GENERAL SALES CONDITIONS - T RACE SPA
1. The supplies by T RACE S.p.A. are regulated by below Commercial Sales Conditions published on our website and are intend as known and accepted by Buyer, excepted when differently specific in the single offers that in case on contrast will prevail on present General Sales Condition’s, paragraph 1 to 26proval by Buyer.
2. Quotations by T RACE S.p.A are not to be intended as a contractual agreement, both for standard catalogue products or special designed products. Hereby orders by Buyer are not binding for T RACE S.p.A., before confirmation to Buyer by written order confirmation. T RACE S.p.A. doesn’t accepts orders less than Euro 300,00. Quotations are intended valid 30 days from issuing of quotation.
3. Each order must specify the exact commercial code, as attributed by T RACE S.p.A for each product and the demanded quantity, the List-price along with eventual granted discount, as per quotation.
T RACE S.p.A. reserves the right to supply the products ordered in executions, different from what indicated in catalogue or technical data-sheet, etc., as long as the product offers have same functional characteristics, unless the Buyer specify, their requests in writing along with order, and too indicated in order confirmation as accepted by T RACE S.p.A..
4. For orders for special products, not listed in catalogue, T RACE S.p.A. reserves the right to supply 10% more or less of agreed quantity. Buyer agrees to accept to pay the agreed unit price for max. 10% excess quantity.
5. In case of missing quotation and/or no written order confirmation by T RACE S.p.A., the price of the requested product is intended in accordance with current year’s last Pricelist-update. Prices in Pricelist are indicative and not binding for T RACE S.p.A. who reserves the right to change them without any need of anticipated notice.
6. The quotation and standard prices are all intended without VAT. The prices doesn’t included the Standard packaging & Handling charge of 1% of net total value, min. Euro 10,00. For wooden crate or other special packaging, T RACE S.p.A. can quote accordingly. Packaging’s are not to be returned.
The request from Buyer to anticipate the delivery date, compared to what indicated in order confirmation may involve a variation of price.
Testing by T RACE S.p.A. of the ordered products, must be requested in written, and is subject to a 5% net price increase.
7. For orders of special products, as described in clause 4. of products not listed in catalogue nor Pricelist, produced according to Buyers request, the price of such products will be quoted as a unit price.
Delivery and terms of delivery
8. T RACE S.p.A. is only responsible for sold products integrity, until its consignment to the Buyer’s forwarder at our warehouse facilities. Hereafter the responsibility of the products integrity is solely on Buyer’s responsibility. .
9. However the delivery term can be postponed, without that involves any responsibility for T RACE S.p.A. in case of:
a) the order doesn’t list the product codes correctly, different for what approved by T RACE S.p.A.
b) modifications of the order in process, different from what originally approved by T RACE S.p.A.
c) eventual delays for special products, as some workings needs longer time, not foreseen at original quotation of expected delivery date.
d) general strikes or particular difficulty in the provisioning of the raw materials not imputable to T RACE S.p.A.
e) delays in the transportation, when not Ex works sales condition.
Shipment and transports
10. Shipment terms are intended EX WORK Aicurzio via per Cascina Restelli n 6 (MB - Italy) – Incoterms 2010. The shipment travels on the Buyers sole risk and the claims for possible shortages or damaged to the traveling products, must be claimed towards the transport forwarder, without any claim for damaged by T RACE S.p.A..
11. Claims of differences in quantity or different product supplied, compared to invoice, must be communicated within 8 days on receipt of products, along with info about the weight of the parcel in question, at arrival.
12. The transport company is always selected by Buyer. In case selected by T RACE S.p.A., if requested by Buyer, no claims can be made towards T RACE S.p.A. for delay or missing pick-up/delivery of shipment since as specify on dot 10 transport always is EX WORKS Via per Cascina Restelli 6, Aicurzio (MB), Italy, Incoterms 2010.
13. No orders can be accepted by T RACE S.p.A if any request for penalty clause, of whatever kind penalty.
14. T RACE S.p.A. guarantees, according to Italian civil law art. 1490, the correct function of the products for one year from the delivery, when the product is correctly used and installed according to indication in our catalogue. Eventual claim for mal-function or defects, must communicated in written, within eight days from the discovery of mal-function and defects.
The guarantee doesn't cover damages or defects due to external factors, as bad maintenance, not correct lubricating, not correct type of lubrication, incorrect installation or other imputable causes for non-correct use of the product.
The guarantee is limited SOLELY to the reparation and/or substitution of the product, excluding all other claims for damages. T RACE S.p.A. will never accept any claim for reimbursements for direct damages and/ or indirect caused from the supplied product, including production stop, financial costs etc. . . .
15. Claims that concern appearance-defects, lack of quality, differences in quantity of what indicated in invoice, must be communicated in written, within eight days from the delivery of the products, or from the discovery of the defect if a hidden-defect, however within a year from the delivery. Claims after this date will not be taken into consideration.
16. Claims are only taken into consideration when agreed payment terms are respected. Any claims must be dully documented with precise reference to invoice. Only products claimed defect, and which have been authorized for return to T RACE S.p.A., can be sent back for claim verification at T RACE S.p.A., at Byer’s own risk and transportation cost.
17. When claim is accepted by T RACE S.p.A., it will be repaired or completely substituted. No other forms of reimbursement will be made. All expenses (customs, freight, etc) related to return shipments shall be at Buyers charge. Products wrongly managed by buyer or wrongly installed or taken out of its packaging and damaged will not be accepted as claims.
18. T RACE S.p.A. does not accept any claims from Buyer or third person for damage for defect products or inadequate use of the products, according to their specifications.
19. Due payments must be settled directly to the headquarter T RACE S.p.A. of Aicurzio (Milan-Italy). In case of payment delays, T RACE S.p.A. will apply an additional interest rate, according to Italian. D.Lgs. n. 231/2002, for each day of delay, until full settlement of invoice. With the right to claim compensation if other damages caused on T RACE S.p.A..
20. Buyer’s confirm to keep all info and documentations as confidential information. The Buyer is not allowed in any way to pass any info/documentation received from T RACE S.p.A. to third persons, as company know-how / intellectual property of T RACE S.p.A.’s.
1. According to Italian Civil Law, art. 1456 C.C., T RACE S.p.A. reserves the right to immediately cancel its order confirmation, with non-further compensation for Buyer, in case of:
• delay in payments of more than 1 month.
• delay of more than 10days in pick-up of ready shipment by T RACE S.p.A..
• Cases where Buyer suspect mal-function of the products, and consequently doesn’t stop the use of product.
2. All the disputes arising out of or related to the present contract, shall be settled by ritual arbitration under the Rules of, by three arbitrators, appointed in accordance with the Rules. The Arbitral Tribunal shall decide in accordance with the rules of law of Italy. The seat of the arbitration shall be the Chamber of Arbitration of Milan and the language of the arbitration shall be Italian.
3. The expected delivery date, indicated in the confirmation of order is indicative and not binding. T RACE S.p.A. doesn't engage any responsibility for damages caused from delays in the delivery. In case of delay, this does not give right to cancelation of the order. Only when specified and agreed in order confirmation a mandatory delivery date, T RACE S.p.A. accepts the date as binding.
According to Italian Civil Law art.1341 and 1342 the Buyer declare to have read - approved – accepted above Commercial Sales Conditions listed in 1 to 23.
Aicurzio (MB – Italy), ………. 2016
GENERAL SALES CONDITIONS - T RACE SPA