ARTICLE 1: GENERAL

By placing an order with VENTICHIM BVBA, the Buyer unconditionally accepts these general terms and conditions of sale and explicitly waives their own general terms and conditions of purchase. The prices and information listed in the catalogs, prospectuses, and rates are not binding on VENTICHIM BVBA, which reserves the right to make changes.

ARTICLE 2: DELIVERY TIME
2.1 General

Delivery times are determined based on the information provided to VENTICHIM BVBA on the day of the order. VENTICHIM BVBA is automatically released from any obligation regarding delivery times:

• if the Buyer has not fulfilled its own obligations.
• in case of force majeure or chance
• in case of a raw material shortage

2.2 Fines

A delay in delivery cannot, under any circumstances, give rise to compensation. VENTICHIM BVBA cannot be held liable for any penalty for late delivery unless this penalty was formally accepted in writing by VENTICHIM BVBA prior to the order. In any case, only delays attributable to VENTICHIM BVBA will be considered. In particular, delays caused by the Buyer, one of its agents, or third parties are explicitly excluded from the calculation of any compensation for late delivery.

ARTICLE 3: PRICE

Prices are net ex works; these prices do not include VAT, duties, taxes, and duties of any kind, nor transport and packaging costs; they are either in euros excluding taxes or in another currency.

In addition to the modalities that may be provided for in the Special Conditions, prices are subject to revision in the following cases: sudden increase in the prices of raw materials

variation in exchange rates
The modalities thereof, if applicable, are defined in the special conditions.

ARTICLE 4: TRANSPORT AND DELIVERY

All actions related to transport, insurance, customs, clearance, shipping, and those necessary to bring the products to the work site are at the expense and risk of the Buyer, who must inspect the shipments upon arrival and, if necessary, lodge a complaint with the forwarders. In the event of transport, the Buyer or their agent must check the condition of the packages, the quantities, and the product references listed on the cardboard. If there are grounds to do so, they must express any reservations (including late delivery) with the forwarder at the time of delivery. Their reservations will be stated in writing on the delivery note and the consignment note. In the event of any reservations, the Buyer must inform VENTICHIM BVBA within 24 hours and confirm their reservations to the carrier within three business days of the delivery date by registered letter with acknowledgement of receipt. In the event of non-compliance with these provisions, the Buyer will lose his right to dispute the agreement and VENTICHIM BVBA may be held liable for any consequences arising from this.

If the goods are collected from VENTICHIM BVBA by the buyer themselves or their representative, the buyer is deemed to have checked the visible condition of the packages, the quantities, and the product references listed on the cardboard at the time of collection. Each delivery includes a delivery note listing the delivered products. The buyer must immediately inform VENTICHIM BVBA of any identified defects. If no reservations are made upon receipt of the goods, VENTICHIM BVBA's deliveries are considered correct and in accordance with the delivery note.

Free delivery can be provided in the special conditions of each order.

ARTICLE 5: RESERVATION OF OWNERSHIP AND PAYMENT
5.1 Retention of title

Transfer of ownership of the goods sold is subject to payment of the sales price by the Buyer on the due date or dates. Notwithstanding this, risks are transferred upon delivery. It is expressly agreed that VENTICHIM BVBA sales contracts are always concluded subject to the condition precedent that the Buyer makes full payment on the specified due date or dates.

5.2 Resale or use

The goods remain the property of the seller until full payment has been made. By way of simple permission, VENTICHIM BVBA hereby authorizes the Buyer to resell the assigned goods, provided the Buyer pays the full amount due. The corresponding amounts will then serve as collateral in favor of VENTICHIM BVBA, making the Buyer the depositary of the price. 5.3 Payment Terms

Invoices are payable in cash, net and without discount in euros at the registered office.5.4 Payment terms and late payment

If, for any reason, the customer fails to collect the materials and goods within the allotted timeframe, the company is authorized to invoice and demand payment immediately. If payments are not made by the parties on the agreed-upon dates, VENTICHIM BVBA reserves the right to take back the delivered goods, if VENTICHIM BVBA so wishes, and to terminate the contract. Any costs for this retrieval shall be borne by the Buyer. Regardless of the previously concluded agreements, any outstanding amounts shall become immediately due and payable if any payment is not made on the agreed-upon date. Any late payment automatically and without notice obligates the customer to pay daily interest of 18% per year. Furthermore, in the event of non-payment within 30 days of the due date, the outstanding amount will be increased by a fixed amount of 10% of the remaining outstanding amount as irreducible compensation for administrative costs. Finally, a payment delay of more than 8 (eight) days compared to the agreed due dates will result in VENTICHIM BVBA, regardless of the payment terms provided and without prior notice, having the right to retain the advance payments paid, amounting to 40% of the sales price, and also having the right to suspend the execution of other orders that could have been accepted, regardless of any compensation.

ARTICLE 6: WARRANTIES & OBLIGATIONS OF VENTICHIM BVBA

VENTICHIM BVBA sells only products that must be installed by professional installers and that comply with applicable standards. Non-professional installers act at their own risk. 6.1. Warranty Conditions

Unless otherwise stated, VENTICHIM BVBA products are warranted for 12 (twelve) months from the date of delivery, exclusively at the location of the first installation. The warranty itself is limited to the simple replacement of products recognized as defective by VENTICHIM BVBA's technical department. The packaging of the defective product must be included with every warranty claim. To be eligible for the warranty, the Buyer must notify VENTICHIM BVBA without delay and in writing of any defects they discover in the product and provide all supporting documentation. They must give VENTICHIM BVBA every opportunity to verify these defects and offer a solution. The warranty expires in the following cases: improper use of the material, use of non-original parts, lack of maintenance, or installation by a non-professional installer. If VENTICHIM BVBA personnel must travel to the Buyer's site, all resulting costs of any nature, including time spent, will be borne by the Buyer, unless the proven fault is attributable to VENTICHIM BVBA. In any case, the Buyer is responsible for performing routine maintenance. VENTICHIM BVBA cannot be held liable for failure to perform maintenance. Upon delivery and installation by VENTICHIM, the customer must, as soon as the products arrive at the site, and will be informed of this by VENTICHIM BVBA either orally or in writing:

to check the conformity of the products;

to carry out or have carried out any check, verification or analysis necessary to ensure that the products do not contain any hidden defect(s) despite the care taken

During the production process and product inspection, the Buyer must attend, inspect, or have the assembly process inspected as it progresses. Should the Buyer discover a latent defect or an assembly error, they must immediately notify VENTICHIM BVBA by registered letter with a precise description of the identified defect and supporting documentation. Such a complaint entitles VENTICHIM BVBA to immediately suspend the assembly process: the contractually agreed-upon term is automatically suspended for a period corresponding to the duration of the suspension. If, upon completion of the work, the Buyer has not made any reservations within 15 (fifteen) days of delivery regarding the conformity of the product, any defects or errors that may occur, or the assembly method, the work will be considered to be perfectly compliant and accepted without any reservations. If reservations are formulated during the execution, VENTICHIM BVBA will request the Buyer within 15 (fifteen) days after completion of the works to deliver the works that were the subject of these reservations;

The other works are considered to have been properly completed. If the Buyer fails to show up for delivery without valid reason, or if the works or part of the works for which reservations were made were put into use before delivery, or if inspection thereof was made impossible due to the performance of other work, delivery will be considered completed.6.2. Sale of standard products from the catalog

For the purposes of this document, a standard catalog product is defined as any product whose technical specifications have been pre-defined by VENTICHIM BVBA, prior to the customer's request. In this case, VENTICHIM BVBA is solely responsible for the conformity of its product with respect to the specifications in its quotes or its technical documents, which are available upon request. Except for contractual documents demonstrating that VENTICHIM BVBA has in-depth knowledge of the uses of the products sold, the Buyer is responsible for the product selection and its suitability for achieving the intended purpose. 6.3. Sale of Specific Products

For the purposes of this document, a specific product is defined as any product whose technical specifications have been specifically determined by VENTICHIM BVBA to meet a specific request from the Buyer. In this regard, it is the Buyer's responsibility to verify and validate that all relevant parameters relating to the intended application of the product have been taken into account. Upon ordering, or if no comments have been made, the Buyer is deemed to have checked and validated these parameters, including their completeness. VENTICHIM BVBA's only obligations are those arising from the parameters accepted at the time of ordering, based on the information provided to VENTICHIM BVBA at that time. VENTICHIM BVBA cannot be held liable for any unilateral changes made by the Buyer. The Buyer is always responsible for the product selection, the suitability of the purchased product, and its intended purpose. They are responsible for conducting trials and tests to validate this suitability. They are responsible for the proper use of the products in accordance with good engineering practice and applicable regulations. Unless proven to be at fault on its part, VENTICHIM BVBA is never obliged to provide the Buyer with any final result, as the Buyer is the only one with full knowledge of the expectations.6.4. Quotations

Quotations are valid for 30 (thirty) calendar days from the date of issue. Quotations and advice provided by VENTICHIM BVBA are prepared solely on the basis of the information provided to VENTICHIM BVBA. In the absence of certain essential information, VENTICHIM BVBA can only consider certain standard parameters listed in the quotations. Any change to the parameters that served as the basis for the quotations may result in modifications to the quotations in question. The fact that the Buyer places an order with VENTICHIM BVBA based on a quotation confirms that the Buyer accepts the parameters of the quotation.