1. GENERAL CONDITIONS
1.1. The terms and conditions indicated below (the "General Conditions of Sale") form an integral part of the contracts concluded between Pasolini Luigi S.r.l. ("Seller"), the Seller and the Customer ("Buyer") for the supply of its own products (the "Products of its own production"), products sold by the Seller manufactured by third parties (the "Products supplied by third parties"), products manufactured and sold by the Seller on a specific order and project ("the Special Products"), as well as for consulting services ("Consulting") and ancillary services ("Assembly and Transport") provided by the Seller.
1.2. The General Conditions of Sale are available online on www.pasolini.it and apply to all transactions concluded between the Seller and the Buyer without the need for an express reference to them or a specific agreement in this regard at the conclusion of each individual transaction. Any different terms or conditions shall only apply if confirmed in writing by the Seller.
1.3. The Seller reserves the right to modify, supplement or vary the General Conditions of Sale, attaching any changes to the offers or to any correspondence sent in writing to the Buyer.
2. OFFERS, PROPOSALS AND ORDERS. SALE WITH RESERVATION OF TITLE
2.1. The Seller's offers to the public are not to be considered binding, with reference to the quantities, prices and delivery terms, until final acceptance by the Buyer. The personalized offers of the Seller are not to be considered binding until the final formalization of the order by the Buyer in the manner referred to in this article.
2.2. An order means the written proposal sent by e-mail or the management programs in use by the Buyer to the Seller and accepted in writing by the latter in the same manner. The Buyer's proposal signed by the Agent and transmitted to the Seller is valid as a purchase proposal ("Pre-order") and is not binding on the Seller. The purchase proposals made by the Buyer are not, in fact, accepted until they have been confirmed in writing by the Seller.
2.3. Purchase proposals are accepted by the Seller with the Buyer's order number according to the management system in use.
2.4. Changes to orders already formalized and made verbally or by telephone must be confirmed in writing between Buyer and Seller in accordance with the provisions of this article. Otherwise, the Seller assumes no responsibility for changes or discrepancies not subject to specific agreement.
2.5. In the case of order formalization with installment payment, the Sale is considered concluded with reservation of ownership and, therefore, the Buyer acquires ownership of the product only with the payment of the last installment. In the event of termination of the contract due to non-performance by the Buyer, the Seller shall be entitled to return the product and shall be required to return the instalments collected, except for fair compensation for the use of the property to the extent of 30% of the value of the property and any further damage.
3. SUBJECT. PRODUCTS – CONSULTING
3.1. Contracts may concern "Products of own production", "Products supplied by third parties", "Special Products" and "Consulting".
3.2. "Own-produced products" means products made directly by the Seller, based on their own know-how.
3.3. "Products supplied by third parties" means all those products made by third party manufacturers that provide the legal guarantees regarding the conformity of the goods with the standard requirements provided for by industry regulations.
3.4. "Special Products" means all products made to measure by the Seller based on a project of their own creation or provided by the Buyer.
3.5. "Consulting" means all graphic design and implementation activities based on the Seller's creative idea.
4. ANCILLARY SERVICES (TRANSPORT, ASSEMBLY)
4.1 The transport and assembly of the furniture covered by the supply is the responsibility, risk and expense of the Buyer, unless otherwise expressly signed by the parties.
4.2 The Buyer, by the scheduled date for delivery, must prepare what is necessary for transport and assembly. The risk is assumed by the Buyer at the time of delivery to the carrier. The Seller is not liable for any delays in delivery attributable to the Buyer's conduct.
4.3 In the event that the Seller has been specifically commissioned to provide the transport and/or assembly, the risk is, however, assumed by the Buyer at the time of delivery to the Carrier. The relations between Seller and Buyer are regulated in the separate contract. In any case, the Seller's liability is excluded for delay in delivery and installation, assembly and/or for any other anomaly due to force majeure or fortuitous event or, in any case, for reasons not attributable to the Seller.
5. TERMS OF PAYMENT
5.1. The customised payment terms are expressly indicated at the bottom of the written confirmation of the order by the Seller.
5.2. In the absence of specific agreements, the terms of payment in use with the Buyer shall apply.
6. WARRANTY TERMS
6.1. The Seller provides the legal guarantees for the "Products of its own production", without prejudice to the specifications referred to in this article.
6.2. The Seller guarantees that the "Special Products" made on its project are free of defects and conform to the technical specifications declared by the Seller. The Seller cannot guarantee, nor be held responsible for defects and anomalies deriving from a design defect, if the project is provided by the Buyer.
6.3. In the case of "Special Products" made and sold at the request and project of the Buyer, the Seller is not responsible for the lack of licenses, authorizations and any other requirement and/or qualification required by the Public Administration for the Buyer, who is responsible for any prior verification at the Public Offices.
6.4. With regard to the "Products supplied by third parties", the Seller provides the guarantee provided by the manufacturer. In any case, the Seller cannot be held liable for hidden defects or anomalies attributable to the manufacturer. In this case, the Seller will only be required to cooperate so that the Buyer can usefully report the defect to the manufacturer.
6.5. The warranty applies only to products used in environment and for applications consistent with the specifications declared by the Seller; any misuse is considered prohibited.
6.6. The warranty for anomalies or damages resulting from incorrect or inadequate applications to the product is excluded. It is also excluded the warranty for damages deriving from any modification or replacement of parts of the product not authorized by the Seller.
6.7. In any case, the warranty does not extend to normal wear and tear of the good.
6.8. A natural or physiological imperfection of the Product does not constitute a defect or anomaly.
7. TERMS OF COMPLAINT
7.1. Any defects and/or anomalies must be reported in writing, by certified email or registered letter with return receipt, no later than 8 days after delivery and/or installation of the Product.
7.2. In any case, the defect and/or anomaly must be ascertained in contradiction between the parties with an inspection to be agreed within 8 days of the complaint.
8. RIGHT OF WITHDRAWAL
8.1. The right of withdrawal may be exercised before the contract has had a principle of execution and, in any case, no later than 8 from the conclusion of the contract in writing and provided that the Buyer's order is not of an urgent nature. In this case, the exercise of the withdrawal may be exercised no later than 3 days from the conclusion of the contract.
8.2. The withdrawal must be exercised in writing by the Buyer and transmitted to the Seller in the same manner provided for the formalization of the order.
8.3. In the case of a contract concluded with the Consumer, the relevant rules shall apply.
9. CONFIDENTIALITY AND OTHER PROVISIONS, PENALTY AND COMPENSATION FOR DAMAGES
9.1. In the case of "Consulting", it is forbidden for the Buyer to reproduce, sterile imitate, exploit for purposes other than personal use and/or disclose to third parties free of charge and/or for a fee the project or graphic design provided by the Seller based on his creative idea.
9.2. The parties are also bound by confidentiality regarding the technical information mutually provided and exchanged. It is forbidden to disclose to third parties information acquired for the processing of the project or special product, unless expressly authorized by the interested party.
9.3. In case of violation of the prohibition, the Seller is entitled to apply a penalty to the extent of 10% of the value of the order placed, without prejudice to compensation for greater damage.
10. COMPETENT COURT
Any dispute regarding the stipulation, interpretation and execution of contracts is the exclusive competence of the Court of Brescia.
11. FINAL PROVISIONS
11.1. Contracts are subject to Italian law.
11.2. For anything not expressly provided for, reference is made to the Civil Code and, in the case of a contract concluded with the Consumer, reference is made to Legislative Decree no. 206 of 6 September 2005 and subsequent amendments.