GENERAL CONDITIONS OF SALE
1 The fulfilment of this order is subjected to the “good being unsold or hindrance due to causes beyond Seller’s control” clause.
2 Any disputes or claims arising from the fulfilment of this Contract or alleged defects in the goods supplied must be presented within a peremptory term of 8 days from receipt of the goods. Disputes or claims, if any shall not authorize the Buyer to stop or delay the payments agreed upon.
3 Returns of goods, if any, shall only be accepted if previously authorized by the Seller and always subjected to inspection of the goods by us. All transportation charges for the returned goods and any items that may be supplied in replacement shall be borne by the Purchaser.
4 The delivery of goods shall be deemed to have been effected at the time the goods are delivered to the carrier. This shipping dates originally scheduled shall be borned by the Purchaser.
5 All goods travel at the Buyer’s risk, also in the event they are shipped carriage paid and/or by the Seller’s motor vehicles.
6 This order shall be an irrevocable proposal, in conformity with Art. 1329 of the Civil Code, and the proponent shall be bound to it for a four months period.
7 In case of delayed delivery, the Buyer shall not be entitled to cancel the order unless he has given the Seller written notice by registered mail and a 20 days period has been allowed to the Seller to put all matters right.
8 Our Company shall have he right to suspend or to cancel the orders on hand if, in its absolute judgement, the guarantees concerning the Purchaser’s solvency fail or are diminished.
9 Any changes made in the Company’s products by the Buyer, shall preclude any claims.
10 If the Buyer fails to comply with the terms and conditions agreed upon in the Contract and, in particular, he fails to pay the Contract Price punctually, the Seller shall have the right to suspend the execution of the order and the Buyer shall forthwith lose his rights to the term benefits. The Buyer shall also be bound to pay an interest at a rate of 2% p. annum over the prime rate, to be calculated on the amount of each protested bill and/or bank receipt and/or “request for payment through a bank” and any other similar instruments. In the event of non-payment, ven at only one of the due dates, and save as provided above, the Seller shall have the right to issue a Bill of Exchange for payment 30 days after notice of protest, to a total amount equal to the overdue payment, plus interest at a rate of 2% p. annum over the prime rate, plus any duets, stamps and collection charges. In the event of delayed payment, any discount deducted from the invoice price for payment effected within the terms agreed upon, shall be debited in addition to the above mentioned interest.
11 The Seller explicitly reserves the right to claim any goods that unpaid.
12 The Buyer shall not start any proceedings against the Seller unless all of the invoices concerned has been fully settled.
13 The Buyer shall sell the articles only through the sales points indicated in the hading or in the confirmation of order, and he shall not sell the articles purchased by him to any other reseller unless he has every time been previously and explicitly authorized by our Company.
14 Whatever the terms agreed upon, all payments shall be effected to the Company’s head office. The issuance of promissory notes, bills of exchange, or any other forms of payment by the Buyer, shall not entail novation either of the Contract or any of the Contract clauses; it should only be considered as a means intended to facilitate the settlement of the dealings. The invoices amounting to a total of less than E1.000,00 shall be settled in all cases in full in one amount.
15 “Exclusive Rights” shall only be recognized if expressly confirmed in writing by our Company.
16 If, prior to the date of every delivery variations occur in the costs of raw materials, labour, transport, custom duties and charges, or in case of currency devaluation or similar circumstances, our Company expressly reserves the right to change the prices quoted in the proposals, even in the event that the latter have been confirmed.
17 The competent jurisdiction over any and all disputes arising out of or in connection with this sale shall exclusively be in the Court of Ascoli Piceno.
18 Any assortment reconstruction, or order supplement shall be subjected to these general Conditions of Sale. The Buyer undertakes to pay of every assortment reconstruction by means of Banker’s receipt and/or “request for payment through a bank” and/or bill of exchange or remittance of instruments of credit 30 days from the date of the invoice, net, and the delivery of the re-assorted goods hall be effected in accordance with the season’s productions scheduke.
19 In view of the nature of merchandise, our Company is not bound to send cloth reference samples or pattern sketches and the Buyer acknowledges and accepts this mandatory clause, and by setting his hand he undertakes not to raise any objections whatsoever in this connection.
20 The payment effected by bills of exchange, promissory notes or in any other forms shall not constitute a derogation from the competent jurisdiction of the Court of Ascoli Piceno.
21 The Company reserves the right – even during the execution of the Contract - to make alterations in its products and the Buyer shall not be entitled to raise any objections whatsoever in this connection.
22 In case of discrepancies between the confirmation of order an the order form, the contents of the confirmation of order shall always prevail.
23 The provisions of “solve et repete” is in force.