Acceptance – The following conditions, which relate to the sales contract, are intended to be fully accepted by the buyer as soon as he/she accepts the Transport Document.
Place of delivery – Transport – Insurance – If the seller is in charge of sending the goods, delivery is intended to be performed when the goods are delivered to the carrier or the forwarder, including when the carrier is represented by one of the motor vehicles of the selling company. As a consequence, upon delivery, as specified above, goods become the property of the buyer and travel at his/her own peril, including when goods are sold as “DDP”, “FOB” or “CIF”. Goods are not covered by any insurance except upon express order of the buyer and at his/her own expense. Subject to forfeiture upon receipt, the buyer must report any irregularities or deficiencies in the goods by attaching the relevant claim to the copy of the Transport Document to be returned to the seller.
The company reserves the right of ownership of the goods and packaging until payment is made.
Claims – Claims are not valid unless they are submitted in writing and in a way that allows the seller to carry out a prompt and exhaustive check. In particular, as regards supplies of liquid products transported in tanks, the buyer forfeits the right to report claims for defects or lack of quality of the product if:
The buyer places the product inside his/her own reservoirs, tanks or containers in general, without previously enabling the seller to carry out a direct inspection or to have the product examined by a third-party appointed by the seller before the introduction of the product. This also applies to containers owned by the seller but stored in the buyer’s premises.
Similarly, as regards mixtures or chemicals obtained with the product referred to within this sales confirmation, the buyer does not enable the seller to carry out a direct inspection or to have the product examined by a third-party appointed by the seller before the product is mixed. Moreover, the seller points out that, upon explicit decision of the management, he/she shall be exclusively in charge of the supply of the products and shall for no reason give any suggestions concerning the methods of use. Thus, the seller considers him/herself exempted from any responsibility deriving from the wrong or incorrect use, storage or handling of the products.
Terms of delivery – Unless otherwise agreed upon, the terms of delivery are always intended to be approximate. Therefore, the company refuses any responsibility deriving from errors due to possible delays.
Force majeure – In any case of force majeure, including any difficulties incurred by the seller in his/her own supply at a good price, which should prevent or limit the normal delivery process, the seller has the right to reduce the quantity of sold goods, to postpone the shipping or delivery date or to cancel the sale in its current state. The buyer has no right to receive any compensation or refund for any kind of damage and has no right of refusal.
Payments – Unless otherwise agreed upon, invoices must be paid to the seller’s registered office within the stipulated deadline. Should the buyer fail to pay the supply, either fully or partially, including if the supply is contested by the buyer, the seller has the right to suspend all subsequent deliveries pursuant to art. 1460 of the Italian Civil Code or to consider the contract terminated due to the act and fault of the buyer pursuant to and to the effects of art. 1456 of the Italian Civil Code, without prejudice to the compensation for damage. In case of late payment of the invoices, interests on arrears shall be due pursuant to Italian Legislative Decree 231/2002.
Packaging – Unless explicitly included in the price or charged separately in the invoice, any packaging owned by the seller shall be returned. The buyer shall take diligent care of the packaging pursuant to art. 1177 and 1768 of the Italian Civil Code and shall be subject to the obligations of the depositary. Once the exemption period is over, i.e. 60 days after delivery, if the packaging is not returned, the relating cost shall be charged with an invoice to be paid at sight.
Jurisdiction – Per The Court of Brescia has exclusive jurisdiction over any dispute arising from the sale referred to within this sales confirmation, and the buyer expressly waives the jurisdiction of other Courts, including in case of consolidation or joinder.
Any risk deriving from the filling, decantation, transport and preservation of the goods in containers, including if the latter are owned by the seller, shall be borne fully and exclusively by the buyer. The buyer shall verify the suitability and the state of preservation of the products upon receipt and shall be responsible for the transfer of the goods into his/her own warehouse, even if this is carried out by the seller’s employees.
