General conditions of sale
Herein after, the term “Supplier” indicates the company ASA PLASTICI SRL with registered office in VIA BUONARROTI 58/60, 20090 TREZZANO SUL NAVIGLIO (ITALIA), VAT No. 02526270158. Herein after, the term “Client” indicates the client who performs the purchase. The Supplier and the Client are jointly indicated as “the Parties”.
1 – PURPOSE AND SCOPE OF APPLICATION OF THE GENERAL TERMS AND CONDITIONS
1.1 – The general terms and conditions given herein govern all current and future contract relations between the Parties regarding the supply of furniture hardware and accessories. They must be accompanied by any special terms and conditions agreed to in writing between the Parties or entered in the written confirmation of the Supplier accepting the order. 1.2 – Unless specifically approved in writing by the Supplier, any different general or special terms and conditions given or quoted by the Client in their correspondence with the Supplier will be deemed null and void.
2 – FORMATION OF THE CONTRACT
2.1 – The supply contract is officialised with the written confirmation (via e-mail) by the Supplier accepting the order. 2.2 – Should the conditions indicated in the Client’s order differ from those of the Supplier’s written confirmation, however, the latter will be considered a new proposal and the contract will be intended as officialised when the Client starts executing it or accepts the products without express written reservation. 2.3 – Any offers by the Supplier are considered valid only for the period of time indicated in such proposals and exclusively for the entire supply of the product(s) proposed. 2.4 – For every order, the Client shall specify all of the data necessary for billing (the Client not having VAT number will provide the taxpayer’s ID code) and at least one telephone number so as to allow the courier to contact them in the event of delivery problems.
3 – TECHNICAL DATA, DRAWINGS, DOCUMENTS PERTAINING TO THE SUPPLY
3.1 – The data and illustrations given in the catalogues, leaflets, circular letters or other illustration documents of the Supplier are purely indicative. These data have no binding value unless expressly described as such in the Supplier’s order confirmation. 3.2 – The Supplier reserves the right to make changes to their products at any time as they see fit, notifying the Client about them for installation purposes. 3.3 – Should the Client propose modifications to the products, the mandatory execution of such modifications will come into effect only under a full written agreement between the Parties regarding the changes that these modifications may cause to the previously established prices and delivery schedule. The prices may also change should the quantities ordered be reduced or should faster delivery be requested compared to that previously agreed. 3.4 – The Client expressly agrees not to use, for reasons other than those envisaged in the supply contract, the drawings, technical data and findings relating to the products supplied that remain property of the Supplier and that the Client may not release to third parties nor reproduce without written authorization.
4 – EXCLUSIONS
4.1 – The supply does not include: the installation of the products supplied, specific tests, manuals and training courses, start-up assistance and any services and charges not mentioned in the Supplier’s written confirmation accepting the order.
5 – DELIVERY AND SHIPPING
5.1 – For all orders made on the website shop.asaplastici.com for whatever amount and shipped within Italy) shipping costs will be included in the supply and will be care of the Supplier. Should the Client choose Cash On Delivery payment method, the Client will be charged 5.00 euros for COD costs. 5.2 – With the handing over of the materials to the carrier, the Supplier is lifted of all delivery obligations and all of the risks regarding the materials are transferred to the Client, including when the Supplier is in charge of shipping. 5.3 – Delivery terms are indicative and are expressed in working days. Orders made on shop.asaplastici.com are processed according to the schedule indicated in the order confirmation. Most orders are processed within 2 working days from receipt of payment or of the Client’s confirmation of COD (Cash On Delivery) payment. As regards the express courier GLS, delivery time is usually within 24-48 hours from order execution. 5.4 – Delivery times are legally extended:
- when the Client fails to provide promptly the data required for supply or asks for changes after ordering;
- when causes beyond the Supplier’s will and control, including sub-supplier delays, prevent delivery within the due date indicated or make delivery disproportionately expensive;
- when the Client is not up to date with payments.
5.5 – Without prejudice to the provisions indicated in Art. 11 further below, should the Client fail to accept delivery of the products for causes attributable to the Client or, anyhow, for reasons beyond the Supplier’s control, the Client will take on the risks and charges for their holding. 5.6 – Should the Parties have agreed that the Supplier is obligated to pay a penalty in the event of a delay in delivery, the Client may not ask for amounts greater than a penalty by way of compensation for any damages caused by the delay. 5.7 – The Client will indicate in the order at least one telephone number so as to allow the courier to contact him/her in the event of problems on delivery. Should delivery not be successful due to causes not attributable to the Supplier or to the carrier, after 2 consecutive attempts to deliver, the Client will be charged with the holding fees or with re-delivery charges as quantified by the carrier, or the Client may pick up the product at the carrier’s depot.
6 – ASSEMBLY
6.1 – On-site assembly and testing are at the Client’s expense.
7 – PAYMENTS
.1 – Unless otherwise agreed, the Client will make payments within the terms indicated in the written confirmation for order acceptance at the Supplier’s domicile or at the bank indicated by the Supplier. In the event of delay in payment, the Client will be charged with default interest, without prejudice to the Supplier’s right to claim further damages and the termination of the contract as per the provisions of Art. 11 further below. 7.2 – Any disputes arising between the Parties will not exempt the Client from the obligation of complying with the terms and conditions of payment.
8 – WARRANTY
The Supplier will replace or repair the products or items supplied, or will refund the corresponding price when, despite the Client’s correct and diligent use, any defects are observed that must be notified to the Supplier within and no later than 12 (twelve) months from the date of delivery, or within a different period indicated each time by the Supplier for specific items, or as established by law. The items or components or parts thereof to which the dispute refers, will be returned to the Supplier within the period of time indicated in the Guarantees and returns section, after being adequately packed, with shipment paid by the Client, and in compliance with any special instructions previously imparted at the time of supply or later. The items or components or part thereof returned will be accompanied by a note with a description of the defect as well as any information indicated or requested by the Supplier at the time of supply or later. All products or items or parts thereof replaced by the Supplier will become the Supplier’s exclusive property. This warranty replaces any warranty or other order established by law regarding the quality or suitability of products for specific uses, barring those provisions that by law do not allow for exemptions.
9 – SUPPLIER’S LIABILITY
9.1 – The Supplier is the only subject liable for the correct operation of the products supplied in terms of the characteristics and performance expressly indicated by the Supplier. The Supplier will not be held liable, instead, for any product malfunction due to its misuse or to non-compliance with the assembly and disassembly instructions. 9.2 – In any case, except in the cases governed under Pres. Decree No. 224 dated 24 May 1988, and without prejudice to the provisions of Art. 1229 of the Italian Civil Code, the Client may not claim indirect damages, lost profit or production losses, nor claim by way of compensation any sums greater than the value of the goods supplied.
10 – RETENTION OF TITLE
10.1 – The Supplier will retain ownership over the products supplied until the agreed upon price is paid in full.
11 – EXPRESS TERMINATION CLAUSE AND TERMINATION CONDITIONS
11.1 – The supply contract will be terminated by law pursuant to Art. 1456 of the Italian Civil Code ensuing from the Supplier’s simple written statement expressing the wish of the latter to apply the express termination clause when the Client:
- omits or delays any payments due;
- delays or does not accept delivery of the products within the terms envisaged in Art. 5 above;
- does not comply with the confidentiality obligations indicated in Art. 3.4 above.
12 – CONVENTIONAL WITHDRAWAL
12.1 – Should the Client decrease the guarantees previously provided or fail to provide the guarantees promised, the Supplier will have the right to withdraw from the contract.
13 – APPLICABLE LAWS
13.1 – All supply contracts in Italy or abroad under these general terms and conditions are governed by Italian law.
14 – EXCLUSIVE JURISDICTION
14.1 – As regards whatever dispute regarding the execution, interpretation, validity or termination of supply contracts entered into by the Parties, even when action is brought by the Client, the competent court will be exclusively that of the Supplier. When the action is brought by the Supplier, any Court established by law will have jurisdiction in addition to the Supplier’s Court of Competence. The Supplier’s Court of Competence is the Court of Milan.