GENERAL TERMS AND CONDITIONS OF PURCHASE

SCOPE OF APPLICATION

These General Terms and Conditions of Purchase ("GTCP") shall apply to all acceptances of offers, orders, and/or agreements for the acquisition of goods or services (collectively, the "Contract") issued or executed by PHENOMENON ROBOTICS, S.L., and its Subsidiaries (hereinafter, "PHENOMENON ROBOTICS"), as well as to any commercial relationships arising from their execution. These GTCP form an integral part of the Contract. In the event of any conflict or contradiction between these GTCP and the specific terms established in the Contract, the latter shall prevail. Additionally, these GTCP shall apply even if they contradict or differ from the supplier’s general terms and conditions of sale or from any conditions or specifications included by the supplier in its delivery notes, invoices, or other documents exchanged between the Parties that have not been expressly accepted in writing by PHENOMENON ROBOTICS.

ISSUANCE AND ACCEPTANCE OF ORDERS

PHENOMENON ROBOTICS shall issue its Orders and/or any modifications thereof in writing, specifying the order number, price, delivery deadline, and description of the requested materials. The Supplier must send its acceptance of the Order to PHENOMENON ROBOTICS within seven (7) business days through the same channel in which the Order was received. The Contract shall be deemed perfected, and the Supplier shall be considered to have accepted the Order in its entirety (including these GTCP) either upon written acceptance by the Supplier or automatically once the aforementioned seven-day period has elapsed without PHENOMENON ROBOTICS receiving any communication from the Supplier. The scope of the Contract includes, in addition to the details specified therein, everything necessary to ensure the final delivery of the goods in proper working condition and perfect functionality, in accordance with the technical specifications provided by PHENOMENON ROBOTICS.

PRICES

The prices stated in the Contract are fixed and non-negotiable. Unless otherwise agreed between the Parties, the prices are final and all-inclusive. Therefore, the Supplier may not add any additional charges without the prior written consent of PHENOMENON ROBOTICS. This includes, but is not limited to, material costs, packaging, packing and transportation expenses, taxes (excluding VAT), customs duties, insurance, or any ancillary costs or services not explicitly detailed but necessary for the proper fulfillment of the Supplier’s obligations. PHENOMENON ROBOTICS shall not be obligated to adjust the price during the execution of the Order in the event of any cost increases experienced by the Supplier, including labor, raw materials, services, or any other expenses, unless expressly agreed otherwise between the Parties. In such a case, the Supplier must provide justification and supporting documentation for the price increases incurred.

INVOICING AND PAYMENT

Invoices must be sent to administración@phenomenonrobotics.com , and their issue date must be on or after the order date. The invoice must mandatorily include our order reference. Failure to comply with this requirement will render the Supplier responsible for any resulting delays in the processing and payment of the corresponding invoice. We reserve the right to return to the Supplier any invoices that contain incomplete or inaccurate order details or an incomplete billing address. The price of the goods or services shall be paid only after the goods have been received or the service has been fully performed to the satisfaction of PHENOMENON ROBOTICS. Payment does not constitute final acceptance of the goods or services, and PHENOMENON ROBOTICS retains all rights to which it may be entitled. If the goods or services do not meet contractual requirements, the invoice will be paid within the agreed timeframe, starting from the date on which such defects are corrected. In the event that the Order is delivered earlier than the confirmed delivery date, the related invoice will be paid based on the originally agreed delivery date, unless the early delivery was expressly requested by PHENOMENON ROBOTICS. administración@phenomenonrobotics.com .

Payment Method

Payment will be made via bank transfer 60 full days following PHENOMENON ROBOTICS' acceptance of the invoice, but not before receipt of the invoice, and will be adjusted to the fixed payment dates of the 10th and 25th of each month. Before proceeding with payment, all required documentation from the Supplier must have been submitted through the designated platforms or other approved channels. Depending on the service or supply, these documents may include (but are not limited to):
Antes de proceder al pago la documentación exigible al proveedor deberá haber sido entregada en las plataformas o por los medios habilitados para ello. Según el servicio o suministro, estos documentos pueden ser (sin carácter limitativo):
- Proof of compliance with salary and Social Security obligations.
- Contributions and insurance required by law.
- Documentation of business activity coordination...

C. L, 24, 31012 Pamplona, Navarra