These General Conditions of Sale are part of the sales relationship between the Customer and the Pizza Group S.r.l., with headquarters in Via Carnia n. 15, San Vito al Tagliamento (PN), Italy, and orders accepted from any person or entity having its registered office or place of business in Italy or abroad that carries out trade, business or professional activities and regulates the sales of goods specified in this price list. Any conditions different from those contained herein shall be effective only under written acceptance. The Seller reserves the right to modify and/or vary these Terms and Conditions, attaching these changes or amendments to the tender or any written correspondence sent to the customer. Amendments shall be deemed accepted by the Customer in the event of no specific objection within fifteen days of receipt.
1 OFFER AND CONFIRMATION ORDER
1.1 The offers, based on the needs expressed by the customer in writing in the request for quote are valid for 30 days, unless otherwise noted specifically on the offer.
Any offers issued subsequently cancel and replace all previous versions of the same goods and/or services.
1.2 No order will be considered binding for the Seller until it has been accepted with the confirmation issued by the latter.
1.3 The provision is made only as set forth in the order confirmation.
1.4 Any request by the Customer or his verbal agreement with representatives of Seller shall not be valid unless confirmed in writing by the company.
1.5 The Seller reserves the right, at its sole option, to cancel the order if any further verification of the conditions of the Customer’s credit suggests such cancellation.
2 PRICES AND METHOD OF PAYMENT
2.1 The prices listed in the seller’s price list are binding if accepted by Seller’s order confirmation, except as specified in the order confirmation.
The Customer should communicate all mistakes and omissions immediately to the Seller in the terms of payment and in the prices indicated in the acceptance document.
2.2 All prices quoted in tenders are always ex Seller’s warehouse in San Vito al Tagliamento (PN) – Italy, excluding VAT.
All prices are subject to change upon expiry of the terms of validity, depending on new market parameters. Prices do not include shipping costs that are borne by the Customer, unless otherwise agreed and signed by both parties.
2.3 The Seller also reserves the right to change the Customer’s terms of payment of when, in his opinion, the Customer’s financial condition and records of earlier payments suggest such changes. The payment terms are specified in the order confirmation. For payments from abroad the cost of transferring funds from the foreign to the Italian bank are to be paid by the customer.
2.4 Payment must be made in the form and within the agreed time frame.
The applicable billing and payment methods are those given in the offer or order confirmation.
2.5 In case of delay in payment compared to the deadline, the Customer will be automatically declared in default and the Seller shall be entitled to charge the customer interest rates as specified in Article 5 of Legislative Decree no. 231/2002. Where the delay in payment exceeds thirty (30) days of the due date, the Seller shall also be entitled to receive, pursuant to art. 3, paragraph 3 of Law 18.06.1998 as amended by art. 10 Leg. Decree 231/2002, a penalty of 5% (five) of the amount in respect of which the payment terms are not met. In any case without prejudice to the right of the Seller to terminate the contract with a simple registered letter, except the interests referred to above and greater damage.
2.6 Any breach of the Seller does not allow the customer to delay or suspend payments.
3 TERMS AND CONDITIONS OF DELIVERY
3.1 The delivery terms specified in the order confirmation are binding, unless exceptions are beyond the control of Seller, which will in any case be notified promptly to the Customer.
3.2 The Seller will ensure that the date indicated in the order confirmation is met.
3.3 In case of delay in delivery due to force majeure, the Seller will agree a new delivery date with the Customer or cancel the order, and in both cases the Seller shall be relieved of any liability to the Customer in relation to the late delivery or cancellation of the order. In no event shall Seller be liable for late or non-delivery due to shortage of products.
4 TRANSPORT
4.1 When the single offer/order confirmation does not provide any specific indication of the delivery method, supplies are Ex Works (EXW (loaded)-INCOTERMS 2010).
The Seller shall, at its own expense and by its own means, load the goods on the means of transport. The transfer of loading risks will occur when loading is complete. The Seller is not responsible in any case of deterioration or damage to the Products after the transfer of risk and in no event shall any shipping damage free the Customer from the obligation to make the payments.
4.2 The goods transported are not covered under any insurance policy, subject to special rules that will be agreed upon and charged to the Customer. In no event shall Seller pay compensation to the Customer.
5 PACKAGING
The price listed in the price list refer to packaged goods with the means of protection necessary to prevent damage or deterioration of materials, under normal conditions of transport or to Customer’s destination.
6 TESTING
Before dispatch the machinery and / or equipment are tested at the Seller’s workshops. Components, technical data and features may be subject to change at any time.
7 WARRANTY
7.1 The warranty for hidden defects is valid for 12 (twelve) months from the date of invoice and subject to the submission of a written claim by the Customer.
7.2 PIZZA GROUP warrants its products and components/parts from manufacturing defects or non-conformity with only the specifications described in the data sheets, or provided for in applicable legislation.
7.3 The warranty will consist exclusively, at PIZZA GROUP’s option, of repair or replacement of components and/or products found to be defective.
7.4 It is the Customer’s responsibility to check and report by written complaint, upon delivery, any obvious defects or non-conformities of the products. The warranty shall automatically expire if the obvious defect/non-conformity is not reported in writing within 2 (two) days of delivery.
7.5 Complaints of defects or non-conformities, overt or covert, must be sent by the Customer to PIZZA GROUP in writing, enclosing a complete and detailed technical report showing the serial number of the product.
PIZZA GROUP upon receipt of the above complaint, at its option, without limitation or waiver of any of its rights, may:
a) authorize in writing the return of the product or part, which must be returned by the Customer ex our plant, accompanied by regular transport document and return authorization issued by PIZZA GROUP (no return will be accepted without prior written authorization from PIZZA GROUP);
b) send one of its representatives to the Customer;
c) send the necessary components to the Customer to remove the defect or non-
conformity;
(d) reject the complaint.
Without prejudice to the mandatory limits of the law, it is expressly understood that if PIZZA GROUP, after having received the return and/or checked the contested or returned part, recognizes a manufacturing defect/non-conformity attributable to itself, it will only be obliged – at its own choice and expense – to supply the spare part or to replace or repair the defective part, to the exclusion of any other charge, obligation, damage or other liability for any reason whatsoever. In such case, any spare parts to be replaced shall have a twelve (12) month warranty. Any other costs or expenses, including labor costs, shall be borne by the Customer.
In the event that PIZZA GROUP deems the complaint of defects to be unfounded, it will send the Customer a report on the checks and inspections carried out, rejecting any related liability; in such cases the Customer will be required to pay and reimburse all costs incurred by PIZZA GROUP (including survey costs, intervention costs, labor and shipping costs in addition to any replacement/repair costs) which will be invoiced.
7.6 The warranty does not cover all parts subject to normal wear and tear including knobs, moving and removable parts, glass parts, refractory material, piping and any components or accessories where the defect is determined by wear and tear.
The warranty also does not cover parts damaged on occasion of or due to shipment/transport ex-factory, any damage caused by incorrect or deficient maintenance, improper use or mishandling by the Customer’s personnel, defective or neglected handling, excessive use of the devices, damage or deterioration caused or aggravated by failure to interrupt the use of the goods in the presence of technical problems, or surges in electrical voltage or processing temperature or any other cause not directly attributable to the manufacturer.
The warranty automatically lapses if the hidden defect/non-conformity is not reported in writing within 8 (eight) days of discovery. The warranty also lapses when equipment or devices or spare parts not supplied by PIZZA GROUP are installed on the products, when modifications are made which have not been authorized by the manufacturer, if the serial number of the product is cancelled, modified or illegible. The warranty is also void in the event of total or partial non-compliance with the requirements and instructions contained within the manuals accompanying the product.
7.7 PIZZA GROUP shall be liable only for damages caused to the Customer as an immediate and direct consequence of its own willful or grossly negligent failure to perform its obligations under the contract..
7.8 In no cases will PIZZA GROUP be liable for indirect damages, suffered by the Customer or third parties, such as, but not limited to, damages to image loss of profit, production, contracts, penalties or refunds of any kind.
7.9 Shipment of components necessary to remove the defect or nonconformity will be freight collect. The warranty does not cover labor charges or any other incidental expenses.
7.10 Notwithstanding the foregoing, in no event shall compensation for loss or damage or for any other reason (which the Customer may claim) in any case exceed the price of the product being repaired/replaced.
8 ENGINES AND SYSTEMS
The prices are for appliances with engine power and voltage used in the European Community.
9 WARRANTY AGAINST THE BUYER
Should the Customer fail to provide electronic proof of the goods having left the Community’s customs territory, the former is obligated to reimburse the Seller taxes and penalties imposed by the Inland Revenue.
10 JURISDICTION AND APPLICABLE LAW
10.1 All disputes, whether in contract or tort, relating to the interpretation, validity, effectiveness, execution and termination of these general conditions of sale, hall be subject to the exclusive jurisdiction of the Italian Legal Authorities, Court of Pordenone.
10.2 These general conditions of sale shall be construed and governed by Italian law.