FPZ S.p.A., hereinafter referred to as the SELLER, with registered offices at Via F.lli Cervi 16, 20863 Concorezzo (MB), Tax Code 0593*******, VAT no. 0593*******, in the person of its Legal Reprentative, SERGIO ETTORE FERIGO, hereby declares that its commercial transactions with third parties, hereinafter referred to as the PURCHASERS, are subject to the following
GENERAL CONDITIONS OF SALE
PRICES
1 -Supplies are made at the agreed prices, subject to obvious transcription or calculation errors.
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PACKAGING
2 -Standard packaging, a detailed description of which will be supplied to the Purchar upon request, is included in the lling price
unless agreed otherwi.
ILLUSTRATIONS
3 -All illustrations contained in catalogues, price lists and brochures, as well as sketches, tables of sizes and weights and, in general,
all other illustrative materials, are supplied by the Seller solely for information purpos and may be modified at any time at its sole discretion; the Seller is not obliged to comply with them.
DELIVERY
4 -The delivery period commences from the first working day after that on which the Seller receives written acceptance of the offer
from the Purchar.
5 -To the extent allowed by art.1218 of the Italian Civil Code, the Seller does not accept any responsibility of any kind for failure to
comply with the delivery terms.
The Seller is not responsible for any delivery delays arising from force majeure or, in any ca, for reasons not attributable to the Seller.
6 -Delivery is understood to be made, for all purpos and effects, at the place and time when the goods are collected, in
accordance with the INCOTERMS rules published by the ICC. Where the Parties agree delivery of the products “ex works”, the Purchar hereby authoris the Seller to give instructions to the carrier in the name and on behalf of the Purchar, without this resulting in any acceptance of responsibility by the Seller, and expressly exonerates the latter from any responsibility in this regard.
SHIPMENTS
7 -The Purchar is responsible for any and all customs duties, charges, fees and/or taxes and, in any ca, all amounts payable for
the import/export of the products sold.
8 -Should the Purchar refu an order for any reason following shipment of the products, the Parties agree that this automatically
renders the Purchar responsible for all shipment, transportation and delivery expens incurred in relation to the products concerned, regardless of the ICC INCOTERMS rules agreed between the Se
ller and the Purchar on a ca-by-ca basis. PAYMENTS
借口英语9 -Payments by the Purchar must be made exclusively to the Seller, at its registered offices, Via F.lli Cervi 16, 20863 Concorezzo
(MB), or at any other locations authorid in writing by the Seller.
10 -Even when payment by trade note, promissory note or bank receipt is agreed, this still means that payment must be received at
项目运营方案the registered offices of the Seller; accordingly, in the event of non-performance by the payment intermediary, the Purchar shall be required to make immediate payment of the amount due directly to the Seller.
11 -If applicable, payments by promissory note are understood to be accepted with recour and without ttlement of the original
obligation.
12 -The Seller is entitled to suspend supplies if the Purchar fails, in whole or in part, to make payments on the due dates, or if
changes in the financial condition of the Purchar jeopardi its ability to pay the amounts due, in whole or in part.
13 -In the event of late payment, in whole or in part, the Purchar shall pay interest to the Seller at the late-payment rate in force at
the time the payment became due, for the period from the due date to the date of final ttlement, without any need for the Seller to issue a default reminder.
14 -Regardless of any outstanding disputes promoted by the Purchar, pursuant to art. 1462 of the Italian Civil Code, the Purchar
shall not rai objections for the purpo of avoiding or delaying payment of the amounts due on the due dates.
RETENTION OF TITLE
15 -Ownership of the products sold is only transferred to the Purchar when the entire consideration due to the Seller has been
collected in full by the latter. If cheques or payment instruments other than cash are ud by the Purchar, it is understood that payment of the consideration is not made until final collection by the Seller of the amount due.
Accordingly, the Purchar agrees to return all products to the Seller immediately, in the event of failure to pay, in whole or in part, the amounts due to the Seller. For this purpo, the Purchar hereby agrees (i) to allow the Seller and its appointed reprentatives to visit the premis of the Purchar and collect any products that were not paid for by the due dates, and (ii) to reimbur the Seller for all costs incurred by the latter to "make new" the products concerned.
16 -If the products are delivered prior to the transfer of ownership from the Seller to the Purchar, the latter agrees to insure them, at
its own expen, against fire and fortuitous events until full payment of the consideration has been made.
WARRANTY FOR NEW MANUFACTURED PRODUCTS
17 -The Seller warrants that all products manufactured by it are free from defects that make them unfit for their intended u. This
北华大学是一本还是二本warranty is valid for 36 months from the date of shipment of the products, on condition that the Purchar reports any defects within 8 days of discovery, in accordance with art. 1495 of the Italian Civil Code.
17-bis -The Seller warrants that all components of products manufactured by third parties are free from defects that make them unfit for their intended u. This warranty is valid for 12 months from the date of shipment of the materials, on condition that the Purchar reports any defects within 8 days of discovery, in accordance with art. 1495 of the Italian Civil Code.
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18 -Within the above warranty period, the Seller agrees to replace the defective item without charge on an ex-works basis, unless
agreed otherwi in writing with the Purchar.
19 -The damaged part is replaced by the Seller in the manner it deems best and in the shortest possible time.
20 -It is understood that the warranty excludes: damage incurred during transportation, due to poor
maintenance, tampering, improper
智猪博弈asmbly, careless u, u beyond stated performance limits or conquent to excessive electrical or mechanical loads, as well as all other caus not attributable to the Seller or arising from the provision of incorrect or incomplete information by the Purchar.
投资办厂加盟21 -The warranty laps automatically when, without connt from the Seller, repairs or changes of any kind are made to the products
sold, or if the rial number plate is removed from the product.
22 -If the Purchar fails to make the payments due, in whole or in part, the Seller is entitled to suspend all warranties immediately.
23 -It is understood that the warranty period is fixed and unchangeable and elaps regardless of the actual usage of the product(s)
sold.
24 -Following notification to the Seller, the defective product must returned on a carriage-paid basis; the replaced product becomes
the property of the Seller.
25 -It is explicitly agreed that the Seller has no obligation of any kind to reimbur any indirect and/or conquential loss incurred.
In all cas, the amount of damages that may be claimed by the Purchar is limited to the value of the product sold, since any further reimburments for whatsoever cau or reason, claimed by the Purchar and/or by third parties, are expressly excluded.
Accordingly, the Purchar expressly relieves and holds free the Seller from any claims for damages advanced by third parties. WARRANTY FOR REPAIRED PRODUCTS
26 -Products repaired by the Seller at its premis are covered by a 12-month warranty.
TESTING
27 -The Purchar must inform the Seller, on signing the sales contract, if it wishes to test the products sold; failing this, the Seller
shall not be liable. The products must be tested at the Purchar's premis within thirty days of deli
very and the Seller shall be entitled to nd an appointed reprentative to obrve. Should this period of time elap without comment from the Purchar on the results of product testing, the product concerned shall be deemed accepted and no objections may be raid by the Purchar. All testing-related expens shall be borne solely by the Purchar.
28 -If the above testing demonstrates that the product does not conform with the provisions of the sale contract, the Seller agrees to
collect all the materials supplied and to return any amounts received; the contract shall then be deemed rescinded by mutual connt and neither Party may advance claims of any kind against the other.
PENALTY
29 -Any cancellations by the Purchar of orders in progress will be treated in the manner specified in the related order confirmations;
the Seller rerves the right to charge the Purchar for the cost of storing any products not collected.
APPLICABLE LAWS AND JURISDICTION
30 -All disputes about the interpretation, execution and/or termination of sales contracts between the Parties shall be referred to the
sole jurisdiction of the Monza Court.
31 -For all contractual matters not specifically governed by the General Conditions of Sale, reference is made to the Vienna
Convention on Contracts for the International Sale of Goods, which was ratified in Italy by Law 765/1985 that came into force on 1 January 1988. Should certain matters not be covered by either the General Conditions of Sale or the above-mentioned Vienna Convention, reference shall be made to the provisions of Italian law. The commercial relations between the Parties are governed by the laws of the Republic of Italy that, if applicable, take precedence over the provisions of the Vienna Convention on Contracts for the International Sale of Goods.
OTHER
32 -Any agreements that supplement or make exceptions to the conditions, in whole or in part, mu
st be t down in writing and
agreed directly by the Parties. Any agreements, past, prent or future, with agents, reprentatives, officials or other parties not holding an express written mandate from the Seller are and shall be void.
33 -Any registration or transcription charges deriving from this contract shall be borne by the Purchar.
34 -The conditions cancel and replace tho previously filed with the Vimercate Office of the Tax Authorities.
FPZ S.p.A., in the person of its Legal Reprentative, SERGIO ETTORE FERIGO表格插入
Place and date: Concorezzo, 11 February 2015
饕餮美食Pursuant and conquent to arts. 1341-1342 of the Italian Civil Code, the Purchar expressly approves the following articles:
5 DELIVERY, 12-14 PAYMENTS, 15 RETENTION OF TITLE, 17/2572
6 WARRANTIES, 27-28 TESTING,
29 PENALTY, 30-31 APPLICABLE LAWS AND JURISDICTION.
Read, signed and countersigned for acceptance.
Filed with the Vimercate Office of the Monza and Brianza Tax Authorities on 11 February 2015, register no. 304, ries 3
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