GENERAL CONDITIONS OF SALE
These general conditions of sale ("General Conditions") govern the terms and conditions of sale of the products marketed by AGMULTIVISION Srl - Unipersonale ("AGM") and are effective towards the single customer of AGM ("Customer"). All contracts for the sale of products marketed by AGM ("Products") are governed by the General Conditions which form an integral and substantial part of every proposal, purchase order and purchase order confirmation of the Products, also through the e-commerce site. of AGM https://shop.agmultivision.it/en/. The conditions of sale applicable to the single product sales contract are those in force on the date of the order. Once accepted in writing or by electronic confirmation on the AGM https://shop.agmultivision.it/en/ e-commerce site, by the Customer, the General Conditions apply to every single product sale contract between AGM and the Customer in derogation and mainly to any general conditions of purchase of the customer.
1. Products: prices and features
1.1 Unless otherwise expressly indicated, the prices of the Products published by AGM must be understood as excluding VAT, transport and customs duties and other taxes and / or duties. The prices of the Products published from time to time by AGM cancel and replace the previous ones and are subject to the actual availability of the Products. At the time of the Customer's order confirmation, AGM reserves the right to confirm, or to modify, the prices of the Products published on its website https://shop.agmultivision.it/en/ or in information brochures and advertising material.
1.2 In the event that, at the Customer's request, the price of the Products should be determined and invoiced in a currency other than the Euro, the Customer will indemnify AGM for any loss resulting from the change in the exchange rate between the Euro currency and the currency in which it is the price of the Products that occurs between the invoice date and the effective date of payment has been expressed.
1.3 The technical and functional characteristics relating to the Products, published by AGM through its promotional messages, websites and information brochures, are those communicated to AGM by the producers of the Products. The Customer declares and warrants to AGM that he has become aware of these technical and functional characteristics and that he is aware of and accepts the fact that AGM has not carried out any checks on these technical and functional characteristics. AGM therefore assumes no responsibility for the truthfulness and completeness of such information. The images of the Products are purely indicative and not binding. All the technical characteristics and prices of the published Products may be subject to change without notice.
1.4 The Products are not provided on trial. Although AGM operators can provide information on the characteristics of the Products, the Customer is responsible for choosing the Products ordered and for the correspondence and conformity of the specifications indicated by each manufacturer to their needs.
2. Orders - invoicing - payments
2.1 All purchase orders for Products sent to AGM must be complete in all their parts and must contain all the elements necessary for the correct identification of the Products ordered. Each order of Products sent to AGM constitutes a contractual proposal by the Customer and, therefore, will be binding for AGM only if confirmed by AGM for acceptance. The fulfillment of the order by AGM is equivalent to confirmation and acceptance of the same.
2.2 The notice of receipt of a purchase order is not valid as confirmation for acceptance. AGM reserves the right not to accept incomplete orders. In case of non-execution of the order by AGM (if the same is due to the unavailability of the Products ordered by the Customer) AGM will inform the Customer as soon as possible, reimbursing any sums already paid by them for the supply not performed. and, in this case, the Customer will not be entitled to any reimbursement, nor to compensation or compensation of any kind.
2.3 The tax documentation relating to the ordered Products will be issued by AGM at the time of shipment of the Products to the Customer. If the Customer has a VAT number and wishes to receive an invoice in his own name, he must indicate this request in the order.
2.4 The fees due to AGM for the sale of the Products must be paid to AGM, according to the conditions agreed in advance, by credit card, PayPal, Ri.Ba. (Bank Receipt), Bank Transfer and / or SDD B2B (Sepa Direct Debit), without prejudice to any different agreement with AGM. In the event of delayed payment, ie payments made after the deadline indicated in the sales invoice, the Customer must pay AGM an interest on arrears pursuant to the provisions contained in Legislative Decree 9 October 2002 n. 231 and will also be required to reimburse AGM the expenses incurred by the latter for the recovery of its credit, within the limit of 20% of the credit itself and with a fixed minimum of 200.00 EURO (two hundred / 00).
2.5 Any amount due to AGM is considered paid when it is actually credited for payment to AGM's bank account or collected by the same in cash or, in the case of assignment of the credit, when the amount in question has actually been paid to the transferee of the same. definitive and without recourse from third parties linked to the payment method. The Customer is responsible for the method of payment of the price of the Products and bears all costs related to the payment methods.
2.6 Any non-payment at the due date entails the immediate collectability of any other amount due to AGM by the Customer and gives AGM the right to suspend the execution of all purchase orders already received by the Customer and not to execute further supply orders the Customer should send to AGM, without this entailing any right of the Customer to obtain any compensation, price reduction, compensation or reimbursement of any kind.
3. Delivery of Products
3.1 Unless otherwise agreed in writing between AGM and the Customer, AGM delivers the products to the Customer with CPT modality "carriage paid to" - Incoterms 2012, place of delivery indicated by the Customer in the supply order sent to AGM. All the costs of transport and delivery of the Products are charged to the Customer to the extent of a percentage of the taxable amount indicated in the sales invoice, based on the type of products and with the application of a minimum deductible as a contribution for shipping, logistics and transport costs. Product deliveries are normally made by courier designated by AGM. In the case of cash on delivery shipments by courier, the delivery of the Products is subject to payment by the Customer of the relative price in cash or regular cashier's check. AGM has the right to deliver the Products by means other than the courier, unless otherwise expressly agreed between AGM and the Customer.
3.2 The delivery terms indicated by AGM refer to the Products present in its warehouses and, although carefully evaluated, must be considered indicative and, therefore, not binding for AGM, which can subsequently confirm or modify them, depending on its actual needs. . Any delays in deliveries of Products of less than 30 (thirty) days do not entitle the Customer to refuse delivery of the Products, nor to claim compensation, price reductions or compensation of any kind.
3.3 AGM has the right to deliver the Products (even relating to the same order) in several successive deliveries, without prejudice, in this case, to a charge to the Customer as transport costs for each delivery made.
3.3 Special terms and conditions of delivery must be agreed in advance between the Customer and AGM and accepted in writing by AGM.
4. Product Warranties
4.1 The Customer acknowledges and expressly accepts that the only guarantee on the Products purchased by the Customer from AGM is the guarantee on the Products issued to AGM by the respective manufacturer ("Warranty"). With the completion of the sale of the Products, AGM assigns and transfers to the Customer, who accepts and purchases from AGM, the Guarantee relating to the Products with all the rights, charges and obligations connected to it. The Customer declares and guarantees to AGM that he has read the conditions, terms and contents of the Guarantee and accepts it unconditionally. In the event of defects and / or faults relating to the Products, the Customer therefore has direct action exclusively against the manufacturer of the Products under the Guarantee with the exclusion of any right of the Customer to take action against AGM. Pursuant to and for the purposes of article 131 of Legislative Decree 6-9-2005 n. 206, the Customer as of now irrevocably renounces to exercise recourse action against AGM in the event that the Customer is configured as a "final seller" against whom a "consumer" (defined pursuant to Article 3 of Legislative Decree . has exercised an action to assert any flaws and / or defects relating to the Products, in which case the Customer must assert his rights solely against the manufacturer of the Products under the Warranty.
4.2 The warranty period of the Products corresponds to that indicated in the Warranty and starts from the date shown on the sales document (receipt, receipt, invoice, etc.).
4.3 The products that fall into the "B-STOCK" category are functional products with limited availability, used in the course of demonstrations, fairs and events. Products in the "B-STOCK" category are not covered by warranty or may have a residual partial warranty from the manufacturer. It is necessary to ask for each product if there is a residual guarantee. Once purchased, the Customer accepts the conditions of the product and renounces any right of return.
5. Transfer of Ownership
5.1 Notwithstanding the transfer of risk to the Customer pursuant to Article 3 above, the ownership of the Products will be transferred to the Customer only upon full payment of the price and all sums due to AGM. Until such payment has been made, the Products will remain the property of AGM ("Retention of Title Products").
5.2 The Customer (i) will keep the Products with Retention of Title and will store them at its expense separately from its own assets and third party assets, in an adequate and protected manner, insured for its replacement value and identified as belonging to AGM; (ii) is not authorized to give the Retention of Title Products as collateral to its creditors, in particular as a pledge or to carry out a foreclosure, or to create a lien on such assets.
5.3 In the event of the Customer's default in the execution of the contract and, in particular, in the event of non-payment of the price of the Products, AGM or its agent will have the right to take all measures to immediately regain possession of the Products with Reservation Property with the right of AGM to charge the Customer for all costs incurred.
5.4 In the event that the Products with Retention of Title are transformed or assembled with other products, the ownership of the share of the finished product resulting from the relationship between the value of the Products with Retention of Title and that of the finished product will be automatically transferred to AGM.
5.5 In the event of sale or loss of the Retained Title Products, the amount received by the Customer in compensation for such sale or loss will be transferred to AGM. In the event of a pledge, privilege or right of retention on the Products with Retention of Title or in the event of seizure of the Products with Retention of Title, the Customer will immediately notify AGM in writing and transmit all the necessary information to AGM with the intent to oppose the seizure or any other executive measure. The costs of AGM's claim against third parties will be borne by the Customer to the extent that the competent judicial authority does not attribute these costs to third parties.
5.6 the Customer will take all necessary measures so that AGM's retention of title on the Products with Retention of Title is valid and enforceable against third parties.
6. Product Inspections
6.1 the Customer undertakes to examine the Products immediately upon delivery.
6.2 In the event of a defect and / or apparent defect or any other complaint regarding the Product, the Customer must immediately report it to AGM in writing (email to email@example.com, or by fax to 02-87153173) within the terms provided for by the Italian Civil Code. The Customer undertakes to allow AGM to inspect or have inspected the Products in relation to which the Customer has found flaws and / or defects. No claim regarding any flaws, defects or discrepancies can be made with reference to Products that have already undergone installation and / or use processes. Furthermore, no claim regarding any flaws, defects and / or discrepancies may be asserted, not even as an exception, in court if the regular payment of the full price of the Products to which the claim refers has not taken place.
7. Limitation of Liability
7.1 Without prejudice to the provisions of article 4, whatever the cause of the complaint regarding the Products, AGM's liability is limited, at its free choice, to the replacement or refund of the price of the Products recognized as affected by defects and / or faults. .
7.2 With the exception of cases of willful misconduct and / or gross negligence, AGM is in no case liable to the Customer for any loss or damage that is configured as lost profit and that is not a direct and immediate consequence of its non-fulfillment.
7.3 AGM has the right to terminate, reduce or suspend the execution of its contractual obligations in the event of a "case of force majeure" and, in general, in the occurrence of any circumstance that prevents, reduces or delays the manufacture o the shipment of the Products or that makes the execution of its contractual obligations excessively burdensome for AGM and without this determining the Customer's right to claim compensation, compensation, discounts and / or reimbursements of any kind from AGM. A "case of force majeure" is considered any event, cause or circumstance that is beyond the reasonable control of AGM such as, but not limited to, war, mobilization, strike and lockout, revolt, social conflict, breakdown of machine or production stoppage, explosion, fire, natural disaster, flood, restriction of means of transport, difficulties in supplying raw materials or energy and any intervention by public authorities.
8. Application of the provisions of the Consumer Code
8.1 In the event that the Customer is configured as a "consumer" pursuant to article 3 of Legislative Decree 6-9-2005 n. 206 ("Consumer Code") the General Conditions will apply if not derogated from the provisions in favor of the Customer contained in the Consumer Code.
8.2 In the case referred to in § 8.1, the Customer's right of withdrawal referred to in Article 64 of the Consumer Code must be exercised by sending a registered letter with AGMULTIVISION receipt to AGMULTIVISION SRL Unipersonale - via Calabria, 15 - 20090 Segrate (MI). The notice of withdrawal can also be sent by telegram or fax to AGMULTIVISION SRL Unipersonale at number 02-87153173, provided it is confirmed by registered letter with return receipt, within 48 (forty-eight) hours after sending the telegram or fax. The Customer may return the Products to the following address: AGMULTIVISION SRL Unipersonale - via Calabria, 15 - 20090 Segrate (MI). Parcels in cash on delivery and / or carriage forward will not be accepted by AGM. All returns (which must be unused, perfectly intact and accompanied by the original packaging) must be authorized in advance by the AGM Customer Service, through a request to be submitted in the Support section of the AGM website www.agmultivision.it. Once the Products have been received (and their integrity verified) AGM will, within 30 days of receiving the notice of withdrawal, credit the Customer with the cost of the returned Products (as indicated on the receipt), withholding, where necessary, the amount of the shipping costs that will be definitively charged to the customer. The credit to the Customer of the cost of the returned Products will be carried out by AGM by means of a bank transfer to the current account whose coordinates (IBAN code) must be communicated by the Customer to AGM in the withdrawal notice.
9. Residual provisions
9.1 In relation to the customer, there are episodes of insolvency, seizure, foreclosure, liquidation, transfer of assets to its creditors, recovery plans, agreements with creditors or in the event that the customer ceases or threatens to cease the continuation of his business company or in any other case in which AGM may reasonably fear that one of the events mentioned above is about to occur, without prejudice to any other right of AGM, AGM has the right to suspend the execution of purchase orders already received by Customer and not yet executed and not to execute purchase orders that the Customer should send to AGM, promptly informing the Customer, and without this entailing the Customer's right to obtain any compensation, price reduction, compensation or reimbursement of any kind . Furthermore, in this case, the price of the Products that have been delivered to the Customer but not yet paid by the latter will become immediately payable by AGM despite any other previous different agreement.
9.2 Any waiver by AGM to claim a default by the Customer cannot be construed as a waiver to claim a further default of the same nature or any other default.
9.3 The nullity, invalidity or inapplicability of one of the clauses of the General Conditions does not affect the validity of the other provisions that will remain in force. The parties will consult and negotiate in good faith the replacement of the null, invalid or unenforceable clause with a valid provision having an equivalent economic effect.
9.4 The Customer acknowledges and expressly accepts (i) that the collection and processing of their data by AGM is carried out for the purposes strictly connected and instrumental to the management of the contract or its execution, for purposes related to the fulfillment of obligations of law, regulations and community regulations and, in any case, in compliance with the provisions contained in the Legislative Decree 30-6-2003, n. 196 ("Decree") and the information referred to in Article 13 of the Decree that the Customer declares to have received from AGM; (ii) that one's data can be stored partly on paper archives and partly on electronic archives, in compliance with the security measures provided for by the Decree and that such data will not be disclosed externally except in cases where this is necessary in execution of a legal obligation; (iii) that the owner of the processing of their personal data is AGMULTIVISION SRL Unipersonale - via Calabria, 15 - 20054 Segrate (MI); (iv) that article 7 of the Decree confers on the Customer the power to exercise specific rights for its own protection.
9.5 For anything not regulated by the General Conditions, the provisions contained in the Italian Civil Code are applied in a residual manner.
9.6 The General Conditions are governed by and interpreted in accordance with Italian law with the exclusion and exclusion of the legislation relating to conflicts of law and - as far as it may concern - with the express exclusion of the Vienna Convention on the sale of movable property.
9.7 Any dispute connected to these General Conditions will be devolved to the exclusive jurisdiction of the Court of Milan.