GENERAL TERMS AND CONDITIONS
These General Terms and Conditions, which can also be found and accessed on the websites www.isolspace.it / www.skinforspaces.it , govern the relationship between the Customer and the Seller Tecnasfalti S.r.l. concerning the supply of the Products of the Isolspace range and of the Skin range referred to in the Commission Proposal, and govern, together with the latter and the Commission Confirmation, the Contract between the parties.
- The Customer shall request the Products by delivery of the fully drafted, dated and signed Commission Proposal from the agent of Tecnasfalti S.r.l. or, in the absence of an agent, by sending the same by e-mail.
- The Commission Proposal shall count as the Customer’s purchase proposal and is irrevocable for the Customer.
- The Seller shall send to the Customer, at the e-mail address indicated, the Order Confirmation, containing: the Commission Confirmation, a summary of the General Terms and Conditions, as well as the special conditions applicable to the contract, information relating to the essential characteristics of the Product purchased or, in the case of a Customized Product, information relating to that Product and the customization options chosen by the Customer, a detailed indication of the price, the means of payment used, the delivery costs and any eventual additional costs.
- The Contract will be concluded only when the Order Confirmation is countersigned by the Customer.
- Any additions or changes subsequently made to the Commission Proposal, including through agents of Tecnasfalti S.r.l., shall not be binding for Tecnasfalti S.r.l., which may accept or reject them without prejudice to the original Proposal.
- The provisions of Tecnasfalti S.r.l.’s written Order Confirmation shall nullify any agreements or negotiations that are not set forth in the Confirmation.
- The Customer is solely responsible for the information entered when placing the Order, even in the case of incorrect or incomplete information (quantity of Product ordered, type of Product ordered, type of processing required, address of the recipient), which may cause errors in the execution of the Order. It is therefore the Customer's express obligation to carefully verify the accuracy of the Product ordered, the quantities ordered and the place of shipment of the Order, as well as to verify the contents, spelling and graphics of the uploaded files.
- The Seller reserves, at its sole discretion, the right to refuse any order in which the information provided by the Customer, when filling out the order form, is incomplete or incorrect or the payment necessary and preparatory to the processing of the order is not made and/or is not successful, if the payment is due to made prior to the order. In such cases, the Seller will inform the Customer by e-mail that the proposed order has not been accepted (in whole or in part), specifying the reasons, and the contract will not be concluded. In this case, the Seller will refund any sums already paid by the Customer.
- By signing the order confirmation, the Customer accepts these General Terms and Conditions without limitation or reservation. Submission of the Order therefore implies full knowledge and full acceptance of these General Terms and Conditions.
2. CONTRACTUAL ITEM
- The delivery shall only include what is stated in the Commission Proposal or Commission Confirmation.
- Tecnasfalti S.r.l. reserves the right to make any changes it deems appropriate to the Products, without any obligation to give prior notice to the Customer.
- Any characteristics and/or data in catalogs, data sheets and any other documentation pertaining to the Products are intended as indicative and not binding for Tecnasfalti S.r.l.
3. PRODUCT CHARACTERISTICS
- Due to the intrinsic characteristics of the Products there may be variations between the thickness stated in the data sheets and that of the actual Product supplied, as well as in the size of the Product. This minimal deviation may be the result of many variables, some of which are due to the production, packaging, transportation, unloading and storage phase.
- Colors may vary between products and batches of products.
- The nominal dimensions indicated for the Products may have a maximum deviation of 2%.
- All Products purchased by the Customer must be stored by the Customer in suitable indoor rooms and, in any case, must not be stored in places with prolonged exposure to UV rays.
- The images and descriptions of the Products on the websites, in the catalogs, and in any documentation reproduce as closely as possible the actual characteristics of the Products. The colors of the Products, however, may differ from the actual colors due to paper document print settings or computer systems or the computers used by users for their digital display. Images of the Product may differ in size or in terms of accessories. These images should therefore be regarded as representative and subject to a tolerance margin.
4. ORDINE DI PRODOTTO PERSONALIZZATO (OVE CONSENTITO)
- The Seller reserves the right to offer the Customer the possibility of purchasing Customized Products, i.e. Products which, starting from a basic model, the Customer may choose to customize according to the options made available.
- The same procedures and all other provisions of these General Terms and Conditions apply to Customized Products, where compatible.
- In all cases, the Customer is reminded that, in relation to the Customized Product, the right of withdrawal is excluded.
- Where the Customer requests the production of customized products by printing images or colors, the Customer understands that:
- the Customer guarantees that the images sent for customization do not infringe the rights of third parties. It will be the Customer's responsibility to provide appropriate images that also do not offend the common sense of decorum and decency, without prejudice, however, to the Client's full responsibility in this regard. The Customer, moreover, shall guarantee and fully indemnify the Seller against any prejudice that the latter may suffer from the production of the Product, therein expressly including any claims by third parties;
- In any case, the Seller reserves the right, at its sole discretion, to decline the request to manufacture the customized Product requested by the Customer;
- The Customer guarantees that the images sent to the Seller for the purpose of customizing the Product are freely available to it, do not infringe the rights of third parties, are not protected by copyright or any restriction or limitation on reproduction and - in the case of photographic images - depict places or subjects in relation to which the Customer has taken steps to acquire any necessary consent from the rightful owners in connection with the use of the image, fully relieving the Seller of any liability in the event of claims by third parties;
- The Customer understands that the images sent by them for Product customization will be used by the Seller only for that purpose and will be retained for a period of 5 years after the order is processed.
- The prices given in the Commission Proposal shall be understood as ex-works, exclusive of V.A.T. and any other taxes or fees.
- Tecnasfalti S.r.l. reserves the right to vary the prices indicated in the Commission Proposal at any time by giving adequate notice to the Customer, or in price lists or in any documentation concerning the Products.
6. SHIPPING AND TRANSPORTATION
- The Products are always sold “ex-works” by Tecnasfalti S.r.l. in Carpiano (20074-MI), loc. Francolino, Via dell’Industria 12 except in the case of requests for “postage paid” shipments, which must be agreed in writing by the parties.
- With the indication of “postage paid” shipping in the Commission Proposal, the Customer mandates Tecnasfalti S.r.l. to enter into a contract for the transportation of the commissioned Products on behalf of the Customer.
- Under no circumstances shall Tecnasfalti S.r.l. assume any liability related to the packaging, transportation (including late deliveries), loading/unloading of transported Products or, in any case, on behalf of the carrier, which is a third party with respect to Tecnasfalti S.r.l.
- The carrier is not required to unload the transported Products and Tecnasfalti S.r.l. shall not be liable for any damage or inconvenience caused during unloading by the carrier.
- Products travel at the Customer’s risk, even if, at the carrier’s request, Tecnasfalti S.r.l. has had to issue warranty statements.
- The inclusion of the cost or fee for “postage paid” transportation in the price referred to in Article 5 of these General Terms and Conditions shall not constitute an exception to the preceding clauses.
- In the case of an ex-works order, if the Customer fails to collect the Products at the appointed place and date, Tecnasfalti S.r.l. is authorized to issue an invoice to cover the Products stored and/or transported and is entitled to receive the relative price as well as any additional charges incurred as a result of the late and/or failed collection.
- In the case of ex-works orders, the delivery times for the Products stated in the Order Confirmation are approximate and may vary depending on stock availability and delivery management.
7. DELIVERY OF PRODUCTS
- The Products will be delivered by the carrier which will issue a delivery document in paper or electronic format, signed by the Customer and/or other recipients indicated by the Customer in the Order.
- In the event of damage due to transportation or the non-conformity of the delivered Product with respect to the Product indicated in the Purchase Order, the Customer shall clearly state its reservations directly on the Document of Delivery.
- Upon delivery, the Customer is required to check the content, conformity and condition of the Product. Said verification is presumed to have been carried out with the signing of the Document of Delivery by the Customer or other person authorized by the Customer without reservation. In case of dispute, the Customer must refuse delivery.
- In the absence of disputes in the Delivery Document, the Customer may not make any claims regarding missing Products or Products with apparent defects. The refusal expressed at the time of delivery of the Products will be considered unlawful if the Customer is unable to substantiate, even in summary form, the objections set forth in the Document of Delivery.
8. COMPLAINTS AND RETURNS
- If the delivered Product does not conform to the Order, in the event that the Customer has not expressed their reservations in the Document of Delivery, the same shall, under penalty of nullity, address their complaint to the Seller by e-mail or by telephone within 14 (fourteen) working days of the date of delivery. No claims will be accepted for Products that have already been used or installed.
- The Customer acknowledges that Tecnasfalti S.r.l. shall not, on its own behalf or through a third party, collect any surplus Products.
- In the event of a return request for surplus Products and unless otherwise authorized in writing by Tecnasfalti Srl’s sales managers, an excess of 15% of the value may be applied and return costs charged, if any.
- Any shipments made for Products under dispute or for replacement – with the prior authorization of Tecnasfalti S.r.l. – must be carried out at the Customer’s care and expense ex-works of Tecnasfalti S.r.l. in Carpiano (20074-MI), loc. Francolino, Via dell'Industria 12. Failure to do so shall entitle Tecnasfalti S.r.l. to refuse collection, exonerating it from any cost, expense and/or liability.
- Tecnasfalti S.r.l. assumes no liability for deviation of acceptable tolerance of the Products according to Article 3.
- Tecnasfalti S.r.l. assumes no liability and offers no warranty for defects and faults arising from inadequate or incorrect use of the Products or concerning Products already used or installed.
- Tecnasfalti S.r.l. assumes no responsibility for the intended use, which is the responsibility of the Customer, who is responsible for the use of the Products in accordance with current regulations and the correct application of these products.
- Tecnasfalti S.r.l. assumes no responsibility for the outcome of the installation of the Products, even if carried out by parties that it has suggested or recommended.
- Solutions or recommendations offered by technicians or agents of Tecnasfalti S.r.l. should be considered purely indicative. The directions and provisions given on the websites www.isolspace.it / www.skinforspaces.it , in catalogs, data sheets and any other documentation pertaining to the Products, while based on best experience and knowledge, should be considered purely indicative. The Customer shall be responsible for always assessing whether or not the Product is suitable for its intended use, assuming all responsibility arising from its use.
10. GARANZIA LEGALE DI CONFORMITÀ DEL VENDITORE
All purchased Products are covered by the legal warranty, the rules of which change depending on whether the Customer is a Consumer Customer or a Professional Customer, under the Consumer Code and the Civil Code, respectively.
10.1 EXLUSION OF WARRANTY
They following are grounds for exclusion from the conformity warranty pursuant to Article 129 of the Consumer Code::
- improper or non-compliant use of the Product;
- defects and consequences resulting from improper use of the Product;
- defects and consequences due to external causes.
10.2 LIABILITY FOR DAMAGE FROM DEFECTIVE PRODUCTS
With regard to possible damage caused to Consumer Customers by Product defects, the relevant provisions of Legislative Decree no. 206/2005 (Consumer Code) are applied. For Professional Customers, the applicable rules provided by the legal system in this matter apply.
- The price of the Products shall be paid by the Customer at the offices of Tecnasfalti S.r.l. in the manner and within the terms set out in the Commission Proposal.
- Payments made to agents of Tecnasfalti S.r.l. are not released to the Customer unless specifically authorized in writing by Tecnasfalti S.r.l.
- Failure to comply with the payment terms – or even only one of them in the case of payment in installments – automatically determines, without the need for further notice, the default of the Customer and the application of default interest in the amount set out in Legislative Decree 231/2002 on the outstanding amounts.
- In the event of non-compliance with the payment terms – or even only one of them in the case of payment by installments – Tecnasfalti S.r.l. has the right to suspend the supply of Products to the Customer, even if related to the execution of different and further contracts with the same Customer.
- Should Tecnasfalti S.r.l. become aware of any insolvency towards third parties on the part of the Customer and if the latter does not offer solvency guarantees deemed suitable in Tecnasfalti S.r.l.’s unquestionable judgment, the latter may refuse or terminate the supply and change the payment conditions, including by requesting immediate full payment for the part already delivered or advance payment for the part yet to be delivered, without the Customer being able to claim any right or compensation for damage.
12. LEGAL COSTS
Any insolvency of the Customer authorizes the Seller to engage legal counsel to proceed with debt collection. After the appointmen of the attorney, in addition to the amount owed to it to cover the outstanding amount, the Customer shall pay Tecnasfalti S.r.l. interest and legal fees, without prejudice to compensation for additional expenses and damages.
13. CONTRACT TERMINATION
Without prejudice to any other hypothesis of termination provided for by the General Terms and Conditions or by Law, Tecnasfalti S.r.l. has the right to terminate the Contract in the event that the Customer is subject to bankruptcy or other insolvency proceedings.
14. SOLVE ET REPETE
- Any disputes about the Products or, in general, about the performance of the Contract shall not entitle the Customer to delay, suspend or refuse payment of the price in accordance with Article 9.
- For no reason may the Customer bring any legal action concerning the Contract against Tecnasfalti S.r.l. unless it has first paid the price in full.
15. TRANSFER OF CREDIT
The Customer declares that it henceforth accepts, pursuant to and for the purposes of Article 1264 of the Italian Civil Code, any transfer by Tecnasfalti S.r.l. of the credit deriving from the Contract, exonerating the latter from any notification obligation other than written communication of the intervening transfer.
16. COMPETENTE COURT
- For any and all disputes relating to the validity, effectiveness, interpretation and execution of the Commission Proposal, the Commission Confirmation and/or the Contract between Tecnasfalti S.r.l. and the Customer, the Court of Milan shall have exclusive jurisdiction, to the exclusion of any other Court.
- The jurisdiction of the Court of Milan may not be waived even in the event that the Customer, as a result of actions brought by third parties against it, acts for warranty, indemnity or recourse against Tecnasfalti S.r.l.
- All communications relating to the Contract shall be made in writing to the contact details of Tecnasfalti S.r.l.’s registered office and that of the Customer indicated in the Commission Proposal or such other contact details as may subsequently be communicated in writing.
- Where specific methods of communication are expressly provided for in these General Terms and Conditions, such methods are binding and mandatory.
- Except as provided in these General Terms and Conditions, any addition or modification and/or supplement to the Contract must be made in writing and by both parties.
- The Customer undertakes to do everything necessary to enable Tecnasfalti S.r.l. to properly perform its obligations under the Contract.
- Tecnasfalti S.r.l. reserves the right to use free of charge for advertising and/or informational purposes the Products as they will appear after installation upon completion, and the Customer hereby authorizes Tecnasfalti S.r.l. or other parties appointed by it to access the construction site and collect photographic or film documentation of the aforementioned Products;
- Personal data provided by the Customer for the purpose of the execution of the Contract shall be processed by Tecnasfalti S.r.l. in accordance with applicabl;
- confidentiality regulations. The Customer declares that they have received the information pursuant to and for the purposes of Article 13, Legislative Decree 196/2003, which can also be found and consulted through the website www.isolspace.it / www.skinforspaces.it and to consent to the processing of data for the purposes explained therein.
- The Contract, even when entered into by foreign parties and for Products supplied abroad, is governed by Italian Law, with exclusive jurisdiction of the Court of Milan;
- All taxes or stamp duties, if any, as well as any other tax burdens in general, present and future, shall remain entirely the responsibility of the Customer.
19. SUBSEQUENT SUPPLIES
These General Terms and Conditions shall govern any Commission Proposal, Commission Confirmation and Contract of each Customer with Tecnasfalti S.r.l. and equally where subsequent supplies are made even without the necessity of express repetition or recall.
November 2022 version