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General terms and conditions of sale

Draft pending approval. The text below is a working draft and an English courtesy translation of the French original. It must be reviewed and approved by legal counsel before publication. In the event of any discrepancy, the French version prevails.

Article 1 — Scope

These general terms and conditions govern sales of equipment, supplies and services by ALTAVORY SARL to business customers, whether private legal entities or public bodies. Placing an order constitutes full acceptance of these terms, save for specific conditions agreed in writing between the parties.

Article 2 — Quotes and orders

Every sale is preceded by a quote issued by ALTAVORY SARL. The quote states part numbers, quantities, prices, lead times and, where applicable, associated services. It is valid for the period stated on it. An order becomes firm upon receipt of the quote signed by the client, or of the corresponding purchase order.

Article 3 — Prices

Prices are expressed in Moroccan dirhams, exclusive of tax, and exclusive of delivery costs unless otherwise stated in the quote. They are based on supply conditions in force at the date of the quote.

Article 4 — Delivery

Lead times are stated in the quote and run from order confirmation. They are given in good faith and by way of indication. ALTAVORY SARL informs the client of any variance as soon as it becomes known. The client must check the condition and conformity of goods on receipt and, where applicable, record written reservations on the delivery note.

Article 5 — Transfer of risk and retention of title

Risk transfers upon handover of the goods to the client. ALTAVORY SARL retains title to the goods delivered until their price has been paid in full.

Article 6 — Payment

Payment terms and deadlines are stated in the quote and on the invoice. Late payment may give rise to penalties under applicable regulations, as well as to suspension of pending deliveries.

Article 7 — Warranty

Equipment benefits from the manufacturer's warranty, the duration and scope of which are stated in the quote. The warranty does not cover damage resulting from improper use, unauthorised modification, lack of maintenance or an external cause. ALTAVORY SARL acts as the interface with the manufacturer for the duration of the warranty.

Article 8 — Services

Consulting, installation and maintenance services are described in the quote or in the contract. ALTAVORY SARL is bound by an obligation of means in performing them. The client undertakes to provide access to the premises and the conditions necessary for their proper performance.

Article 9 — Liability

The liability of ALTAVORY SARL is limited to direct and foreseeable damage resulting from a breach attributable to it, up to the value of the order concerned.

Article 10 — Governing law and jurisdiction

These terms are governed by Moroccan law. Failing amicable settlement, any dispute falls within the exclusive jurisdiction of the courts of Casablanca.