GENERAL TERMS AND CONDITIONS OF SALE to Business Customers (B2B)
1. SUBJECT MATTER
These
General Terms and Conditions of Online Sale govern B2B contracts
concluded on-line for the sale of the products presented on the website
www.piacenza1733.com of Fratelli Piacenza S.p.A., a company with
registered office at Regione Cisi, 13814 Pollone (BI), Italy, VAT No.
01606600029, registered in the Register of Companies of the Chamber of
Commerce of Biella (Italy), and registered in the Register of Economic
and Administrative Information under No. 313422, hereinafter also
referred to as the Seller.
These General Terms and Conditions of Sale
are governed by the applicable e-commerce regulations and by the laws
of Italy and shall apply exclusively to sales taking place over the
Internet (Online Sales), in which the buyer (hereinafter also referred
to as the Customer) purchases the products for business or professional
reasons and not for personal reasons (Consumer).
2. CONCLUSION OF CONTRACT
The
supply contract is entered into by providing the correct information
and giving consent to its performance through the online form.
Once
the order procedure has been completed, the Customer undertakes to print
and retain these terms and conditions of supply, as viewed and accepted
during said order procedure.
The purchase order made in writing by the Customer is irrevocable until accepted or rejected by the Seller.
Shipping of the products ordered shall also be construed as acceptance of the order.
The contract shall be regarded as concluded at the registered office of the Seller.
3. DELIVERY
Delivery
shall be regarded as completed when the products are delivered by the
Seller to the carrier for dispatch to the Customer.
The date of
delivery of the products shall be as indicated on the written order
confirmation, except where a CITES permit must be provided before
shipping, in which case delivery shall take place once the permit has
been obtained.
Should the Customer refuse to accept a product that
has been made available to it as above, the Seller shall still be
entitled to receive the related consideration.
Should the Customer fail to collect a product, any applicable storage charges shall be at the expense of the latter.
The Seller shall be entitled to postpone the delivery date, with no obligation to pay an indemnity, in the event of:
force
majeure occurrences, including, without limitation, strike, lack or
insufficient power, fire in the Seller’s facilities and/or any other
events that are beyond the Seller’s control;
failures, inaccuracies or delays by the Customer to provide all the information required for the execution of the order;
changes accepted by the Seller after receipt of the order;
proven difficulties in sourcing the necessary raw materials.
4. SHIPPING AND DELIVERY TERMS
Shipping
and delivery terms will take a tolerance of 2 working days, with no
penalty or right to claim damages or late payment interest or right to
terminate the contract (not even in part) arising against the Seller.
Should
the Seller be required to postpone delivery upon request by the
Customer or for reasons that are attributable to the Customer, including
indirectly, any and all additional costs, including warehousing costs,
handling costs, transport costs and similar costs, shall be at the
expense of the Customer.
5. TRANSPORT AND PACKING
Except as otherwise agreed in writing, the products shall be delivered Ex Works (Incoterms 2010).
Any insurance to be taken out in relation to the products during transport shall be at the expense of the Customer.
The
Customer shall also be responsible for the clearance of the products
through customs and for completing any and all requirements as may be
necessary in relation to the same, in addition to the payment of any
customs duties and taxes.
The Seller shall pack the products for
shipping in the manner that is deemed more fit and may not be held
liable for any failures, breakages, tampering and/or losses that may
take place after delivery.
Products are packed in boxes or on rolls,
depending on the type of fabric, except as otherwise specifically
requested by the Customer in writing in the order.
Any and all
complaints and claims arising out of or in connection with the
transportation of the products and/or any complementary and/or ensuing
activities shall be submitted by the Customer exclusively to the carrier
or to the responsible third party.
The Seller may not be held liable
for any losses or failures of the products deriving from transportation
or tampering after delivery.
6. PRODUCT DEFECTS AND WARRANTY
The
warranty confirming conformity of the product with the contract shall
remain in force for a period of twelve months after delivery.
The
Seller solely warrants that the products conform with the indications
and technical specifications contained on the product technical
datasheet, that can be viewed on the website.
Should the Customer
discover a fault or a defect in the products, it shall inform the Seller
in writing of such defect within 8 days of discovery, under penalty of
forfeiture. This warranty shall remain in force for a period of 1 (one)
year from delivery of the product. After the above period has expired,
the Seller may no longer be held liable for any defects found by the
Customer.
Obvious defects must be reported by the Customer within 8 (eight) days from the date of delivery of the products.
The
product defect claim must contain: 1) all details provided in the
order; 2) the sale invoice number; 3) the shipping date; 4) the defects
found; 5) the supporting documents (reports, test results, etc.); 6) the
name and contact details of contact person; 7) any additional documents
or information requested by the Seller.
Should the complaint
submitted as above prove valid, the Seller shall, at its discretion,
within 30 days, return the sum received, correct the nonconformities or
replace the non-conforming product.
In any case, the Seller’s
liability for product defects may not exceed the value of the price
initially paid by the Customer for the product.
The above without prejudice to the Seller’s right to have the supply in question returned.
Complaints and claims do not entitle the Customer to delay or suspend payment.
7. PRICE
The
price to which the parties shall refer for the purposes of these
general terms and conditions is that expressly stated in the order
confirmation sent by the Seller to the Customer, which is inclusive of
transport costs, except where the Customer has indicated that it wishes
to take care of transportation independently.
The price and information provided, including technical information, are subject to change without prior notice.
8. PAYMENT
The
price shall be inclusive of all expenses and charges (excluding customs
costs, which shall be at the expense of the Customer).
Payment shall be made in accordance with the terms and conditions set out in the order confirmation.
Late payment shall accrue interest on arrears in accordance with Italian Legislative Decree No. 231 of 9 October 2002.
9. TERMINATION
Should
a Customer be subjected to insolvency proceedings or fail to comply
with any of its contractual obligations, the Seller shall be entitled to
terminate the contract by written notice to the Customer.
Termination of contract for any reason shall not affect the rights of the Seller until termination.
In
the event of termination, any amounts already paid shall remain with
the Seller by way of penalty, without prejudice to the right to further
damages, and the products shall be immediately returned to the Seller,
to its registered address or to any other address indicated by the
latter.
10. INTELLECTUAL PROPERTY RIGHTS
The “Fratelli Piacenza 1733” mark is a registered trademark and may not be used by the Customer for any purpose whatsoever.
11. GOVERNING LAW
The contract shall be governed by the laws of Italy.
12. JURISDICTION
Any
and all disputes relating to the interpretation and performance of the
contract shall be submitted to the exclusive jurisdiction of the Italian
judicial authority and to the Court of Biella in particular.
13. PROTECTION OF PERSONAL DATA
In
accordance with Italian Legislative Decree No. 196/2003 and, at the
moment of its application, EU Regulation No. 2016/679, the legislation
on the protection of personal data does not apply to businesses,
entities and other organisations, except as specifically derogated.
Insofar
as required, please refer to the section “Privacy” for information on
the collection and use of customer personal data when falling under the
above-mentioned legislation.
