GENERAL TERMS OF SALE
Valide per le vendite effettuate in tutti i paesi esclusa la Germania
1. Conclusion of the Sale Agreement
The agreement is deemed concluded when the buyer becomes aware of the confirmation of the order, or otherwise, upon delivery of the products. The supplier reserves the right to suspend performance of the sale agreement, if the buyer is not fully up to date with previous payments.
2. Delivery of the Products
The products shall be delivered “ex works” within the meaning of Incoterms 2000, save where expressly provided otherwise in the confirmation of the order or the sale invoice. Deliveries may exceed or fall short of the commercial weight ordered and/or confirmed by a permitted tolerance rate of 5%.
3. Product Features — Warranty
The supplier’s warranty is limited to the product in its original, unaltered state, and to product conformity with the technical specifications provided by the buyer. The supplier assumes no liability whatsoever for the processing and/or use of the product by the buyer who shall be free to process/use the product as he deems fit in light of his own productive know-how regarding the suitability of the product for the process/use to which it is to be subjected by the buyer. BCF products shall be subject to the rules set forth in the “Quality Safety Procedure for Reprocessing Aqualon PA6 BCF Yarns”.
4. Complaints — Returns
The buyer shall be bound to inspect the products supplied upon receipt of the same, recording any and all visible defects in the consignment note/CMR waybill. The buyer shall be bound to report any and all defects immediately upon discovery of the same, and in any event, within no more than two months following delivery, specifying the lot number, delivery date, type of defect and the quantity found to be defective, in each case. Non-compliance with the said reporting deadline shall be construed as unconditional acceptance of the products, and forfeiture of the right to raise any complaints whatsoever in such regard. In no case shall the supplier be held liable for indirect damages pertaining to the performance of the sale agreement. In particular, the supplier declines liability for machine downtime. The filing of a complaint or the report of a defect shall in no way be construed as exempting the buyer from his obligation to pay for the products in question, in accordance with the agreed payment terms. The quantity and value of defective BCF products shall be determined in compliance with the rules set forth in the “Quality Safety Procedure for Reprocessing Aqualon PA6 BCF Yarns”.
5. Prices — Weights
Billing and payment terms. The sale prices of the products are as notified to the buyer upon confirmation of the order, or otherwise, as specified in the sale invoice. The weight of the products delivered and billed shall be determined in accordance with BISFA rules, where applicable. Save where otherwise specified in the confirmation of the order and/or the sale invoice, payment shall be due at 30 days following the date of the invoice, in the currency indicated in the invoice itself. Payments made by means of credit instruments shall be deemed to have been received only after the credit instruments in question have been duly cashed.
6. Reservation of Title
1) All sales are made subject to reservation of title.
2) Ownership of goods passes to the purchaser only upon full payment of the goods price by the purchaser.
3) The purchaser is entitled to process or sell the products supplied, but not to pledge them or assign them as collateral.
4) In case of payment default, the purchaser shall allow the supplier to repossess the goods for which title was retained.
5) The purchaser shall also insure the products supplied for a suitable amount in favor of supplier until full payment thereof has been made.
7. Force Majeure
The supplier shall not be liable for any breach, including a partial breach, caused by events of force majeure or events that cause a delay in its own activities or those of its suppliers.
8. Packing Material
Where necessary, through a document attached to the invoice, the supplier shall specify the list and amount of packing materials that are and shall remain its property. These materials are provided for use to the purchaser free of charge and on a temporary basis and must be made available for collection by the supplier no later than 45 days from the delivery date. The supplier shall be entitled to charge the cost of the packing materials in the event the purchaser fails to return them within the agreed time.
9. Information on the Processing of Personal Data
The personal data provided may be processed in relation to the activities carried out by the supplier. Personal data must be provided in order for the supplier to be able to fulfill its contractual and legal obligations; these data shall be processed in compliance with the law, by using paper supports and/or computerized means, in any case through adequate means in order to ensure their security and confidentiality. Failure to provide personal data shall be assessed
with respect to the impact of undisclosed data on the management of the business relationship. Data may be disclosed in Italy and/or abroad to all natural or legal persons who may need to process them in order to comply with their obligations in relation to the business relationship. The purchaser may at any time exercise its rights to be informed and to obtain the erasure, correction, updating and supplement of its own personal data, and to object to their use for the purposes stated herein. The Data Controller is the company specified in the heading of this document.
10. Jurisdiction and Applicable Law
For all disputes arising from the performance of this sales contract the Court of Rovereto (Trento, Italy), shall have exclusive jurisdiction. All sales of the products are governed solely by the following terms and conditions. Any different agreement shall be made in writing and signed by the supplier for acceptance. For all matters not covered by these terms and conditions the Italian law shall apply.