General Conditions of Sales and Delivery for Wisycom Srl (hereinafter Wisycom)
1. Field of Application
The following conditions apply to all sales and deliveries made by Wisycom to any person, company or organization (“Purchaser”), unless they have been formally modified in writing. Consequently, even without special notification by Wisycom, any purchasing conditions of the contracting partner become null and void.
2. Offers/Confirmation of Orders
Offers are always optional and made without engagement. Only written confirmations by Wisycom make orders valid. Agreements by telephone or orally, as well as those made with employees of the sales departments are only valid if confirmed in writing by Wisycom. In the case of rushed deliveries, the invoice replaces written confirmation.
Prices are understood to be the current prices of Wisycom at the time of delivery. All prices are in Euro, excluding VAT, EXW (according to Incoterms 2010) Romano D’Ezzelino/Italy. Foreign currencies will be specially declared. Price lists and specifications are subject to change without prior notice. Shipping and insurance costs, taxes, duties, customs or other additional charges for special treatment required by the Purchaser are at his charge.
4. 0rders and Delivery
All orders shall be subject to Wisycom’s acceptance or rejection. Deliveries from stock are, due to the short delivery time, usually not acknowledged. Descriptions and brochures (also from sub-suppliers) are for information only and not obligatory.
5. Transfer of Risks and Profits
The risks and profits pass to the Purchaser or to the designated delivery address, at the latest, at the time the shipment is picked up from Wisycom.
6. Payment terms
Payments shall be made net within 30 days after the date of invoice. Wisycom reserve the right to change the payment terms for prepayment, cash on delivery or partial payment, whereas these payments do not bear interests. All overdue payments are subject to an interest charge at the rate of one and one-half per cent (1.5%) per month. Return demands, overdue payments due to delayed deliveries, or any other complaints will not be accepted.
7. Delivery date
Upon signature of the contract and the accomplishment of any preliminary conditions required, delivery will be made as soon as possible or according to mutual agreement. Any delivery dates shall be non-binding business estimates only. Deliveries from stock are usually handled within two working days. Wisycom shall not be liable for any loss or damages whatsoever resulting from delay in delivery.
8. Reservation of Property Rights
Title to the merchandise delivered remains with Wisycom until the entire completion of payment obligations. Any resale prior to this shall be made to the account of Wisycom, even without prior agreement.
9. Official regulations and laws
The Purchaser is obliged to respect the official regulations and laws for the use of the products and also for domestic resale or exportation.
10. Product specifications
All product specifications are subject to change without prior notice.
The warranty period for products manufactured by Wisycom is 1 (one) years from the date of invoice issued by Wisycom. In case of defect and when the claim has been formulated within these time limits. Wisycom will repair or replace the product at its expense, either by a substitute delivery or by a credit note on merchandise already delivered, as Wisycom chooses. However, shipping costs to Wisycom are borne by Purchaser, and by Wisycom for the return to the purchaser. In no other case may any claim for replacement or damages be lodged. Wisycom extend no warranty for products improperly stored, used,
Modified, or mechanically worn. Return of defective products will not be accepted by Wisycom unless it has previously agreed to accept the same.
Any liability for any damages to the Distributor arising from defective products is excluded. Any liability for any damages to the end-consumer is excluded as far as possible by law. In no circumstances whatsoever shall either party be liable to the other for any loss of profit, economic or consequential loss of any nature whatsoever and howsoever arising.
13. Place of Execution and Jurisdiction
This agreement is subject to Italian Law. For any dispute, controversies or claims arising out of this agreement, the exclusive jurisdiction for both parties is Vicenza/Italy. The application of the UN Convention on Contracts for the International Sale of Goods is expressively excluded.