General Terms of Sale AQUA HUB GROUP BV

1. Unless expressly agreed otherwise in writing, these general terms of sale form an integral part of the (contractual) relationships between the private limited company AQUA HUB GROUP, with registered office at Gentseweg 715, 8793 Waregem and enterprise number 1027.422.020 ("AQUA HUB GROUP") and its customers. These general terms and conditions therefore apply, among other things (but without limitation), to all offers, quotes, orders, services, agreements and invoices of AQUA HUB GROUP.

In any event, these general terms and conditions shall always prevail over the general terms and conditions of the customer. The customer's general terms and conditions shall only apply after express and written acceptance by AQUA HUB GROUP. Deviations from, amendments to and/or additions to these general terms and conditions shall only be valid after express, prior and written acceptance by AQUA HUB GROUP. Failing this, these general terms and conditions shall continue to apply unchanged and in full.

2. The agreement with AQUA HUB GROUP is formed upon acceptance of the quote by the customer. AQUA HUB GROUP reserves the right at any time to request an advance payment determined by it and/or other security before commencing or continuing the agreed purchases or sales, deliveries and/or works.

3. The prices and conditions stated by AQUA HUB GROUP are only valid provided they are accepted by the customer within 30 calendar days of the date of the quote. The quotes of AQUA HUB GROUP include only those services, sales and deliveries expressly stated therein, on the assumption that no difficulties or problems will arise other than those communicated to AQUA HUB GROUP at the outset. Additional wishes of the customer, unforeseen circumstances, additional difficulties, additional works, in short everything that is not expressly stated in the quotes of AQUA HUB GROUP, are not included in the price of the quote concerned. All changes to the order, of whatever nature, may give rise to a price increase or an extension of delivery dates and execution periods. The price shall be increased by all taxes and levies imposed or to be imposed by any authority whatsoever, as applicable on the day of delivery and/or execution of the sale. Discounts are deemed to be granted on a one-off basis each time. Previously granted discounts shall in no way bind AQUA HUB GROUP for a subsequent agreement.

4. Quotes of AQUA HUB GROUP are only valid in their entirety and are indivisible. In the event of a partial order, AQUA HUB GROUP reserves the right to revise the unit prices.

5. Any water analyses are carried out on the basis of the parameters and conditions applicable at the time of sampling. AQUA HUB GROUP cannot be held responsible for changes in water quality after the analysis.

The water analysis is purely informative and advisory in nature and does not constitute an obligation of result.

Insofar as the analysis is carried out in whole or in part by an external laboratory, AQUA HUB GROUP cannot be held liable for errors, omissions or interpretations originating from that laboratory. In that case, the customer expressly waives any recourse against AQUA HUB GROUP on the basis of the results of the water analysis.

6. Delivery of the goods takes place at the place of installation designated by the customer. If no installation is agreed, delivery takes place at the place designated by the customer.

The customer warrants that the place of delivery and, where applicable, installation is made accessible to AQUA HUB GROUP and its agents in a timely, unobstructed, safe and reasonable manner.

The customer guarantees that the place of installation meets the technical and practical requirements necessary for correct delivery and/or installation, including among other things: sufficient working space, accessible and compliant water and drainage connections, any required electrical connections and normal safety and hygiene conditions.

If, upon arrival, it appears that these requirements have not been met, AQUA HUB GROUP shall have the right to postpone or refuse the delivery or installation, without this entailing any liability on its part. In that case, AQUA HUB GROUP reserves the right to charge the customer additional costs (such as travel costs, waiting time or a new intervention).

7. The customer is expressly informed that excessive water pressure may cause damage to the water-softening installation and to the water installation in general.

AQUA HUB GROUP recommends the installation of a pressure reducer if the water pressure so requires. Unless otherwise agreed in writing, checking the water pressure and the possible installation of a pressure reducer is the responsibility of the customer.

AQUA HUB GROUP cannot be held liable for damage resulting from excessive or fluctuating water pressure if no pressure reducer has been installed.

8. Every agreement with, and every order, offer and/or acceptance by the customer irrevocably binds the parties. Cancellation after delivery is no longer possible, except in the event of force majeure. (a) In the event of termination of the agreement by or attributable to the customer, for whatever reason, AQUA HUB GROUP shall be entitled vis-à-vis the customer to compensation consisting of, among other things, the loss of profit and the costs already incurred, together assessed at a fixed rate of 15% of the quoted price, any greater claim to be proven by AQUA HUB GROUP. (b) In the event of termination by or attributable to AQUA HUB GROUP for whatever reason, but except in the cases provided for in articles 7 and 20 of these general terms of sale, the customer shall be entitled vis-à-vis AQUA HUB GROUP to compensation, the minimum of which is set at 5% of the price (excluding VAT), any greater claim to be proven by the customer. The aforementioned compensation constitutes the consideration for being able to exercise the option to free oneself entirely and definitively from the obligation towards the other party by paying a compensation considered entirely reasonable.

9. AQUA HUB GROUP may consider the agreement with the customer dissolved by operation of law and without prior notice of default in the event of bankruptcy, concurrence of creditors, manifest insolvency or any change whatsoever in the legal situation of the customer. In that case, AQUA HUB GROUP shall be entitled to the compensation as provided for in article 8 (a) of these general terms of sale.

10. The delivery dates and execution periods stated by AQUA HUB GROUP are expressed in calendar days, are given for information purposes only and can never be regarded as binding by the customer. Under no circumstances can delay, unless genuinely unreasonable, give rise to compensation payable by AQUA HUB GROUP or to termination of the agreement by the customer.

11. Force majeure shall be deemed to be any event that renders performance impossible, more difficult or loss-making, even if it was foreseeable, such as, but not limited to, fire, natural conditions (such as frost, exceptional periods of rain, floods, severe drought), delays at suppliers, illness, staff shortages, seizure, strikes, lock-outs, accidents, machine breakdowns, scarcity of means of transport or raw materials and circumstances relating to the organisation of the business. The temporary interruption of delivery due to force majeure shall, by operation of law and without compensation, entail an extension of the originally stipulated execution period by a period equal to the duration of the interruption, plus the time normally required to resume delivery.

12. If significant and disproportionate harm is caused to the interests of AQUA HUB GROUP as a direct consequence of changes in the economic and/or business circumstances over which AQUA HUB GROUP has no control, even if these were foreseeable, the parties shall meet without delay upon simple request to examine whether such a difficulty exists and, if so, which changes, if any, to the terms of the agreement are necessary to provide a fair and equitable solution to mitigate, remove or avoid such a difficulty.

13. All complaints on the part of the customer concerning the deliveries and installations carried out, with the exception of hidden defects, shall only be valid if they are reported by the customer upon delivery or after installation of the purchased goods and confirmed by registered letter no later than 15 calendar days after delivery or installation, with a clear description of the defects, all of this on pain of forfeiture. Hidden defects must be reported in the same manner within one month of discovery, on pain of forfeiture.

14. All complaints on the part of the customer concerning an invoice must, on pain of forfeiture, be made to AQUA HUB GROUP by registered and reasoned letter within 8 calendar days of the invoice date.

15. By (partial) payment of the invoice, the customer acknowledges receipt of the goods delivered and the conformity of this delivery with the order, insofar as the payment relates to this specific delivery. Disputing the part not yet paid remains possible, provided reasons are given in writing.

16. AQUA HUB GROUP and its employees, agents and subcontractors can only be held liable in the event of wilful misconduct or gross negligence.

Except where mandatory statutory provisions provide otherwise, the liability of AQUA HUB GROUP is exclusively contractual in nature, and the customer expressly waives any extra-contractual claim against AQUA HUB GROUP and its agents in connection with the performance of the agreement, as permitted by article 6.6 of the Civil Code (B.W.).

In any event, the liability of AQUA HUB GROUP is limited to compensation for foreseeable, direct and personal damage. AQUA HUB GROUP can under no circumstances be held liable for indirect or consequential damage, including but not limited to loss of profit, financial or commercial losses, loss of production, business interruption, loss of or damage to data, loss of contracts, disruption of planning or production processes.

The total liability of AQUA HUB GROUP, regardless of the legal basis (contractual or extra-contractual), is limited to the amount actually paid out by the insurance it has taken out. If, for whatever reason, no insurance cover is granted, any liability shall be limited to the amount of the agreement to which the liability relates.

Any liability for late delivery is in any event limited to a maximum of 5% of the agreed fee.

These limitations of liability also apply for the benefit of the employees, agents and subcontractors of AQUA HUB GROUP, who may invoke them directly in accordance with article 6.3 of the Civil Code (B.W.).

17. For consumers (B2C), a statutory warranty of 2 years applies, calculated from delivery, unless a different warranty period is expressly provided for in the quote or agreement.

For professional customers (B2B), the warranty is 1 year from delivery.

The warranty covers only manufacturing and material defects and does not cover: normal wear and tear, incorrect or improper use, lack of maintenance, damage caused by external factors (such as water pressure, limescale deposits outside normal parameters or electrical faults).

Appliances that were not installed by or on behalf of AQUA HUB GROUP are expressly excluded from any warranty. The warranty lapses in the event of modification or repair by third parties without the prior written consent of AQUA HUB GROUP.

18. The customer may not withhold payments or parts of payments from AQUA HUB GROUP by way of security.

19. All invoices of AQUA HUB GROUP are payable to AQUA HUB GROUP, net without discount, no later than the due date stated on the invoices. If, at the customer's request, the invoice is made out in the name of a third party, the purchaser/customer shall at all times remain jointly and severally liable towards AQUA HUB GROUP.

20. In the event of late payment, the following procedure shall be followed: (a) if the customer is a consumer: in the event of full or partial late payment, a free-of-charge notice of default, which serves as a first reminder, shall be sent to the customer for payment of the outstanding balance. If no payment is made within 15 calendar days following the date on which this first reminder was sent to the customer, the outstanding balance shall be increased by default interest of 10% per year calculated from the day following the date on which the first reminder was sent. In addition, in the event of full or partial late payment, AQUA HUB GROUP shall be entitled to a fixed compensation, which shall be due from the 15th day following the date on which the first payment reminder was sent if no payment is made within that period. The fixed compensation is calculated as follows: −€20.00 if the balance due is less than or equal to €150.00; −€30.00 plus 10% of the amount due on the portion between €150.01 and €500.00; −€65.00 plus 5% of the amount due on the portion above €500.00, with a maximum of €2,000.00, if the balance due is higher than €500.00. This fixed damages clause applies without prejudice to the right to compensation for legal costs and collection costs arising from the late payment.

(b) If the customer is a business: in the event of late payment, default interest of 12% per year shall be due on the outstanding balance by operation of law and without prior notice of default, and the outstanding balance shall be increased by operation of law and without prior notice of default by 15%, with a minimum of EUR 350.00, by way of fixed damages, without prejudice to the right to compensation for legal costs and collection costs arising from the late payment. For both consumers and businesses, in addition to the default interest and fixed compensation, AQUA HUB GROUP shall be entitled to reimbursement of all legal costs and collection costs arising from late payments. These costs shall be charged in accordance with the statutory provisions.

21. In the event of late payment of the amounts owed by the customer, AQUA HUB GROUP reserves the right vis-à-vis the customer either to suspend its further obligations, in whole or for the part still to be performed, under all or certain agreements still in progress with the customer until full payment of the amounts still outstanding, at the customer's risk, or to consider all or certain agreements still in progress with the customer as dissolved by operation of law, plus compensation as stipulated in article 8 (a) of these general terms of sale. In the event of late payment of an invoice, in the event of concurrence of the customer's creditors and when the customer is the subject of insolvency or dissolution proceedings, all outstanding invoices shall become immediately due and payable.

22. In the case of an agreement concluded at a distance or off-premises within the meaning of Book VI of the Code of Economic Law (WER), the customer acting as a consumer has the right to withdraw from the sales agreement without giving any reason within a period of 15 calendar days.

The withdrawal period expires 15 calendar days after the day on which the customer, or a third party designated by the customer other than the carrier, takes physical possession of the goods.

The right of withdrawal does not apply to goods manufactured by AQUA HUB GROUP in accordance with the specific instructions or custom requirements of the customer, as referred to in article VI.53, 3° WER.

To exercise the right of withdrawal, the customer must inform AQUA HUB GROUP unambiguously and in writing of its decision to withdraw from the agreement. For this purpose, the customer may use the model withdrawal form, which is provided upon delivery of the goods and is also available on the website of the FPS Economy.

The customer must return the goods, together with all accessories supplied (including documentation, warranty certificates and packaging material), without delay and no later than 15 calendar days after notification of the withdrawal, at its own expense, to the registered office of AQUA HUB GROUP, unless AQUA HUB GROUP instructs otherwise.

AQUA HUB GROUP shall refund all payments received from the customer in respect of the returned goods, including the standard delivery costs, within 15 calendar days of the day on which it was informed of the decision to withdraw. AQUA HUB GROUP reserves the right to withhold the refund until the goods have actually been received and inspected, or until the customer has provided proof that it has returned the goods, whichever is earlier. The customer may only handle and use the goods to the extent necessary to establish their nature, characteristics and functioning. The customer is liable for any diminished value of the goods resulting from use beyond what is necessary for this assessment. Installation, connection or actual use of the appliance may give rise to such diminished value. AQUA HUB GROUP is entitled to set off this diminished value against the amount to be refunded.

If the customer has expressly requested that the installation or other services by AQUA HUB GROUP commence during the withdrawal period and the customer subsequently exercises its right of withdrawal, the customer shall be obliged to pay a proportionate amount for the services already performed, in accordance with article VI.51, §4 WER.

23. The goods delivered by AQUA HUB GROUP shall remain the property of AQUA HUB GROUP until the customer has fulfilled all its payment obligations towards AQUA HUB GROUP, including those arising from other transactions. The customer acknowledges that this retention of title clause was brought to its attention and accepted by it prior to the delivery of the goods. As security for payment of all amounts owed by the customer to AQUA HUB GROUP, on whatever basis, the customer pledges in favour of AQUA HUB GROUP all present and future claims against third parties, on whatever grounds, as well as the goods delivered under the invoice that remains unpaid and under subsequent invoices, and the goods owned by the customer immediately prior to any concurrence of the customer's creditors. AQUA HUB GROUP is entitled to exercise a right of retention over goods of the customer until payment of its invoices, even if it receives those goods in the performance of other assignments.

24. AQUA HUB GROUP processes the customer's personal data exclusively in accordance with the applicable regulations, including the General Data Protection Regulation (EU) 2016/679.

Personal data is processed for purposes such as customer management, performance of the agreement, invoicing, after-sales service and compliance with legal obligations.

The customer has the right to access, rectify, erase and restrict the processing of its personal data, as well as the right to object to certain processing, in accordance with the statutory conditions.

More information on the processing of personal data can be found in the privacy statement of AQUA HUB GROUP, available on its website or upon simple request.

25. Every transaction, under whatever agreement, between AQUA HUB GROUP and the customer takes place within the framework of an overall business relationship between the two. All transactions between AQUA HUB GROUP and the customer are therefore interconnected. Consequently, AQUA HUB GROUP shall at all times have the right, even after bankruptcy or any other cause of concurrence, to set off all mutual claims and debts against each other in the manner and to the extent it chooses.

26. Any invalidity of a clause or part thereof shall leave the other clauses/parts fully intact.

27. All agreements to which these general terms of sale apply shall be governed exclusively by Belgian law.

For professional customers (B2B), the Enterprise Court of Ghent, Kortrijk division, shall have exclusive jurisdiction to hear any dispute arising from or relating to the agreement.

For consumers (B2C), the competent courts are those designated in accordance with the mandatory statutory provisions, without prejudice to the consumer's right to bring a claim before the court of their place of residence.