Terms and Conditions of Sale

2. Payments, Trade Terms and Cancellations

Payment for merchandise shall be made as follows: 50% of the total purchase price (“Initial Deposit”) shall be paid upon placing the order and the remaining balance shall be paid prior to shipment, upon notification of the goods being ready. You are liable for payment of the entire cost of your purchase. If payment of the mentioned balance has not been received within 90 days of the availability notice, at Poggesi’s sole discretion and at any time thereafter, we will cancel your order, YOU WILL FORFEIT YOUR DEPOSIT TO POGGESI AND WAIVE ALL INTERESTS IN THE MERCHANDISE. Payment can be made by ACH, Zelle®, wire transfer, check or credit card. Payments made via ACH or Zelle® are eligible for a 2% early payment discount.

Sales Orders cancellations are permitted only within two (2) business days (“Review Period”) of Sales Order confirmation date. Following said Review Period, should you wish to cancel the order (entirely or partially) YOU WILL RESPONSIBLE FOR A 50% RESTOCKING FEE, BASED ON THE CANCELED ITEMS’ AMOUNT. Unless specified otherwise, all prices are EXW Poggesi’s warehouse in Miami, Florida.

On certain occasions, Poggesi, in its sole discretion, may extend Payment Terms to the Customer. In said instances, full payment must be received by us, on or before the due date mentioned in the invoice (“Due Date”). Any payment received after the Due Date will be subject to a late payment interest rate of 1.5% (one and a half percent) per month –accrued on a daily basis.

3. Returns and Exchanges

If a product fails to meet your expectations, our sales team will work to come to a reasonable and expedient solution, subject to the terms and conditions contained herein. Custom items are non-returnable and non-refundable under any circumstances, as they are composed of sub-items that are built according to your own specifications and requirements. Only items that are specifically and clearly identified as “standard”, can be returned within 10 days from the time of delivery. On such standard orders, a non-refundable 25% return fee applies to any returned merchandise, subject to other terms and conditions set forth below. Upon receiving Poggesi’s written approval for a partial or total return, you will receive shipping and packaging instructions. All shipping expenses related to said return will be your financial responsibility. Poggesi has the right to reject any return of used, improperly packaged, or damaged merchandise.

4. Sales Tax

Poggesi is required to collect sales tax on orders delivered to Florida, consisting of a 6% state tax plus any applicable local surtax (up to 2.0%, depending on the county). In addition, we are registered for sales tax collection in multiple U.S. states where we maintain nexus. For deliveries to those states, tax will be charged in accordance with local regulations. If you hold a valid resale or exemption certificate in any state where Poggesi is registered, and you submit it prior to invoicing, tax will not be assessed on the corresponding transaction. Regardless of where delivery occurs, it remains your responsibility to comply with all applicable tax laws in your jurisdiction, including any use tax that may apply. We recommend consulting with your tax advisor to ensure proper compliance.

5. Shipping and Delivery

Standard delivery time is estimated to be 8 to 10 weeks (from the Initial Deposit date) but is subject to change and cannot be guaranteed. Due to the increase in US Customs security, delivery time could be negatively affected by an additional 4 weeks and is beyond Poggesi’s control. We will endeavor to keep you informed on the progress of your order.

Delivery is subject to reasonable and safe access. Hoisting and any other extraordinary measures necessary to accomplish delivery are at your risk and any additional cost must be paid by you at or before the time of delivery. A minimum re-delivery fee of $400.00 will be charged to you if, after a delivery is scheduled with you, you are not at the delivery address, unable to, or do not accept a scheduled delivery and a second delivery trip is required. A storage fee of 3% per month of the total order amount will be charged to you if delivery is not accepted within 30 days after notice of availability of merchandise for delivery or the delivery date on the original Purchase order. If you fail to accept delivery for 90 days after notice of availability of merchandise for delivery, at Poggesi’s sole discretion and at any time thereafter, we will cancel your order YOU WILL FORFEIT YOUR DEPOSITS TO POGGESI AND WAIVE ALL INTERESTS IN THE MERCHANDISE.

Poggesi carefully scrutinizes all merchandise before being packaged for shipment. It is your responsibility to inspect ALL merchandise upon delivery. Should there be any visible damage of any kind, please make sure that the shipping documents [B/L] disclose such casualty. In addition, all packages should be opened and inspected within 72 hours of delivery, to determine if there was any concealed damage. In either circumstance, please provide Poggesi with a detailed report of the damage, enclosing the necessary pictures. Failure to report said situation within 72 hours will relieve Poggesi of any responsibility.

6. Installation and Groundwork

Poggesi offers a variety of umbrella base options —including stand-alone, bolt-down, and in-ground models— (collectively referred to as “foundation bases”). If you purchase any of these bases, Poggesi will provide the specific site and anchoring requirements needed for proper installation. Regardless of the base type, the Customer is solely responsible for the full installation process. This includes, but is not limited to, hiring, paying, and managing qualified professionals such as engineers, architects, or contractors. Customer hereby fully and irrevocably releases, indemnifies, and holds harmless Poggesi from any and all claims, damages, losses, liabilities, costs, or expenses arising out of or relating to installation, anchoring, engineering, site preparation, ground conditions, or third-party workmanship.

7. Warranty Coverage and Exclusions

General Conditions

Poggesi’s products are manufactured with the highest standard materials and are warranted to be free from material defects in workmanship, materials, and construction. Warranty coverage applies only to the original purchaser and is non-transferable. All warranty claims are subject to inspection and verification by Poggesi prior to approval.

7.1. UMBRELLAS

IT IS YOUR RESPONSIBILITY TO OBTAIN ALL THE INFORMATION PERTAINING TO THE WIND AND GENERAL WEATHER CONDITIONS OF THE LOCATION WHERE THE UMBRELLAS WILL BE INSTALLED, and ULTIMALTEY DECIDING IF THESE UMBRELLAS ARE FIT FOR THE SPECIFIC SPACE. Poggesi’s Sales Advisors can provide you with all the necessary technical information about our products, but it is your duty to engage a qualified engineer than will ascertain the viability of the installation of the umbrellas. Although our umbrellas —de facto regarded as collapsible shade products, are specifically made for outdoor use, and have gone through severe wind resistance tests, Poggesi discourages the use of any umbrella in unfavorable weather conditions where wind speed exceeds 30 mph. Should you decide to keep the umbrellas open with wind speeds exceeding 30 mph, you hereby VOLUNTARILY ASSUME FULL RESPONSIBILITY FOR AND HEREBY RELEASE, WAIVE, DISCHARGE, HOLD HARMLESS, AND COVENANT NOT TO SUE POGGESI, ITS OFFICERS, MEMBERS, AGENTS, CONTRACTORS, EMPLOYEES, VOLUNTEERS, GUIDES, AND OTHER REPRESENTATIVES (each a “company party” and collectively, the “company parties”) FOR ANY AND ALL CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, AND/OR LOSSES (including but not limited to any exemplary, direct, indirect, incidental, special, consequential, punitive, or other damages, medical expenses, lost wages/income, loss of services, lost profits, property damage, pain, illness, and death) (collectively “liabilities”) WHATSOEVER ARISING OUT OF OR IN ANY WAY RELATED TO YOUR NEGLIGENT USE OF THE UMBRELLAS UNDER UNFAVORABLE WEATHER CONDITIONS. You have been advised of the risks involved with keeping umbrellas open under wind speeds of 30 mph or higher and therefore you acknowledge that in case of any and all claims resulting from keeping the umbrellas open under the aforementioned conditions, you will not look to any of the Company Parties for reimbursement for any Liabilities suffered or occurring from such eventual circumstance.

In order to warrant the safe operation of our products, they must be properly installed to the Poggesi-manufactured bases, following the corresponding installation instructions. Furthermore, Poggesi will not cover any damage to an umbrella or base which occurs as a result of contact with the ground or any other foreign object including damage which occurs as a result of sudden and severe weather events or other extreme acts of nature. In general, Poggesi recommends that all umbrellas be securely closed when not in use.

• Umbrella Structure and Parts – All umbrella collections except Pisa, Como and Lucca

This limited warranty covers top and bottom hubs, connecting triangles, ribs, all stainless-steel hardware and main pole structure for a period of fifteen (15) years. Endless screw mechanisms, manual lift systems and corresponding components [such as pulleys] carry a limited warranty of five (5) years. Finally, winches [winding mechanism], iron steel bases, cables, cranks and finials carry a limited warranty of three (3) years. Powder coat finish of all Poggesi frames is warrantied for a period of five (5) years. Our products are not warranted against normal wear and tear, damage resulting from improper use, accidents, abuse, neglect, or damage or appearance changes resulting from improper care or storage. This warranty does not cover (a) the effects of extreme high/low humidity, (b) any type of scratches or abrasions to finish caused from moving, (c) rust or tarnishing resulting from said scratches or abrasions to finish or (d) stains or changes in color/texture. Any product modification voids this warranty. Some states do not allow the exclusions and limitations on incidental and consequential damages or the limitations on implied warranties, so the described limitations may not apply to you. However, proper care and use are essential for preserving your rights under this warranty. If damage occurs under the aforementioned warranties, Poggesi will replace or repair any item at Poggesi’s sole discretion.

• Umbrella Structure and Parts – Pisa, Como & Lucca Collections

This limited warranty covers top and bottom hubs, connecting triangles, ribs, finials, all stainless-steel hardware and main pole structure for a period of two (2) years. Manual lift systems and corresponding components [such as pulleys] carry a limited warranty of one (1) year. Powder coat finish –on any Gesi applicable structure, is warrantied for a period of two (2) years. Our products are not warranted against normal wear and tear, damage resulting from improper use, accidents, abuse, neglect, or damage or appearance changes resulting from improper care or storage. This warranty does not cover (a) the effects of extreme high/low humidity, (b) any type of scratches or abrasions to finish caused from moving, (c) rust or tarnishing resulting from said scratches or abrasions to finish or (d) stains or changes in color/texture. Any product modification voids this warranty. Some states do not allow the exclusions and limitations on incidental and consequential damages or the limitations on implied warranties, so the described limitations may not apply to you. However, proper care and use are essential for preserving your rights under this warranty. If damage occurs under the aforementioned warranties, Poggesi will replace or repair any item at Poggesi’s sole discretion.

• Canvas fabric

Poggesi adheres to the specific manufacturer’s fabric warranties, which protect against the fabric losing its color or strength from extreme exposure conditions, such as sunlight and mildew. Said warranties do not cover normal care and cleaning or damage from misuse or abuse. If any fabric is rendered unserviceable by loss of color or strength from extreme exposure conditions, such as sunlight and mildew, Poggesi will replace or repair the fabric at its discretion. Labor charges will apply to the cutting and sewing of any fabric replaced under warranty. This limited warranty is valid for a period of ten (10) years. The redeemable value of all warranties provided herewith shall be prorated over the life of the specific limited warranty itself.

Fabric warranties shall never include the cost of labor and any associated cut and sewing costs. With regards to the actual canvas, Poggesi offers a three (3) year limited warranty against manufacturing defects, excluding any usual and customary wear and tear. All shipping expenses related to such limited warranties will be YOUR financial responsibility.

• Umbrella Accessories

In some situations, you may wish to purchase from third parties accessories and attach them to Poggesi products. Should there be any damage to Poggesi products, caused by the mentioned third-parties accessories, Poggesi will not be held liable for direct or indirect losses arising from any such damage. It is also understood that such accessories cannot hinder the normal opening and closing operations of the umbrellas. Customer understands the former statement, and categorically accepts all responsibility by installing third-parties accessories.

7.2. CABANAS/GAZEBOS

• Cabanas Structure and Parts

This limited warranty covers top and bottom hubs, all stainless-steel hardware and main structure (including columns and beams) for a period of three (3) years. Powder coat finish of all Poggesi frames is warrantied for a period of eighteen (18) months. Our products are not warranted against normal wear and tear, damage resulting from improper use, accidents, abuse, neglect, or damage or appearance changes resulting from improper care or storage. This warranty does not cover (a) the effects of extreme high/low humidity, (b) any type of scratches or abrasions to finish caused from moving, (c) rust or tarnishing resulting from said scratches or abrasions to finish or (d) stains or changes in color/texture. Any product modification voids this warranty. Some states do not allow the exclusions and limitations on incidental and consequential damages or the limitations on implied warranties, so the described limitations may not apply to you. However, proper care and use are essential for preserving your rights under this warranty. If damage occurs under the aforementioned warranties, Poggesi will replace or repair any item at Poggesi’s sole discretion.

• Canvas and curtains fabric

Poggesi adheres to the specific manufacturer’s fabric warranties, which protect against the fabric losing its color or strength from extreme exposure conditions, such as sunlight and mildew. Said warranties do not cover normal care and cleaning or damage from misuse or abuse. If any fabric is rendered unserviceable by loss of color or strength from extreme exposure conditions, such as sunlight and mildew, Poggesi will replace or repair the fabric at its discretion. Labor charges will apply to the cutting and sewing of any fabric replaced under warranty. This limited warranty is valid for a period of ten (10) years. The redeemable value of all warranties provided herewith shall be prorated over the life of the specific limited warranty itself. Fabric warranties shall never include the cost of labor and any associated cut and sewing costs. With regards to the actual canvas, Poggesi offers a three (3) year limited warranty against manufacturing defects, excluding any usual and customary wear and tear. All shipping expenses related to such limited warranties will be YOUR financial responsibility.

• Cabanas Accessories

In some situations, you may wish to purchase from third parties accessories and attach them to Poggesi products. Should there be any damage to Poggesi products, caused by the mentioned third-parties accessories, Poggesi will not be held liable for direct or indirect losses arising from any such damage. Customer understands the former statement, and categorically accepts all responsibility by installing third-parties accessories.

• Electric and Electronic Components

On applicable gazebos, Poggesi offers a three (3) year limited warranty against any manufacturing defects of all electric and electronic components. This warranty does not cover potential damage resulting from misuse or abuse.

7.3. FURNITURE AND CUSHIONS

This limited warranty applies to Poggesi furniture products sold for commercial use and is valid only for the original purchaser from the date of purchase. Commercial use is defined as use in public or shared environments including, but not limited to, hotels, resorts, restaurants, country clubs, cruise ships, and multi-family properties.

7.3.1. STRUCTURE AND FRAMES

7.3.1.1. Aluminum Frames

Poggesi warrants cast and extruded aluminum frames against structural failure, including weld failure, under normal use and conditions for a period of five (5) years from the date of purchase. Finish defects such as peeling or blistering are also covered for a period of five (5) years.

Components such as glides, feet caps, and similar elements are subject to normal wear and tear and are not considered part of the structural frame.

Minor surface imperfections, variations in texture, or visual inconsistencies resulting from manufacturing processes are not considered defects.

7.3.1.2. Woven Furniture

• Structural frame: five (5) years
• Woven material: three (3) years against breakage or structural deterioration

Fading, discoloration, or unraveling due to chemicals, cleaning products, sun exposure, or environmental conditions are not covered.

7.3.1.3. Upholstered Frames

• Structural frame: five (5) years
• Fixed upholstery (excluding removable cushions): three (3) years against tearing or excessive fading

Cushion components and craftsmanship elements (including foam, stitching, zippers, cording, and buttons) are warranted for one (1) year.

7.3.1.4. Wood Furniture (Teak and Similar Materials)

Wood furniture is warranted for two (2) years against structural defects. Teak and other natural wood materials are living materials that will naturally evolve over time when exposed to outdoor conditions. This includes, but is not limited to, changes in color (from golden tones to silver/grey patina), variations in grain appearance, surface checking (small cracks), and texture changes. These characteristics are normal, expected, and do not affect the structural integrity of the product.

The development of a weathered or “worn” appearance is a natural and inherent property of teak and is not considered a defect under this warranty.

Color variations between individual pieces, uneven aging, or changes resulting from exposure to sunlight, moisture, or environmental conditions are also considered normal and are not covered.

Regular maintenance (including cleaning, sealing, or oiling if desired) may alter the appearance but is the sole responsibility of the owner and is not required to maintain structural warranty coverage.

Claims based solely on aesthetic changes in wood appearance will not be considered valid warranty claims.

7.3.2. FABRICS AND SOFT COMPONENTS

7.3.2.1. Cushion Fabrics, Slings, and Upholstery

Fabric is warranted for one (1) year against loss of strength or color under normal use and exposure conditions.

This warranty does not cover damage caused by improper cleaning, chemicals, sun lotions, or extreme environmental exposure.

7.3.2.2. Straps and Woven Elements

• Structural integrity: three (3) years
• Fading or mildew: one (1) year

7.3.3. TABLETOPS AND HARD SURFACES

Tabletops (including stone, concrete, marble, ceramic, and poly materials) are warranted against structural failure for one (1) year.

Natural variations in color, veining, texture, and finish are inherent and are not considered defects.

7.3.4. CARE AND MAINTENANCE

Proper care and maintenance are required to preserve this warranty.

Products installed in coastal, seaside, cruise ship, or high-chemical environments (including pool areas) require regular cleaning and maintenance. Failure to properly maintain the product may result in oxidation, discoloration, or finish deterioration, which are not covered under this warranty.

During winter or freezing conditions, furniture should be stored in an upright position to allow for proper drainage. Damage caused by water accumulation and freezing inside frames is not covered.

7.3.5. WARRANTY CLAIMS AND REMEDIES

If a product is found to have a manufacturing defect within the applicable warranty period, Poggesi will, at its sole discretion:

• Repair the product
• Refinish the product
• Replace the product with the same or comparable item

If the original model or finish is no longer available, Poggesi reserves the right to substitute a product of equal or greater value.

Refunds are not available under this warranty.

Any repaired or replaced product remains subject to the original warranty period and does not extend or restart coverage.

7.3.6. SHIPPING AND CLAIM PROCESS

For approved warranty claims:

• Poggesi will cover reasonable shipping costs within the continental United States during the first year from the date of purchase
• After the first year, shipping costs are the responsibility of the claimant unless otherwise agreed in writing

All claims must include:

• Proof of purchase
• Description of the issue
• Supporting photos

Poggesi reserves the right to inspect products prior to approval of any claim.

If a product is inspected and no manufacturing defect is found, Poggesi reserves the right to charge the claimant for costs incurred in evaluating the claim, including transportation and handling.

7.3.7. CUSTOM PRODUCTS AND THIRD-PARTY MATERIALS

Products manufactured to customer specifications are not covered for defects resulting from those specifications.

Materials supplied by the customer or third-party manufacturers (including COM fabrics, glass, or accessories) are not covered under this warranty and are subject to the respective supplier’s warranty, if any.

7.3.8. LIMITATION OF LIABILITY

Poggesi’s maximum liability under this warranty shall not exceed the original purchase price of the defective product.

7.3.9. EXCLUSIONS

This warranty does not cover:

• Normal wear and tear, including scratches, fading, or cushion compression
• Damage caused by misuse, abuse, or improper installation
• Wind damage or acts of nature
• Damage caused by harsh chemicals or improper cleaning
• Freezing or water accumulation inside frames
• Minor variations in color, texture, or finish
• Repairs or modifications performed by third parties

7.3.10. DISCLAIMER

THE REMEDIES PROVIDED HEREIN ARE EXCLUSIVE AND, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

IN NO EVENT SHALL POGGESI BE LIABLE FOR ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING FROM THE USE OR MISUSE OF THE PRODUCT.

7.4. HOSPITALITY TEXTILES

This section applies to all Poggesi hospitality textile products, including but not limited to sheets, towels, robes, mattress protectors, duvets, pillow protectors, and related OS&E soft goods (“Textiles”). Customer is responsible for ensuring that all laundering is performed in accordance with accepted hospitality laundry standards and manufacturer care guidelines.

• Manufacturing Warranty

Poggesi warrants that its hospitality textiles are free from material manufacturing defects in workmanship and materials for a period of one (1) year from the date of delivery, under normal commercial hospitality use.

This warranty does not cover: (a) Normal wear and tear consistent with commercial hospitality use, (b) Shrinkage within industry-accepted tolerances, (c) Damage caused by improper laundering, including but not limited to the use of bleach, optical brighteners, softeners, oxidizing agents, or non-approved commercial chemicals, (d) Staining, discoloration, fiber degradation, or loss caused by misuse, guest damage, or cosmetic contamination (including oils, cosmetics, and skincare products, (e) Improper storage, handling, or installation and (f) Fabric breakdown caused by excessive heat, overdrying, over-extraction, improper wash formulas, or non-compliant laundry processes. These exclusions reflect standard hospitality industry operating conditions.

Customer acknowledges that hospitality textiles are consumable goods whose useful life depends on usage intensity, laundering practices, and environmental conditions. As with all professional-grade OS&E products, performance longevity is directly influenced by operational protocols. For this reason, Poggesi does not guarantee any specific lifespan, number of wash cycles, or continued appearance over time. This warranty applies solely to the original purchasing Customer and is non-transferable. Nothing herein limits Poggesi’s commitment to maintaining long-term commercial relationships built on product integrity and service support. In the event of a warranty-related concern, Customer is encouraged to contact Poggesi promptly and provide basic documentation and photos of the affected items. Our team will review the matter and, at Poggesi’s sole discretion, determine the appropriate resolution in accordance with this warranty.

8. Photographs and Video Release

Poggesi may obtain either directly or indirectly, photographs, videos or any other digital media (“Photo” or “Photos”) of its products installed at Customer’s premises. Customer hereby grants permission to Poggesi to use such Photos in any and all of its publications including but not limited to website, press releases, newsletters and social media networks, without payment or other consideration. Customer hereby irrevocably authorizes Poggesi to edit, alter, copy, exhibit, publish, or distribute these Photos for any lawful purpose. Additionally, Customer waives any right to royalties or other compensation arising or related to the use of any Photo.

CUSTOMER HEREBY HOLDS HARMLESS, RELEASES, AND FOREVER DISCHARGES POGGESI FROM ALL CLAIMS, DEMANDS, AND CAUSES OF ACTION WHICH CUSTOMER, ITS REPRESENTATIVES, EXECUTORS, ADMINISTRATORS, OR ANY OTHER PERSONS ACTING ON CUSTOMER’S BEHALF HAVE OR MAY HAVE BY REASON OF THIS AUTHORIZATION.

9. Legal and Other Terms

Poggesi may update or modify these Terms and Conditions at any time and without prior notice. For this reason, you should review these Terms and Conditions each time you purchase products from us. Any legal action or proceeding arising out of or relating to your purchase from Poggesi must be brought exclusively in the state or federal courts located in Miami-Dade County, Florida, and both parties hereby consent to the jurisdiction and venue of such courts. Certain names such as Poggesi™, Gesi™ are proprietary and are owned by Poggesi as registered service marks or trademarks. This material is protected under copyright by Poggesi with all rights reserved. This contract contains the parties’ entire contract and may not be superseded unless agreed to in writing by each party. If any term of this contract is invalid or unenforceable, the remainder shall be enforced.