These General Conditions of Sale, if not repealed by a specific written agreement between the parties, shall be applied to and form an integral part of every order received and accepted by Dinamec Italia S.r.l. (hereinafter referred to as the “Supplier”).
The buyer, when placing the purchase order, acknowledges to have carefully examined and evaluated all the technical, functional and aesthetic features of the ordered products (hereinafter referred to as the “Products”) and to consider them suitable for their intended
direct or indirect use.
Moreover, the buyer shall not make any change to Products and shall respect, declaring it is perfectly acquainted with them, their correct procedures for the use, and it acknowledges that the Supplier will not take any responsibility if any modification is
performed on them.
2. ORDERS AND ORDER CONFIRMATIONS
The orders confirmation signed by the Buyer shall indicate the order number, the exact mention of the Products with reference to their product code, their quantity, the unit and the total price, the payment terms, the place of destination and eventual other instructions
The contract of sale shall be concluded when the Supplier receives the order confirmation signed by the Buyer.
Unless otherwise specified, the offer shall remain valid for thirty days.
The Product prices are provided in the order confirmation and, unless otherwise specified, are in Euro, excluding VAT.
Shipping and packaging costs, unless otherwise specified, are excluded and charged to the Buyer.
The prices do not include the costs of material certificates and test certificates: if necessary, the certificates must be requested at the time of the offer request.
Prices do not include in any case customs charges, duties, fees or export tax and so on.
The Buyer shall pay the Product price on the bank account provided in each case by the Supplier and within the terms mentioned in the order confirmations, or, unless otherwise specified, within 30 days end of month.
If the Buyer does not respect the payment terms indicated in the invoice, it will be charged with the default interests at current rate required by D.Lgs. n. 321/2002, without any need for a specific formal notice of payment.
The Supplier could interrupt a processing order up to the complete payment of the arrears invoices without being required to give any forfeit and any compensation for the Buyer in default.
Unless otherwise specified, delivery is Ex Works Supplier’s factory.
Delivery terms are always indicative.
In case of failure to collect or impossibility to deliver the Products, if these remain unclaimed at the Supplier’s facility, the Buyer shall pay, beside the supply’s value, a 0,5% of the total value of the undelivered goods for every week of stock, in view of storage and
administrative costs, in addition to possible expenses charged by the carrier.
Possible claims on quantity and/or conditions of packaging and/or Products shall be submitted directly to the carrier at the time of delivery, by reporting on the delivery document the indication “goods delivery unchecked”.
Possible defects on delivered Products shall be anyway reported to the Supplier, in a written form sent in any case through registered mail RRR or certified mail, within 8 days after delivery.
In case of possible shortage in quantity as compared to the order, the contract shall not terminate nor the payment suspended, but the Buyer will be supplied with the missing goods in order to complete the order.
Goods return shall be in any case authorised by the Supplier.
The Buyer shall not use defective Products and shall promptly reports possible complaints from third parties.
Supplier’s warranty about Products quality is limited to what indicated in the product technical sheet or catalogue which the Buyer states to be acquainted with.
The Supplier, in the aforesaid limits, guarantees exclusively the compliance of the delivered and ordered Products and not their suitability to meet specific needs of the Buyer or of third parties, unless these are object of the accepted order.
Unless otherwise specified in the offer or in the order confirmation, the warranty will be valid for the fullest extent permitted by law.
The warranty will not cover, in any case and as an example, any possible damage arising from errors of assembling, storing, conserving and maintaining the Products, tampering or direct repairing or modifying attempts on them, delayed intervention for limiting the
consequences of possible operating defects and normal wear and tear consequent to their use and due to the Buyer.
8. CONTRACTUAL LIABILITY
Excluding any hypothesis of gross negligence or willful misconduct, in any case whatsoever the Supplier will be responsible for damages to people and/or things consequent to the use of the Products.
The liability will not extend in any case whatsoever to indirect, unpredictable damages or beyond the hypothesis in which the product warranty can operate.
The Supplier reserves the right to upgrade or improve the technical and/or aesthetic features of the Product without altering their essential characteristics and their usability according to the order specification, in order to make their operation safer and easier.
These discrepancies will not cause the termination of the supply contract.
The Buyer commits to maintain reserved and not to disseminate to third parties, where not strictly necessary for the legitimate use of the purchased Products, for the extent of the agreement and for the three years subsequent to its conclusion, every information or
technical details relative to the Products, to their use or operation, so as any administrative or commercial information relative to the contract of sale.
11. INDUSTRIAL AND INTELLECTUAL PROPERTY
The purchase and direct or indirect use of the Products will not transfer to the Buyer any ownership or right of industrial or intellectual property on the Products, which will remain within the Supplier.
12. PROPER LAW AND COMPETENT COURT
The contract is under the Italian law.
The court of Brescia is in charge for the exclusive competence for any dispute occurred in the supply contract.
13. SUPPLIER ADDRESS
Every communication to the Supplier must be sent, according to the agreed forms, to the registered office in Calcinato (BS), via Gavardina Nord n. 20, Italy, email address email@example.com.
14. The text of these General Conditions of Sale is written both in Italian and English. In case of any discrepancy, the Italian text shall prevail over the English text.
15. INFORMATION ABOUT GENERAL DATA PROTECTION ex artt. 13/14 Reg. UE 2016/679.
2. According to the aforesaid regulation, the processing of Your personal data, as an example (not exhaustive): biographical data, bank details, contract details, contact details, will follow the principles of fairness, transparency, lawfulness and privacy protection.
3. According to artt. 13 e 14 Reg. EU 2016/679 we inform You that: Your personal data will be treated exclusively to fulfil the economic activity of the society, in order to manage effectively business activities, meeting any contractual need and legislative duty, in particular Your data will be processed for these following purposes:
Data entry in our informatic database and/or physical records of the society;
Management of transport documents, invoices and credit notes;
Management of ordinary accountancy and TVA;
Management of quotes or offers;
Management of payments and takings;
Comply every other contractual and/or law duty.
5. We inform You that You are requested to give your data in order to institute and process the contractual relationship, as well as to fulfil all the obligations, also of a fiscal nature, required by law. Non-reporting personal data will result in the impossibility to establish and process the contractual relationship.
Freelancers for accounting and/or fiscal fulfilments
Bank institutes to manage payments and/or cashing
Other subjects to whom communication shall be necessary for the correct and complete fulfilment of contractual relationship and/or to perform legislative duties.
7. Processing personal data can be done with or without electronic supports and personal data will be stored for the period required to fulfil the purposes for which they had been processed and/or to perform any law duties.
Moreover, we specify that decision processes are not totally automatized, but all data undergo the evaulation of physical operators.
9. You have the right to make a claim to the control authority provided by the national law.
Calcinato, __________ The Buyer___________________
The Buyer declares to explicitly accept the clauses n. 4 (Payments), n. 5 (Delivery), n. 8 (Contractual liability), n. 11 (industrial and intellectual property) e n. 12 (Proper law and competent court).
Calcinato, __________ The Buyer ________________