Page 349 - MARCACORONA CATALOGUE 2018

INFORMAZIONI TECNICHE / TECHNICAL INFORMATION 346 347

General sales conditions.
Rev.1a of 1st January 2018
A.- CONTRACT COMPLETION the Seller has the right to terminate the contract for just cause and the Buyer shall not I. SOLVE ET REPETE (pay and then claim) AND TERMINATION CLAUSES N.- CONFIDENTIALITY
A.1.- These general sales conditions govern every sales contract between the Seller have the right to claim compensation for any damage suffered. I.1.- Pursuant to article 1462 of the Italian Civil Code, on no account may the Buyer N.1.- The Buyer undertakes to maintain confidentiality as regards all information of a
and the Buyer and any amendment or exception thereof shall be agreed in writing. F.3.- Any costs for stamp duty and bank draft fees shall be borne by the Buyer. Failure to suspend or delay payment of collected material, including in the event of alleged technical (such as, by way of a non-limiting example, drawings, tables, documentation,
A.2.- Any offers, credits and/or rebates granted by agents or other intermediaries, fulfil, even only in part, the payment shall result in the application of interest on arrears defects or faults in the material; this does not affect the right to claim back any formulas and correspondence) and commercial nature (including contractual
shall not be considered valid if they are not confirmed in writing by the Seller. in favour of the Seller, from the date established for the payment, as envisaged by payments made unduly (solve et repete). conditions, purchase prices, payment conditions,…) gained during the performance of
A.3.- The Buyer shall send the written orders to the Seller, directly or through the legislative decree 09/10/2002 no. 231. I.2.- If the Buyer’s financial situation changes or in the event of non-payment (even this contract.
agents, and the orders shall include the codes of the required products, quantity, price F.4.- Unless otherwise agreed in writing, the Buyer undertakes not to offset any partial) of products already supplied, the Seller reserves the right to suspend the N.2.- The confidentiality obligation shall be undertaken for the entire duration of this
and destination. The order sent by the Buyer is irrevocable. receivables, of whatever nature, owed by the Seller. execution of the supplies underway and/or to terminate the contracts in force and the contract and for the period following its execution.
A.4.- The sale shall be deemed completed when: (i) the Buyer receives a written G.- CLAIMS Buyer shall not have the right to claim direct and/or indirect compensation of any type. N.3.- In case of failure to uphold the confidentiality obligation, the non-fulfilling party
confirmation from the Seller, via e-mail, fax or other electronic means, that complies G.1.- Upon receipt of the products, the Buyer shall perform a visual inspection in L.- RETENTION OF OWNERSHIP shall pay the other party compensation for all damages that may derive therefrom.
with the terms and conditions of the order; or (ii) if the confirmation sent by the Seller compliance with instructions provided in point 7 of UNI EN ISO 10545-2 standards. L.1.- The products supplied shall remain exclusive property of the Seller until the O.- SELLER’S TRADEMARKS AND DISTINCTIVE SIGNS
contains conditions that differ from the order sent by the Buyer, when the latter accepts G.2.- The products must be installed and fitted strictly respecting the recommendations Buyer has paid the full amount. O.1.-The use of trademarks, ornamental designs and creative works in general, in
it in writing or in any case does not object within 7 (seven) days from reception; or (iii) related to the activities to be performed before and during the laying of the product L.2.- During the aforementioned period, the Buyer shall undertake the obligations and whatever form and manner of expression (such as, by way of a non-limiting example:
if the Seller does not provide a written confirmation, when the products are delivered specified in document 1) Laying, use, cleaning and maintenance manual, published on responsibilities as bailee (also referred to as custodian) and shall not transfer the said images, photos, drawings, videos, shapes, structures, etc.) constituting the Seller’s
and loaded by the Buyer. the Seller’s website, and on the product packaging and/or inside the packaging. Faults products, grant their use, let them be seized or distrained without declaring that the intellectual property, through any means (such as, by way of a non-limiting example:
B.- PRICES caused by an incorrect installation and by missing/incorrect maintenance (different from property is of the Seller, and the Buyer shall immediately inform the Seller by recorded press, video, radio, internet, social media, instant messaging platforms or VoIP, etc.)
B.1.- The prices agreed upon for each individual sale are net prices for cash delivery ex instructions provided in document 1) Laying, use, cleaning and maintenance manual), delivery letter with advice of receipt. is strictly forbidden. Any exception to the said prohibition, even only partial, must be
works (the Seller’s plant shall be specified in the order confirmation), unless otherwise by an unsuitable use and/or by normal wear over time shall not be considered product M.- FORCE MAJEURE authorised in writing, each time, by the Seller’s general management.
agreed in writing. faults. M.1.- Each party may suspend the fulfilment of its contractual obligations, when P.- CONTRACT LANGUAGE, APPLICABLE LAW, JURISDICTION AND AUTHORITY
C.- PRODUCT CHARACTERISTICS G.3.- With the exception of the limits of acceptability foreseen by the international EN the said fulfilment is impossible or objectively too costly due to an unforeseeable P.1.- The present CONTRACT is drafted in Italian, and in case of disputes the said
C.1.- The Buyer declares to have read and comply with the content of the following 14411 (ISO 13006) standard, the parties acknowledge as identifiable faults those product impediment independent from the parties, such as for example: strike, boycott, lockout, version shall prevail over any translations in other languages.
documentation published on the corporate website: 1) Laying, use, cleaning and defects that are immediately visible upon receipt thereof and that make the material fire, war (declared or not), civil war, riots and revolutions, requisitions, embargo, power P.2.- Any dispute concerning the supply of products shall be subject to Italian law and
maintenance manual and 2) Technical data sheets. unsuitable for use or that significantly reduce its value. This category includes faults as blackouts, extraordinary breakage of machinery, delays in the delivery of components jurisdiction and the Court of Modena, the town in which the Seller has its registered
C.2. Given the intrinsic variability of the ceramic products, the characteristics of the defined in the document 1) Laying, use, cleaning and maintenance manual, published or raw materials. office, shall have sole local jurisdiction.
samples, previously sent by the Seller to the Buyer, are purely illustrative and cannot on the Seller’s website. Identifiable faults include, by way of a non-limiting example, M.2.- The party that wishes to apply this clause shall immediately notify the onset and
be deemed binding. superficial defects, decoration defects, defects concerning polishing, dimensions, end of the circumstances of force majeure to the other party in writing.
C.3. Unless specifically requested and agreed before the order confirmation, the Seller surface flatness, straightness of sides/rectangularity and thickness, cracks, chippings or M.3.- If the suspension due to force majeure lasts longer than 60 (sixty) days, each
does not guarantee that the entire quantity of an article on order shall be sent from one rough edges, non-compliant shades, mixed shades and products that feature problems party shall have the right to terminate this contract, with a notice of 10 (ten) days to be
same production lot. deriving from the cutting process and/or from chips. notified to the counterparty in writing.
D.- DELIVERY TERMS G.4.- If the Buyer finds an identifiable fault, it must be reported in writing to the Seller,
D.1.- The delivery terms are approximate and a delay does not give the Buyer any right within 8 (eight) days from receipt of the products; failure to send the claim shall result
to claim compensation, without any exception. in the forfeiture and loss of such right. The Buyer shall keep the entire lot of material
D.2.- If the Buyer does not collect the goods, after 10 (ten) days from the date of the readily available for the Seller. The claim shall include the invoice details and an accurate
“goods ready” notice, the Seller has the right – at its discretion – to establish a new description of the claimed fault together with photographs, where possible. In the event
delivery date. that the claim proves to be unfounded, the Buyer shall refund the Seller any costs
E.- SHIPPING ARRANGEMENTS AND TERMS incurred for an inspection (expert’s reports, travel, etc.).
E.1.- The Buyer must communicate any variation in the destination of the products, G.5.- Hidden faults shall be notified to the Supplier in writing, by recorded delivery letter
different from the one agreed in the order confirmation, in writing within, and no later with advice of receipt, within 8 days from the date such fault is found, under penalty of
than, the second day before the day foreseen for the collection at the Seller’s premises. forfeiture.
The Seller reserves the right not to accept the change of the product destination. If G.6.- The Buyer’s right to make a claim for faults under warranty is valid for 12 (twelve)
the actual destination of the product is different from the one stated by the Buyer, the months from the delivery of the products.
Seller reserves the right to suspend the execution of the supplies underway and/or to H.- WARRANTY FOR FAULTS
terminate the contracts in force and the Buyer shall not have the right to claim direct H.1. The Seller’s warranty is limited to first grade products and not second or third grade
and/or indirect compensation of any type. products or lots on offer with special prices or discounts, which must be duly specified
E.2.- Unless otherwise agreed, the goods shall be delivered ex-works (EXW - Incoterms with a note in the order confirmation.
2010) and this shall also be the case when the parties agree that the delivery, or part H.2. The Seller does not guarantee the suitability of the products for particular uses, and
of it, shall be arranged by the Seller on the Buyer’s behalf. In any case, the risks shall only guarantees the technical specifications published on the website in the document
transfer to the Buyer upon delivery to the first carrier. 2) Technical data sheets. The indication for use is merely indicative, even when written
E.3.- Without prejudice to the Seller’s extraneity in relation to the transport contract, in the Seller’s catalogues and manuals. On the basis of the characteristics described in
the Seller shall not be indicated as “shipper” on the bill of lading. The communication the document 2) Technical data sheets, the designer always has the task of assessing
of the gross weight of the container to the Forwarding agent does not represent in any the suitability of the product for the specific use conditions, taking into account the stress
way the undertaking of any liability by the Seller as regards the SOLAS (Safety Of Life and variables to which the product will be subjected, which may alter its characteristics;
At Sea) Convention. In no event may the said communication be taken to be the VGM for example, the traffic intensity, quality of traffic (foot traffic with the presence of sand,
(Verified Gross Mass). debris...), adverse weather conditions and any other unpredictable factor to which the
E.4.- The Buyer undertakes to ensure that the vehicle sent to the Seller’s warehouse material may be exposed.
is suitable for the loading operations, considering the nature of the products. If the H.3.- In the event that identifiable product faults are ascertained, as defined in sub
vehicle sent to collect the goods causes difficulties in the loading operations, the Seller section G no. 3, the Seller shall replace the faulty product with another one with
reserves the right to charge a penalty, of 4% of the value of the products, to cover equal or superior characteristics; should this not be possible, the Seller shall apply a
the extra logistics costs. If the vehicle sent is not at all suitable, the Seller reserves significant price reduction. Alternatively, following the return of the faulty products,
the right to refuse to load the goods and the Buyer shall not have the right to claim the Buyer shall have the right to a refund of the price paid plus the transport cost, with
compensation for any direct and/or indirect cost that may arise therefrom. the exclusion of compensation for any other direct and/or indirect damage.
E.5.- The Buyer is responsible for assigning the carrier the task of checking the products H.4. The Seller’s warranty shall not be valid if the products that have identifiable faults
before loading them; any observations concerning the condition of the packaging and (totally or in part) have been used and/or in any case transformed, as this entails that
the correspondence of the quantities loaded with those on the transport document the Buyer (or its customer) expressed the intention to accept them in the condition in
must be made by the carrier upon collection of the goods. The said observations must which they were found.
be written on all the copies of the transport documents, otherwise the loaded products H.5.- In the event that hidden product faults are ascertained, the Seller’s warranty is
shall be considered to be complete and in good condition. As a result, the Seller shall limited to the replacement with other products of equal or superior characteristics;
not be liable for any missing or damaged products not reported by the carrier. should this not be possible the Seller shall refund the price paid plus the transport cost.
E.6.- The Buyer is also responsible for assigning the carrier the task of checking the In any case, the Seller’s warranty for any direct and/or indirect damage caused by the
loading procedure and the stability of the goods on the vehicle, in order to prevent faulty product, shall be limited to an amount that shall not be greater than double the
damage during transport and to comply with all road safety provisions. selling price applied by the Seller, only in relation to the faulty part of the supply.
F.- PAYMENTS H.6.- In the event that the Buyer resells the product to subjects protected by the consumer
F.1.- All payments must be made to the Seller’s registered office. Payments made to code (law decree no. 206/2005), the former shall be responsible for the conditions
agents, representatives, or sales assistants shall not be considered as made until the applied, if different from those stated herein, and shall ensure that the consumer’s rights
amounts are received by the Seller. are exercised, in relation to the remedies and terms established by the said code. If
F.2.- The Buyer shall not fulfil its payment obligations by making payments from there are the grounds for the Buyer to exercise the right of recourse and/or make a claim
countries other than its own country of residence, if the said countries do not guarantee against the Seller/manufacturer, the said action shall take into account or go beyond the
an adequate exchange of information with Italy. In case of breach of the said prohibition, exemptions and limits established in sub sections G no. 1 and H no. 5.