1. APPLICABILITY

1.1 Except as otherwise expressly agreed in writing by Bulloneria Bellicini srl, these general conditions shall constitute an integral part of all sale products' contracts of Bulloneria Bellicini srl to purchasers, in Italy and/or abroad.

1.2 These General Conditions shall be deemed to have been accepted by the Purchaser even if they differ from any general or Purchaser’s special conditions. The latter shall not be binding on Bulloneria Bellicini srl unless Bulloneria Bellicini srl expressly accepts them in writing.

2. Contract Formation - Acceptance of Orders

2.1 Each contract of sale shall be deemed to have been concluded at the time the Purchaser receives from Bulloneria Bellicini srl written confirmation of the order placed by the Purchaser, which order Bulloneria Bellicini srl reserves the right to accept or reject. However, if the Purchaser receives from Bulloneria Bellicini srl a written order confirmation containing different terms and conditions from those in the order, the contract will be deemed concluded 5 (five) working days following the Purchaser’s receipt of Bulloneria Bellicini srl order confirmation, if the Purchaser has made no written objection thereto to Bulloneria Bellicini srl.

2.2 The offers made by Bulloneria Bellicini srl to the Purchaser, shall remain in force only for the period indicated therein and, over that period, the offer shall expire without any need to revoke. Otherwise if not expressly indicated, the validity of the offers is 7 (seven) days from the date of issue. The delivery times (or dates) indicated by Bulloneria Bellicini srl in the offer are for references purpose only and are not binding for Bulloneria Bellicini srl.

2.3 Any change or cancellation of the order by the Purchaser shall be ineffective unless previously authorized, or subsequently accepted, in writing by Bulloneria Bellicini srl. If Bulloneria Bellicini srl in order to realize cancelled order, has supported some costs, the purchaser must pay them.

2.4 Intermediaries and commercial agents have no power to bind Bulloneria Bellicini srl as against the Purchaser or to enter into contracts in the name and/or on behalf of Bulloneria Bellicini srl. Offers presented by intermediaries and commercial agents shall be deemed subject to Bulloneria Bellicini’s written approval and confirmation.

3.3 The prices indicate in offers and order confirmations of Bulloneria Bellicini srl are PER UNIT; therefore the total value of the supply shall change, based on the real delivered quantity. Even if not specified in offering/order phases, is allowed a quantity tolerance as per the current version of UNI 3740 part 9.

3.1 Except as otherwise agreed in writing, the offered prices shall apply to every purchase order; the prices of repetitive order must be revised and confirmed.

3.2 Except as otherwise agreed in writing, the prices of Bulloneria Bellicini srl are ex works “Berzo Inferiore”, Incoterms® 2010 and exclude packaging and transport costs as well as TVA and other taxes. Packaging and transports costs shall be separately invoiced as agreed between the parts. It is understood that, Bulloneria Bellicini srl, if not agreed in writing, can pack the products using the type of packaging that, in its opinion, consider most appropriate.

3.3 The prices indicate in offers and order confirmations of Bulloneria Bellicini srl are PER UNIT; therefore the total value of the supply shall change, based on the real delivered quantity. Even if not specified in offering/order phases, is allowed a quantity tolerance as per the current version of UNI 3740 part 9.

4. Delivery - Risk of Loss - Transfer of Title

4.1 The Products shall be delivered to the Purchaser EXW - Ex Works Berzo Inferiore, ICC Incoterms® 2010, with the sole exception that Bulloneria Bellicini srl shall load the Products onto the collecting vehicle at Bulloneria Bellicini’s cost but at the Purchaser’s risk.

4.1 4.2 If expressly requested by the Purchaser in writing and at the Purchaser’s risk and cost, Bulloneria Bellicini srl can organize shipment/transport and the relatives costs will be invoiced to the purchaser. If the purchaser fails to collect the products within 5 (five) working days after receiving notice that the products are ready to collect.

4.3 The property of the goods shall pass to the purchaser only after completed payment.

5. Time of Delivery - Acceptance of Delivery

5.1 If not otherwise agreed in writing, the delivery terms/date indicated in the offers and orders confirmation are for reference purposes only.

6. Payment

6.1 The Purchaser shall effect payment for the Products as stated from time to time by Bulloneria Bellicini srl in the offer, the order confirmation and/or the invoice sent by Bulloneria Bellicini srl to the Purchaser.

6.2 Upon

  • failure to pay any Bulloneria Bellicini srl invoice / debit note by the payment deadline, or late, or partial payment thereof;
  • the occurrence of events negatively affecting the Purchaser’s assets or economic situation will imply the annullement of the established payment conditions and will entitle Bulloneria Bellicini srl at any time and without having to give notice and/or carry out any other formality, to take immediate action for the credit recovery, even if the amount of Bulloneria Bellicini’s credit is not yet determined, or if the payment deadline has not yet expired.
  • Any claim by the Purchaser for defective products shall not entitle the purchaser to suspend or delay payment in any event.

6.3 In the cases referred to in article 6.2 above, Bulloneria Bellicini srl shall also be entitled, in its sole discretion and without incurring any liability for damages,

  • not to fill the order,
  • to suspend delivery and/or refuse to deliver Products which have been ordered but not yet delivered (even if they are not the same Products for which payment was not made or was late), until all payments will be done.
  • to revoke or reduce the amount of any line of credit offered to the Purchaser
  • to require the Purchaser to provide payment guarantees and/or change the payment terms both for supplies in progress and for subsequent supplies.

7. Warranty

7.1 Otherwise Except agreed in writing, Bulloneria Bellicini srl warrants that, the Products shall be free from defects in materials or manufacturing and shall comply with the technical specifications/standards, and to the customer samples which have been expressly approved by the parties in writing. This warranty is given for a period of 12 (twelve) months following the date of delivery of the Products to the Purchaser.

7.2 Any claim concerning defects in the Products must be received by Bulloneria Bellicini srl no later than 8 (eight) days from the date of delivery of the Products to the Purchaser or, in the case of latent defects which cannot be identified in the exercise of ordinary diligence, within 8 (eight) days of the discovery and, in any case, no later than 12 (twelve) months following the delivery of the Products.

7.3 Bulloneria Bellicini srl reserves the right to examine the Products first, to determine whether there is a defect and whether Bulloneria Bellicini srl is responsible for the defect; in that case Bulloneria Bellicini srl shall, in its sole discretion, repair or replace the Products that Bulloneria Bellicini srl acknowledges to be defective or, where that is not possible, refound all or part of the price that has already been paid by the Purchaser, without giving rise to any liability of Bulloneria Bellicini srl for direct, indirect or consequential damages of any sort, loss of profits or losses deriving from and/or relating to the Product defects.

7.4 If the Products are repaired or replaced, the Purchaser shall receive the repaired or replacement Product at Bulloneria Bellicini’s cost (including the cost of transportation). In any case, the Purchaser shall only be entitled to return Products after written authorization.

7.5 Bulloneria Bellicini srl shall not be liable for any defects or quality shortcomings in the Products deriving from:

  •  shortcomings or defects in the raw materials, components or other materials supplied by the Purchaser and/or procured by Bulloneria Bellicini srl in accordance with the Purchaser’s instructions;
  •  improper assembly or installation of the Products;
  • improper use of the Products by the Purchaser;
  • repairs, tampering or changes to the Products, without Bulloneria Bellicini’s prior written consent;
  • negligence or incompetence of the Purchaser and/or of the Purchaser’s customers;
  •  normal wear and tear, poor or inadequate conservation or maintenance of the Products, the use of aggressive agents.

7.6 Bulloneria Bellicini srl don’t make maintenance / supplementary services: for example recycling and disposal.

8. Earlier Termination

Without prejudice to any other remedy it may have, Bulloneria Bellicini srl shall be entitled to terminate, with immediate effect, each contract of sale entered into on the basis of these General Conditions, by sending the Purchaser notice of termination, by registered post, return receipt requested, in the event of breach by the Purchaser of any of the Purchaser’s obligations under these General Conditions, which breach is not cured by the Purchaser, to Bulloneria Bellicini’s satisfaction, within 15 (fifteen) days following Bulloneria Bellicini’s written demand to cure.

9. Know How and Confidential Information

Customer’s know-how and other confidential information belong exclusively to customers and are made available to Bulloneria Bellicini srl in absolute confidence, only for purposes of the contract of sale concluded on the basis of these General Conditions. Customers agrees that Bulloneria Bellicini srl use confidential information only to the extent strictly necessary for the performance of each contract of sale and for the use of the relating Products. Bulloneria Bellicini srl doesn’t agrees to disclose confidential information to third parties.

10. Force Majeure and Limitation of Liability

10.1 In no event Bulloneria Bellicini shall be liable for any breach which is caused by events beyond Bulloneria Bellicini’s reasonable control, such as, for example, but not limited to, strikes or other union actions, difficulties in transportation, events occurring from natural causes, wars, demonstrations, seizures, embargoes, laws or regulations of any agency or authority, failure to deliver or delay in delivery of production materials by suppliers due to events beyond the reasonable control of said suppliers.

10.2 The warranties and responsibilities of Bulloneria Bellicini srl, deriving from and relating to the contracts entered into on the basis of these General Conditions, are limited to those expressly provided for herein. Therefore, Bulloneria Bellicini srl shall have no additional responsibility in connection with the Products and in no event shall be liable for direct, indirect or consequential damages, loss of profits, direct or indirect losses of any sort (including injury to persons and property damage) deriving from the purchase of the Products, except in cases of Bulloneria Bellicini’s intentional wrongdoing or gross negligence. The Purchaser acknowledges that Bulloneria Bellicini’s aggregate liability arising from and/or relating to the contracts entered into on the basis of these General Conditions shall, in all cases, be limited to the price paid by the Purchaser for the Products in question, in addition to the proceeds, if any, of Bulloneria Bellicini’s insurance policies.

11. Personal Data Processing

Purchaser acknowledges that, by art. 13 of Legislative Decree 196/03, the “personal data” provided to and/or exchanged with Bulloneria Bellicini srl, shall be processed by Bulloneria Bellicini srl only for commercial purposes; Purchaser expressly consents to the processing of its “personal data”, availing itself of its rights pursuant to art.7 of Legislative Decree 196/03.

12. Applicable Law - Competent Court - Language

12.1 These General Conditions and the contracts of sale here treated shall be governed in all respects by Italian law, unless otherwise agreed

12.2 All controversies arising from and/or relating to these General Conditions and sales of Products by Bulloneria Bellicini srl shall be resolved exclusively by the competent courts of Brescia (I). Without prejudice to the foregoing, Bulloneria Bellicini shall be entitled to bring actions against the Purchaser before any court having jurisdiction over the Purchaser.

12.3 These General Conditions of Supply are drafted in the Italian and English languages. In the event of doubts as to the interpretation hereof, the Italian language version shall prevail