1. Contractual provisions
Orders placed for the purchase of products manufactured by our Company (hereinafter also referred to as the Seller) imply automatic and unconditional acceptance of these General Conditions of Sale, which form an integral part of the sales contract. Any exceptions to these General Conditions will be considered valid only if agreed in writing between the parties and are limited to the sales to which they refer.
2. Product Features
The weight, dimensions, technical specifications, price and any other information reported in the catalogues, brochures, circulars or any other illustrative document of the Seller are only approximate indications.
3. Orders: stock, packaging and wrapping
3.1. These General Conditions of Sale are deemed approved by the Customer upon placing the order, which always reaches our Company with the clause “subject to Company approval.” The Seller may accept the order by shipping the goods, pursuant to Article 1327 of the Italian Civil Code, or by express acceptance.
3.2. The Seller reserves the right to fulfill an order either in full or in part, or to divide it into multiple lots.
3.3. The order must include the item code and name, as well as the requested quantity. The minimum order quantities for each item are specified in the price list. Non-compliant orders that do not correspond to these quantities, or multiples thereof, will be automatically corrected without the Customer’s prior authorization, unless otherwise agreed between the parties.
4. Delivery terms
All delivery times, if and when requested, are purely indicative. The Seller will not be held liable under any circumstances for delivery delays that are not caused by its own willful misconduct or gross negligence. Failure to comply with these delivery times, provided delivery is made within a reasonable time, does not entitle the Customer to claim compensation or cancel orders, unless, taking into account both normal tolerances and the nature of the contract and supplies, it is no longer relevant to the Customer. In this case, the burden of proof will be entirely on the Customer.
Except in cases of willful misconduct or gross negligence on the part of the Seller, any compensation for damages caused by delayed delivery of the products is expressly excluded.
5. Order management, shipping and packaging
Buyers who are already regular and direct customers may contact the Seller’s warehouses for quantities other than the specified packaging units. The cost of this service will be agreed upon from time to time.
6. Prices
6.1. The prices indicated in the catalogs are purely indicative and therefore subject to change without notice.
6.2. Unless otherwise agreed in writing between the parties, the goods will be invoiced at the price in effect at the time of shipment.
6.3. Prices include VAT. Any additional costs such as customs duties or excise duties specific to the country to which the goods are shipped are the responsibility of the customer.
7. Payment terms
Payment must be made directly to the Seller’s registered office, or to a person with the relevant written authorization, according to the methods and terms specified on each individual invoice. Late payment will result in late payment interest being charged pursuant to Article 5 of Legislative Decree 231/02 and will result in the Buyer losing the benefit of the term (forfeiture clause) provided for by Article 1186 of the Italian Civil Code, which will make all outstanding amounts immediately due.
8. Reporting defects
8.1. Under penalty of forfeiture of this Agreement, the Customer must report any defects or faults found in the products supplied, or the missing or non-compliant parts of the supplies specified in the Purchase Order, within 8 (eight) days of the date of discovery of the defects or faults and/or the date of delivery of the products, respectively. In the event of obvious defects, the complaint must be made in writing and sent by registered letter with acknowledgement of receipt (or certified email), preceded by fax to ensure timely receipt of the notification.
8.2. Complaints do not entitle the Customer to suspend or otherwise delay payments for the products in question or for any other supplies made.
8.3. The warranty is void if the Customer has performed, or has allowed, interventions on the products to be performed by third parties without the prior written consent of the Seller, or if the goods have been improperly stored. Defective goods, which do not present problems attributable to normal wear and tear, improper use or tampering, will be repaired or replaced only if returned to the Seller’s registered office FOB designated port, indicating the relevant reason and our invoice details on the delivery note.
9. Warranty against defects
The Products sold are guaranteed for a period of 2 (two) years from delivery to the Customer against manufacturing defects and faults, and is limited to the replacement or repair of the relevant Products that have been certified as defective at the Seller’s registered office, excluding any right to claim compensation for damages. The aforementioned warranty does not apply to Products showing signs of abnormal wear, tampering, or improper use. Any shipping costs relating to the Products to be replaced or repaired shall be borne by the Buyer, unless otherwise agreed in writing. In accordance with the conditions specified in the previous paragraph, the Seller will replace or repair the Product certified as defective due to manufacturing defects if returned FOB designated port, accompanied by the relevant delivery note, which must bear the wording “Defective Goods” and provide the details of the taxable document issued at the time of sale. Except in cases of willful misconduct or gross negligence, the Seller shall be required, in the event of product defects or lack of quality, exclusively to repair or replace the defective products. It is understood that the aforementioned warranty (consisting of the obligation to repair or replace the products) incorporates and replaces any other warranty or liability of the Seller (whether contractual or non-contractual) that, in any case, is connected to the products supplied (for example, compensation for damages, loss of profits). The Customer is not authorized to make any deductions from the agreed price (for example, in the event of alleged product defects), unless otherwise agreed in writing with the Seller.
10. Return of goods
Returns of goods are accepted only if previously agreed in writing with the Seller. The Customer hereby authorizes the resale of items returned to the Company for any reason, including the reasons specified in points 8 and 9 of these general conditions.
11. Competent court
These General Conditions of Sale are governed by the laws of the Republic of Italy. For anything not expressly provided for in these conditions, the relevant provisions of the Italian Civil Code apply. For any dispute arising from the sales contract governed by these General Conditions of Sale or related to them, the Court of Venice (Italy) shall have exclusive jurisdiction. Customer Signature Pursuant to and for the purposes of Articles 1341 and 1342 of the Italian Civil Code, the Buyer declares to have read and approve the following clauses of the contract: no. 4. (Delivery Terms); no. 5 (Order Management, Shipping and Packaging); no. 8 (Notification of Defects); no. 9 (Warranty for Defects); no. 11 (Jurisdiction).
