1) THE CONTRACT
These following general sales conditions are applied to every kind of sales contract and activities, present and future services for the Buyer. ADM srl agrees with the Buyer other further and particular conditions expressly indicated in the offers or inside the confirmation order. With the order submission, the Buyer accepts the general sales conditions of ADM srl, that, in each case, it is not considered a subject to the application of contractual terms or conditions proposed to the Buyer. Any contractual terms or condition that are in derogation or supplementary of these general sales condition, will be valid only when expressly accept from ADM srl in the order confirmation.
2) THE ORDER
The order of the Buyer must be issued in writing and be approved by ADM srl. A contract is considered validly closed, in binding way for both parties, when orders are in writing accept by ADM srl with a “Order confirmation” sent from the Buyer. The order confirmation shows the description of ordered items, the price, the terms of payment, the time and place of delivery, the quantities and sales terms applied. Every request of revision or cancellation of an order, must be sent in writing. ADM srl has the right to accept or declined the request of revision or cancellation and (in case of acceptance) apply any possible increase of price for the revision or cost for the cancellation.
3) THE PRICES
Prices are net of VAT and of every other tax burden, and are also agreed with the seller’s ex works warehouse clause; cost of transport will be also “ex works” for ADM srl, and “delivery at place” will be applied only for particular agreements. ADM srl reserves to adapt agreed prices in case of an increase of costs of raw material, not in case of recess from the contract from the Buyer.
4) THE PAYMENT
Unless otherwise stated in the order confirmation or in the invoices issued by ADM srl, all the invoices must be payed to ADM srl within the time limits indicated in the invoice. The payment must be respected with the agreed terms, and in case that the Buyer doesn’t respect them, will be applied the costs of Decree Legislative 231/2002 and 192/2012. Any possible delay, gives to ADM to suspend and/or cancel other orders in progress without injury of its eventual rights. In case of non-payment, ADM srl is authorized to proceed with legal procedures to protect its credit and asks compensation for damages.
The shipment of the good is done at risk and danger of the recipient, even though it is sell with “ex works” condition, who has to verify, with the driver of freight company, the status of integrity of the packaging and the match of the pieces. The good assigned to the carrier will be assured only at costumer’s request. Every claim of the delivered products will be valid, if it will be detailed and communicated by certified mail or with registered mail to the ADM srl Headquarter within no later than eight days from the reception of the good; if the claim is about the status of the packaging and the quantity, the receiver must issue a document with a request for damages to the freight company when he receives the material.
6) TERMS OF DELIVERY
The date of delivery of the good from ADM srl to the carrier must not be considered as exhaustive, but only indicative, and in case of delay of the delivery of the good, this not allowed to make request of compensation of damages, the contract resolution or payments delays. In case of missing delivery for causes of force major (supplying difficulties, electric energy interruption, weather events, strikes etc...) ADM srl will be not responsible and it reserves the faculty of which decision to take.
Return good will be not accept.
Any return, that are limited for stock material, must be previously authorized by ADM, also by e-mail. The return authorized from ADM must always be “ex works” for our Headquarter at Cadoneghe (Padua) and will be credit in order to cover our administrative, control and storage costs, after devaluation of 20% of the value of the stock goods.
All the items are guaranteed for 12 months from the delivery date, from any construction defects. The essential condition is that the detected defect are immediately communicated in writing to ADM during the warranty period, in order to determine the causes. Items with defects became property of the Seller, and must be shipped by him with “ex works” transport. Warranty is exclusively limited for the reparation or for the replacement of the material that appeared flawed or with defects and not for failures that could reproduce after irregular installation, wrong use of the product or not insufficient custody. All the reparation made by third parties without the authorization in writing, exempt ADM srl from any claim resulting from the warranty obligation described above and, from any compensation for installation, dismantling or other failures.
The warranty is not valid in case of:
• Damages caused from improper installations or wirings, included an incorrect power
• Modified or tampered products.
• Products where the identification label has been removed or cancelled.
9) PROPERTY RESERVE
ADM srl reserves the property of delivered products of its costumers until the real payment of the total amount, consisting of the principal sum and the ancillary charges. In case of missing total or partial payment of agreed price due to any reason, within established period, ADM srl has the faculty, without formal procedures, to resume physically possession of the products with costs, risks and danger of the costumer. In this case the costumer is committed to participate actively in the preparation of an inventory of the above mentioned products.
For all disputes arising by this agreement, the exclusive jurisdiction of the Padova Court is hereby recognized.