GENERAL CONDITIONS

Article 1 – General

The General Sales Conditions contained herein apply to:

All offers, quotations and order confirmations issued by VSS, its incorporated companies or other affiliates. All the agreements as defined below between VSS and any potential buyer will be regulated as follows:

  1. The customer order is approved by the purchaser and has the validity period stated on the quotation itself, or if it is not specified, for a period of 180 days from the confirmation date. The unilateral cancellation by the purchaser within this period is not valid, except for possible agreements in writing between the parties.
  2. In case of unavailability of a specific product, VSS will endeavour to supply a product of similar nature of similar or superior quality, providing the specific information necessary to the purchaser in advance.
  3. For all technical goods, any returns can only be accepted within 48 hours of delivery of the goods and with full authorization from your VSS account manager. Authorized returns must be returned within 8 days to our warehouses in Viareggio complete with all accessories and in their original packaging with adequate re-packaging. The Return is to be considered c/o VSS’ Warehouse, unless otherwise agreed. Failing to meet these conditions will mean the request will be rejected and the goods returned to the sender in the assigned port.
  4. For all returns pertaining to food: the customer must give written authorization to VSS within 4 hours of the delivery to the vessel. An exception is made in the case of fresh products and perishable goods, for which claims must be communicated at the time of delivery. In all cases, returns must always be authorized by a VSS representative. In the absence of such notification, the buyer is deemed to have approved and accepted the goods in all respects.
  5. Possible cancellations, even partial, of orders by the purchaser will only be possible by contacting the VSS representative and is then subject to his written consent. It will not be possible to cancel orders with specialized products ordered by the purchaser.
  6. VSS would like to point out that products with variable weights (eg fruit, vegetables, meat, cold cuts, and cheeses) will be quoted in indicative measurements and weights. The eventual fulfillment of these quotations may cause a variance between the quantity ordered and that actually delivered, with a consequent increase or decrease in weight. The actual weight is determined at the time of preparation of the product, as it can vary in percentage with respect to what is proposed.
  7. When placing an order, you may indicate a department (i.e. Engineering, Deck, Interior, etc.) At the end of each month, the printed statement will list your invoices by departments.

For your records, should you require a purchase order number to be printed on the invoice, please inform the your salesperson at the time of order

  1. Any clauses that differ from these General Sales Conditions apply only if they have been accepted by VSS in writing.

 

Article 2 – Prices

  1. All prices offered by the supplier, listed, published or notified, are not binding and are subject to change at any time without prior notice and, in particular, maybe modified to reflect any cost increases to the supplier caused by the imposition by any governmental or other authority such as duties or import tax. The supplier will in any case be obliged to notify the Customer in advance of any changes that move from the offer by +/- 2%. The validity of the prices, where not expressly stated otherwise, is 30 days, Non-EU products may receive a change in the exchange rate at the time of the order.
  2. Unless otherwise specified in the agreement, all prices are quoted net of taxes, packaging and transport and based on the ‘ex works’ delivery, according to Incoterms 2010 and currency exchange.
  3. All sales are invoiced including taxes, withdrawals and other charges, as well as the costs for completing customs formalities to be paid for export / import if due.

 

Article 3- Payment terms

  1. All payments must be made in the currency indicated on the invoice, within the terms of the agreed terms, without any deduction or compensation for any reason, unless otherwise specified on the invoice. The buyer has no right to suspend his payment obligations. Any payment delays within the terms agreed with the customer will lead to the collection of the amount due, as per agreements on the VSS Credit Application Form.
  2. Without prejudice to any other contractual or statutory rights of the supplier, the supplier may charge interest on any payment of 1% per month (12% per annum) from the expiry date until the effective date of payment. The buyer will also be responsible for all judicial and extrajudicial collection costs.
  3. If the buyer fails to make the payment within the agreed time, the buyer will be considered ‘in default by law’ without any prior notice of default being given to the buyer. The date shown in the supplier’s bank statements is considered as the actual date of payment.

 

Article 4 – Quality and packaging

  1. The goods must be of high quality upon delivery to the pre-established location. The goods must be delivered with appropriate packaging. If there are any specific requests in regard to packaging, the buyer must inform the supplier prior to delivery. Any additional charges to meet these requirements will be borne by the buyer.

 

Article 5 – Delivery, title and risk

  1. The Incoterms 2010 and subsequent amendments published by the International Chamber of Commerce and specific delivery conditions for the products indicated in the agreement will be applied to all deliveries made under the Contract. In the event of a conflict between Incoterms and any clause of the contract, the latter will prevail. (Links of incoterms 2010 are available on our site www.versilia.it)
  2. The supplier will make every effort to deliver products and / or services within the agreed delivery times, but the supplier will not be responsible for failure to comply with this obligation for any reason. The supplier has the right to make partial deliveries.
  3. The buyer will immediately inspect the products checking the quality and quantity at the time of delivery. Any report of damaged goods must be submitted within 48 hours of receipt of the delivery with documentable and irrefutable evidence.
  4. The title of ownership of all the products supplied by the supplier cannot be transferred to the purchaser until full payment of the sale price to the supplier.
  5. The responsibility of loss, damage, and deterioration of the product/s, after carefully checking the integrity of the goods at the time of delivery, will pass to the buyer. The supplier will not be responsible for any delay or non-fulfillment of any term or condition of any order confirmation.  Agreement or other obligation to the extent that such delay or failure is caused or resulting from any other event beyond the Supplier’s control. These include but are not limited to: strikes, unavailability or lack of raw materials or auxiliary materials, transportation problems, failure by its supplier to supply a product or modification of the product by the manufacturer that was not foreseen by the supplier at the time of the offer, quote or order confirmation.
  6. The applicant agrees that he/she and all the employees of the applicant are authorized to sign all delivery receipts provided by VSS.

 

Article 6 – Packaging

  1. Where the contract states that the packaging of the products is or remains the property of the supplier or must be returned to the supplier, the buyer must return them at his own risk to the destination indicated by the supplier and must notify the supplier on the date of shipment . Any packages not returned in good condition, and within 48 working hours must be paid by the buyer at the supplier’s standard replacement costs.

 

Article 7 – Equipment

  1. The title of ownership of all equipment made available to the purchaser by the supplier will remain with the supplier at any time, unless explicitly agreed otherwise in writing.

 

Article 8 – Health and safety risk

  1. The buyer acknowledges that the products to be supplied under any agreement could be hazardous to human health and / or the environment.
  2. The buyer will be responsible for maintaining him/herself and all the persons involved in the management of the products starting from their delivery by the supplier, being fully informed regarding the nature of these health and / or environmental risks and as regards the correct and safe handling of products.

 

Article 9 – Guarantee

  1. The supplier does not offer other warranties, explicit or implicit, in relation to products or services. All guarantees that could be applicable under any law or regulation are expressly excluded, including warranties of merchantability or fitness for any use or purpose. All legal guarantees will be provided by the original manufacturers of the goods.
  2. In the event that the products do not comply with the required specifications, any return must be authorized by our representative, and must be sent to our warehouse in Viareggio.

 

Article 10 – Applicable law / Disputes

  1. The agreements and documents to which these general conditions apply are governed exclusively by Italian law.
  2. Any disputes arising from agreements or documents to which these general conditions apply must be submitted exclusively to the competent courts of Lucca.

 

Article 11 – Terms of Cancellation

The terms and conditions of payment shall remain in full force and effect until written and signed cancellation is received by Versilia Supply Service srl.

Cancellation of this agreement shall not affect the obligations of the applicant and the person signing this agreement for previous unpaid obligations of the applicant. The person signing this agreement is cautioned that should he/she leave the applicant’s employment that he/she will remain obligated under this agreement until such time