General Terms and Conditions
These conditions apply to the contract of sale (from now on simply "Contract") of goods and services, and are accepted with the signing of the order confirmation.
The application of these general terms and conditions apply to sales, exchanges, the provision of goods and services and any other type of offer concluded by E-Repair Srl with customers having their registered office, permanent residence or representation in the territory of Republic of Italy and in the Republic of San Marino.
- Business Day Every day other than Saturday, Sunday or vacation day in Italy.
- Start date Start date of the contract as set out in the estimate.
- Confidential Information Information that is disclosed by one party to the other party in execution or in relation to this agreement (whether oral or written or by any other means, and regardless of whether the information is intended as confidential or has been as such).
- Contract The contract for the purchase and sale of goods and the provision of services.
- Contract price The price set in the contract. It is inclusive of VAT.
- Client The subject accepting the quote or the offer of the supplier for the sale of goods or services, or whose order for goods and services is accepted by the supplier.
- Delivery Date The date on which the goods must be delivered as stipulated in the Customer's order and accepted by the supplier, or, in the case of trade-in, the date by which the customer must send the goods to be exchanged.
- Goods Any good or part of it that the supplier provides according to these rules and conditions.
- Month We mean a calendar month.
- Services Services provided to the Customer as agreed in the prior agreement.
- Supplier E-Repair Srl
Unless the context establish otherwise, any reference in these rules and conditions to:
- "Writing" and related conditions include a reference to any communication made in writing.
- A law or a provision of one is a reference to that norm or provision in force at the time of the facts.
- A "part" or "parts" refers to the customer, the supplier or both according to the wording of the period.
- The terms used in the singular will include the plural and vice versa.
- References to one sex also include the other sex.
Sales and assistance
E-Repair employees or agents are not authorized to make declarations regarding the Goods or Services; therefore, the Customer acknowledges that he will not be able to complain about an infringement or violation based on the aforementioned unauthorized declarations.
The sales documentation, price lists and other documents issued by the Supplier in relation to the Goods and Services transferred are subject to change and do not constitute offers to sell. No contract for the sale of products and services is binding on the Supplier unless the Supplier has expressly indicated that the document constitutes a sales offer, or has accepted an order from the Customer. The acceptance by E-Repair can also be done by the timely shipment of the ordered goods or sending invoices.
Any typographical, material or otherwise accidental error or omission in any sales document, quotation, price list, acceptance of offer, invoice or other document or information issued by the Supplier will be subject to correction without any liability on the part of the Supplier.
Sale of goods
The specification of the Goods must be that indicated in the sales documentation of the Supplier unless it is expressly changed in the order of the Customer (if such variation / s is / are accepted by the Supplier). The Goods will be supplied in the minimum units indicated in the Supplier's price list or in multiples of that unit. Orders received in different quantities will be adjusted accordingly.
The illustrations, photographs or descriptions contained in the catalogs, brochures, price lists or other documents issued by the Supplier are to be understood as descriptive and in any case not binding for the manufacturer or the Supplier.
The Supplier reserves the right to make any changes in the specification of the Goods in case of need to comply with applicable security measures or other requirements of law or regulations or where the Goods must be supplied according to a specific request of the Customer.
No order that has been accepted by the Supplier can be canceled by the Customer except with the written consent of the Supplier and on condition that the Client indemnifies the Supplier in full for all losses (including profit losses), costs (including costs) of all work and materials used), damages, charges and expenses incurred by the Supplier following such cancellation. The Supplier can always refuse to cancel the order and request the execution of the contract.
In the event that the sale also provides that the Supplier withdraws a good used by the customer, discounting the price from the sum due by the customer to the supplier, the parties agree that the contracts entered into will be considered separate, and therefore there will be two separate sales: first from the Supplier to the Customer, and the second from the Customer to the supplier; therefore, if for any reason the good withdrawn by the Supplier is not usable or does not correspond to the requests of the same or to the Customer's statements, the latter must pay the Supplier the entire sum discounted, upon return of the good. The goods received by the Supplier will be deemed withdrawn "subject to technical approval". The upper clause does not apply in the case in which a PERMUTA is expressly provided for in the estimate. In this case, the Customer must, before concluding the contract, send the goods to be exchanged to the Supplier, who, after making all the technical assessments of the case, will inform the Customer whether he intends to change the product or not. Postage costs are charged to the customer.
Execution of services
With effect from the Start date, the Supplier shall - in consideration of the established price - provide the Services expressly identified in the estimate with the specific diligence necessary for their exact execution. If an "urgent" execution is required, it must be expressly requested, and accepted. If an estimate is requested for a repair, the Customer must send the goods at his own expense to the address provided by the Supplier. Within the established deadline, E-REPAIR SRL will see the good and communicate the price of the repair. The customer will have up to a maximum of 30 days. of time to accept the estimate or not. In case of non-acceptance of the estimate, or in case they spend 30 days. of time from the communication without the Customer providing the acceptance or the refusal, the Supplier can, at his own choice, send the goods back to the Customer, debiting the cost of shipping, or retaining the goods at his warehouse. In case of non-acceptance of the estimate or failure to communicate acceptance or rejection, as reimbursement of expenses for the verification activity carried out, the Customer shall have to the Supplier an amount equal to 15% of the value of the quoted quotation. After the end of one year from the delivery of the goods without the Customer requesting the return, the same will be considered abandoned, and the Supplier will be authorized to dispose of it.
The price of the products and Services is indicated in the Supplier's estimate on the date of acceptance of the Customer's order.
Where the Supplier has indicated a price for the Goods other than that indicated in the list published by the Supplier, the indicated price will be considered as an offer notwithstanding the price lists, and therefore valid only for 30 days or for the different term that the Supplier has the right to expressly indicate.
At any time before delivery or performance of the service, the Supplier reserves the right - by giving written notice to the Customer - to increase the price of the Goods and / or Services as a result of the increase in costs for the Supplier that are due to factors unrelated to your will (including, without limitation, any currency fluctuations, currency settlement, alteration of taxes, significant increase in labor costs, materials or other production costs, any change in delivery dates, quantities or specifications for the Goods and Services that have been requested by the Customer, or any delay caused by the Customer's instructions or by the Customer's lack in giving the Supplier adequate information or instructions).
Unless otherwise stated, all prices include the Supplier's costs for packaging and transportation, but excluding any applicable value added tax, excise duty, sales tax or similar taxes that are imposed or added by any authority tax liability for Goods or Services, which the Customer will be required to pay to the Supplier.
Without prejudice to any special conditions agreed in writing between the Customer and the Supplier, the Supplier will issue an invoice to the customer at the time the service is performed or the goods are delivered; or at the time of his shipment.
The Customer must pay the price of the goods (net of any discount or credit granted by the Supplier but without any other deduction, credit or set-off) within the payment terms entered on the invoice, or within the deadline established in the order and accepted by the supplier. The payment is made on the expiration date even if the delivery or performance may not have taken place and / or the ownership of the Goods is not passed to the buyer. The payment receipt will be issued only upon request.
Payments must be made to the Supplier as indicated on the acceptance or invoice form issued by the Supplier.
However, the Supplier can always refuse to conclude a deal. Likewise, even after the conclusion of the contract, if the Supplier has grounded reasons for the creditworthiness of the Client, he may revoke any deferred payment agreements and demand the advance payment of the services or goods supplied.
Delivery of goods
The delivery of the Goods will be carried out by the Supplier at the specified place indicated in the estimate or, if a place for delivery is not specified, will be delivered to the customer at the Supplier's warehouses after notification that the goods are ready to be collected.
The delivery date indicated in the quotation or order is to be considered approximate and the delivery time must not constitute an essential element of the Contract unless it is established in advance and expressly in writing by the parties. The Goods can be delivered by the Supplier in advance of the Delivery Date, giving reasonable notice to the Customer.
If the Customer does not take delivery of the goods or part thereof on the Delivery Date and / or does not provide the instructions, documents, licenses, consents or authorizations necessary to allow the Goods to be delivered on schedule, the Supplier will be authorized, after having given written communication to the customer via e-mail, to store or make provisions for the storage of goods. From that moment the risk regarding the Goods will pass to the buyer and the delivery will be considered as done on the date of sending the communication. In this case, the Customer must pay the Supplier all costs and expenses, including storage and insurance costs resulting from such failure. With effect from the Contract Start Date the Supplier will start the service in consideration of the price paid and according to the present rules and conditions and those established in the quote or in its attachments.
Non-delivery of goods
If the Supplier fails to send the Goods or to provide the Services or one of them by the established date, it is however excluded its responsibility for any damages arising to the Customer; if not within the limits of the client's right to terminate the contract, or part of it, subject to formal formal notice to be sent by registered mail to the supplier's registered office with notice to comply with a term not lower than dd. 15.
In case of non-delivery of goods due to the carrier or customs arrest, it is excluded any responsibility of the supplier.
Risk and reserve of ownership
The risk of damage or loss of Goods will pass to the buyer:
- in the case of goods to be delivered to the premises of the Supplier, when the Supplier notifies the Customer that the Goods are available to be taken over;
- in the case of goods to be delivered differently on the premises of the Supplier, at the time of delivery, or if the Customer mistakenly did not take delivery of the Goods, at the time the Supplier offered the delivery of the goods;
- in the case of goods being installed by the Supplier, when the Supplier informs the Customer that the installation is complete.
The goods will remain the property of the Supplier until the actual payment of the agreed price.
In case of non-payment within the established terms, the Supplier can choose between the request for return of the goods in the state in which it was at the time of delivery to the customer (complete with the original packaging and all the accompanying documents) or request of payment of the price.
In case of non-payment within the established terms, the Supplier can choose between the request for return of the goods in the state in which it was at the time of delivery to the customer (complete with the original packaging and all the accompanying documents) or request of payment of the price. In the first case, the Supplier will be entitled to a penalty equal to 10% of the sale price of the good for each month of delay in return delivery from the expiry of the agreed payment deadline without a formal formal notice being necessary. The right to compensation for damage due to deterioration is reserved. The Customer must also provide for the reimbursement of all costs incurred for shipping; the recovery of the asset and the technical verification of its integrity.
Until the effective payment of the goods in accordance with these conditions, and the ownership of them is not passed to the customer, these will take the role of guardian of the goods and must ensure that they are identifiable as provided by the Supplier ensuring the goods against all risks possible.
The Supplier reserves the right to take back possession of any property for which it retains ownership without giving prior notice. The Customer irrevocably authorizes the Supplier to access the Customer's premises during normal business hours in order to regain possession of the Goods on which the Supplier reserves the right of inspection to ensure compliance with the requirements for storage and identification.
The customer must nevertheless provide for the return of goods and goods in custody that are owned by the Supplier in the event that:
- Is required by the supplier following failure (partial or complete) payment of the agreed price;
- The customer who has not yet paid the price of the goods accesses bankruptcy proceedings.
The Supplier may assign the Contract or part of it to third parties without the prior consent of the Customer.
The Customer has no right to assign the Contract or part of it without the prior consent of the Supplier.
If the Customer does not make the agreed payments, without prejudice to any other right or remedy available to the Supplier, the Supplier shall be entitled to:
- Terminate the contract;
- Request the return of the asset in accordance with the provisions of the previous provisions;
- Suspend further deliveries or supplies of Goods and Services to the Customer;
- To offset the sums collected for different goods or services (still to be provided) with the due and already expired with the consequent right to request a new payment for the goods or services yet to be returned and with the right not to fulfill their obligations without prior payment;
- Debiting to the customer the default interests pursuant to Legislative Decree no. 231/02 and ss. mm.
Without prejudice to any other right or remedy available to the Supplier, the latter has the right to withdraw from the Contract or suspend any further delivery under the Contract without any responsibility towards the Customer and if the goods have been delivered but not paid, payment will be immediately payable and payable despite any previous agreement or agreement in the opposite direction.
The Supplier will not be liable for any loss of profit or any loss, damage, costs, expenses or any other claim that is a direct or indirect consequence of the supply of the Products and Services.
The parties stipulate that the maximum refundable amount can not exceed the sale value of the asset. The Customer shall indemnify the Supplier for all damages, indemnities, costs and expenses deriving from losses or damage to any equipment (including those of third parties) caused by the Customer, its agents or employees.
The parties agree that:
- All information contained in the quote or in other agreements will be kept confidential;
- They will not show any Confidential Information to third parties;
- They will not use any Confidential Information for purposes other than those foreseen by and subject to the present rules and conditions of the Contract;
- They will ensure that none of its directors, officers, employees, agents or advisors will perform any act which, if done by that party, would constitute an infringement of the provisions of this agreement.
Each party may disclose confidential information to:
- any subcontractor or Supplier of said party;
- any government authority or regulatory body;
- any employee or manager of that party or any of the aforementioned persons, parts or entities insofar as it is necessary to achieve the purposes set forth in these general conditions of contract, or as required by law and in any case with obligation to inform who receives that information is confidential and obtaining from these - excluding public bodies - a written commitment to maintain the confidentiality of information and use it only for the purposes for which disclosure is made.
All communications pursuant to these rules and conditions and under the Contract shall be in writing and will be duly taken into consideration if signed by or on behalf of an official duly authorized by the party upon notice.
Neither party will be liable for any errors or delays in the performance of its obligations arising from force majeure, such as power failure, non-operation of internet service provider, strike, civil unrest, fires, floods, storms, earthquakes, acts terrorism, acts of war, government actions or any other event that goes beyond the control of the parties in question.
The parties agree that the non-performance of services under these rules and conditions or under the Contract does not constitute a waiver of the right to assert such benefits or any other provision. This failure will not be considered a waiver of any previous or subsequent violation and will not constitute a continuous waiver.
The parties agree that, in the event that one or more provisions contained in these rules and conditions are recognized as null or void, invalid or otherwise unenforceable, such provisions shall be considered separate from the rest of these rules and conditions (and, for extension, from the Contract). The rest of the provisions and the Contract will be considered valid and effective.
Previous terms and conditions
In the event of a conflict between these rules and conditions and a previous version, the provisions of these rules and conditions will prevail, unless otherwise provided.
Language, applicable law and jurisdiction
The parties agree that the language chosen for the interpretation of this contract is Italian and that the applicable law will be Italian. The parties establish the exclusive jurisdiction of the Livorno Bar (LI).