PAYMENT AND DELIVERY TERMS (part of the quote) 1. Payment terms 50% + VAT deposit upon signing the contract
from the date of the Buyer’s signature of the updated contract, after the final measurements have been taken, or after the approval of the executive drawings. After this date, variations of any kind (sizes, window handing, types of products, colours and quantities) will no longer be accepted given that starting from that date, the Seller will have already started the manufacture of the entire order and will have already placed related purchase orders with their suppliers.
120-150 calendar days run upon compliance with all of the following conditions:
CARMINATI SERRAMENTI S.R.L. – P.I. 01499490165 – Via Petos 5, 24010 Ponteranica (BG)
Banco BPM – Filiale di Bergamo Valtesse – IBAN IT62D0503411141000000008949 – BIC/SWIFT BAPPIT21AE1
(Prices are VAT and Custom charges both excluded and will be confirmed after building site inspection and the specification of all details)
The present contract is to be considered as a sale contract, as goods supply prevails over the installation. It is, therefore, governed, albeit not provided herein, by the rules on sale contracts.
The contract becomes a legally binding agreement once it is signed by both the Buyer and the Seller. It is accompanied, where necessary, by specifications, drawings or photographs, appropriately countersigned, in order to document the purchased products better. They represent an integral and substantial part of the contract, particularly the following elements:
The Buyer declares to have read all technical and functional characteristics of the supplied goods.
Any modification of the supply, after the signing of the contract, must be agreed in writing by all parties and signed in a separate document in addition to the present contract. The Seller reserves the right to evaluate, at its sole discretion, the feasibility of any modification proposed after the signing of this contract. The Seller also reserves the right to make changes that might be necessary, but only if they are of technical nature, if they represent an improvement for the Buyer and if they incur no additional charges for the Buyer.
In case of a sale agreed based on a reference to a sample, the goods sold must comply with the sample viewed by the Buyer. However, a slightly different colour tone or surface appearance with respect to the sample shall be tolerated, due to the fact that the products are made of (natural) wood.
The Buyer shall be assumed responsible in the event that they have given inaccurate measurements or have not promptly reported any modification that took place and that is necessary for the production.
Should it be necessary, in the event of energy efficiency and safety regulation changes, the Seller undertakes to notify the Buyer, after the signing of the contract and before the start of the production, about the aforementioned technical and financial adjustments. If the Buyer does not accept the modifications and relative price adjustments, the Buyer must submit a disclaimer of liability, with assumption of responsibility.
Installation service does not include any hydraulic, electrical or masonry work, or any other ancillary work if not previously agreed. The quote prepared by the Seller shall overtly refer to the installation service of manufactured goods. It is explicitly agreed between the parties that the seller may commission all installation works to the independent artisans of his choice. The installation service, if agreed, does not alter the contractual relationship between the Parties, which is qualified, for the reasons indicated above, in accordance with the terms referred to in the aforementioned Article 2. In this case, the Buyer shall allow the Seller a preliminary access to the building site, in order to verify the feasibility of installation works.
We inform you that following works shall be completed on the building site before doors and windows are installed:
The price is specified in the quotation attached. The applicable VAT will be the one in force on the date when the invoice is issued. If a reduced VAT rate can be applied, the Buyer shall provide the necessary documentation. It is understood that, should the Tax Administration contest the application of the reduced VAT rate, Buyer shall reimburse the Seller for any amounts requested for taxes, penalties, fines and interest, as well as any legal expenses. The price shall be modified if there are any changes in VAT rates, amounts of government taxes and any other sales taxes coming into effect after the date of this contract stipulation, which will be promptly reported to the Buyer by the Seller. Any eventual invoice shall be required when signing the contract.
The parties reserve the right to review the supply conditions before the order is put into production, taking possible fluctuations in raw materials costs (justifiable with adequate references to commercial price lists) into account, with the right for both parties to withdraw from the contract.
Please refer to point 1 of the aforementioned “Payment and delivery terms”.
Missing any payment on the due date will result in the Buyer’s forfeiture of the payment terms, with the Seller’s right to immediately request full payment of the amounts still due. Furthermore, the Buyer will forfeit the payment terms indicated above in the cases provided for by art. 1186 of the Italian Civil Code, or if they are subject to seizures, complaints, orders for payment, foreclosures.
The delivery and installation dates, resulting from Article 23 of this document and defined at the time of signing the contract between the parties, are purely indicative and not legally binding, therefore, the Seller will not be liable in any way, for any loss or damage deriving, directly or indirectly, from the delayed delivery or installation of the manufactured goods. The Parties agree that, if Buyer decides to postpone the delivery beyond the originally agreed term, the full price of goods shall still be paid within 30 days from the originally agreed delivery date, bar installation. In any case, the new delivery date shall be agreed between the Parties in writing and shall take the Seller’s production needs into account.
The Buyer shall promptly notify the Seller and shall take all preparatory measures, such as removing any obstacles that may make the delivery or installation difficult. The Seller shall not be responsible or liable for any delay or failure to deliver, if this is due to causes not attributable to the Seller.
If the Buyer unjustifiably refuses to receive the goods on the dates scheduled for their delivery, he shall:
If the products hold a guarantee issued directly by the Manufacturer, the Seller shall provide the Buyer the contact details of the nearest manufacturer’s assistance network.
Upon collection or delivery, the Buyer shall inspect the goods received, and issue a statement declaring that they have not found any apparent damages or defects. If the Buyer is not personally present at collection or delivery, it is understood that the person present at the place of delivery is delegated, by the explicit will of the Buyer, to sign the statement declaring that no apparent damages or defects are found.
If the Buyer finds any lack of compliance at the time of delivery, he must notify the Seller, in accordance with the law, by a registered letter with a return receipt or a certified email. In case of non-compliance, the payment may be partially suspended with the amount being equal to the value of the items found not complying with the contract. In the absence of a written dispute, contextual to the delivery to the Buyer or to a person present at the place of delivery, the goods are deemed to be intact.
If the Seller provides the installation, the Buyer shall be present during the installation to sign the relative installation completion report. If the Buyer is not personally present during the delivery and / or installation, it is understood, by the explicit will of the Buyer, that the person present at the time of delivery and/or installation is delegated by the Buyer to sign the relative installation completion report. In case of a missed inspection, the manufactured products and their installation will be considered accepted without reservations or disputes.
Manufactured goods are covered by a warranty in compliance with the law. Any claim for potential flaws, discrepancies or defects must be reported directly to the Seller via a registered letter with a return receipt or a certified email, within and not beyond the terms of law.
The Seller is not responsible for bad or imperfect functioning of the goods, caused by the defects in masonry work, this means all construction works that are related directly or indirectly to the installation of the manufactured goods or their components and does not guarantee the correct functioning of the goods that have not been installed by the workers or personnel selected and organised by the Seller. The same applies if the Seller has partially provided for the installation of only several components of the product. Furthermore, the Seller is not liable for any defect arising from humidity and / or excessive heating of the premises, nor is he liable for any deterioration of goods that occurred during their storage in the Buyer’s warehouses or on the construction site. The Seller will in any case be exonerated from all liability for defects attributable to third party processing, careless storage of the goods by the Buyer, their tampering or lack of maintenance, defects deriving from negligence in the use or repairs and replacements of individual components, maintenance carried out by persons not authorised by the Seller, or by any circumstance independent of the Seller’s intentional or accidental action.
The custody of the material on site is the responsibility of the Buyer; the Seller assumes no liability for any alteration of the material after it has been delivered to the building site, regardless of the reasons or causes. Any complaint about the quality of the goods shall be reported to the Seller within 8 days from the discovery of the alleged defects.
Complaints regarding any damage caused by repairs not carried out by the personnel appointed by the Seller cannot be taken into consideration.
With respect to goods that have been ordered, manufactured, even if already paid for, in custody by the Buyer, the Seller doesn’t bear any responsibility for loss, fire, theft or damage of any kind arising from any cause.
The Buyer hereby authorises the Seller to display signs and logos on the construction site, as well as to film and publish manufactured and installed products for advertising purposes.
The personal data processing is carried out in compliance with Legislative Decree no. 196/2003 “Privacy Code” on the protection of personal data. In no case will the buyer’s name be distributed to third parties for any purposes that are not related to the execution of this contract. The data released is collected for contractual purposes at the Seller’s headquarters and is handled in accordance with the current legislation. The processing will be carried out in the following ways: manual and computerised.
The competent court for any controversy arising between the Parties is the court which resides nearest to the registered office of the Seller, mandatory pursuant to art. 33, paragraph 2, letter u) of the consumer code.
In the event of early termination of the contract, reference will be made to the Italian legislation in force, governed by the Civil Code.
The Buyer assumes the responsibility of ensuring adequate access for vehicles with the possibility of parking them, as well as leaving the architectonic opening free of obstacles for installation of sub-frames, windows and doors.
The Italian language version of this Contract shall be controlling in all respects and shall prevail in case of any inconsistencies with translated versions.