GENERAL TERMS AND CONDITIONS OF SALE to Business Customers (B2B)
1. SUBJECT MATTER
These General Terms and Conditions of Online Sale govern B2B contracts concluded on-line for the sale of the products presented on the website www.piacenza1733.com of Fratelli Piacenza S.p.A., a company with registered office at Regione Cisi, 13814 Pollone (BI), Italy, VAT No. 01606600029, registered in the Register of Companies of the Chamber of Commerce of Biella (Italy), and registered in the Register of Economic and Administrative Information under No. 313422, hereinafter also referred to as the Seller.
These General Terms and Conditions of Sale are governed by the applicable e-commerce regulations and by the laws of Italy and shall apply exclusively to sales taking place over the Internet (Online Sales), in which the buyer (hereinafter also referred to as the Customer) purchases the products for business or professional reasons and not for personal reasons (Consumer).
2. CONCLUSION OF CONTRACT
The supply contract is entered into by providing the correct information and giving consent to its performance through the online form.
Once the order procedure has been completed, the Customer undertakes to print and retain these terms and conditions of supply, as viewed and accepted during said order procedure.
The purchase order made in writing by the Customer is irrevocable until accepted or rejected by the Seller.
Shipping of the products ordered shall also be construed as acceptance of the order.
The contract shall be regarded as concluded at the registered office of the Seller.
Delivery shall be regarded as completed when the products are delivered by the Seller to the carrier for dispatch to the Customer.
The date of delivery of the products shall be as indicated on the written order confirmation, except where a CITES permit must be provided before shipping, in which case delivery shall take place once the permit has been obtained.
Should the Customer refuse to accept a product that has been made available to it as above, the Seller shall still be entitled to receive the related consideration.
Should the Customer fail to collect a product, any applicable storage charges shall be at the expense of the latter.
The Seller shall be entitled to postpone the delivery date, with no obligation to pay an indemnity, in the event of:
force majeure occurrences, including, without limitation, strike, lack or insufficient power, fire in the Seller’s facilities and/or any other events that are beyond the Seller’s control;
failures, inaccuracies or delays by the Customer to provide all the information required for the execution of the order;
changes accepted by the Seller after receipt of the order;
proven difficulties in sourcing the necessary raw materials.
4. SHIPPING AND DELIVERY TERMS
Shipping and delivery terms will take a tolerance of 2 working days, with no penalty or right to claim damages or late payment interest or right to terminate the contract (not even in part) arising against the Seller.
Should the Seller be required to postpone delivery upon request by the Customer or for reasons that are attributable to the Customer, including indirectly, any and all additional costs, including warehousing costs, handling costs, transport costs and similar costs, shall be at the expense of the Customer.
5. TRANSPORT AND PACKING
Except as otherwise agreed in writing, the products shall be delivered Ex Works (Incoterms 2010).
Any insurance to be taken out in relation to the products during transport shall be at the expense of the Customer.
The Customer shall also be responsible for the clearance of the products through customs and for completing any and all requirements as may be necessary in relation to the same, in addition to the payment of any customs duties and taxes.
The Seller shall pack the products for shipping in the manner that is deemed more fit and may not be held liable for any failures, breakages, tampering and/or losses that may take place after delivery.
Products are packed in boxes or on rolls, depending on the type of fabric, except as otherwise specifically requested by the Customer in writing in the order.
Any and all complaints and claims arising out of or in connection with the transportation of the products and/or any complementary and/or ensuing activities shall be submitted by the Customer exclusively to the carrier or to the responsible third party.
The Seller may not be held liable for any losses or failures of the products deriving from transportation or tampering after delivery.
6. PRODUCT DEFECTS AND WARRANTY
The warranty confirming conformity of the product with the contract shall remain in force for a period of twelve months after delivery.
The Seller solely warrants that the products conform with the indications and technical specifications contained on the product technical datasheet, that can be viewed on the website.
Should the Customer discover a fault or a defect in the products, it shall inform the Seller in writing of such defect within 8 days of discovery, under penalty of forfeiture. This warranty shall remain in force for a period of 1 (one) year from delivery of the product. After the above period has expired, the Seller may no longer be held liable for any defects found by the Customer.
Obvious defects must be reported by the Customer within 8 (eight) days from the date of delivery of the products.
The product defect claim must contain: 1) all details provided in the order; 2) the sale invoice number; 3) the shipping date; 4) the defects found; 5) the supporting documents (reports, test results, etc.); 6) the name and contact details of contact person; 7) any additional documents or information requested by the Seller.
Should the complaint submitted as above prove valid, the Seller shall, at its discretion, within 30 days, return the sum received, correct the nonconformities or replace the non-conforming product.
In any case, the Seller’s liability for product defects may not exceed the value of the price initially paid by the Customer for the product.
The above without prejudice to the Seller’s right to have the supply in question returned.
Complaints and claims do not entitle the Customer to delay or suspend payment.
The price to which the parties shall refer for the purposes of these general terms and conditions is that expressly stated in the order confirmation sent by the Seller to the Customer, which is inclusive of transport costs, except where the Customer has indicated that it wishes to take care of transportation independently.
The price and information provided, including technical information, are subject to change without prior notice.
The price shall be inclusive of all expenses and charges (excluding customs costs, which shall be at the expense of the Customer).
Payment shall be made in accordance with the terms and conditions set out in the order confirmation.
Late payment shall accrue interest on arrears in accordance with Italian Legislative Decree No. 231 of 9 October 2002.
Should a Customer be subjected to insolvency proceedings or fail to comply with any of its contractual obligations, the Seller shall be entitled to terminate the contract by written notice to the Customer.
Termination of contract for any reason shall not affect the rights of the Seller until termination.
In the event of termination, any amounts already paid shall remain with the Seller by way of penalty, without prejudice to the right to further damages, and the products shall be immediately returned to the Seller, to its registered address or to any other address indicated by the latter.
10. INTELLECTUAL PROPERTY RIGHTS
The “Fratelli Piacenza 1733” mark is a registered trademark and may not be used by the Customer for any purpose whatsoever.
11. GOVERNING LAW
The contract shall be governed by the laws of Italy.
Any and all disputes relating to the interpretation and performance of the contract shall be submitted to the exclusive jurisdiction of the Italian judicial authority and to the Court of Biella in particular.
13. PROTECTION OF PERSONAL DATA
In accordance with Italian Legislative Decree No. 196/2003 and, at the moment of its application, EU Regulation No. 2016/679, the legislation on the protection of personal data does not apply to businesses, entities and other organisations, except as specifically derogated.
Insofar as required, please refer to the section “Privacy” for information on the collection and use of customer personal data when falling under the above-mentioned legislation.