Unless otherwise agreed to in writing prior to the shipment date, the Products and Services (Products) sold or provided by a company within Benevelli are sold subject to the following conditions:
1. If Benevelli is unable to approve credit to the Buyer, or if at any time, Benevelli in its judgement determines the Buyer to be or have become such as not to justify the continuance of such credit terms, terms of payment shall be or become in advance payment, all as Benevelli may then, or thereafter from time to time, elect and specify. All payments shall be made in EUR.
2. Benevelli shall not be deemed to have accepted an order until a written confirmation of the order by Benevelli is sent to the prospective Buyer via email.
3. Benevelli ’s products are delivered Ex Works (Incoterms 2010). Transport Insurances will only be effected at the express wish and cost of the Buyer. Method and route of shipment are at the discretion of Benevelli unless the Buyer supplies explicit instructions in writing, and in which case additional cost may be applied.
4. Benevelli reserves the right to adjust accepted or quoted prices for non-delivered Products in the event of alterations in Currency Exchange rates, variations in raw-material costs or similar conditions over which Benevelli has no or limited control. Prices are subject to correction for error. Prices do not include duty, V.A.T., sales, excise, municipal, state, or any other taxes. All quotations and confirmations are subject to correction for stenographic or clerical error.
5. Standard and/or special (e.g. for Export) product packing is not included in the price, and will not be credited if returned.
6. From the moment of delivery (ref. Incoterms 2010), the Buyer shall bear all risks for the goods, and Benevelli shall not be responsible for damages incurred during transportation.
7. Benevelli retains the property rights and copyrights to any drawings, designs, patents, photos and quotations; which may not be forwarded to a third party without the consent of Benevelli in writing. The title to the goods shall pass to the Buyer only when the goods have been paid for in full.
8. Benevelli reserves the right to make, without notice to customer, alterations to Products that do not materially affect agreed specifications or the Product’s form, fit or function. An order is accepted on the basis that Benevelli’s Products are used or incorporated in civilian systems of finished or semi-finished larger Products within the country specified on the order. The customer is advised that Products may be subject to Export Control (as per USA regulations). Products as received from Benevelli are not to be exported, unless otherwise agreed to in writing.
9. Time of delivery is stated approximately. Benevelli may make deliveries in installments. Benevelli does not undertake any responsibility for delays as a consequence of strikes, lockouts, labor disturbances or the like, extraordinary measures on the part of the government, hindrances to transportation, transport difficulties, delayed or defective delivery of materials ordered in due time, failing supply of electricity and similar obstacles to production, fire or workshop accidents at own plant or at sub-suppliers, or other conditions over which Benevelli reasonable can be said to have no control. Furthermore, Benevelli shall be under no liability whatsoever to the Buyer for consequential losses or damages of any kind whatsoever arising out of delays in or failure to make delivery of the goods or any part thereof whatever the reason for the delay may be.
10. Warranty Repair:
Benevelli warrants that products are free from defects in material and workmanship for a period of 12 or 24 months (depending by the model). Buyer’s sole remedy against Benevelli and Benevelli’s only obligation for breach of warranty, shall be, at Benevelli’s sole discretion to repair, replace (by means of a new and equivalent product) or refund such Products that on examination by Benevelli are found to be defective due to faulty manufacture, design, and/or defective materials. Expenses in connection with dismantling and re-mounting shall not be paid by Benevelli. If suspected defects occur within the above-mentioned period, that Product shall be forwarded to the address instructed by Benevelli, insurance and freight prepaid by customer. A description of the reason for returning the Product shall be enclosed. Products repaired or replaced under warranty will be returned to the Buyer, freight prepaid by Benevelli. The warranty repairs are only offered provided that the terms of payment are observed and shall cease to be valid if the Product is repaired or altered without the consent of Benevelli, or applied for purposes for which it is not designed, or installed and applied contrary to the instructions given by Benevelli.
11. The warranty given in #10 is expressly in lieu of all other warranties expressed or implied on the part of benevelli. benevelli disclaims any warranty, express or implied, of merchantability or fitness for a particular purpose. benevelli neither assumes nor authorizes any other person, firm, or corporation to assume for it any other liability in connection with this sale. in no event, shall benevelli be held responsible for damage to person or property, consequential, exemplary or indirect loss, loss of profit, loss of production, losses on goods in store or the like which might arise out of breach of warranty, failure of the equipment delivered, or errors in software, irrespective of the cause (including faulty manufacture, tort or delay). All figures appearing in benevelli catalogs, instructions, drawings, etc., as well as technical data and other information are approximate statements serving only as a guide to the buyer, and do not form part of this contract, nor do they constitute this contract a sale by description. benevelli is not responsible for instructions or technical assistance given verbally. written information in reply to direct request is given on the understanding that the request does not contain incomplete or misleading information.
12. Benevelli shall defend a suit or proceeding brought against the Buyer as far as the same is based on a claim that any apparatus of Benevelli design furnished hereunder or any part thereof, constitutes an infringement of any United States patent, if notified promptly in writing and given authority, information, and assistance (at Benevelli expense) for the defense of the same and if such alleged infringement is not the result of the design or other special requirements specified by the Buyer or the result of the application or use to which such apparatus is put by the Buyer or others. In case such apparatus or part is in such suit held to infringe any such patent and the use thereof is enjoined. Benevelli shall, at its expense either, at its option, (a) obtain for the Buyer the right to continue using such apparatus or part, or (b) replace same with non-infringing apparatus, or (c) modify the same so that it becomes non-infringing, or (d) refund the purchase price. The foregoing states the entire liability of Benevelli to the Buyer for patent infringement.
13. Any order may be canceled by the Buyer only, if the product can be returned to Benevelli’s supplier for full credit. The Buyer shall be responsible for all expenses incurred by Benevelli including freight. To the extent that goods covered by this agreement are manufactured by Benevelli, the Buyer will be responsible for payment of reasonable charges based upon expenses already incurred, commitments made by Benevelli, and normal profit margins.
14. Any dispute of difference arising between the parties hereto as to the construction of this contract, or as to any matter arising out of or under this contract shall be resolved according to the laws of Italy. Any claims against Benevelli are time-barred at the latest after expiration of one year.
15. Benevelli reserves the right to refer any dispute or difference arising out of or under this contract to arbitration. If Benevelli decides that the dispute or difference shall be referred to arbitration, the parties agree to submit to the award to be made by an arbitration court appointed in accordance with the Rules of the International Chamber of Commerce.