General sales conditions
In this act”Seller” means Termogomma S.r.l., based in Via Antonio Denti, 7,42124, Reggio Emilia, fiscal code e number of registration to the register of companies of Reggio Emilia 00272000357, assignee of the definited followed productsBuyer” means acquiring entity of the products”Products” it means the artifacts, components o finished realized products, imported by suppliers and/or delivered by the seller to the buyer, as approved by the seller with order confirmation regarding the seller offering and the buyer order”The offering“it means the seller economical offering regarding the required products by the buyer”The order“it means the buyer purchase order to the seller, reporting the number and date of the offering, regarding the products that the buyer is intentioned to buy”Order confirmation“it means the seller confirmation of the ordered products, including quality, prices, terms of delivery and other commercial conditions to which it will be necessary to refer for the supply of the ordered products”
- General terms and conditions of selling
This general selling conditions will apply to every sale made by the seller to the buyer Every seller sale to the buyer will be regulated only by these general selling conditions
- Prices , taxes and levies.
Unless different specific projections, the prices specified in the offert and the confirmation of the order are expressed in euro The prices are net, excluding packaging and they refer to the delivered good Ex-works (Incoterms 2010 as from time to time modified). The prices are based, by the way, on the production, work, delivery, taxes and services costs prevailing on the offering date. In case of significant increases of these costs, the seller reserves the right of adapting the prices to the products, or to cancel the order if it becomes excessively onerous. levies, taxes, transport costs, insurance and delivery, are charged to the buyer if not otherwise detrmined in the confirmation of the order.
The payments regarding the products will be made as reffered to the confirmation of order. if the order confirmation does not include the terms of payment, the payment of the products will be mde before the products delivery. The payments lagging behind the deadlineas indicated in the order confirmation , they will be increased by an interest according to D.lgs. 231/2002. Each payment will be made to the bank accoint designed by the seller, fot the ammounts and deadlines indicated in the order confirmation.
- The delivery
The delivery dates will be indicated in the order confirmation and they are indicative, not mandatory. The risk regarding the products transfers to the buyer from the delivery moment assuming that, if the delivery was delayed due to the fault of the buyer, the risk of loss and damage transfers from the moment in wich the seller warns that the good is ready for pick up. Unless it is otherwise provided in the order confirmation, every kind of cost, levy and tax regarding the delivery will be paid by the buyer. The ownership title will pass to the buyer from the moment of the integral payment of the products price.
- Warranty and responsability.
For the period of 12 months from the delivery, the seller guarantees that the provided products comply with the obkect of the supply and with the technical characteristics of the required products.
The buyer recognises that the provided products are wear components and the seller does not guarantee any useful lifespan of the product
The seller does not provide any warranty regarding the specific use of the buyer required products or any guarantee of well functioning.
The warranty operates only if the provided products, until the moment of their use, are stocked by the buyer in closed places and conveniently sheltered, as well as contained in the original packaging of the supplier and guarded accordingly to the preservation and stocking instructions which are a separeted document attched to the present general selling conditions and published on the company web site https://www.termogomma.it/
The warranty does not operate:
- regarding any exception of the buyer concerning the useful lifespan of the provided products;
- If the provided products are stocked altering its packaging or in an inappropriate way to ensure the shelter from light, heat, bad wheatring, electric or electromagnetic contaminations, and in the case where the products are stocked differently from the preservation and stocking instructions;
- In case of incorrect installation, not compliant with the rule of art or from which results any damage to the supplied product;
- In case of defective maintenance, greasing, use or tampering.
Any lack of conformity of the provided products will be denounced by the buyer under penality of forfiture within 5 working days from the discovery. The seller, in case of positive feedback of the defect, commits to substitute or repair at his own expense, with exception, including but not limited to, travel costs, transports, products, replaced components or waste material disposal, very difected product through shipping of the replacement product without hesitation.
The buyer warranty and his responsibility exhaust with the fulfillment of the obligation on his charge according to the present paragrapher. In particular, the buyer responsibility is in any case excluded for the damage from loss of earnings, market loss, fixed costs of dismantling of the defective product and assembly of the replacement product or increase of the working costs due to a production stop, caused by defects of the provided products.
- Industrial property
The buyer acknowledges that the provided products , whether are they in the catalog or manufactured according to the buyer’s needs, the samples, the developments of the products and/or the resulting products, the projects, the drawings, the executive documents, both paper and electronic, constitute a seller reserved and exclusive industrial property. The technical drawings regarding the provided products cannot be delivered to the buyer. The seller, at his own discretion, will provide some technical details regarding the provided products on motivated buyer request, notwithstanding that the buyer will assume any reasonable precaution and care so that the secrecy regarding the industrial property and know how of this seller will be safeguarded even by its employees and collaborators. The provided products can be used by the buyer for industrial purposes only, reason for which they were purchased. The products cannot be reproduced by the seller or others, not even used for R&D activities of the products themselves.
The confirmed orders by the seller with the order confirmation cannot be canceled, in whole or in part without the prior written agreement of the seller and maintaining his right to a fee for the work done and his lost income.
- The whole agreement
These general selling conditions constitute the totality of terms and conditions applied to the selling of the products. In case of conflict between these general selling conditions and the order, will prevail these general selling conditions. Any modifications to these general selling condition will be valid and efficient only prior written agreement and undersigned by the seller. Eventual tolerances to non-fulfillment of the buyer regarding previsiones contained in the present general selling conditions will not constitute compliance or surrender to the seller rights.
- regulatory law and competent court
Every relationship between seller and buyer are ruled exclusively by the Italian law. The parts will make any possible effort to solve kindly any disagreement that might arise regarding the selling of the products. For all the disagreement caused by the selling of the products or by the products themselves, the courthouse of Reggio Emilla will be exclusively in charged.
- Data Privacy
According to GDPR 679/2016 and the D.Lgs. 101/2018 the buyer agrees to the treatment of his personal data by the seller and in particular for the purpose of accomplishing the activities contractually assigned; without their treatment , the order cannot be accomplished. Those personal data cannot be communicated or accessible to others, with the exception of the cases provided by the applied regulation.
DATE, PLACE, STAMP E CLIENT’S SIGNATURE FOR THE APPROVAL
According to artt. 1341 e 1342 c.c., the client expressly agrees to the following clauses:
Clause 2 – Seller right of adapting the products prices, or to cancel the order if it becomes too expensive; Clause 5 imitation of responsibility ; Clause 6 – industrial property; Clause 7 complaint of the defects ; Clause 13 Penals ; Clause 9 – competent court
DATE, PLACE, STAMP E CLIENT’S SIGNATURE FOR THE APPROVAL