Terms and Conditions
Art. 1 – Scope
These conditions govern the supply of products by ORINGONE S.r.l. (from this point just no “ORINGONE”) to its customers. The supplying conditions can be revoked and replaced by ORINGONE only. These terms and conditions supersede and replace any prior agreements between the parties, including those listed in the letter transmitting the order, or in any other document received at ORINGONE’s offices either via mail, fax, E-mail or any other means.
Art. 2 – Orders Variation
Any changes of the existing orders will be considered as special requests. ORINGONE reserves the right to communicate any delivery changes stated in the previous order confirmation. These changes will be communicated in writing to the client who must send back confirmation, in writing, accepting the changes within one (1) business day. All the potential orders cancellations or modifications from customer side will be accepted if within two (2) business days from ORINGONE order confirmation. In case of XPRESS service orders no order modifications or cancellations will be accepted after ORINGONE order confirmation emission.
Art. 3 – Transport and delivery of goods
Transport arrangements shall be those agreed in the order confirmation or as previously agreed, even verbally, with the customer. If necessary ORINGONE reserves the right to change what has been agreed without entailing increase nor delivery delays to the customer.
The ordered goods will be delivered at the customer’s premises or other destination, if specified in the purchase order transmission. The customer is required to check immediately the correspondence of the goods delivered with the quantities placed in the order. Any objections to that effect will be only accepted by ORINGONE if received via fax, phone or E-mail within and no later than five (5) working days from delivery date.
Art. 4 – Products Warranty
The ORINGONE products are manufactured using controlled and first quality materials; all the production phases are kept under control, so that the final product meets the standard quality in reference. However, the customer is obliged, on its behalf, to control the product as soon as received, to promptly report in writing any defects that might have escaped our control. ORINGONE accepts no responsibility in relation to the client’s development of the project or storage, nor to the application or misuse of the supplied products. In case the defect complained by the customer is recognized as genuine, the responsibility of ORINGONE ends with the restoration or replacement of the defective goods. Excluded are those damages or inconveniences resulting from the interruption of the customer’s business or due to the withdrawal of the products from the market.
Art. 5 – Termination of non-compliance
Any dispute and/or complaint about the quality of the products, must be made under penalty of forfeiture, in writing, not later than the time limit of sixty (60) calendar days after delivery of the products.
Any statements or activities engaged by ORINGONE for the purpose of restoring the functionality of the products or their replacement, shall not constitute recognition of defects or lack of quality and will not relieve the customer from performing the complaint in the terms and forms referred to in this article. ORINGONE reserves the right to examine the disputed product, reserving the right, if no defect is found or if the defect is non- existing, to pursue the customer for expenses incurred.
Art. 6 – Liability of the Supplier
ORINGONE is not responsible for any damages suffered by the customer for services not directly attributable to ORINGONE. The liability of ORINGONE, for any loss or damage suffered by the customer resulting from defects, lack of quality or any other case of total or partial default, cannot, however, exceed the refund of the purchase price.
Art. 7 – Circumstances beyond control and client’s responsibility
ORINGONE is not responsible for any delay in delivery of products in order caused by negligence or wilful misconduct of the customer or by acts of God (in the latter case, any date, by which ORINGONE is obliged to comply, will be automatically extended for a period of time equal in duration to that lost due to force majeure). ORINGONE is also relieved from any obligation under these conditions, when the execution of the contract was prevented or hindered by the customer’s negligence or wilful misconduct or by force majeure. With reference to the above, it is here clarified that by “force majeure” is intended any circumstances beyond the reasonable control of ORINGONE and, without implying a strict interpretation including one or more of the following events: acts or omissions of Government or public authorities, wars, revolution, insurrection or civil unrest, strikes, lockouts or other labour disputes, either by ORINGONE’s employees or others, as block or embargoes, failure of electricity supply, fuel, floods, natural disasters; acts or accidents resulting from negligence or gross negligence.
Art. 8 – Fees and Payment
The fees for the products supplied by ORINGONE are listed in the Customer Order or in the Order Confirmation, if not indicated in the Customer Order. Unless otherwise indicated, the proceeds are payable after receipt of invoice, the customer agrees to pay in accordance with what agreed.
If not explicitly indicated, the buyer is the responsible for the payment of import duties, Customs fees or National taxes.
Art. 9 – Acceptance and validity of these conditions
These sales conditions shall be deemed accepted by the customer if are not contested in writing within and no later than eight (8) working days of receipt of the document in which are given ( order confirmation and/or transport documents). These conditions are valid until they are corrected by ORINGONE. Any changes will be carried out only if both parties expressly so provide, jointly and in writing.
Art. 10 – Suspension of supply and formal notice
ORINGONE reserves the right to suspend the execution of the contract in the circumstances envisaged by Art. 1461 of the Civil Code and in case of failure to timely payment of the agreed fee, being understood the customer’s obligation to pay the total fee, and any other expired as well as any other interest payments increased by 5%.
Art. 11 – Applicable law and jurisdiction
Any dispute arising from the execution of this contract is exclusive jurisdiction of The Court of Bergamo. The Italian law is applied.