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DAD is a brand of Music & Lights S.r.l.
Conditions
1. General
Offers, confirmations of order and invoices are understood to be issued, agreed and accepted on the general conditions of sale described herein.
No variation or additional condition shall be valid unless agreed between the parties and confirmed in writing. All additional services or goods shall be supplied separately.
2. Irrevocable nature of order
The order may not be cancelled by the purchaser for 90 days after signing, while the supplier shall decide whether or not to accept the same at its own absolute discretion. The order is only considered accepted if it is confirmed in writing by the supplier, or if the same has started supply of the goods.
Here again, the order shall be considered accepted on the specific and general conditions of the order. The order may not be cancelled by the purchaser, within the period indicated above. Even if there is a variation in the selling prices not exceeding 10%, deriving from any variations in the price lists of the products marketed by Music & Lights s.r.l. Earnests are always unprofitable. The supplier will keep payments as allowance in case, for any reason, the order is revoked by the Purchaser.
3. Offers
Offers sent by Music & Lights s.r.l. are considered accepted at the moment of receipt by the former of the purchaser's relative written communication.
Any modifications made by the purchaser to the offer conditions must in turn be confirmed by Music & Lights s.r.l. in writing in accordance with art. 1326 of the Italian Civil Law Code. All offers sent by Music & Lights s.r.l. are at the prices in force at the moment of issue, but in case of variations in the price lists Music & Lights s.r.l. shall be entitled to vary the selling prices, while the purchaser retains the right to cancel the order concerned, except in the circumstances described in art. 2. All offers are subject to availability of the product.
4. Products
Music & Lights s.r.l. reserves the right to make all the modifications it considers appropriate to its products at any moment and without any notice. Similarly, the specifications of the products distributed by Music & Lights s.r.l. are subject to modification at the absolute discretion of their manufacturers. Therefore the illustrations and data indicated in catalogues, offers and price list are purely guideline and subject to variation. As regards goods supplied outside the Italian territory, the Purchaser will be responsible in all the matters regarding the adaptation of the purchased products to the laws in force in the country of their destination; in other words, Music & Lights s.r.l. is not responsible for the goods adaptation to the features prescribed by the laws in force in the countries of their destination, be they in terms of: construction features, employed materials, documentation, labelling, operational instructions, and all kinds of related matters.
5. Prices and conditions of payment
The prices are for goods sold ex-works, in euros, not including transport or special packaging but including the cost of a standard packaging. Any taxes, duties and registration or transcription expenses shall be fully for the purchaser's account. Approximations and discounts are not accepted if not confirmed in writing by Music & Lights s.r.l. All payments shall be in cash and must be made solely to the Music & Lights s.r.l. registered office, on the day of delivery. Cash payments will be recognized as valid only after the issuing, on the behalf of Music & Lights s.r.l., of an acquittance. The supplier may dispense with payment in cash at its own discretion. In this case, the supplier is hereby authorised to issue drafts at sight with expenses for the entire value of the goods supplied, as soon as shipment has been made. Unless otherwise agreed in writing, interest will be charged on deferred payments at the bank prime rate in force on the date of delivery increased by 2 points. Any bills of exchange, cheques and drafts are issued and accepted "under reserve and without recourse", and thus do not constitute either payment or novation of the original relationship. Music & Lights s.r.l. zone agents and representatives may not collect sums of any kind unless they hold a written authorisation;
otherwise, the payment is made at the purchaser's risk. The purchaser may not delay or suspend payments for any reason, even if disputes or claims have arisen, or take legal action against the supplier until all sums outstanding have been paid.
6. Devaluation and interest for late payment
In case of late payments, interest will be charged at the bank prime rate in force at the time the payment takes place increased by two points, with retention of the right to claim for any other damages resulting, without application of art. 1224. section three of the Italian Civil Law Code. With which the parts agree to dispense. Moreover, the amounts due must be revalued in order to compensate the seller for any monetary devaluation which has occurred between the promised payment date and the time when the payment takes place. In addition, any eventual discount agreed upon, will be considered null and void. In any case, Music & Lights s.r.l. reserves itself any right, including the possibility to consider the purchaser as excluded from the benefits of the term, and to exact the total amount of the due.
7. Transport
The goods are always delivered at the supplier's stores and transport always takes place on behalf of the purchaser and at his own risk. In the case that the sale price includes the shipping charges, it must be intended that the transfer takes place by Carriers empowered by Music & Lights s.r.l. on behalf of the purchaser and totally at his (purchaser) own risk and charge. Goods are always intended as not insured, unless upon purchaser's explicit request. At the moment of the delivery of the goods, purchaser must check integrity, quantity and quality of the products and their correspondence with the accompanying document. In case of not correspondence, the purchaser must mark it out to the Carrier and on the accompanying document otherwise, the purchaser risks the loss of his rights. While they will be complied with as far as possible, the delivery dates indicated in written or verbal quotations, offers or orders are purely guideline and Music & Lights s.r.l. shall not be responsible in any way for damage deriving from delays in delivery. Delay in delivery can never give to the purchaser and /or third parties, the right to delay the payment of the goods.
8. Claims
All apparent defects which cannot be blamed on transport and all the differences from what ordered, must be reported by the purchaser to Music & Lights s.r.l. in writing within 8 (eight) days after the date of receipt of the products. The report must contain all the data concerning the name of the consignee, the heading of the invoice, the invoice number, description of the product, serial number and fault encountered. Purchaser and third parties won't be entitled to annul the contract or to demand indemnities of any kind. Music & Lights s.r.l., in any case, will not accept claims unless after the payment, on behalf of the purchaser, of the total amount of the due for the goods in question. In no case is the consignee permitted to tamper with, dismantle or modify the original conditions of the product, otherwise all responsibility on the side of Music & Lights s.r.l. will cease. No returned goods will be accepted unless prior agreement has been reached, shipment must be freight prepaid.
9. Warranty
The supplier guarantees that the items supplied are well constructed and of good quality undertaking to repair or replace, free of charge at its own discretion and as quickly as possible those parts which present acknowledged defects in materials, construction or processing which make them unsuitable for the use for which they are intended within the guarantee period. The supplier shall not be obliged to compensate for direct or indirect damages of any nature or kind incurred for any reason. The warranty is valid for twelve months from the delivery date. The parts to be repaired or replaced must be delivered to the supplier's factory by the purchaser, at its own risk and expense, those repaired and replaced are simply consigned by the supplier ex-works, with packaging to be paid for by the purchaser. The purchaser shall lose any right to the warranty in case of failure even on only one occasion, to comply with the conditions of payment, or if the faults reported are found to originate from actions by the purchaser himself his employees or third parties, such as cases of poor installation, carelessness, negligence, incorrect or abnormal use, overload, poor or incorrect maintenance, replacements, modifications or tapering carried out or ordered by the purchaser without authorisation from the supplier, or circumstances of force major. The purchaser loses the right to the warranty if, on his own initiative or through third parties, he repairs, replaces or modifies parts covered by the warranty itself, or fails even on only one occasion to comply with the conditions of payment. All parts which by their nature or use are subject to normal wear and tear are excluded from the guarantee. Lamp bulbs are excluded from warranty. Repairs, replacements and modifications, when not covered by the warranty, must be paid for on delivery or on completion. Otherwise the supplier has the right to retain the product and the material repaired.
10. Resale and installation of products
Dealers purchasing Music & Lights s.r.l. products either directly or indirectly undertake to comply with the recommended selling prices suggested by the manufacturer and indicated in the price list. No product may be exported outside the country to which Music & Lights s.r.l. has sold it without the latter's prior written authorisation. Otherwise the purchaser shall be obliged to pay a penalty of 50% of the price under art. 1382 of the Italian Civil Law Code, with the manufacturer retaining the right to compensation for additional damages. Music & Lights s.r.l. does not accept any responsibility for the way in which its products are installed; they must be installed by a dealer or installation engineer of proven professional skills. Music & Lights s.r.l. accepts no liability for damages of any nature or kind deriving from the use of its products.
11. Retention of property rights
All the goods supplied under this contract remain the sole property of Music & Lights s.r.l. until the whole price has been paid in cash. Therefore, the sale is made and accepted with the retention of property rights referred to in art. 1523 and following articles of the Italian Civil Law Code. During this period, the purchaser undertakes the obligations and responsibilities of the depositee of the items supplied and undertakes to safeguard them and to insure them against any cause of damage, destruction, loss etc. In this period the items supplied may be reclaimed from the supplier, wherever they are, even combined and incorporated into goods belonging to the purchaser or of third parties, since they are not subject to the law governing appartenances and accretions. The purchaser undertakes to inform the supplier immediately of any legal proceedings for attachment or confiscation brought by third parties, or any removal or transfer of the goods supplied. In case of failure to pay even only one instalment of the agreed price, Music & Lights s.r.l. reserves the right to request termination of the contract and the return of the goods sold. Payments received will continue to be the supplier's property as penalty and compensation for use of the products, with reservation of the right to claim for any further damages incurred. The supplier may register the rights specified in art. 2762 of the Italian Civil Law Code, as a precautionary measure and without prejudice to the retention of property rights or the registration. The expenses for registration of the contract and its transcription by the Clerk of the Court's Office, under art. 1525 and 2762 of the Italian Civil Law Code, shall be paid by the Purchaser.
12. Legal jurisdiction
Even if the purchaser is not of Italian nationality, this sales contract is subject to Italian law. Moreover, it is expressly agreed that the Italian judges of the Latina Law Court shall have exclusive jurisdiction over any controversy which may arise between the parties with regard to the interpretation, implementation or modification of this agreement.
13. Privacy
Music and Lights s.r.l. is authorized to treat my personal data according to the italian law and in particular according the italian legislative decree D.Lgs. 196/2003 regarding the privacy.
The above mentioned conditions substitute and annul any previus agreement.
