GENERAL TERMS AND CONDITIONS

This Commission contract (hereinafter "Contract") is stipulated betweenPrime Wision International Srl, current in Rome, at Via San Gaggio n ° 5 (00138) CF and PI: 14244121001, registration number in the Rome Company Register 14244121001, in the person of the pro tempore legal representative and Sole Director, endowed with the broadest powers of law and bylaws, hereinafter also referred to as the "Company") and the subject (natural or legal person) who accepts the conditions set out in this Agreement (of hereinafter "User" or "Appointed").

This Agreement and all the conditions deriving from it will be effective from the date on which the Userclickson the "Register" button. Registration and simultaneous authorization for services are the necessary condition for participation in the activities provided by the www.shoponwow.com platform. In this way, the User / Distributor is invited to carefully read the following conditions.

By registering, the User subscribes to the Service and undertakes to comply with these conditions , subject to explicit acceptance of the privacy policy pursuant to Legislative Decree 196/2003.

To register and access the account, you must provide a valid e-mail address and a password.

Membership of the Service and the enjoyment of the related benefits are offered solely at the discretion of Prime Wision International Srl, which therefore has the right not to follow up on the membership request of a User / Representative for any reason and without having to account for it. The Company also has the right to modify these conditions in whole or in part, as needed and without prior notice.

GENERAL TERMS AND CONDITIONS

1. INTRODUCTION

1.1. Prime Wision International Srl is a primary company, mainly active in the sector of the so-called Sharing Economy, an economy "generated by the optimized and shared distribution of space, time, goods and services resources through digital platforms.". Its main project is the creation of a Community of “loyal” consumers and “affiliated” partners to a purchasing circuit. In this way, it has dedicated itself to the creation of a circuit of shops and commercial activities located in the territory and online, adhering to its loyalty program through the use of physical cards - called WOW Cards, or virtual cards, which allow you to accumulate credits called Wkey reusable in the form of shopping vouchers within the same circuit of commercial activities, or convertible into money, with the ethical objective of promoting products and services marketed by Partners / Affiliates and, at the same time, creating customer loyalty. For further information, please refer expressly to the regulation of the initiative published on the website www.shoponwow.it;

1.2. Prime Wision International Srl is the owner of the domain www.shoponwow.com, operating in the sector of distribution, also on behalf of third parties, of goods and / or services via the internet.

1.3. Prime Wision International Srl, with a view to collaborating with its Affiliates, through its activity of building a new development model, capable of replacing greed, competition and individualism with reciprocity, cooperation and meaning community, has entered into commercial agreements by virtue of which, among other things, the Affiliates advertise on the Site, also for the purpose of promoting the sale of their goods and / or services, their own websites in which, in turn, they promote the sale of its goods and / or services.

1.4. Prime Wision International Srl has an interest in promoting the dissemination of the www.shoponwow.com platform, as well as the websites advertised therein by the Affiliates.

1.5. In order to achieve the objective referred to in point 1.3 above, Prime Wision International Srl could also make use of the work of occasional and occasional commission agents / brokers. The User, by adhering to this Agreement, intends to become a person in charge of home sales (pursuant to Law 173 of 17.08.2005 and Article 19 of Legislative Decree no. 114 of 31.03.1998) of Prime Wision International Srl, under the terms and conditions, all inseparable and essential, listed below. This assignment must be considered based on a relationship of occasionality and irregularity.

1.6. All information, data and news concerning the individual goods and / or services resold and provided by the Affiliates and advertised, are available and viewable on the websites of the Affiliates themselves and the User, by joining this Agreement, declares to have taken careful note of it. and complete vision and to accept them in full.

All this having been stated and considered between the parties,

in the free and reciprocal contractual capacity that they mutually recognize, the following is agreed and stipulated, given the fact that the premises form an integral and substantial part of this agreement which, by virtue of the acceptance expressed by the User, constitutes the integral manifestation of all the agreements reached between the Parties.

2. ELIGIBILITY

2.1. Only natural persons of legal age residing in Italy and legal persons based in the Italian territory can access the Service.

2.2. The use of automatic machines, scripts or services for the accumulation of any economic benefit that may derive from the use of the Service is in no way permitted. Each User is entitled to have only one account. Duplicate accounts can be deleted.

2.3. The Service is available only by accessing the Site, or the appropriate App. To receive the benefits and privileges reserved for those who subscribe to the Service, it is necessary to have internet access and an e-mail address. Prime Wision International Srl is in no way responsible for any problems or malfunctions in accessing the internet, to the website www.shoponwow.com, to the specific application downloaded on a mobile phone or tablet, or to your account.

2.4. By accepting these conditions, the User / Distributor expressly accepts the prohibition of sending spam through e-mail messages in order to invite third parties to register on the Site. In case of non-fulfillment of these or other parts of these conditions, Prime Wision International Srl may proceed with the cancellation of the User from the Service without any obligation to give prior notice, with the express reservation of protecting his / her position in the appropriate offices.

3. ECONOMIC RECOGNITION OF WKEYS

3.1. For each purchase made according to the following methods, the User / Representative will accumulate credits called Wkey, which can be reused in the form of shopping vouchers within the same circuit of commercial activities, or convertible into cash. In accordance with these conditions, each User / Representative will be credited with a percentage in Wkey of the price of the purchases of goods and / or services made through the www.shoponwow.com circuit at one of the affiliated Sellers to be spent within the circuit. the same, or to be converted into cash in the following ways and accepted through this Registration, or a predefined amount of Wkey (hereinafter "Wkey Recognition"). Any purchases made from affiliated Sellers, but not perfected through the Circuit, will not entail any right to the Recognition of gift points in favor of the User. With regard to this, it is specified and the User in this way accepts, that for purchases of goods and / or services from affiliated Sellers made through the ww.shoponwow.com Site, those purchases completed by the User by showing the card must be understood loyalty at the Affiliated Shop to the circuit, or all purchases made by individual Consumers / Users through a direct connection to the shoponwow site, or from their own App, downloaded on a mobile phone or tablet, to the sites of the affiliated Sellers.

The recognition of the Wkeys accumulated by each individual User will be visible on ShopOnWow in correlation with each affiliated Seller.

Users will be able to view at any time, by accessing their Reserved Area, the total amount of Wkeys accrued in relation to the individual transactions carried out, as well as their overall calculation.

3.2. As a User of the Service, purchases made from affiliated Sellers through ShopOnWow will be defined as "Qualified Purchases" and will give the right to obtain the Wkey Recognition, best explained above, only and exclusively in the face of diligent compliance with the following parameters:

3.2.1. The "Cookies", both for the User and for any third party, must be enabled in the browser, in order to facilitate the procedure for crediting the Wkey number resulting from the purchase;

3.2.2. The purchase made on the online circuit www.shoponwow.com must begin by clicking on the link of the affiliated Seller that appears on the Site or on the appropriate section within the application and continue with the connection to the website of the affiliated Seller. obtained through the same click. The specific links through which Prime Wision International passes the connection request to the site of an affiliated Seller in order to ensure the correct tracking of sales must not be modified in any way.

For purchases made at Offline Shops - Affiliated physical sellers - the purchase must be made by showing your card (Wow Card) in paper format or downloaded on your smartphone or tablet;

3.2.3. The purchase must begin and be completed within a single session.

3.3. In case of return of what has been purchased, for any reason, or in case of non-acceptance of the order by the Affiliated Sellers, for any reason, the initial purchase is to be considered void, it will not constitute a Qualified Purchase and will not entitle the Recognition of the Wkey referred to in this article.

3.4. The granting of Qualified Purchase status to each purchase made from an Affiliated Seller is subject solely to the discretion of Prime Wision International Srl.

3.5. The Recognition of the Wkey attributed to the User may be subject to revisions or cancellations in the event of returns of items, cancellations of orders or other events. Such revisions may be applied to User accounts at any time, at the Company`s sole discretion. In case of dispute of revisions applied to your account, the only possible resolution is the cancellation from the Service.

3.6. In some cases, expressly provided for, the purchases do not give the right to Wkey Recognition.

3.7. You are responsible for carrying out regular checks on your account to verify that Qualified Purchase Only Wkeys have been appropriately credited and that the resulting bank statement is correct. In the event of disputes relating to the non-crediting of gift points, it is necessary to wait at least 30 days and no later than 90 days after making a qualified Purchase to be able to contact Prime Wision International Srl.

3.8. The conversion of the Wkeys into cash and, in this way, the susceptibility of evaluation and economic recognition of the same will be governed by the tax regulations in force.

3.9. The User will have the sole responsibility to fulfill the tax obligations in force in the country of residence deriving from the economic recognition accrued.

3.10. Prime Wision International Srl has the right to cancel any account in the event of offensive or fraudulent, pornographic, blasphemous activities or in the event that the User is no longer reachable at the e-mail address he provided, as well as in the event that the User loses the objective and subjective requirements to be qualified as a User of the circuit.

3.11. Prime Wision International Srl is not responsible for changes or cancellations made by any affiliated Seller, for the quality of the goods and / or services offered by affiliated Sellers, or for the impacts on the accumulation of Wkeys resulting from the aforementioned changes, cancellations and withdrawals. Prime Wision International Srl is not responsible for changes or cancellations made on the websites of affiliated Sellers.

4. METHOD AND TIMING RELATING TO THE RECOGNITION OF THE WKEYS ACCRUED BY USERS

4.1. The amount earned by the User, equal to the sum of the Wkey Recognitions accrued in the manner described above, will be paid within 45 days of the User`s request, by bank transfer or other suitable means of payment. The Service may be suspended or terminated by Prime Wision International Srl at its sole discretion at any time and without notice; in this case the economic rewards accumulated will be paid within 45 days of the suspension or termination.

4.2. Prime Wision International Srl will pay the Economic Rewards only in the event that (i) the amount corresponds to at least a number of 20 Wkey, (ii) the completion of the form with personal and tax data is complete and correct and (iii) the User has made at least one Qualified Purchase (hereinafter "Active Account"). Unpaid economic rewards, due to the lack of an active Account requirement, will eventually be paid at the next due date in the presence of said requirement.

4.3. The responsibility for maintaining the account and for the correctness of the personal and fiscal data requested rests exclusively with the User, therefore the failure or incomplete compilation will exempt Prime Wision International Srl from crediting the economic recognition deriving from the accumulation of Wkey accrued on the transactions. .

5. ACCESS TO ACCOUNT AND PASSWORD AND CANCELLATION FROM THE SERVICE

5.1. When registering for the Service, the User must provide the Company with a valid e-mail address and a password in order, among other things, to modify the information relating to his / her account and check the account statement.

5.2. Account data and payment information can only be changed after logging in. You will be able to check the status of your account and the most recent transactions at any time.

5.3. Prime Wision International Srl is authorized to intervene on the basis of instructions provided by the Users who have logged in. In order to guarantee security, it is suggested that you memorize your password, without writing it down. The User is responsible for keeping his e-mail address, password and PIN and other information of a private nature secret.

5.4. The User has the right to unsubscribe from the service at any time simply online on the Site by clicking on the "Unsubscribe" link in his / her reserved area.

5.5. The User also has the right to opt out of receiving any advertising communication by clicking on the "Newsletter" link in his / her reserved area, while remaining registered with the Service.

6. DISCLAIMER

6.1. PRIME WISION INTERNATIONAL SRL MAKES NO WARRANTY OR REPRESENTATION REGARDING THE QUALITY OR ACCURACY OF THE ADVERTISING OF ANY GOODS AND / OR SERVICES OFFERED, ADVERTISED OR PROVIDED BY AFFILIATED SELLERS AND DOES NOT ASSUME ANY LIABILITY FOR ANY SUCH OR IMPOSSIBILITY OF ACCESS TO THIS SITE, INCLUDING, BUT NOT LIMITED TO, THE IMPOSSIBILITY TO ACCRUE FINANCIAL RECOGNITION. BY ACCEPTING THIS AGREEMENT, YOU DECLARE THAT YOU HAVE CAREFULLY READ, ASSESSED AND ACCEPTED THIS CLAUSE.

7. DISCLAIMER OF WARRANTIES

7.1. By registering, the User accepts, acknowledges and expressly declares that:

7.1.1. The use of the Service takes place in its sole and exclusive discretion. The Service is provided "AS IS" and "AS AVAILABLE" and, in that way, appreciated and accepted.

Prime Wision International Srl assumes no responsibility for the use and availability, punctuality, cancellation, non-delivery or storage of any User communication. Any express and / or implied warranty by Prime Wision International is expressly excluded, including but not limited to any warranties of merchantability, fitness for a particular purpose or in terms of service quality.

7.1.2 Prime Wision International Srl does not guarantee (i) that the Service will meet the User`s needs, (ii) that the Service will be provided without interruptions, on time, in a safe or error-free manner, (iii) that the quality of the goods, services, information or other materials acquired or obtained through the Service can satisfy the User`s needs.

7.1.3 any Content downloaded or otherwise obtained from or through the Service is obtained at the sole and exclusive discretion and at the sole risk of the User and that the User is solely and exclusively responsible for any damage to his computer or for the loss of data deriving from having downloaded such materials or from having used the Service;

7.2. The User accepts, acknowledges and agrees that Prime Wision International Srl will in no case be liable for any damage of any kind and nature, including relating to loss of profits, goodwill or data (even in the event that the The Company itself has been made aware of the possible occurrence of such damages for Users), resulting from: (i) use or incorrect use of the Service; (ii) the cost of procuring replacement goods and / or services with respect to goods and / or services purchased or obtained through the Service; (iii) unauthorized access or alteration of the User`s transmissions or data; (iv) statements or conduct of any third party; (v) nothing provided in these conditions will have the

7.3. The User declares and guarantees to indemnify and indemnify Prime Wision International, as well as the subjects connected to it or controlled by it, its representatives, employees, as well as any of its partners from any compensation obligation, including reasonable legal fees, that may arise. from the use of the Service by the User, from the connection to the Service by the User, as well as from a violation of the rules governing its use.

7.4 The services offered by Prime Wision International Srl are made with the greatest possible accuracy. The Company cannot be held responsible for any malfunctions and for any direct and / or indirect damage that may arise from them.

8. CONCLUSION OR CHANGES TO THE SERVICE

8.1. Prime Wision International Srl expressly reserves the right to suspend or terminate the Service at any time without notice. Notification of the termination of the Service will be sent to the email address provided to Prime Wision International during the registration process. The Company will not be held responsible for the failure to notify the termination of the Service where such disruption is caused by reasons beyond its control, including errors in the e-mail program, incorrect e-mail addresses, failure to check the online e-mail or if you do not Prime Wision International has been notified of a change of e-mail address.

8.2. Prime Wision International may modify these conditions at any time. It is the User`s responsibility to regularly check the page containing these conditions to check if they have been modified. If any changes made to these conditions are not shared, the User will be obliged to cancel his account and, in this way, he will expressly renounce the use of the Service.

9. CANCELLATION

9.1. Use of the Service is subject to the terms and conditions set forth in this Agreement. Any failure to comply with these terms and conditions, any fraud or abuse relating to the accrual or reimbursement of the accrued fees or any misinterpretation or information provided to Prime Wision International by the User, or by someone in his stead, may lead to upon deletion of the account. Furthermore, Prime Wision International Srl expressly reserves the right to close inactive Accounts for more than 6 months. The latter are referred to as "Dead Accounts". Inactivity is represented by the lack of traceable visits. Funds on each dead Account will be held by Prime Wision International and it will no longer be possible to access them with your login.

10. MISCELLANEOUS

10.1. These conditions constitute the sole and exclusive agreement between the User and Prime Wision International Srl and regulate the use of the Service, overcoming any previous agreement between the User and the Company. Furthermore, the User must comply with any general conditions relating to the use of complementary services or services linked to third-party content or relating to the rules for the use of third-party software. Failure by Prime Wision International to exercise a right provided by law or by these conditions does not in any case constitute a waiver of said right. Should one or more provisions of these conditions be declared invalid by the competent court,

11. GENERAL PROVISIONS

11.1. Communications between the Parties must be made in writing and sent by registered letter with return receipt sent within the following day (i) if to Prime Wision International Srl, at the Registered Office (ii) if to the User, at the addresses indicated by the same in `act of its registration.

11.2. The invalidity of an agreement contained in the Agreement will not result in the nullity of the entire Agreement, unless the agreement is essential.

12. JURISDICTION

This agreement is subject to Italian law. Although not expressly provided for in this agreement, reference is made to the application of the law, in particular the Civil Code and any Special Laws, as applicable. Any dispute deriving or originating from this contract will be devolved to the exclusive jurisdiction of the Court of Rome.