Art 1 - CONTRACT. The supplier shall formulate not binding offers. The order of the Customer and any other condition will be accepted by the supplier only if confirmed in written from both the supplier and the costumer, and this must not change in any way the competence of the Court of Bologna and / or Section office in Imola. In any case, these general conditions shall prevail over the general condition’s terms and / or differing terms or additional details included in the order or in any other document of the Customer. If the supplier’s confirmation has changes or additions to the order, the contract will be concluded if the Costumer doesn’t communicate his dissention or refusal within days 15 from the date of the confirmation. In any case, the acceptance of the goods by the Customer will constitute acceptance of these terms and the present conditions of the supplier. The supplier accepts the order under the condition to be able to solve any technical problem presented to him, as part of the fixed price. If during the realization of the article some technical difficulties come, which could compromise the good functioning of that article, the supplier reserves himself the right to renounce to that order, except for the immediate return of the received account, with renunciation by the Costumer to any further request of damages. The supplier will communicate in written form to the Customer these technical difficulties, and, if it would be better to formulate alternative proposals, which allow overcoming difficulties.
Art 2 - SPECIFIC REQUIREMENTS. The supplier states that the object of supplying respects the general conditions of the law in force for safety regulations. According to that, the supplier focuses the Costumer’s attention on the need to comply the Legislative Decree N. 277 of 15/08/1991 for worker’s security from risks caused by exposition to noise. Therefore it is necessary that the Costumer specifies if the requested products must respect the levels of noise contractually defined, even by means of specific constructions (noise-reducing devices). In absence of such details, the supplier will communicate to the Customer the noticed value of noise, if equal to or bigger than 80 Db.
Art 3 - DELIVERY. The delivery term should start from the date on which all the contractual requirements of supplies will be defined between the Customer and the supplier and when all the executive data will be communicated to the supplier, and on condition that the Costumer has made the agreed payments on time. The delivery term is extended in case of technical difficulties and causes not attributable to the supplier, as strikes, lockouts, fires, floods etc. (waste material or workmanship, delayed deliveries from sub-suppliers, lack of driving force or other force majeure). It is understood that the delivery term should be strictly subject to the availability of necessary samples. Partial deliveries are always accepted, and therefore a deferred delivery of parts, which does not prevent the use of the product, does not constitute a violation of the terms. Delivery is considered successful with the communication of the phase of preparation of the product by the supplier’s base or on delivering by the carrier. From that date, all risks are transferred to the Costumer and the storage costs are charged on him. Custody, maintenance and insurance. In case of delay of the delivery due to the Costumer, that one must pay a compensation for storage costs of goods amounting to € 30.00 per day.
Art 4 - PRICES AND PAYMENT. Payments are ex works, taxes, levy and costs of every kind are charged on the Costumer. The supplier has the freedom to accept bill of exchange or cheques or other means of payment: this does not produce neither change in the local jurisdiction nor prejudice on the convention of private property: interests, discount and collection charges are paid by the the Customer. For the payments paid in late from the date of expiry, accrue the interests at the rate from art. 5 Decree N. 231 of 09/10/02. The lack of fulfillment payment terms by the Customer, or of any other terms, gives the supplier the right to suspend or postpone the execution of his contractual obligations, or, at his option, to terminate the contract with a simple written communication and compensation for suffered damages. In case that the Costumer has paid only some installments which the total value exceed of one-eighth the total price, the Customer will be immediately revoke of the benefit of the term, and the supplier may request the return of goods without giving back the already paid installments, unless the faculty to request more damages. In any case the Costumer cannot raise any objection regarding the supply before having paid the balance.
Art 5 - PACKING - TRANSPORTATION. The packaging is charged on the Customer, it is billed at cost and it is not accepted as returnable. The goods are at the risk of the Costumer, even if they are sold free of carriage. The insurance is stipulated only with the written request of the Customer and it is payable by the Customer. This clause is to be considered declined if Customer and Supplier agree different conditions, indicated in the Order Confirmation.
Art 6 – ACCEPTANCE TESTING. Any possible request for acceptance testing at the presence of the Customer must be in written form. In any case, the acceptance testing will take place at the base of the supplier with the technical procedures used by him.
Art 7 - WARRANTY. The supplier warrants only the good construction and the good quality of the product, and he is committed only to repair or provide, at his opinion, in a short time new and free of charge parts of the supply, which present some imperfections of materials or construction and / or manufacturing, within the warranty period. The defective parts, or the ones which must be replaced, must be sent to the supplier together with the report of the defect charged on the Costumer, and they remain property of the supplier. The costs of assembling and disassembling for the parts, which must be repaired and / or replaced, as well as packaging and forwarding of repaired or replaced parts, are charged on the Customer. It is a 12-months contract of warranty starting from the date of delivery. The warranty lapses if the customer does not inform the provider of the defects within days 8 after the delivery, or in case of hidden defects after their discovery, and also for the violation of payment terms, and if the complained defects are originated from actions of the Costumer or his employees and / or collaborators or third party, or if defects are caused by incompetence, negligence or imprudence in the administration of the object of the supply, according to the instructions of the supplier, and also if damages are caused by act of God, or as a result of the use of components and / or not original parts and not suitable lubricants. This warranty does not extend to those parts which by their nature or use are naturally subjected to deterioration, instead for the parts of supply, which the supplier buys from third parties, a warranty will be provided by the respective manufacturers and will be automatically transferred to the Costumer. Any other warranty is not provided by the supplier for the Customer.
Art 8 –RETENTION OF TITLE. As long as the supplier has not received the balance of payments for goods supplied, the property of the object of the supply is always recognized as property of the supplier and it cannot be transferred to the Costumer, and the supplier has the right to claim his property any time, even through the direct withdraw from the Customer: the Customer has the right to use the products, as the depositary, during the execution of his business, taking the blame of his responsibilities, steel observing these rules.
Art 9 - PRIVILEGE. The supplier has the right to transcribe, without prejudice of the reservation of proprietary rights, the privilege on the object of the supply.
Art 10 –INDUSTRIAL PROPERTY. The supplier reserves himself the right to change at any time the details of his products, unless these details have been written defined. The supplier reserves himself the right to any patent, model, brand and / or the copyright concerning the sold products and the Costumers acquires only the right to use the products, and the sale does not involve the transferring of license or any other right reserved to the supplier.
Art 11 - JURISDICTION. Any dispute arose from this Act will be defined in front of the Court of Bologna and / or Section office in Imola, and only the Italian law is applicable.
Art 12 - PERSONAL DATA. Referring to the D. lgs. 196/03 it is guaranteed that the treatment of personal data and fiscal data of natural persons and legal entities takes place in the respect of their rights, of their freedoms and dignity. The Customer’s name will be included in the archives in order to fulfill with the necessary administrative and accounting requirements. The customer agrees, therefore, the using of his personal data.