SALES CONDITIONS

These general sales conditions –hereinafter, GRES’ GSC - shall apply to all the purchase/sales or supplies henceforth, the SALE-, in which GRES ARAGÓN, SA -hereinafter, GRES ARAGÓN- is the seller or supplier of merchandise or any other movable good –hereinafter, the SALES ITEM- for which no specific contract has been entered into by GRES ARAGÓN and the BUYER.

They shall be published in GRES ARAGÓN’s website for the general knowledge of all BUYERS.

GRES’ GSC shall apply from the date 19 May 2023, until they are substituted by othersubsequent conditions.

The sale is documented in GRES ARAGÓN’s offer –henceforth, the OFFER- and, where applicable, in the acceptance of the OFFER by the BUYER.

The acceptance of the OFFER by the BUYER will entail the acceptance by the latter of GRES’ GSC in that SALE, which shall be the only ones that will regulate it, even in the case where the BUYER may set out some general or similar purchasing conditions, whose application shall be fully substituted by these conditions.

If the BUYER wants to insert any clause, pact or condition into the SALE that is different from those regulated in the OFFER or in GRES’ GSC, the BUYER must expressly request it in its offer acceptance document and obtain from GRES ARAGÓN its express written conformity with said request. The reference to its general conditions shall be considered as not being made unless they had been expressly accepted in writing by GRES ARAGÓN.

In the absence of an OFFER acceptance document, the beginning of any work or the implementation of any act by the BUYER shall be understood as accepted by the latter, or the performance of any act by it that involves starting to carry out the OFFER.

The price and payment method shall be those specified in each OFFER.

The delivery place, date and conditions shall be those indicated in the OFFER.

GRES ARAGÓN and the BUYER shall pay the expenses that correspond to each of them according to the Incoterms set out in the OFFER or, failing that, according to the delivery conditions established therein.

Delivery must be accepted by the BUYER whenever it is done on the delivery date indicated in the OFFER and when the SALES ITEM meets the integrity of the OFFER specifications.

If the SALES ITEM is delivered packaged or if conducting an analysis is necessary to determine its quality, or if the inspection of the SALES ITEM after unpacking or the BUYER’s quality controls make it clear that the SALES ITEM does not comply with the agreed quality, the BUYER can reject the SALES ITEM in the period of seven days from the delivery of the SALES ITEM.

In case of a disagreement between GRES ARAGÓN and the BUYER concerning the quality, it shall be submitted for an expert opinion from an official organisation competent in the subject, chosen by GRES ARAGÓN, in order to conduct an alternative analysis, with this opinion being binding on both parties. The costs of this opinion shall be paid by the party against whom the disagreement is decided. In the SALES in which the SALES ITEM is a ceramic product, this organisation will be the Ceramic Technology Institute of Castellón.

If the BUYER has proceeded to reject the SALES ITEM in the delivery period according to the previous paragraphs and if it is accredited that it did not comply with the promised quality, GRES ARAGÓN must remove the SALES ITEM, with all the expenses that this entails being payable by GRES ARAGÓN.

If the SALES ITEM were a product not listed in the catalogue, GRES ARAGÓN may supply and the BUYER must acquire and pay the price of all the amounts manufactured for such purpose of this product up to a maximum of five percent (5%) in addition to the amount included in the OFFER.

Without prejudice of the provisions of Annex I of GRES’ GSC, GRES ARAGÓN guarantees that the SALES OBJECT has, on the delivery date, the technical specifications indicated in the OFFER.

The SALES ITEM has a two-year guarantee, from the invoice date of the SALE, in accordance with Spanish and European legislation in effect on that date.

In case there exists an additional guarantee by GRES ARAGÓN, this guarantee shall be written in the strict terms in which it was granted.

In any other case, GRES ARAGÓN does not guarantee the use given to the SALES ITEM by the BUYER or by its different clients, or its potential applications, or its suitability for the use for which the BUYER or its clients destine it.

In no case will the guarantee cover defects that could be caused by incorrect placement, use or maintenance. The recommendations for placement, cleaning and maintenance are available to the BUYER in the section “Downloads” of the website www.gresaragon.com.

Neither of the parties may assign the rights or obligations of the OFFER without the written consent of the other party.

The VAT and any tax associated with the SALE shall be paid by the BUYER.

In case of non-compliance, lack of timely compliance and/or the defective compliance of any of the BUYER’s obligations, GRES ARAGÓN shall have the right to suspend the execution of the SALE totally or partially, with the BUYER being liable for any damages and losses this suspension may cause GRES ARAGÓN. The suspension will be done by means of a written notification from GRES ARAGÓN to the BUYER.

GRES ARAGÓN will continue being the owner of the SALES ITEM until the complete payment of the price is received. Without prejudice that GRES ARAGÓN may agree to accept as payment bills of exchange, promissory notes or cheques, the credit right will only be satisfied once GRES ARAGÓN has received the irrevocable payment of the bill of exchange, promissory note or the irrevocable collection of the cheque.

GRES ARAGÓN’s prices are prepared and negotiated based on the fact that its maximum liability towards the BUYER for any item is limited to the price paid for the SALES ITEM causing the damage. In no case shall GRES ARAGÓN’s liability include indirect and consequential damages, which will be assumed by the BUYER. These limitations shall not apply in case of GRES ARAGÓN’s wilful misconduct.

Neither shall these limitations be applied when there is an agreement in this sense signed by GRES ARAGÓN and the BUYER, in which case it will be according to what is agreed.

The personal data of natural persons -the Data- that are provided or have been provided in relation to a sale by GRES ARAGÓN, whether they are of their representatives, workers, subcontractors’ workers or any other natural person -hereinafter the Stakeholders-, shall be processed by the other party exclusively for the purpose of implementing the purchase order, sale or delivery and in compliance with all the legal and contractual obligations derived from it.

The Data shall be preserved during the execution of the purchase order, sale or delivery and, once this has ended, while it is necessary in order to comply with any legal obligation. The Parties can preserve their respective copy of the contract on paper or on a digital medium according to their respective filing rules.

So that the Stakeholders may exercise, in the legally provided cases, the rights of access, rectification, deletion, opposition, limitation of processing and portability of their Data, with respect to the Data provided to the Seller, the following e-mail address is designated: datospersonales@samca.com.

The Stakeholders may also present a claim to the Spanish Data Protection Agency (www.aepd.es).

The BUYER declares that it knows the Code of Ethics and the Compliance Policy of the SAMCA Group, which have been made available through the following link https://gruposamca.com/cumplimiento-normativoand it undertakes to maintain, either directly or through its suppliers, contractors and/or subcontractors, during the execution of the sale, conduct in accordance with the current laws at every moment and with the Code of Ethics and the Compliance Policy of the SAMCA Group.

The SALE shall be governed by Spanish legislation.

Download the terms and conditions of sale of GRES DE ARAGÓN S.A.".