GENERAL TERMS AND CONDITIONS OF SALE
1. SCOPE OF APPLICATION
The General Conditions of Sale form an integral part of all sales contracts of materials and products entered into by D.T.M. Ricambi s.r.l. and are applied as essential clauses of said contracts, also when orders are taken by telephone, verbally, by fax, e-mail or acquired via the company’s website.
Only Special Conditions reported in single Order Confirmations prevail with respect to the General Conditions of Sale and are able to constitute an exception or amendment to them. The General Conditions of Sale and any Special Conditions cannot be modified or be subject to additions on the part of the Buyer unless through agreement entered into between DTM Ricambi s.r.l. and the single Buyer.
The General Conditions of Sale shall apply to all further sales with the same Customer also if not specifically referred to.
In the event that one or more of the articles provided for in these General Conditions of Sale are, for any reason, ineffective, contrary to mandatory legal provisions or invalid, such ineffectiveness, contrast with mandatory legal provisions or invalidity shall not extend to the other provisions of these General Conditions of Sale. D.T.M Ricambi s.r.l. reserves the right to update and modify the “General Conditions of Sale” in the event this is required by regulator updates, modification of the services offered or requirements deriving from changes in business policy.
The General Conditions of Sale in force are those as available on the website and are, therefore, considered as known by Buyers.
2. DEFINITION CALUSE
In the context of this agreement, the terms below shall have the following meanings:
- Buyer: the individual or legal entity that, in relation to the contracts or contractual offers regulated by this agreement, acts within the context of their business activity
- Seller: D.T.M. Ricambi S.r.l., VAT No. IT02243530371, with registered office in Via della Cooperazione, 5 – 40129 Bologna (BO) Italy;
- Sale: contract that refers to the transfer of the ownership of an asset against the payment of a price;
- Products: the goods and assets referred to in the contract and/or in the sales negotiations traded by D.T.M Ricambi s.r.l.;
- Parties: seller and buyer.
3. DRAWINGS AND TECHNICAL DOCUMENTATION
All drawings, technical documentation, codes, illustrations, indications of weights and dimensions drawn up by the Seller have a purely indicative value.
Drawings, information and technical documentation relating to the Products, delivered in any form, whether paper or electronic, from one party to the other before or after the formation of the Contract, are the property of DTM Ricambi s.r.l. and are made available to the Buyer, with strict confidentiality, only for the purposes of the sales contract entered into.
The Buyer may not, therefore, reproduce them, disseminate them to third parties or copy them. Said drawings, information and documentation may not be used for a purpose other than that for which they have been delivered.
4. FORMATION OF THE CONTRACT
The Sales Contract shall be considered as entered into, becoming binding on the parties, when the Order Conformation reaches the Buyer via e-mail, fax, post or certified post.
The Buyer is, in any case, bound to the order sent, which may not be modified or revoked without the Seller’s written agreement.
Any requests for variations or modifications of the Order on the part of the Buyer are subject to DTM Ricambi s.r.l.’s approval and must be received promptly to allow for making the relative changes also with regards to our Company’s organization and production requirements. In this case, our Company reserves the right to delay delivery and to modify the price. The place of closure of the contract shall always be the Seller’s registered office, also for online contracts.
Acceptance by order confirmation on the part of D.T.M. Ricambi s.r.l. implies the application of these general conditions to the sales contract, and that is, also when acceptance occurs through simple performance of the contract.
5. DELIVERY TERMS
Delivery shall occur according to the terms and procedures indicated in the order confirmation.
Transport is ex works – Incoterms@2020, with packaging excluded. If requested, the Seller shall take care of the transport of the goods at the Buyer’s risk, cost and expense.
The goods travel exclusively at the expense and risk of the Buyer, and any claims must be addressed to the Forwarder/Carrier that has taken charge of the goods.
The delivery terms are indicative and are not essential terms.
In the event of delay in shipping of more than 90 days, the Buyer shall have the right to withdraw from the Contract, subject to written communication (also by e-mail or fax) to the Seller.
DTM shall not be considered liable for delays or failed delivery attributable to circumstances outside its control, such as, by way of example and not in exhaustive terms:
- strikes, natural calamities, etc..
- delays on the part of the Forwarder/Carrier
- difficulties in obtaining raw materials
The occurrence of the above-listed conditions shall not give the buyer the right to withdraw from the contract or to claim compensation for any damage or indemnities of any kind, except in the event of the Seller’s wilful misconduct or gross negligence. In these cases, the delivery term shall be extended for the period necessary for overcoming the events.
In the event of delay in collection of the delivery on the part of the Buyer and/or of the Forwarder/Carrier engaged by the Buyer, if the goods remain in stock at the Seller’s premises, the Buyer shall be obliged to pay, besides the value of the supply, the amount of 0.5% of the overall value of the non-delivered goods for every day of storage with relation to storage and administrative costs, in addition to any expenses charged by the forwarder/carrier.
The amount of the penalty cannot be greater than 10% of the overall value of the order.
Further to the communication to the Buyer that the goods are available, the Seller is exonerated from any liability for the perishing, damage or, in any case, loss of value of the Products.
Once 15 days have elapsed from the communication without due collection, the contract is considered as being definitively rescinded for essential breach by the Buyer and the Seller can rescind the contract, withholding advances received, demand the full payment of the balance of the amount agreed and considerer itself free to sell the goods supplied to third parties.
6. PAYMENT TERMS AND CONDITIONS
Prices and payment conditions are agreed with the Buyer upon confirmation of the Order and, where not otherwise specified, are intended as expressed in Euros, net of VAT and accessory costs.
Shipping and transport costs are considered as always excluded and shall be payable by the Buyer.
The prices do not, in any case, include customs fees, tariffs, duties or taxes for export and similar, as well as whatever is not expressly indicated in the offer.
Any delay in payment with respect to the agreed terms shall lead to the charging to the buyer of interest as per Leg. Dec. 231/2002 as amended, without the need for placing in default.
The Buyer has the right to return the Products purchased within 14 days from receipt of the goods, submitting a copy of the invoice or delivery note, without any penalty but with the sole charge of the return transport costs.
The return request form, duly completed, must be sent to the e-mail address: email@example.com. A copy of the form can be downloaded directly from our site at the following address: www.stardiesel.com.
DTM Ricambi s.r.l., shall then arrange to authorise the shipment of the goods, assigning a return authorisation number (“RMA”).
The Products will be checked, within 10 working days from receipt, by the Seller, which reserves the right not to accept the return. DTM will not accept returns of tampered parts (e.g., actuators with cut wires), or SEIZED HEADS.
DTM Ricambi s.r.l. reserves the right to authorise returns after 14 days from receipt of the goods on the part of the Buyer, applying a penalty of 15% of the total to be reimbursed.
Returns after 12 months have elapsed from the date of delivery of the goods shall not, however, be accepted.
Any claims relating to flaws must be reported to the Seller within 8 days from receipt of the goods.
Any claims relating to undetectable defects (hidden flaws) must be reported to the Seller, on penalty of forfeiture, within 8 days from the date of discovery of the defect and, in all events, within and not after twelve months from delivery.
The reporting of flaws must be made in writing to the address, firstname.lastname@example.org, specifying precisely the defective Product, the product code and registration number, the relative lot, the date of delivery and the nature of the defect (as per the return procedure, Attachment A) The Seller shall have the right to examine or have examined the Products that the Buyer has declared to be non-conforming or defective; in this case, the defective Products must be returned to DTM Ricambi s.r.l.
The Buyer may not arrange for the return of products considered to be flawed and/or defective without the Seller’s written authorisation.
In the event that DTM has ascertained that the products are effectively non-conforming or defective, the Buyer shall have the right to obtain, at DTM Ricambi s.r.l.’s discretion, the repair or, alternatively the replacement, without costs for the Buyer, of the non-conforming and/or defective Products and Product components.
It is understood that any claims or disputes do not give the Buyer the right to suspend or, in any case, delay payments for the Products under dispute, and even less so in relation to other supplies.
9. CARATTERISTICS OF THE PRODUCT
The Seller declares that the products comply with legislation, technical regulations in force in Italy and with European Community regulations of the sector, as well specific product standards upon the closure of the contract.
Representations and/or images of the product shown in catalogues, brochures, websites, or similar documents, are for merely illustrative purposes and are not binding.
Before the closure of each single sales Contract, the Buyer must check that the Products are suitable for the purpose and/or specific use for which they intend to purchase them. The Buyer assumes full liability for any divergence between Italian regulations and those of the destination country of the products, exonerating the Seller from any liability in this regard and holding the Seller harmless against any claim for compensation for damage or sanction or any other economic consequence.
10. WARRENTY FOR FLAWS
The seller guarantees that the Products shall conform to the quantities and description contained in the confirmed Order, and shall be free of manufacturing defects.
The warranty is valid for 12 months from the date of delivery of the Products.
The Seller undertakes to remedy any conformity defect or flaw of the Products attributable to it, occurring within 12 months from the delivery of the Products to the Buyer, provided that said conformity defect or flaw has been notified to it promptly in compliance with the previous article.
The following are expressly excluded from the Warranty:
- Products stored or used improperly;
- Failed compliance with use instructions and safety regulations;
- Defects or malfunctioning deriving from accidental damage or from incorrect assembly
- Defects or malfunctioning deriving from external causes such as, by way of example and not in exhaustive terms, water, fuel impurities, use of non-conforming fuels and/or additives, failure to clean the system, bad maintenance of the injection circuit;
- Any installation or repair carried out by non-authorised or non-qualified personnel
- Any use of the product different from the standard use
- Tampering or attempts to repair or modify the product
- Non-regular maintenance
The suitability of the product for a particular purpose or the promise of a particular performance only applies if guaranteed contractually.
Except in the case of the Seller’s wilful misconduct or gross negligence, DTM Ricambi’s liability is limited to the repair/replacement of the flawed/defective product. As a result, any further liability of the Seller, whether contractual or non-contractual, or which can derive from or is in relation to the supply of non-conforming or defective products, including, by way of example and not in exhaustive terms, liability for any direct, indirect or consequential damage, or for loss of profit, recall campaigns, etc., is xpressly excluded.
The duration of the warranty shall not be extended, nor will the warranty be renewed further to repair or replacement.
11. TERMINATION OF THE CONTRACT
DTM Ricambi s.r.l. may terminate the contract, without notice, by means of a written declaration of its intention to the Buyer Company via certified e-mail or registered letter with advice of delivery, upon the occurrence of one of the following events that constitute express termination clauses in accordance with art. 1456 of the Italian Civil Code:
- non-fulfilment of the clauses provided for in this contract;
- ailed payment, partial or total, of what is due by the Buyer Company according to the times and procedures provided for in this contract;
- in the event of declaration of bankruptcy of the Buyer company or in the event that it is subject to an insolvency procedure;
12. APPLICABLE LAW AND COMPETENT COURT
Any dispute deriving from this Contract or, in any case, connected with it, shall be assigned to the exclusive competence of the judicial authority of the Court of Bologna.
This contract is governed by the Vienna Convention of 1980 and for aspects not regulated by it, by Italian legislation.
In compliance with the RGPD, it should be noted that all personal data shall be processed by DTM Ricambi s.r.l. as Data Controller, using paper and computerised instruments, only within the limits strictly necessary, for purposes connected with the performance of this contract.
The Buyer may, at any time, exercise their rights in compliance with 679/2016/UE Regulation, such as to request access to the data and/or their rectification in the event there are errors, their erasure (e.g., if no longer necessary), the limitation of processing and portability, besides lodging a complaint to the Supervisory Body (Italian Data Protection Authority).
The complete policy drawn up pursuant to articles 13 and 14 of the 679/2016/UE Regulation is available at the company’s registered office or at the website: www.stardiesel.com
The STAR® logo is a registered trademark owned by D.T.M. Ricambi s.r.l.
All rights are reserved. Reproduction, also partial, or transmission in any form is forbidden without the permission of D.T.M. Ricambi s.r.l.