LEI Code - InfoCamere LOU of the Italian Business Register

GENERAL CONDITIONS OF DELIVERY
FOR THE ISSUANCE AND MANAGEMENT SERVICE OF "LEI CERTIFICATES"

Article 1. Definitions

The following terms, in addition to the other definitions contained in these general conditions (hereinafter, for the sake of brevity, also the "Agreement"), will have, both in the singular and in the plural, the following meaning:

"Reserved Area": indicates the reserved area of the Web Portal which the LEI User can access based on specific general conditions ("General Conditions of Access and Use of the Web Portal"), available on the Web Portal;

"LEI certificate": indicates the document in digital format that certifies the possession by a Legal Entity of a LEI Code. It is a document issued by InfoCamere and which can be requested by the LEI User and by the Other User, as defined below, exclusively with reference to a Legal Entity holding a LEI Code managed by InfoCamere, in the manner and under the conditions set out in the Agreement;

"LEI code": indicates the unique and universal identifier for the identification of legal entities engaged in financial transactions, consisting of an alphanumeric code of 20 characters, processed according to the rules of the International Organization for Standardization (ISO 17442: 2020) and the LEI Rules;

"InfoCamere": the joint stock IT consortium company of the Chambers of Commerce, with registered office in Via G.B. Morgagni 13, 00161 Rome (Italy) which provides - in addition to the IT issuance and management service of the LEI Code as the LOU ( â€œLocal Operating Unitâ€�) duly accredited according to the LEI Rules - the ancillary service of issuing LEI Certificates governed by this Agreement;

"Legal Entity": indicates the company or any other legal entity other than the natural person who, regardless of its legal form, has the legitimacy to be the holder of rights and obligations in its relevant jurisdiction;

"LEI": the acronym for "Legal Entity Identifier";

"Web portal": www.lei-italy.infocamere.it;

"LEI Rules" indicates the rules of the International Organization for Standardization (and in particular ISO 17442: 2020), the "Global LEI System High Level Principles and Financial Stability Board recommendations "shared by the G20 at the Los Cabos (Mexico) summit in June 2012 and the "Global Regulatory Oversight Committee Charter", together with any norm, rule, recommendation or regulation otherwise referred to as issued or being issued by the supranational bodies entrusted with the power to manage the global LEI system and in particular the "GLEIF" or The "Global Legal Entity Identifier Foundation", the "FSB" or "Financial Stability Board", the "ROC" or "Regulatory Oversight Committee" and the "COU" or "Central Operating Unit";

"User": indicates anyone who uses the Service covered by this Agreement and in particular: (i) the person in possession of a LEI Code issued by InfoCamere or who requests it at the same time as signing this Agreement ("LEI User"); (ii) any other natural or legal person, regardless of possession or application for an LEI Code ("Other User");

"Service": indicates the issuing and management service of LEI certificates.

Article 2. Subject

The subject of the Agreement is the provision of the LEI Certificate issuing and management service by InfoCamere.

Article 3. Request for the LEI Certificate and its duration

3.1. The LEI Certificate may be requested by the LEI User and the Other User, as defined in Article 1.

3.2. The request for the LEI certificate can be made by using: (a) the Reserved Area, as defined in Article 1 or with the other methods made available to the LEI User; (b) the specific procedure available to all Users on the Web Portal. The LEI User may make the request through both channels a) and b) indicated above. The Other User may only use the channel referred to in letter (b). The operational details on the application procedure are indicated in the instructions available on the Web Portal.

3.3. The LEI User can request the issuance of a LEI Certificate relating to their LEI Code. The LEI User and the Other User may at any time request the issuance of a LEI Certificate relating to any Legal Entity holding a LEI Code managed by InfoCamere.

3.4. The User acknowledges that, according to the LEI Rules, the LEI Code has a duration of one year, subject to annual renewal, and that therefore the LEI Certificate has a duration corresponding to the residual duration of the relevant LEI Code on the date of application of the LEI certificate and in any case not exceeding one year. In the event that the LEI Certificate request concerns an LEI Code that is not active for any reason (e.g. failure to renew upon expiration), InfoCamere will not be required to issue the LEI Certificate.

3.5. The LEI User acknowledges that, based on the general conditions for providing the LEI Code issuing and management service, applicable to the LEI User, he/she may opt to subscribe to the LEI Code issuing and management service for a period of one year ("One-Year Plan") or three years ("Three-Year Plan"), without prejudice to the annual duration of the LEI Code. The LEI User therefore acknowledges that: (i) in case of subscription to the One-Year Plan, he/she may request the LEI Certificate during the activation or renewal phase of the LEI Code, or at any other time; (ii) in case of subscription to the Three-Year Plan, the LEI Certificate is automatically issued to the LEI User, following the activation or annual renewal of the LEI Code; (iii) in any case, the LEI Certificate relating to his/her LEI Code will in any case have the duration envisaged in Article 3.4. above.

Article 4. Content of the LEI Certificate

4.1. The LEI Certificate contains the main information associated with the LEI Code to which it refers (name and tax code of the Legal Entity; LEI Code; status of the LEI Code - "active" or "expired" - and expiration date; relevant jurisdiction) and the date of issuance of the Certificate. There is also a two-dimensional barcode (â€œQR Codeâ€�) on the LEI Certificate, which makes it possible to check the status of the LEI Code (â€œactiveâ€� or â€œexpiredâ€�) in real time.

4.2. The User acknowledges and accepts that the LEI Certificate is for informative and not for certification purposes.

Article 5. Costs of the Service

5.1. For the use of the Service, and in particular for the issuance of each LEI Certificate, the User is required to pay the amount indicated in the Costs of the Service Table found in the specific information section of the Web Portal and in Appendix A. The User acknowledges and accepts that InfoCamere may freely and at any time change the aforementioned amount or in any event the Costs of the Service, providing adequate information to Users on the Web Portal.

5.2. Payment must be made by the User using the payment instruments made available by InfoCamere.

5.3. The billing methods are described in the online application form of the LEI Certificate, and are based on current laws.

Article 6. Statements and warranties, obligations and responsibilities of the User

6.1. In consideration of the ownership by InfoCamere of the IT solutions functional to the provision of the Service, the use of the same by the User must be carried out in compliance with the intellectual property rights of InfoCamere. In particular, it is forbidden to use (for example, on the User's website) any trademark or logo that appears on the Web Portal without the prior written consent of InfoCamere.

6.2. The LEI User is responsible for the completeness, correctness and truthfulness of the data communicated to InfoCamere as part of the procedure for the issuing/renewing of the LEI Code as well as for updating such data in accordance with the provisions of the general conditions for providing the issuance and management service of LEI Codes . The LEI User also acknowledges that the information contained in the LEI Certificate relating to his/her LEI Code is based on the aforementioned data and that this Certificate may be issued by InfoCamere to any User who requests to use the Service. He/She therefore agrees to hold InfoCamere harmless and indemnified from any prejudicial consequence that may arise to third parties as a result of the incompleteness, erroneousness, or failure to update the data communicated.

6.3. The Other User declares that he/she is aware that the information contained in the LEI Certificate is based on the data communicated to InfoCamere as part of the LEI Code issuance/renewal procedure by the Legal Entity concerned (or by its delegated proxy), which has assumed all responsibility (if necessary, together with the aforementioned proxy) for the completeness, correctness and truthfulness as well as for the updating of such data. He/She therefore acknowledges that InfoCamere will not be liable for any incompleteness, incorrectness or untruthfulness of the information contained in the LEI Certificate. This paragraph also applies to the LEI User who requests the issuance of a LEI Certificate relating to the LEI Code of another Legal Entity.

6.4. The User agrees to refrain from any violation of systems and network security that may give rise to civil and criminal liability including introducing/sending programs (e.g. viruses, Trojan horses, etc.) that compromise the functioning of the InfoCamere network by violating its security.

6.5. The User must hold InfoCamere harmless and indemnified from any third party claim or prejudicial consequence that may in any case arise against InfoCamere as a result of the User's violation of the obligations set out in this Agreement or in any case from the improper use of the LEI Certificate.

Article 7. Obligations and responsibilities of InfoCamere

7.1. InfoCamere agrees to diligently perform the activities, ensuring access to the Web Portal from 8:00 am to 9:00 pm on all weekdays and on Saturdays from 8:00 am to 2:00 pm, and in any further time extensions notified by InfoCamere on the same Web Portal, except due to lack of availability caused by force majeure or in any case by causes not attributable to InfoCamere.

7.2. Except in cases of willful misconduct or gross negligence, InfoCamere is solely liable for damages that are a direct and immediate consequence of its conduct.

7.3. InfoCamere will not be liable, among other things, for delays, malfunctions, suspension and/or interruptions of the Service caused, directly or indirectly, by:
a) special maintenance or repair operations on the Web Portal;
b) force majeure (or any unforeseeable circumstance and in any case beyond the reasonable control of InfoCamere such as, by way of example but not limited to, acts of public authorities, uprisings or civil unrest, strikes, lockouts or other trade union disputes, blocks or embargoes, interruptions in the supply of electricity, floods, natural disasters, epidemics) or even partially unforeseeable circumstances;
c) malfunction or breakdown, failure to update or improper installation and/or configuration of the equipment and IT systems used by the User.
d) interruption or malfunction of the telephone/Internet network.

Article 8. Changes to the Agreement and/or the Service

The User acknowledges and accepts that, in order to comply with any changes to the LEI Rules (including instructions from the GLEIF Foundation - "Global Legal Entity Identifier Foundation"), and in any case with laws, regulations, public authority measures and/or for unforeseeable needs, including of a technical nature, it will be possible to change, freely and at any time, this Agreement and/or its Appendices, as well as the features and methods of providing the Service, including the Web Portal.

Article 9. Suspension of the Service

InfoCamere may temporarily suspend the provision of the Service for reasons of a technical nature, or for reasons of force majeure or, for even partially unforseeable circumstances, providing, when possible, notice via the Web Portal.

Article 10. Duration of the Agreement: Withdrawal and termination for non-fulfillment

10.1. This Agreement has a duration corresponding to the validity of the LEI Certificate pursuant to Article 3.4.

10.2. InfoCamere may terminate the Agreement at any time in the event that, for any reason, InfoCamere ceases to be a LOU (â€œLocal Operating Unitâ€�) for Italy or in any case to carry out the related LEI Code issuance service.

10.3. In case of non-fulfillment by the User of any of the provisions referred to in Article 6, InfoCamere will have the right to terminate this Agreement, subject to a warning to the User pursuant to and for the purposes of Article 1454 of the Italian Civil Code.

Article 11. Communications

11.1. Any written communication by the User to InfoCamere relating to the Agreement and/or the Service may be in Italian or in English and shall be sent via certified e-mail to the address published by InfoCamere on the Web Portal.

11.2. Communications from InfoCamere will be sent the e-mail address provided by the User and, for the LEI User, in the Reserved Area.

Article 12. Privacy Policy

12.1. In relation to the processing of personal data provided by the User when requesting the Service, InfoCamere will operate in compliance with the provisions of the General Regulation on the protection of personal data (EU Reg. 2016/679) and the Privacy Code (Legislative Decree no. 196/2003 and subsequent amendments).

12.2. The "Privacy Policy" document referred to in Appendix A constitutes an integral part of the Agreement.

Article 13. Applicable Law

The Agreement and the activities regulated by it are governed by Italian law.

Article 14. Dispute resolution

14.1. Any dispute that may arise between the parties regarding the Agreement and in particular any dispute relating to the validity, interpretation, execution and termination of the Agreement, must first be subject to an attempt at mediation, pursuant to Legislative Decree 28/2010 as subsequently integrated and amended, using the mediation service of the Court of Arbitration of Rome, the Settlements of which we declare to acknowledge and accept.

14.2. In the event of the attempt at mediation should fail, the disputes shall be deferred to the exclusive jurisdiction of the Italian legal system and in particular to the exclusive jurisdiction of the Court of Rome.

Article 15. Appendices

The following appendices form an integral and substantial part of the Agreement, which the User declares to have expressly viewed and accepted:
Appendix A - Costs of the Service
Appendix B - Privacy Policy

Article 16. Italian and English versions

The Agreement has been prepared both in Italian and in English. In the event of any discrepancy, the Italian version takes precedence.

Space for Signature/Acceptance of the General Conditions

The User declares to have read and expressly accept, pursuant to Art. 1341 and 1342 of the Italian Civil Code, the following provisions of the General Conditions: Article 3. Request for the LEI Certificate and its duration; Article 5. Costs of the Service; Article 6. Statements and warranties, obligations and responsibilities of the User; Article 7. Obligations and responsibilities of InfoCamere; Article 8. Changes to the Agreement and/or the Service; Article 9. Suspension of the Service; Article 10. Duration of the Agreement: Withdrawal and termination for non-fulfillment; Article 14. Dispute resolution

Space for second Signature/Acceptance of the clauses of the General Conditions indicated above

Furthermore, the User, pursuant to Articles 6 and 7 of the General Regulation on the protection of personal data (EU Reg. No. 2016/679) and of Art. 130 of the Privacy Code (Legislative Decree 196/2003 and subsequent amendments) expresses his/her consent to the processing of his/her personal data with reference to the purposes of the data processing indicated below:

- for the production of statistics and market research by InfoCamere;

Consent Do not consent
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- for the communication and/or sending, by e-mail and telephone, of information and/or promotional material by InfoCamere relating to services aimed at the digitization of businesses. In particular, services similar to those covered by this Agreement may be offered.

Consent Do not consent
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The above consents for processing purposes are optional and, therefore, any failure to grant such consent shall not prevent access to the Service.

Appendix A
Economic Terms of the Service

5.00 Euro + VAT (for each LEI Certificate requested).

Notwithstanding the preceding point, the LEI Certificate is issued free of charge to the LEI User who subscribes to the Three-year Plan under Article 3.5, and in the other cases foreseen by the general conditions for delivery of the LEI Code issue and management service, that are applicable to the LEI User.

Appendix B
Privacy Policy

Information pursuant to Articles 13 and 14 of the General Regulation on the Protection of Personal Data (EU Reg. 2016/679)

Pursuant to Art. 13 and 14 of EU Reg. no. 2016/679 (hereinafter, for the sake of brevity, "GDPR"), the following information is provided regarding the personal data entered by the User in the online request form of the Service (the terms in capital letters have the meaning attributed to them in Article 1 of the Agreement to which this Information is attached).

- Data Controller
InfoCamere SCpA (www.infocamere.it) is the Data Controller of the personal data that the User enters in the online request form for the Service and of any further personal data communicated to InfoCamere in relation to the fulfillment of the Service referred to in the Agreement (hereinafter, for the sake of brevity, the "Data").
- Purpose of the processing for which the personal data are intended and legal basis
The Data is processed by InfoCamere to permit the fulfillment of the Agreement concerning the LEI Certificate Issuance Service and for the performance of all the services and obligations connected to it, according to the obligations defined by the LEI Rules, as well as for sending the invoice to the e-mail address indicated.
The legal basis of the processing is set out in Art. 6, paragraph 1, lett. b) of the GDPR, as the processing of data is necessary for the fulfillment of an agreement of which the interested party is a party or for compliance with pre-contractual measures adopted at the request of the same.
- Methods of data processing and storage
The Data are processed using automated tools for the purposes indicated above, through the use of adequate technical and organizational means, capable of ensuring, in compliance with current legislation on the protection of personal data, the confidentiality and security of the personal data provided and prevent illegal or unauthorized access.
The Data are stored on paper and/or computerized media to which only employees and collaborators authorized to process the data have access, after having signed confidentiality agreements
The Data are processed for the entire duration of the Agreement conc relating to the Service and are subsequently kept for the time strictly necessary for the fulfillment of tax obligations as well as for the fulfillment of the obligations dictated by the LEI Rules. Subject to the adoption of adequate protection measures, they may also be stored for the protection of the Data Controller (e.g. disputes).
The provision of data is necessary for the signing and performance of the Agreement.
The Data may be communicated by InfoCamere to legal authorities in the event of an express request, in accordance with current laws.
- Parties to whom the data may be disclosed
The Data may be transmitted to controlled, controlling or affiliated companies or entities in order to carry out some of the services connected or instrumental to the provision of the Service (such as to provide support and assistance to the user), as well as to other companies or entities that perform the function of LOU (Local Operating Unit) or that in any case belong to the LEI (Legal Entity Identifier) system in order to ensure the principle of uniqueness of the LEI Code assigned to each legal entity as warranted by industry regulations. When necessary pursuant to Art. 28 of EU Reg. 2016/679, the parties to whom the data are transmitted are previously designated external data processors. The Data will not be distributed or communicated to third parties, outside the specific regulatory provisions.
- Further data processing purposes and legal basis
With the explicit and specific consent of the User, the Data can also be processed:
i) for the production of statistics and market research by InfoCamere;
ii) for the communication and/or sending, by e-mail and telephone, of information and/or promotional material by InfoCamere relating to services aimed at the digitization of businesses. In particular, services similar to those covered by this Agreement may be offered.
In this case, the legal basis of the processing is set out in Art. 6, paragraph 1, lett. a) of the GDPR, as the interested party has given consent to the processing of his/her personal data for one or more specific purposes.
- Rights of the Data Subject
The data subject may, at any time, exercise the rights of access to personal data and the other rights provided for by Articles 15 and following of the GDPR, in order to obtain confirmation of the existence of data concerning him/her in order to access, correct, delete, or limit the processing of the data, or to oppose their processing for legitimate reasons or to request their transfer, by addressing a specific request to the Data Controller, by e-mail or certified e-mail to the address: service.lei-italy@pec.infocamere.it, or by registered mail with return receipt to InfoCamere SCpA, with registered office in Via G.B. Morgagni 13, 00161 Rome.
The data subject who believes that the processing of his/her personal data is in violation of the provisions of current legislation on the protection of personal data, has the right to lodge a complaint with the Guarantor, as well as, according to current legal provisions, to start legal proceedings.
- Data Protection Officer
The Data Controller has appointed the Data Protection Officer. It is possible to contact the Data Protection Officer by e-mail or certified e-mail, at the address: rpd@pec.infocamere.it.