety at work and environmental protection and to inform the Seller in writing of their outcome, also with regard to the identification of the associated risks and any interference between the different activities, the measures to be adopted to eliminate or minimize the aforementioned risks as well as the related costs, with a detailed estimate; to provide the Seller with all the information and documents necessary to comply with the legislation in force on safety at work, environmental protection and public health, and in the urban planning area. This obligation must be fulfilled no later than the date of execution of the relevant sales contract. It is understood that, if the Buyer does not fulfill the aforementioned obligations, the Seller may in no way be held liable for any violations of provisions of law, reference standards or administrative practices. The Buyer will indemnify and hold the Seller harmless from any damage suffered by third parties or its personnel caused by the Buyer's failure to comply with these provisions.

4. Technical documents

4.1. The weights, dimensions, capacities, prices and other data provided in the catalogues, advertisements, illustrations, on the Seller's website and in the price lists are to be considered indicative and not binding for the Seller.
4.2. Any drawings, documents, technical information or software relating to the Machinery and its Parts and any other drawings, documents, technical information or software belonging to the Seller and delivered to the Buyer before or after the stipulation of the relevant sales contract shall remain the property of the Seller. Such drawings, documents, technical information or software shall be used by the Buyer only for contractual purposes and may not be copied, reproduced, transmitted or disclosed to third parties without the written consent of the Seller.
4.3. The industrial property will remain the exclusive property of the Seller and the Buyer will not acquire, through the sales contract, any title, ownership, right or benefit in relation to the same.

5. Purchase price and payment terms

5.1. The purchase price of the Machinery will be the price indicated in the Seller's Offer.
5.2. Unless otherwise agreed in writing in the Seller's Offer the purchase price of the Machinery shall be in Euros; b. net of VAT (or any similar sales tax); for removal from the Seller's factory by the Buyer
5.3. Unless otherwise agreed in the Seller's Offer, the following items are excluded from the purchase price: - preparatory equipment and everything necessary for installation (electricity, lights, water, pneumatic network, etc.), including lifting tools and internal transport; - foundations and/or any other construction work at the Buyer's premises; - raw materials and products necessary for operational tests and Testing of the Machinery; - supply of spare parts.
5.4. Full payment for the Machinery is due according to the terms and conditions set forth in the Seller's Offer. The payment term is essential pursuant to art. 1457 of the Italian Civil Code. Payment shall be deemed to have been made to the Seller only when the sum in question has been unconditionally credited to the bank account indicated by the Seller.
5.5. If the Buyer is late with respect to any payment due, the delivery date will be automatically extended and, without prejudice to any other remedy available to the Seller, the latter, at its discretion, will be entitled to suspend delivery, object to removal and/or suspend the fulfillment of any obligation arising from the relevant sales contract, regardless of whether it relates to late payment; and/or charge the Buyer default interest on the overdue amount pursuant to art. 5 of Legislative Decree no. 231/2002 from the time payment is due to the time of actual settlement of such amount.
5.6. Should the Buyer be late in paying a sum greater than one eighth of the purchase price or, in any case, be late in making the payment due by 30 days, the Seller shall have the right to request full payment of all sums due or, alternatively, to terminate the relevant sales contract by giving written notice to the Buyer, retaining as a penalty the sums paid by the Buyer up to that moment, without prejudice, in any case, to the right to compensation for further damages.
5.7. The agreed price does not include any local and foreign taxes and duties (such as import duties and licenses) or otherwise due by reason of its export, import and/or sale in the country of destination of the Machinery, if applicable.

6. Delivery and/or takeaway terms

6.1. In the event that the Seller's Offer does not provide for the delivery of the Machinery, the removal of the same will be borne by the Buyer, who will collect the Machine from the location indicated by the Seller on the day indicated by him. Where the Buyer needs to extend the deadline for removal, he will notify the Seller with 3 days' notice. In this case, the Seller will be entitled to apply a fee for the custody of the Machinery of € 100,00 (two hundred/00 Euros) for each calendar day in addition to the one originally established.
6.2. If the agreed term for collection has elapsed without result, the Seller will not be responsible for the custody of the goods and will not be liable for the integrity of the goods and the Buyer will pay a penalty of €100,00 (one hundred/00 Euros) for each calendar day of delay.
6.3. In the cases referred to in the previous paragraphs, the Seller will exercise the right of retention of the Machinery and anything else in its possession, until its credit is fully satisfied and, pursuant to articles 2761 and 2756 of the Civil Code, will have privilege on said goods.
6.4. Suspension of the terms, for reasons attributable to the Buyer, will not prevent the Seller from issuing an invoice according to the delivery schedule (noting it in its register "Machinery in stock at the customer's disposal") and from requesting the relative payment, the aforementioned provision not resulting in a suspension of the payment terms.
6.5. Before removal, the Buyer will record the external condition of the Machinery which will be binding between the Parties.
6.6. In the event that the Seller's Offer provides for the delivery of the Machinery, this will be carried out by the Seller in the manner deemed most suitable by the Seller. The Seller may therefore decide at his sole discretion the type of vehicle to be used (compatible with the nature of the goods to be transported), the route to be followed, as well as the possible use of third-party carriers.
6.7. Any delivery terms indicated in the Offer are purely indicative and are calculated taking into account working days (5 out of 7). The Seller will reasonably try to respect the expected delivery dates, but will not be liable for any losses, damages, charges and costs, direct or indirect, caused directly or indirectly by any delay in the delivery of the Machinery to the Buyer.
6.8. The delivery operations of the machine will be automatically extended (for a period at least corresponding to the delay ascertained), or will be redefined between the Parties in the following cases:

• a) late payment by the Buyer of any amount due prior to the delivery date;
• b) force majeure events.

6.9. The Buyer is required to take delivery of the Machinery assigned to him at the place and time established, taking care to arrange adequate personnel and equipment for unloading the goods from the vehicle. The driver of the vehicle is in no case required to carry out loading or unloading operations of the goods.
6.10. In all cases, waiting times for loading and unloading, calculated from the moment the vehicle arrives on site, cannot exceed two hours; beyond this limit, a penalty equal to the hourly cost of work and vehicle downtime established by the Observatory for the transport of goods established by Legislative Decree 284/2005 will be calculated for each hour or fraction of an hour of delay in loading and unloading operations.
6.11. In the event of a complaint or dispute, the Buyer is still required to pay the entire amount of the invoice by the agreed due date; should the complaint prove to be well-founded, the Seller will re-credit any sum not due by issuing a regular credit note, to be offset against any subsequent or previous invoices not yet paid.
6.12. In the event of an accident and after ascertaining responsibility, the Seller will provide compensation for the resulting damage, within the limits and maximum amounts of its own policy, through its own insurance company, in the manner and within the timeframes established by the latter.
6.13. The Buyer is responsible for checking the integrity of the Machinery transported at the time of delivery.
6.14. If the transport service is carried out by a third party carrier chosen by the Seller, the Buyer has the specific obligation to contest any defects and/or damages resulting from the transport at the time of unloading the Machinery. The responsibility for the same defects and/or damages will be borne exclusively by the Buyer without anything being able to be requested from the Seller in this regard.
6.15. Except in cases of serious breach by the Seller, if the Buyer intends to withdraw from the contract and return the Machinery, the transport and return costs will be at his expense, without prejudice to compensation for further damages.

7. Conformity and warranties

7.1. The Seller declares that the Machinery and its accessories comply with the laws, rules and regulations currently in force in Italy and/or the European Union (hereinafter EU) and applicable to such Machinery on the date on which the Seller confirms the Buyer's Order.
7.2. The Seller warrants that the Machinery is free from defects in workmanship and materials and that it complies with the specifications set out in the Seller's Offer and detailed in the Manual. Any warranty shall be valid for 12 (twelve) months from the date of Testing or, if Testing is not performed or is prior, from the date of removal/delivery of the Machinery.
7.3. In the event that manufacturing defects are detected in the machine, the Buyer will be required to report them to the Seller within 3 calendar days of discovery, under penalty of forfeiture, specifying in detail in writing the type of defect discovered. In any case, the rights connected to structural defects will expire within 12 months following the date of removal, or - if subsequent and carried out by the Seller - from the date of delivery or Testing. Any defects that have occurred are excluded from this warranty and, by way of example, those due to use, lack of or poor maintenance, replacement with unsuitable spare parts, improper use, or use other than the Intended Use, as well as damage caused by incorrect installation and/or maintenance and/or failure to comply with the rules of use, storage and use of the product in improper environmental conditions, repairs carried out by the Buyer or by unauthorized personnel, dirt, stains, liquids and abrasions of the coating, power surges and blackouts. In any case, the warranty does not cover defects due to normal wear and tear, negligence, careless use, improper use, incorrect installation and/or connection of the products, etc. Any warranty will be deemed void if the Machinery Testing is not carried out directly by the Seller or in any case under the supervision of specialized personnel indicated by the Seller.
7.4. Any Machinery Parts found to be defective shall, if requested by Seller, be returned for inspection. If the defect is determined not to be covered by warranty, Buyer shall pay the cost of shipping and inspection.
7.5. The Seller shall have the right to inspect and repair the defective part of the Machinery at the site where the Machinery is located, and the Buyer may carry out or have carried out the repairs with the written consent of the Seller.
7.6. The warranty granted above is extended only to the Purchaser and is not transferable to third parties.
7.7. In any case, the warranty is not granted by the Seller beyond 2000 hours of work of the Machinery.
7.8. Those parts of the machine which are, by their nature, subject to deterioration or wear and tear, such as, by way of example and not limited to, batteries, fluids, springs, terminal parts, bearings, gears, belts, mechanical seals, gaskets, etc., are excluded from the applicability of any warranty.
7.9. The Seller does not guarantee that the goods sold will be free from any prejudicial weights, encumbrances, registrations and/or transcriptions of any kind, which must in any case be removed at the Buyer's expense and care.
7.10. The Seller's guarantee, which can sometimes also be expressed in the mere indication of the manufacturing company required to carry out the intervention, operates only with the presentation of sales tax documentation and does not include, in any case, any costs for transporting the goods or for on-site intervention.
7.11. The warranty of the individual components of the Machine replaced or repaired will be limited to the duration of the original warranty indicated above. The replacement and or repair of Parts under warranty will not extend the period of the warranty itself.
7.12. Except as expressly provided in this article, all other warranties or conditions, express or implied, statutory or otherwise, are excluded from these General Conditions and from any sales contract to the maximum extent permitted by law. The warranty offered under this article absorbs and replaces the warranties or liabilities provided by law and excludes, to the maximum extent permitted by law, any other liability of the Seller arising from the Machinery delivered and/or their use: in particular, the Buyer will not be entitled to claim from the Seller any further claim for compensation and/or indemnity for direct or indirect damages, of any nature arising from the failure or limited use of the Machinery, loss of profit, reduction of price or termination of the sales contract.

8. Limitation of Liability

8.1. Subject to mandatory provisions of law, Seller's total liability to Buyer for any damages, losses, costs, expenses, claims, actions arising out of or resulting from the performance or non-performance of any sales contract shall be limited to the actual damages which are a direct and immediate consequence of Seller's performance or non-performance of any sales contract and, therefore, any liability of Seller for loss of profit and for consequential, indirect or intangible damages is excluded and shall in no event exceed in aggregate the purchase price under the specific Seller Offering which is the subject of the claim.
8.2. Subject to mandatory provisions of law, the Seller shall in no event be liable to the Buyer, whether in contract, tort (including negligence), or for breach of statutory duty or misrepresentation, or otherwise, for any loss of profit or loss of goodwill or loss of business or loss of commercial opportunity, indirect or consequential damages, arising out of or in connection with these Terms and Conditions.

9. Machine ownership

9.1. Ownership of the Machinery will be transferred at the time of removal, or on the date scheduled for the same, or upon delivery to the Buyer. In the case of a sale in installments and/or with deferred payments, the same must be understood to be carried out with retention of ownership in favor of the Seller pursuant to art. 1523 of the Civil Code, until full payment of the agreed price, in addition to accessory charges, without exclusion of the right of privilege pursuant to art. 2762 of the Civil Code. The Seller is also authorized to carry out, at the Buyer's expense, any formality necessary to make the retention of ownership enforceable against third parties. From the delivery or removal of the Machinery, all risks, dangers and consequences arising from any damage, theft, fire, fortuitous events or force majeure remain the responsibility of the Buyer and the Buyer, despite their occurrence, must comply with all the obligations and payment methods agreed.
9.2. The Buyer shall be responsible for providing adequate information to the Seller regarding any event, whether its own or that of third parties, which may result in the loss or damage of the Machinery. Until the ownership has passed, the Buyer may not transfer the Machinery, nor move it to another place of installation and use, unless with the express written consent of the Seller. It shall also be the Buyer's responsibility to ensure the perfect state of maintenance of the Machinery, assuming the costs of ordinary and extraordinary maintenance; the Buyer recognizes the Seller's right to verify the state of conservation and maintenance of the Machinery until full payment. Furthermore, it is understood that, in the event that the Machinery is subjected to precautionary or executive measures by creditors of the Buyer, it remains the Buyer's obligation to have the judicial authorities verify, by exhibiting these General Conditions and all documentation relating to it, that the ownership of the Machinery belongs to the Seller and, at the same time, to notify the latter so that it can take the most appropriate initiatives.
9.3. Failure to pay within the agreed terms even of a single installment whose amount exceeds one eighth of the sale price will give the Seller the right to consider the contract terminated and to retain, as a penalty pursuant to art. 1382 of the Civil Code and always without prejudice to compensation for greater damages, the installments already collected; the Seller, if he does not wish to avail himself of the express termination clause, may cause the Buyer to forfeit the benefit of the term, with the latter's obligation to pay the entire agreed price.
9.4. In the event that installation and start-up are foreseen in the Offer, ownership of the Machinery will be transferred to the Buyer upon successful completion of the Testing documented by the relevant report.

10. Installation

10.1. If installation is provided for in the Seller's Offer, the installation, or the carrying out of work if necessary, will be carried out by the Seller at the site identified by the Buyer.
10.1. Before the start of the installation activities, and in any case within the deadline set for the same, the Buyer must communicate to the Seller his trusted technical contact who will have the task of assisting in all the various phases of installation of the Machinery, as well as taking all technical decisions regarding the activities to be carried out on the site identified by the Buyer.
10.2. It is also the Buyer's responsibility to provide all the technical specifications relating to the site necessary for the installation and start-up of the Machinery, so that the Seller can assemble it in the place chosen by the Buyer, providing all the appropriate instructions necessary for the installation of the type of Machinery purchased (by way of example and not limited to, those relating to the connection to the electrical, pneumatic and fume extraction networks),
10.3. The Buyer shall be responsible for the correct preparation of the site where the Machinery will be installed and the related necessary services, ensuring the safety of the places where the installation activities will be carried out. He shall also ensure that the lifting and handling equipment, as well as any additional equipment, as requested by the Seller, comply with the current safety and accident prevention requirements, and are therefore in the necessary conditions of efficiency, having been subject to regular maintenance and inspection.
10.4. The Buyer shall provide the material for the tests carried out by the assemblers which shall comply with the technical specifications indicated by the Seller.
10.5. Installation activities will not begin if:

• a) the Buyer has not prepared, in good time and in any case no later than the deadline agreed between the Parties, the site in a manner suitable for the installation of the Machinery;
• b) has not guaranteed the Seller what is required for the correct execution of the installation activities or what is otherwise provided for in the order confirmation;
• c) is not in compliance with the authorizations required for the installation itself violates payment obligations to be fulfilled by the date of commencement of installation activities.

It is understood that if the installation activities do not start and/or are interrupted and/or continue beyond the agreed terms for reasons attributable to the Buyer, the latter will bear the additional costs incurred by the Seller for labor, rental of specific equipment, travel expenses, storage costs of materials and equipment and any additional costs arising from the delay.
10.6. The Seller, without prejudice to its responsibility for carrying out installation activities, is immediately authorised to carry them out also through subcontractors and, in general, professionals of its own trust.

11. Testing

11.1. Unless otherwise agreed in writing, the Testing is carried out by the Seller in consultation with the Buyer at the site identified by the latter for installation. The Testing operations will be reported in the “Testing Report” and recorded on video. The documentation thus formed will be kept by the Seller and transmitted to the Buyer.
11.2. The Testing operations must be attended by a person designated by the Buyer with adequate technical knowledge and the power to sign the Testing report (which may also be granted by proxy).
11.3. The Testing must be carried out to validate the technical characteristics and performance of the Machinery under real process conditions and includes the set-up, performance verification, demonstration of the functionality of the Machinery and, if applicable, training of the Buyer's personnel in its use.
11.4. The Testing will be considered positive if no specific objection is recorded in writing in the report regarding any defects of conformity of the Machinery.
11.5. Should the Testing be considered to have failed, the Seller will adopt or have adopted without delay all the necessary measures to correct such non-conformity, according to the same procedure and with the same consequences as the initial Testing, without however providing for additional costs to be borne by the Buyer.
11.6. The object of any further Testing must be limited to examining the deviation from the results of the previous one. In any case, in the absence of defects of Particular gravity, or in any case not such as to prevent the Buyer from using the Machinery with the agreed quality and productivity, the Seller will have the right to demand payment of the amount due, in the forms and according to the deadlines reported in the Seller's Offer.
11.7. If the Buyer does not allow the Machinery to be tested for any reason not attributable to a serious breach by the Seller, the Testing shall be deemed to be fully and positively completed, and the Machinery shall be deemed to be accepted by the Buyer without reservations as if it had been positively tested.
11.8. The Buyer is responsible for the consumables used in the Testing, which must comply with the technical characteristics indicated by the Seller, as well as the hours of inactivity of the Seller's technicians caused by the Buyer's failure to provide what is requested in order to carry out the Testing.
11.9. By signing the Test Report, the Buyer waives all rights, warranties, actions and claims relating to defects of conformity and defects of the Machinery which, with due diligence, should have been detected by the Buyer during the Test Report, unless such defects of conformity or defects have been specifically indicated in writing in the report.
11.10. Depending on the nature and/or type of Machine, the Parties may agree that the Testing will be carried out in a cross-examination manner at the Seller's premises, in the presence of persons designated by the Buyer. The Testing operations will be reported in the "Testing Report" and recorded on video. The documentation thus formed will be sent to the Buyer.
11.11. The person designated by the Buyer for the Testing must have adequate legal signature capacity (which may also be granted by power of attorney).

12. Machine status

12.1. The machine is purchased in the actual and legal state in which it is found, which the Buyer is required to verify through the information provided by the Seller and/or preliminary checks carried out by its own technicians.
12.2. The Seller declares that the technical characteristics of the Machinery are those described in the Seller's Offer and in the Manual. The machine and its safety accessories comply with the laws and regulations of the country of manufacture of the Machinery, in accordance with EC Directives 2006/42 and 2004/108. In the case of a used or reconditioned Machine, the Buyer also declares to have full knowledge that it is a reconditioned Machinery and, if necessary, re-certified, and that the technical specifications of the same are exclusively those in the relevant section of the Manual, without affecting either the use or the technical characteristics of the original Machine.
12.3. Where the Buyer decides to make modifications to the Machinery, he must ensure that these are carried out in a workmanlike manner and do not compromise the safety of the machine.
12.4. In the event that the Machinery subject to the sales contract is placed in line with other machinery, it will be the Buyer's responsibility to request and obtain CE certification for the entire line.
12.5. If applicable, Buyer represents that it has obtained all permits and licenses for the importation of the Machinery into another country of destination. In no event shall Seller be liable for any non-compliance with such legislation, regulatory technical standards or administrative provisions. Buyer acknowledges and agrees to indemnify Seller from and against any and all claims, actions, proceedings, costs, damages, penalties, losses, liabilities and expenses, including reasonable attorneys' fees and court costs of any kind, arising out of or attributable to Buyer's failure to comply with and/or implement such legislation, regulatory technical standards or administrative provisions.
12.6. The Seller declares to have carried out all appropriate conformity assessments relating to the functionality of the machine and guarantees that the same satisfy the relevant essential health and safety requirements indicated in Annex 1 of Directive 2006/42/EC and reported in the technical file referred to in Annex VII of the aforementioned Directive.
12.7. The Seller has determined the materials that can be usefully processed through the Machinery in the Manual and declines all responsibility in relation to the use of the Machinery by means of materials other than those strictly provided for therein, or in any case not having the adequate technical-qualitative characteristics.
12.8. Under no circumstances shall the Seller be obliged to deliver a Machinery suitable for a specific purpose and/or a specific performance.
12.9. In the cases provided for, the Seller issues a CE declaration of conformity, drawn up in the forms provided for in Annex II, Part 1, Section A of the Directive contained in the Manual attached to this contract. The Seller will have the right to allow removal or make delivery before issuing the CE declaration of conformity, in order to allow the installation and testing of the Machinery in the meantime. In such cases, the CE declaration must in any case be issued within 30 days of removal of the Machinery.

13. Applicable law and jurisdiction

13.1. This contract is governed by Italian law. The United Nations Convention on Contracts for the International Sale of Goods, Vienna 1980, shall not apply to these General Conditions, any Offer, Order, order confirmation, sales contract or any aspect of any dispute arising therefrom.
13.2. Without prejudice to any attempt at amicable and extrajudicial settlement, the Parties agree that for any dispute relating to the interpretation and/or execution and/or fulfillment of this contract, the Court of Perugia shall have exclusive jurisdiction.

14. Communications

14.1. All communications must be made to the certified email addresses of the Parties resulting from the official registers (www.inipec.gov.it).
14.2. In the event of changes in the certified email addresses with respect to the date of signing of the Seller's Offer, it is the specific responsibility of each Party to promptly communicate this to the other.

15. Responsibility

15.1. Buyer shall take all necessary actions under applicable directives, laws and regulations and other mandatory actions, practices and customs to eliminate or reduce any health and/or safety risks that may arise from the use or storage of the Machinery, and shall indemnify and hold Seller harmless from any claims arising from Buyer's failure to comply with such provisions.
15.2. In the event that the Machinery is used in a manner contrary to the instructions and manuals provided by the Seller or for a Use other than that indicated, or has been modified, repositioned or altered without the written consent of the Seller or is not subjected to maintenance interventions foreseen in the Manual in Annex 1 by authorized personnel, the Seller shall not be liable for any damage to property, death or injury to the Buyer and/or third parties.
15.3. The Seller, in order to maintain or improve the safety of the Machinery, shall have the right to provide instructions and orders regarding the use of the Machinery and to repair defects and deficiencies in relation to the safety of the Machinery.
15.4. In no event shall the Seller be liable regardless of the cause for:

• (i) damages relating to products manufactured in whole or in part at the Buyer's facilities or with the use of any Machinery,
• (ii) injury to persons or damage to property caused by improper use or inadequate maintenance of the Machinery
• (iii) loss of profits, loss of business or revenue, loss of reputation, loss of production, loss of data, complaints from Buyer's customers, costs arising from Buyer's line or business interruptions,
• (iii) late or delayed delivery, unloading or transportation of equipment.

15.5. The Seller's overall liability will always be limited to 5% (five percent) of the price of the Machinery.
15.6. The Seller shall not be held liable for damages caused by force majeure and/or unforeseeable circumstances (including, by way of example but not limited to: strikes, epidemics, embargoes, armed conflicts, fires, including arson, and any other case of force majeure or unforeseeable event provided for by applicable laws), the act of which is performed in such a way that it cannot be reasonably foreseen or controlled and without such act having contributed to the negligible conduct of the defaulting party. If a cause of force majeure or an unforeseeable circumstance prevents the execution of these General Conditions and of any sales contract for more than ninety days, each party may terminate the relevant sales contract by sending the other party a specific communication by certified e-mail or registered letter with return receipt.

16. Final provisions

16.1. The invalidity of one or more provisions of this agreement shall not affect the validity of the remaining provisions. In such event, the Parties hereby agree to negotiate in good faith a provision that satisfies the requirements of validity, having substantially the same effect. If such modification is not possible, the invalid or ineffective provision shall be eliminated without determining the invalidity of the entire agreement or of any other provision contained herein.
16.2. Any temporary forbearance by Seller to Buyer in the performance of any provision of this Agreement shall not be construed as a waiver of the right to enforce such provision in the future.
16.3. No modification of this Agreement and its attachments will be effective unless in writing and signed by both Parties.
16.4. These General Conditions and the Annexes are written in the Italian language and the Italian language text of these General Conditions is the only authentic text of this document.
16.5. In the event that the Seller and the Buyer agree on clauses that differ from these General Conditions and these are expressly approved in writing, these will be considered specific conditions and, as such, will prevail over the general ones.

17. Personal data

17.1. The Seller processes the personal data provided by the Buyer, or otherwise acquired also from third parties, with computer and/or manual means. The Seller's staff, duly appointed as Data Processors, and the person in charge - if appointed - have access to the data.
17.2. The data are processed for purposes related to obligations established by law, regulations and current legislation, to execute/perfect the contract, for customer/supplier records, for dispute management.
17.3. The Buyer may request the updated list of the persons responsible and the subjects to whom the data are communicated, which are: authorities, public institutions, credit institutions, collaborators and third parties who have relationships with the Seller, freelancers, as well as those responsible for the maintenance of the company hardware and software tools.
17.4. The Buyer may exercise at any time the rights set forth in Articles 15 et seq. of GDPR 679/2016, for example obtaining confirmation of the existence or otherwise of the data, verifying its content, origin, accuracy, requesting its integration, updating, rectification, cancellation, transformation into anonymous form, blocking as a result of violation of the Law, opposition to processing for legitimate reasons. Any request in this sense must be made in the forms set forth in art. “Communications”.
17.5. The Data Controller is Falmac Srl (CF 03303300549), in the person of the legal representative pro tempore, with registered office in Corciano (PG), via G. Leopardi n. 146

18. Uniqueness of contractual provisions

The relationship between Seller and Buyer is governed by these General Conditions, by the Seller's Offer and by any special agreements, provided they are signed. When it comes to technical aspects, these are indicated in the Use and Maintenance Manual for reconditioned machines and, where applicable, CE declaration of conformity. No other document can be used to alter the contractual balances.