General Terms and Conditions

General terms and conditions for the sale of products offered by DeFelt sp. z o.o. are hereby
established. These terms and conditions are intended to provide the best possible service by DeFelt sp.
z o.o. and to regulate all issues related to concluded commercial transactions, the subject of which are
design services and sales of products.

I. DEFINITIONS, SCOPE OF APPLICATION

1. For the purpose of General Sale Terms and Conditions, the following expressions are given the following
   meaning:
   a) GTC – general terms and conditions for the sale of products offered by DeFelt sp. z o.o,
   b) Seller or DeFelt – DeFelt sp. z o.o. with its registered office in Wrocław, entered into the register of
   entrepreneurs kept by the Regional Court for Wrocław-Fabryczna in Wrocław, 6th Commercial
   Division of the National Court Register under KRS number: 0001102704, NIP: 8943235100.
   c) Customer or Buyer an entity purchasing or seeking to purchase Products from DeFelt on the basis
   of an order or sales contract, not being a consumer;
   d) Price list – prepared by DeFelt and valid price lists or other documents containing information
   about DeFelt’s commercial offer and prices, or lists of Products with prices;
   e) Products – materials available for purchase from DeFelt, with the exception of any machinery,
   equipment and consumables relating to machinery and equipment;
   f) Sales contract – contract of sale, delivery or contract for work within the meaning of the Civil Code
   and other laws in force in Poland, as well as contract for paid provision of services to which the
   provisions of the Civil Code concerning commission apply, and any other contract under which
   DeFelt provides any services against payment or transfers ownership or rights to use the Products.
2. This GTC shall apply to all Contracts for the Sale of Products concluded or to be concluded between DeFelt
   and the Buyer in Defelt-Felt segment, concluded outside the https://defelt.com/ website. For Contracts
   concluded through https://defelt.com/, the Service Regulations shall apply.
3. In all matters related to the General Terms and Conditions, you can contact the Seller via:
   a) correspondence address: ul. Rakietowa 35, 54-615 Wrocław
   b) e-mail address: claim@defelt.com
4. The application of any general terms and conditions of the Buyer is excluded.
5. These GTCs shall be deemed to have been accepted without any objections by the Buyer, even if the Buyer
   has previously raised objections to any of the provisions of the GTCs, if the Buyer has taken delivery of the
   Products.
6. The GTCs shall be made available to Buyers in writing at DeFelt’s sales headquarters and at
   https://defelt.com/
7. Acceptance of the GTC by the Buyer in, inter alia, an order, an application for trade credit, in a sales contract
   or in any other way, shall be deemed acceptance of these terms and conditions for subsequent orders, sales
   contracts, concluded by the Buyer with DeFelt, unless otherwise stipulated by the parties.

II. ORDER

The order shall consist of the following elements:
a) Name of the company, exact address, number and place of registration to the register of entrepreneurs,;
b) Tax identification number (NIP);
c) Reference to the offer, if any;
d) The size of the order (specify the minimum and maximum, if any);
e) Types of products ordered with reference to the trade name or sample provided;
f) Description of the physical characteristics of the products, e.g. dimension, weight, colour, etc.;
g) Dates, place and conditions of product delivery;
h) If the place of delivery of the product is not the registered office of the Buyer, the order should include a
statement that the Receiver of the product is authorized by the Buyer to represent him, both in terms of
rights and obligations arising from this action, including in particular liability for the product received;
i) Information that the Buyer is familiar with the GTC;
j) Signature of the person authorized to represent the Buyer.

III. THE PROCEDURE OF ORDER PLACEMENT

1. Orders may be placed in one of the following ways:
   a) By phone;
   b) In writing;
   c) By e-mail,
   d) Through an online store.
2. An order placed by phone or e-mail shall be binding on the parties from the moment DeFelt, by e-mail or in
   writing, has confirmed its admission for processing.
3. The Buyer is fully responsible for any errors made in the content of the order.
4. Placing an order means that the Buyer is acquainted with the GTC and the terms of use for the use and
   application of the products offered by DeFelt, placed in the GTC and on the website https://defelt.com/.
5. DeFelt reserves the right to carry out an assessment of the Customer’s creditworthiness or to require
   additional payment security before processing the order or continuing production.

IV. PRODUCT SALE CONDITIONS

1. The measurements of the Products are given in millimeters (mm).
2. A Product is considered to comply with the order if its measurements are within the specified tolerances.
   All Products are manufactured within the specified dimensional tolerances. Unless otherwise specified, it
   should be assumed that the tolerances for a Product are dependent on the manufacturer, the industry to
   which they are directed, the specific mix of Products, or the standards adopted by Defelt as set forth in
   the Technical Specification Sheet or Catalogues. DeFelt ensures that tolerances guarantee the
   functionality and aesthetics of the Product.
3. The standards of finish, quality and appearance of DeFelt Products, unless otherwise specified in the
   contract or in writing, shall conform to the quality standards adopted by DeFelt, as specified in the
   Technical Catalogs.
4. The Customer acknowledges that PET felt, used as the main material in production, presents natural color
   and structural variations. These variations are due to the characteristics of the material and the
   production process and may be visible between different batches of material.
5. Placing an order means that the Customer accepts the possibility of minor color and structural
   differences, which cannot constitute grounds for a complaint about the Product. The Seller is not
   responsible for differences in colour, shade or structure of the material that may occur between different
   Products, especially between different production batches. Such differences are considered natural and do
   not affect the overall quality or functionality of the Product..
6. In order to ensure maximum conformity of color expectations, the Seller recommends selecting the color
   of the Product directly from the sample book and not from images displayed on a computer screen or
   other device, which allows to avoid discrepancies between the perception of the color on the screen and
   the actual shade of the material.
7. The Customer accepts that the graphic files displayed on the computer screen may differ from the final
   appearance of the Product due to differences in monitor calibration, lighting and the specifics of the UV
   printing process. These differences may include color tones, saturation and detail. The Seller recommends
   testing, mockups before starting the project. The prototype serves as a physical verification of the design,
   colors, allowing for possible corrections. Implementation of the prototype requires a separate contract for
   individual order.
8. The Seller assures that the Products are designed and manufactured to meet high quality and aesthetic
   standards, however, they may be subject to restrictions under local fire and building regulations that
   govern their use in specific locations and applications.
9. Customer assumes full responsibility for ensuring that purchased Products are used in accordance with
   applicable fire and building codes. This includes responsibility for checking and complying with all fire
   safety requirements, material classifications, installation restrictions and other site-specific regulations for
   the Products.
10. As regulations may vary considerably from region to region, the Buyer is obliged to consult with local
    building authorities or other relevant institutions to ensure that the Products purchased meet all
    requirements.
11. The Seller undertakes to provide Customers with all available information on the fire classification and
    other technical characteristics of the Products that may be required to meet local regulations. However,
    the decision on the use of the Product in a given location and the method of its installation rests with the
    Buyer. The Seller shall not be liable for any damage or loss resulting from the Customer’s failure to
    comply with local fire and building regulations.
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12. The Seller reserves the right to reject/cancel an order in the event that:
    a) the Products selected by the Customer are unavailable or their delivery time will be longer than
    indicated on the Site when placing the order,
    b) there are other obstacles, beyond the Seller’s control, preventing proper execution of the Sales
    Agreement, in accordance with the Customer’s order,
    c) the data provided by the Customer is incomplete or incorrect, or the Seller has a reasonable
    suspicion that they are not authentic, which prevents the proper execution of the Sales
    Agreement.

V. CUSTOMIZED ORDERS

1. The terms and conditions of cooperation (including prices, completion dates and payment terms) may be
   determined on the basis of individual valuation, taking into account the specifics and needs of the
   Customer.
2. The Buyer is obliged to provide the Seller with full technical documentation necessary for the valuation
   and implementation of the project. The documentation should include all required specifications,
   drawings, color guidelines, materials and other relevant information needed for the precise execution of
   the order.
3. Prior to the start of production, the Seller shall review the documentation to ensure that it is complete
   and sufficiently detailed. The Seller will submit any comments or needs for additions to the
   documentation within a specified period of time. The Customer will approve the final version of the
   documentation. Once the documentation is approved by the Customer, the Seller will proceed with the
   order.
4. The Customer is obliged to carefully consider all details of the order before placing it. Once the order has
   been confirmed by DeFelt and implementation has begun, the Customer cannot withdraw from the
   contract without incurring the costs associated with the start of production.
5. DeFelt does not make changes to the design documentation approved by the Customer. Any changes to
   the project after approval of the documentation are possible only by mutual agreement, which may
   involve additional costs and affect the date of realization of the order. Information on changes should be
   made in writing and sent to DeFelt by e-mail to: contact@defelt.com
6. If the Customer provides its own specifications, DeFelt shall make every effort to ensure that the Products
   meet these requirements. However, the responsibility for design and installation rests with the Customer.
   The Customer is fully responsible for any errors, inaccuracies or omissions in the documentation provided.
   The Seller shall not be responsible for any discrepancies in the final Product resulting from incomplete or
   incorrect information contained in the design documentation.
7. The Seller recommends prototyping for all customized projects. Prototyping is a key stage of design
   approval due to the possibility of differences between the technical drawing and the actual look and feel of
   the Product. The purpose of the prototype is to allow the evaluation of aesthetics, dimensions,
   functionality and overall quality of manufacture before production begins.
8. Ordering a prototype requires a formal order. Production of the prototype begins upon approval of the
   cost estimate and payment of the prototyping fee. The cost of making each prototype is priced
   individually, depending on the complexity of the project, the materials used and the required production
   processes. The customer will be informed of the cost of the prototype before production begins. The
   Customer’s approval of the prototype is equivalent to acceptance of the design, which means that any
   further changes may incur additional costs and require a new prototype order.
9. The customer bears full responsibility for the decision to refrain from making a prototype. In the event
   that the prototype is not made, DeFelt is not responsible for any differences between the Customer’s
   expectations and the final Product.
10. DeFelt is not responsible for verifying intellectual property rights or other rights related to documentation,
    designs or specifications provided by the Customer. The Customer shall be fully responsible for ensuring
    that the materials provided to DeFelt, including designs, drawings and specifications, do not infringe
    copyright, intellectual property rights or other rights of third parties. The Customer agrees to indemnify
    DeFelt in the event of claims by third parties related to infringement of these rights.
11. By submitting designs, documentation or specifications, the Customer grants DeFelt permission to use
    them solely for the purpose of fulfilling the order. Any other use of these materials requires a separate
    agreement between the parties.
12. DeFelt agrees to maintain the confidentiality of the submitted materials and to use them only to the
    extent necessary for the execution of the order. These materials will not be made available to third parties
    without the express consent of the Customer, except as required by the production process or by law.
13. In the event that DeFelt is informed of possible infringement of third-party rights by materials provided by
    the Customer, DeFelt reserves the right to suspend the execution of the order until the situation is
    clarified. Such withholding does not relieve the Customer from the obligation to pay full payment for the
    execution of the order. If the Customer is unable to resolve the infringement of third-party rights in a
    manner that allows the order to continue, DeFelt has the right to retain any payments made to cover
    costs incurred up to the time the project was halted.

VI. DELIVERY

1. Terms
   1. Delivery of the Products shall be made within the period indicated in the order confirmation or individually
      agreed between the parties. All delivery dates indicated by the Seller, are expressed in working days. If
      the delivery date is not explicitly specified in the order confirmation made by DeFelt, it means that the
      date is treated by the parties as approximate.
   2. Delivery will be carried out by courier or by other means agreed upon by the Parties. The Seller does not
      carry out independent deliveries, and the choice of courier or transport company is made taking into
      account the best offer in terms of cost and delivery time.
   3. It is recommended that the transportation of raw felt panels be done in a flat position (for detailed
      instructions, please refer to the file DeFelt PET Acoustic Panel Installation Guide, available on the
      website). Transportation of furniture, accessories, lamps, etc. made of panels requires individual
      arrangements.
   4. The Customer is obliged to check the parcel with the ordered Products at the time of receipt, preferably in
      the presence of the courier. In particular, the Buyer is advised to check the completeness of the delivery
      and whether the packaging of the Products or the parcel contains no visible damage. If any deficiencies or
      damages are found, the Customer has the right to request the supplier’s representative to write a
      protocol confirming these circumstances. The protocol drawn up by the supplier’s representative will
      facilitate and speed up the possible process of claiming the Products.
   5. Any complaints about damage caused in transit must be reported by the Customer to the Seller within 7
      days from the date of receipt of the shipment. Failure to comply with this obligation may result in
      rejection of the complaint.
2. Delivery inability (definitive, temporary or partial)
   1. If it is not possible to deliver the Products to the address provided by the Customer, the Seller will contact
      the Customer to arrange new delivery terms. If delivery was not possible through the fault of the Buyer,
      including as a result of incorrect address data, the Seller reserves the right to reship the Products, after
      the Buyer has again paid the shipping costs.
   2. The Seller shall not be liable for delays or failures in the execution of the order or other obligations arising
      from the GTC, which are due to force majeure or other causes beyond the control of the Seller, in
      particular, such as: actions of government bodies, riots, wars, acts of vandalism, strikes, delays in
      transportation, difficulties with the availability of materials, equipment failures, power outages, fires,
      floods or other natural disasters.
   3. The Seller undertakes to inform the Customer of any known delays in delivery as soon as possible via
      e-mail and by phone, and to take action to minimize delays and their consequences. The Seller shall not
      be obliged to pay compensation for damages resulting from delays in delivery, unless this is due to its
      fault.
   4. In the event of delays or shortages in deliveries, the Seller reserves the right to distribute available
      Products among Customers in the manner it considers most appropriate, without being responsible for the
      resulting changes in the performance of individual orders. In such a situation, the Customer has the right
      to cancel the order within 3 days of receiving the information.
   5. The Customer will be notified of the actions taken by DeFelt in connection with the postponement or
      suspension of delivery, including the reasons for such action and the requirements necessary for
      resumption of order processing.
   6. If the period of delay exceeds 30 days, either party shall have the right to withdraw from the contract in
      writing. In such a situation, the withdrawing party is not entitled to claim any compensation unless the
      delay was caused by reasons attributable to the Buyer. If the contract involved the release of the
      product in parts, any withdrawal from the contract shall apply only to the delayed part of the
      performance, and not to the performance scheduled for a later or earlier date.
   7. The Seller shall be liable for damages only up to the value of the Product including transportation.
3. Storage of Products
   1. In the event that DeFelt is ready to ship and the Customer’s requests a postponement of delivery of the
      Products beyond the planned shipping date, or when the shipment returns to Defelt, the Seller may
      transfer the Products to the warehouse at the Customer’s expense and risk. Transferring the Products to
      the warehouse at the Customer’s request will be considered a completed delivery.
   2. All costs related to storage of the Products, including storage fees, insurance and any additional costs,
      including re-shipment costs, are borne by the Customer. Before transferring the Products to the
      warehouse, the Seller is obliged to inform the Customer of the expected storage costs.
   3. After transferring the Products to the warehouse, the risk of loss or damage to the Products passes to the
      Customer. The Seller undertakes to ensure appropriate storage conditions in accordance with the nature
      and requirements of the Products, but reserves the right to charge the Customer for the costs associated
      with such storage.
   4. The Seller and the Customer will establish a maximum storage period, no longer than 14 days.
   5. After the expiry of this period and after all costs have been settled, the Seller will take action to deliver
      the Products to the Customer.
   6. In the event of failure to settle the costs and failure to collect the ordered Products by the Customer, the
      Seller may take appropriate steps, including withdrawal from the contract, sale of the Products at the
      Customer’s expense and risk, in order to cover the costs referred to in sec. 2 above, or its disposal, with
      prior notification to the Customer of the planned actions.
4. Postponement or suspension of delivery
   1. In the event that the Customer is in arrears in payment of any amount due to DeFelt, or the Customer’s
      financial condition becomes unsatisfactory from DeFelt’s perspective, the Seller shall have the right, at its
      sole discretion and upon prior notice to the Customer, to postpone or suspend the shipment of any
      Products until the outstanding amounts due are paid in full.
   2. Completion of the order shall resume immediately upon payment by the Buyer of all outstanding
      payments, together with any additional costs that may result from late payment, including late payment
      interest, storage costs for retained Products, and other charges related to the maintenance of the order.
      The Seller shall take all necessary steps to ensure the continuation of production and delivery as soon as
      possible after receipt of full payment.
   3. In such case, DeFelt shall be entitled to invoice the order and demand payment of the full amount due for
      the Products, regardless of the physical delivery of the Products to the location designated by the
      Customer.

VII. DISTRIBUTION OF THE BURDEN OF RISK

1. The transfer to the Buyer of the benefits and burdens of the purchased product and the danger of
   accidental loss of or damage to the product shall occur upon transfer of the Product to the courier under
   the terms of INCOTERMS 2020 Ex Works (EXW). DeFelt shall not be liable for damages caused during
   transportation or unloading of the product at the Buyer’s premises.
2. These activities are intended to establish the principles and scope of possible liability of the carrier. Failure
   by the Buyer to comply with the above obligations will result in:
   a) expiration of the Buyer’s rights under the guarantee – in the case of damage to the Product,
   b) DeFelt’s right to amend the concluded agreement in the part concerning the designation of its
   subject and price – in case of differences between the delivered product or its quantity and the
   one which was entered in the bill of lading or specification.
3. If Defelt allows the Buyer to pick up the product with his own transport, the transfer to the Buyer of the
   benefits and burdens of the purchased product and the danger of accidental loss of or damage to the
   product shall take place from the moment the product is handed over to him from DeFelt’s warehouse,
   under the terms of INCOTERMS 2020 Ex Works (EXW). The person collecting the product on behalf of the
   Buyer shall be treated as authorized to represent the Buyer in this regard. The Buyer is obliged to inform
   DeFelt in advance in writing or by e-mail, specifying the entity authorized to receive a specific order on
   behalf of the Buyer.
4. The Buyer is obliged to control and confirm with his signature the compliance of the product with the
   order in terms of quantity and quality. All discrepancies shall be noted by the Buyer on the delivery
   document.

VIII. PAYMENT TERMS

1. PRICE
   1. The price of a product is based on the price list (price statement) or other document containing
      information about DeFelt’s commercial offer. However, these documents are only an invitation to place
      an order and are not binding for the parties.
   2. The price of each customized product is determined individually. Detailed terms of payment, including
      deadlines and forms of payment, are specified in the order confirmation.
   3. All Product prices are gross prices and already include VAT. There is a possibility for providing a price
      divided into 2 elements – net price and value or method of calculating VAT..
   4. The prices are specified in EUR. For orders in Poland, the price will be converted to PLN according to the
      selling rate of the currency by the National Bank of Poland on the day preceding the date of the invoice. If
      there was no other arrangement between the parties, the product shall be invoiced at the prices
      applicable on the day of issuance of the VAT invoice.
   5. DeFelt has the right to unilaterally change the prices on the basis of the concluded Sales Contracts in the
      event of changes in currency exchange rates greater than 3% or changes in the amount of taxes or duties
      on the Products subject to these contracts.
   6. Prices do not include costs of delivery, insurance and any further costs associated with the sale (unless
      otherwise stated in the description of the Product), which are provided to the Customer when placing an
      order and may depend on the size, weight of the shipment and distance to the place of delivery. For sales
      outside the EU market, additional costs and fees may also arise after the order is placed. All the
      aforementioned costs and fees shall be borne by the Customer, unless otherwise agreed upon individually.
   7. The Seller may condition the execution of an individual order on the advance payment by the Customer.
      In this case, the payment of an advance by the Customer is a necessary requirement for confirmation of
      the order execution date. The amount of the advance payment and the deadline for its payment are
      specified in the order confirmation. Failure to pay the advance payment by the specified date may result
      in a delay in the execution of the order or its cancellation on the part of the Seller. The Seller undertakes
      to confirm receiving the advance payment from the Customer within 3 working days from the date of
      payment. This confirmation is considered as acceptance of the order for execution and setting the final
      delivery date. The remaining amount due, after deducting the advance payment, is payable in accordance
      with the terms and conditions specified in the order confirmation, most often at the time of shipping the
      product to the Customer or collecting it.
2. PAYMENT TERM
   1. The payment term for the product is counted from the date of invoice issue. DeFelt will place the payment
      date agreed between the parties on the invoice (bill) each time. DeFelt reserves the right to adjust the
      credit period to the Buyer’s situation. It also has the right to make the execution of the order dependent
      on the provision of a payment guarantee or making an advance payment for the ordered product. If the
      parties agree on payment terms for the product in instalments, the delay in payment of any of the
      instalments automatically results in the immediate maturity of the remaining amount.
   2. The first three purchases for a given Buyer are 100% prepaid. The Buyer may submit an application for
      trade credit to the Seller as part of the ”DeFelt credit application”. The credit limit is set individually for
      each Buyer by the Sellers’ finance department. Granting trade credit allows orders to be fulfilled up to the
      amount of the granted limit.
   3. If advance payments for previous orders are made on time and unless the parties have not agreed
      otherwise, after the third purchase, the Buyer shall make payment for the ordered Product by bank
      transfer within a maximum of 7 days. The payment is deemed to have been made when the funds are
      credited to the Seller’s bank account.
   4. The Seller will begin the procedure of ordering and delivering the Products after receiving full payment of
      the sales price along with all costs.
3. DELAY IN PAYMENT DATE
   1. If the amount due from the invoice has not been settled within the specified time, DeFelt shall have the
      right to demand:
      a) payment of statutory interest for the delay,
      b) immediate payment of remaining invoices with later payment dates,
      c) payment of the price by the Buyer before the date of delivery of the Product resulting from other
      orders already accepted for execution.
   2. DeFelt shall have the right to transfer its receivables to third parties..
   3. In such a case, the Seller shall have the right to cancel the order placed by the Customer in whole or in part
      and the agreement shall cease to be binding. If the delay is the result of technical problems, each case shall
      be considered individually.
4. RETENTION OF OWNERSHIP OF THE SOLD PRODUCT
   1. DeFelt reserves ownership of the issued product until the Buyer has paid the price in full. This
      retention shall not modify in any way the principles of risk distribution.
   2. In order to enable identification of the product, the Buyer agrees not to remove the distinctive
      markings of the product prior to full payment of the price. Resale or any transformation of the
      product to which the retention applies is prohibited.
   3. In the event that the Buyer sells, transforms or refuses to release the product to which the retention
      applies to DeFelt, Defelt may charge the Buyer with a contractual penalty in the amount of 200% of
      the product value.

IX. PRODUCT USE IN THE DEFELT – FELT SEGMENT

1. The Customer shall follow the following rules for the use of the Products:
   a) temperature range: -20°C to +65°C.
   b) avoid direct contact with large amounts of water.
   c) protect the Products from direct sunlight.
   d) pay attention to the possibility of damage to felt surfaces by other products, such as chairs placed
   too close, causing abrasion or deformation of the material. Mechanical damage to felt surfaces is not
   considered a product defect.
   e) PET felt products are designed to be placed on walls and ceilings, do not walk on them.
2. The Customer shall carry out cleaning and maintenance of the Product with chemicals recommended by
   DeFelt and according to the instructions on the website under Resources DeFelt Acoustic Panel Cleaning
   Guide.
3. The Customer is obliged to comply with the Technical specifications of the Product developed by DeFelt

X. PRODUCT COMPLAINTS (GUARANTEE)

1. The Seller, to the extent permitted by the applicable regulations, shall exclude the statutory
   warranty (pl. rękojmia) for any Contract where the Customer is an entity other than a
   Consumer.
2. For Customers other than Consumers, the Seller shall provide a guarantee (pl. gwarancja) for the
   Products under the terms and conditions set forth in the document entitled “Guarantee Conditions”
   attached to the GTC.

XI. FINAL PROVISIONS

1. By accepting this GTC, the Buyer consents to the processing of his personal data by DeFelt and entities
   acting on its behalf at home and abroad, in connection with the performance of product sales contracts.
   The information clause is attached to the GTC.
2. DeFelt reserves the right to make changes to the GTC. Amendments to the provisions shall become
   binding upon the other Party at the time they are delivered to it in the manner customary between the
   Parties in their business relations, so that it may become acquainted with them, i.e. by posting them on
   the website https://defelt.com/.
3. All time limits provided for in the GTC and sales contracts shall be reserved in favor of DeFelt.
4. If some provisions of the GTC are invalid due to the introduction of different statutory regulations, the
   remaining provisions shall not lose their validity.
5. All services provided by the Seller are subject to the provisions of Polish law.
6. Disputes arising from the implementation of sales contracts with Customers, who are not Consumers,
   shall be resolved under Polish law, by the courts of Polish jurisdiction, with jurisdiction over the registered
   office of the Seller.

Guarantee conditions

I. GENERAL CONDITIONS

1. DeFelt Sp. z o.o. guarantees the proper operation of PET felt Products for 12 months from the date of
   issue of the sales invoice.
2. The Product guarantee is provided for each Agreement in which the Customer is an entity other than the
   Consumer. By making a purchase, the Customer accepts the provisions of the guarantee.
3. The Product guarantee is provided only for Products that have been fully paid for by the Customer.
4. The guarantee is valid in the territory of the Republic of Poland or in the Customer’s country in the EU.

II. SUBJECT OF THE GUARANTEE

1. The guarantee covers manufacturing defects of PET felt Products, including defects in materials and
   workmanship, detected before assembly. In the case of glued Products, the guarantee covers ungluing,
   unless it was caused by improper use, assembly not in accordance with the instructions, external forces
   or other factors not related to manufacturing defects.
2. In order for a guarantee claim to be accepted, overt defects must be detected and reported before the
   Product is assembled or processed. After starting to process the Product, the provisions of point IV.4
   below apply. The guaranty does not cover Products that have been cut, partially mounted or modified by
   the Customer or processed in a manner inconsistent with the Technical specifications developed by
   DeFelt.
3. Products covered by special sales campaigns, including in particular sales, are not subject to complaint.

III. SUBMISSION OF CLAIMS

1. Complaints may be submitted via e-mail sent to: claim@defelt.com, or in writing to the Seller’s address
   specified in the Service Regulations.
2. The Customer in the complaint application should specify the Product which is the subject of the
   complaint, prove that it was purchased from the Seller (e.g. receipt, invoice, proof of payment or a copy
   of the order confirmed by the Seller) and describe the Product defect found.
3. For faster recognition of the complaint, the Seller recommends that each application include:
   a) the full name and model of the Product under complaint,
   b) a photo of the sticker, label or other individual marking of the Product placed on the Product by
   DeFelt,
   c) a number of the order,
   d) a copy of the proof of purchase (receipt or invoice) or a copy of the proof of payment for the order,
   e) a detailed description of the defect,
   f) an indication of the date on which the Product defect was identified,
   g) photos and/or a video showing the defect.
4. The Customer shall carefully inspect the Products upon delivery and to follow the complaints procedure
   set out below.
5. Upon delivery of the Product, the Customer is obliged to check its conformity with the order and
   completeness of delivery within 7 days. During this period, the Customer should carefully check whether
   the Products received correspond to the order specifications, whether they have no overt physical defects,
   as well as whether the order is complete, and report to the Seller any discrepancies, order deficiencies or
   Product defects found. After the expiration of this period, the Customer shall be considered to have
   accepted the Product without reservation, and the Seller shall be released from liability for any
   discrepancies, deficiencies or defects that were not reported within the required period.
6. If the Product has overt defects, i.e. defects and errors detectable by external visual inspection, the
   Customer has the right to address a complaint to DeFelt only within 7 days after receipt. The above
   entitlement does not apply to defects in the Product caused by improper transportation, which should be
   reported immediately, in accordance with Chapter VI sec. 1 of the GTC.
7. If the Product has hidden defects that become apparent during material processing, the Customer has the
   right to submit a complaint to DeFelt only within 7 days of their discovery.
8. If the Customer fails to make a claim in the manner and within the time limits specified above, guarantee
   rights shall lapse.
9. If the Product has overt defects, the Product shall be returned in its original packaging. If the Product has
   hidden defects, the Product should be returned with a label. Each time the Product should be returned by
   the Customer in a condition that allows for its transportation. Incomplete claims will not be considered.
10. DeFelt shall confirm a complete complaint notification within 7 days of receipt.
11. The Seller shall resolve guarantee complaints within 30 days from its submission or delivery in accordance
    with sec. 3.

IV. PROCEDURE FOR COMPLAINTS PROCESSING

1. DeFelt is liable on general terms, subject to the rules set out in these GTC. The guarantee covers only the
   cost of replacing the Product and does not cover the costs of assembly, disassembly, transport or
   reinstallation. DeFelt is not liable for the costs of work, repairs or damage resulting from the use of the
   Product.
2. In the event that the request to replace the defective product with a product free from defects is
   accepted, DeFelt undertakes to replace it as soon as possible, considering time resulting from the
   production capabilities of DeFelt and other obligations imposed on it.
3. The Customer shall bear full responsibility for the decision to assemble, use or utilize the Product before
   carefully checking for conformity with the order and determining its completeness and absence of defects.
   In case of non-conformity, deficiencies or defects, the Customer shall immediately, in accordance with the
   agreed time limit, report these issues to the Seller without taking any action that could change the
   condition of the Product. The Customer should refrain from installing, using or making any use of the
   Products that are the subject of the complaint until the Seller has resolved the matter. Using or changing
   the condition of the Products may affect the complaint process.
4. If during the production test of the purchased product it turns out that it contains defects, the Customer
   is obliged to immediately stop production. Usage of more than 10% of the purchased product is equal to
   acceptance of its quality, and thus to the expiration of all rights resulting from the guarantee for defects.
   The defective product used during the production test should be secured by the Customer. In addition, the
   Customer should, while maintaining the above condition, allow DeFelt, at his request, to examine on site
   the behaviour of the product in the production process and the conditions in which it was used in
   production.
5. Assessment of the validity of the complaint may require additional steps (e.g. to carry out an expert
   opinion, an expert assessment or to consult DeFelt quality control department). The Seller reserves the
   right not to accept a complaint if the information and materials provided by the Customer are insufficient
   to assess the validity of the complaint claims or the equipment has visible mechanical damage or traces of
   improper use. In such a case, the Seller shall immediately notify the Customer of the actions necessary to
   properly consider the complaint.
6. The Customer is obliged to install the Products according to the instructions on the website under DeFelt
   PET Acoustic Panel Installation Guide.
7. The grounds for refusal to accept a claim may be, in particular:
   a) damage resulting from installation contrary to the instructions and common practice.
   b) natural wear and tear of the material and dirt from use.
   c) mechanical damage resulting from the action of an external force not related to standard use.
   d) damage caused during transport and reloading by third parties.
   e) defects resulting from improper use, negligence or use of the product contrary to its intended
   purpose.
   f) differences in the shade of fabrics from different production series and differences in the shade of felt
   and fabrics in products successively purchased by the customer, made from different production
   series of materials.
   g) deformations and aesthetic changes caused by the natural aging process of the material.
   h) physical and aesthetic defects that are visible before the product is used.
   i) acts of vandalism or other treatment of the product contrary to its intended purpose.
   j) improper use of the product in poorly designed installations or furniture, leading to excessive wear of
   the product.
   k) processing, modification or alteration of the product.
   l) exposure of the product to direct sunlight or other light sources that may cause fading and moisture.
8. DeFelt does not accept any fees nor reimburse costs of repairs performed by third parties without prior
   written agreement with DeFelt. All repairs of the Products should be performed by authorized service
   centers or after consultation with DeFelt to ensure compliance with guarantee requirements and maintain
   a high standard of service.
9. DeFelt shall not be liable:
   a) for the lost profits of the Customer, third parties, or for any consequential or indirect damages;
   b) for the Customer’s failure to perform or improper performance of an obligation towards its contractor;
   c) for defects or improper functioning of installations, materials, machines, etc. with which the Product
   will be connected, of which it will become a part or with which it will cooperate, their improper
   operation, use or assembly, even if the Product was defective, but the Customer could have detected
   the defect before its processing, while exercising due diligence;
   d) for using the Product for a purpose other than the purpose for which it was manufactured;
   e) for damage caused to third parties by the Product manufactured on the basis of the documentation
   and according to the Customer’s instructions.
10. The Customer who decides to have the Product repaired by an unauthorized third party without prior
    agreement with DeFelt does so at his/her own risk. DeFelt does not guarantee the preservation of the
    properties of the Products after such repairs and this may affect further guarantee claims.
11. The storage period for replacement products (shelf life) is 12 months from the sale date.
12. DeFelt is not obliged to provide a replacement product for the duration of the complaint procedure.
13. During the period of DeFelt’s complaint review, the Customer shall not be entitled to withhold payment of
    any due amounts resulting from agreements concluded with DeFelt, including for the product subject to
    complaint, or for a product that was invoiced by DeFelt together with the product subject to complaint,
    but unlike the product subject to complaint, it does not contain any defects.
14. However, if the Customer withholds the aforementioned payments, DeFelt shall be entitled to withhold
    payment of the complaint claims until the Customer settles all outstanding amounts due to him and other
    obligations towards DeFelt, and the Customer will additionally be obliged to pay DeFelt double statutory
    interest for delay. The interest shall be due to DeFelt in full regardless of whether the complaint is
    accepted by it or not.
15. If the product subject to complaint is not available in DeFelt’s warehouse, it will be replaced after the
    delivery of new material. The Customer will be informed of the approximate date of complaint review.

Information clause

In accordance with Article 13 GDPR, we inform you that:

1. Personal Data Controller is DeFelt sp. z o.o. with its registered office in Wrocław, entered into the register of
   entrepreneurs kept by the Regional Court for Wrocław-Fabryczna in Wrocław, 6th Commercial Division of the
   National Court Register under KRS number: 0001102704, NIP: 8943235100, e-mail: contact@defelt.com,
   correspondence address: ul. Rakietowa 35, 54-615 Wrocław.
2. Your personal data shall be processed only for the following purposes: a) to conclude and perform a contract
   between the customer/contractor you represent and DeFelt – on the basis of Article 6(1)(b) of the GDPR
   (necessity to conclude and/or perform the contract); b) to communicate between the entity you represent and
   DeFelt, as well as persons involved in the performance of the contract – on the basis of Article 6(1)(b) of the
   GDPR (necessity to conclude and/or perform the contract); c) fulfillment of obligations related to the
   protection of personal data – on the basis of Article 6(1)(c) GDPR (legal obligation) and Article 6(1)(f) GDPR
   (legitimate interest of the Personal Data Controller); DeFelt’s legitimate interest is, for example. to have
   confirmation of the fulfillment of this information obligation to you; d) to establish, assert or defend against
   claims – on the basis of Art. 6 (1) lit. f GDPR (legitimate interest of the Personal Data Controller); DeFelt’s
   legitimate interest is to protect DeFelt’s property interest; e) archival and evidential purposes, for the purpose
   of securing information that can be used to prove facts – on the basis of Article 6(1)(f) GDPR (legitimate
   interest of the Personal Data Controller); DeFelt’s legitimate interest is to have information needed, for
   example, by state authorities; f) issuing an invoice and fulfilling other obligations under tax law – on the basis
   of Article 6(1)(c) GDPR (necessary for DeFelt to fulfill a legal obligation);
3. Provision of your data is: a) a condition for entering into and performing a contract – when we process your
   data for the purpose of entering into and performing a contract; b) a legal obligation when we process it
   based on the provisions of law; c) a condition for the realization of our legitimate interest if we process it
   based on our legitimate interest, without your data it will not be possible.
4. Your personal data will not be used for automated decision-making, including profiling.
5. Your personal data may be disclosed to our recipients such as entities cooperating with us, e.g. lawyers,
   courier company, Poczta Polska S.A., bank; IT support company; besides, we may be required by law to share
   your personal data with private and public entities.
6. Your personal data will not be transferred outside the EEA.
7. Your personal data will be stored: a) for the duration of the contract – with respect to personal data processed
   for the purpose of concluding and performing the contract; b) until they become outdated or no longer useful
   (unless you raise an effective objection beforehand) – with respect to data processed for archival or
   evidentiary purposes and for the purpose of demonstrating compliance with obligations under the GDPR, as
   well as for the purpose of fulfilling the legitimate interest of the Personal Data Controller; c) until the
   expiration of the statute of limitations – with respect to data processed for the purpose of establishing,
   asserting or defending claims; d) until effective withdrawal of consent – in the case of data processed on the
   basis of consent; e) 5 years counting from the end of the tax year in which the deadline for payment of tax for
   the previous year expired – with respect to data processed for the purpose of issuing an invoice and fulfilling
   other obligations under tax law;
8. You have the right to access, rectify, erase or restrict processing of your personal data, object to processing,
   as well as the right to data portability.
9. You have the right to lodge a complaint with the President of the Office for Personal Data Protection if you
   believe that your personal data is being processed illegally