1 ) DEFINITIONS
For the purposes of these General Sales Conditions, hereafter called “Sales Conditions”, the terms expressed below shall take on the meaning attributed to them below:
– TECHMA = Techma gpm S.r.l.;
– CLIENTE = CLIENT = any physical person, company, body or juridical person that purchases products from Techma;
– PRODUCTS = goods sold by Techma;
– ORDER(S) = each purchase proposal sent from the Client to Techma via telephone, fax, email, or other telematic system;
– SALE(S) = each sales contract concluded between Techma and the Client after the Client receives the written order confirmation from Techma.
2 ) PURPOSES These Sales Conditions apply to sales of all products: should there be a conflict between these conditions and the conditions agreed for the individual sale, these conditions shall prevail.
Techma is not to be bound by any General Purchasing Conditions of the Client, without prior written acceptance.
3 ) ORDERS AND SALES
The Client shall send Techma the orders containing the descriptions of the products requested, the quantities of each specific product, the agreed price and the requested delivery terms.
The Client agrees to check the correctness of the personal data contained in the orders mentioned above, and to immediately inform Techma of any necessary corrections or changes.
The sales contract is considered concluded when the Client receives the written order confirmation from Techma, which can be sent via email, fax, or other telematic channel, and said order confirmation must be compliant with the order conditions.
Techma agrees to immediately inform the client if the products contained in the order are unavailable and to communicate when they will be available again, and possibly agree with the client on the delivery of partial orders or the postponement of the order to a date when the products are available.
The Sales Contract is considered concluded also if the client receives an order confirmation which is not compliant with the order conditions, and fails to send a written complaint within three days.
Orders that have been regularly accepted and confirmed by Techma cannot be cancelled by the client, unless Techma provides consent in writing.
4 ) PRODUCT PRICES
Product prices are those indicated in the Techma Price List valid on the date the order is sent by the client. If the products are not listed on any Price List, or if the price list is not available, the correct prices are those confirmed by Techma.
Except for possible different written agreements between Techma and the client, the aforementioned prices are always understood as being from the materials ex warehouse, net of VAT (value added tax).
These prices include packing for shipments over land, but they do not include transport from the Techma warehouse to the client’s warehouse, unless the parties have previously agreed otherwise.
5 ) TRANSPORT AND DELIVERY TERMS
Except for possible additional written agreements with the client, Techma shall deliver the products ex warehouse in Passirana di Rho (MI) within the time and date indicated on the order and accepted by Techma in the order confirmation.
Except for possible written agreement between Techma and the client, the transport of the products shall always be done at the client’s risk and expense.
Techma cannot be held responsible for delays or missed deliveries of products. In the case of events that are beyond its control, such as, by way of example: the client sending inadequate technical data, difficulty in obtaining products from suppliers, problems connected with order planning, partial or total strikes, lack of electricity, difficult transport, harsh weather, delays by carriers or transporters, other causes due to force majeure.
6 ) PAYMENTS
Payment for the products are to be made in Euro or other currency, in compliance with the terms and conditions indicated in the order confirmation..
Missed or delayed payments, with respect to the expiry dates agreed in the order confirmation, gives Techma the right to demand interest on overdue payments as set forth in art. 5 of Law Decree n. 231/2002.
Missed or delayed payments not made within 30 days from the agreed expiry date can be reason for suspension of supplies from Techma and termination of the sale.
Any complaint about products delivered cannot ever be a reason to justify a delay or suspension of payment.
7 ) PRODUCT CONFORMITY
Any nonconformity of products delivered with those ordered and confirmed by Techma must be reported in writing by the client to Techma within 8 days from the delivery date. After that time period has elapsed, Techma shall consider the products delivered to be compliant with the client’s order.
8 ) WARRANTY
Unless different agreement is made between the parties, Techma guarantees the products sold for one year from the date of delivery to the client.
The warranty shall not be valid for those products with defects caused by damage to the goods during transport, negligent and improper use of the products, failure to follow installation or maintenance instructions, improper maintenance, or modifications made by the client without previous written authorization from Techma.
The warranty takes effect if the client reports the visible flaws and/or defects to Techma within eight days (8) from delivery, and the hidden flaws and/or defects within eight days (8) of their discovery and, at any rate, within one year from the delivery of the product.
Defective products must be returned to Techma within 30 days from the report of flaw and/or defect. Unless other agreements are made between the parties, the client is responsible for expenses for returning the product.
After receiving the product from the client, Techma shall write a report about the presumable cause of the defect, and send a copy to the client.
If the defect is recognized and covered by the terms of the warranty, Techma shall decide whether to replace the defective product with a new one or to repair the defective product and return it to the client, to the designated location, at Techma’s expense.
In any case, the client cannot advance any type of right with regard to the warranty if the price of the product has not be been entirely paid in compliance with the terms and conditions agreed in the order confirmation, even if the amounts to pay are referred to products other than the one for which the client intends to use the warranty.
In any case, Techma cannot be held responsible for direct or indirect damage deriving from flaws and/or defects of the products.
9 ) LEGGE APPLICABILE E FORO COMPETENTE
Sales contracts are governed by the laws of the Italian Republic. All controversies concerning the interpretation, execution and termination of sales contracts shall be under the exclusive jurisdiction of the Courts of Milan.