{"id":1085,"date":"2023-05-02T10:49:22","date_gmt":"2023-05-02T08:49:22","guid":{"rendered":"https:\/\/www.grillosteel.it\/?page_id=1085"},"modified":"2023-05-02T10:50:33","modified_gmt":"2023-05-02T08:50:33","slug":"general-sale-conditions","status":"publish","type":"page","link":"https:\/\/www.grillosteel.it\/en\/general-sale-conditions\/","title":{"rendered":"GENERAL SALE CONDITIONS"},"content":{"rendered":"

GENERAL SALE CONDITIONS<\/h2>\n<\/div><\/section><\/div>

1. Sale Agreement and General Sale Conditions<\/strong><\/h3>\n

1.1 Sale Agreement and General Sale Conditions. <\/strong>
\nThe supply of pipes (\u201cProducts\u201d) by GRILLO Steel S.r.l. (\u201cGRILLO\u201d) shall be governed by these General Sale Conditions.
\nThese General Sale Conditions are an integral and essential part of the sale agreement of the Products (\u201cAgreement\u201d) that will be executed between GRILLO and the Client (\u201cParties\u201d).<\/p>\n

1.2 Client\u2019s general conditions and special conditions. <\/strong>
\nIn no event shall any general conditions of any nature inserted and\/or specified in the Client\u2019s forms and\/or in other documents sent to GRILLO by the Client, and\/or of which GRILLO has been made aware in any manner whatsoever, apply to this Agreement and\/or to any other supply of Products. Specific terms and\/or conditions of supply shall apply to the Agreement only if reported in GRILLO\u2019s order confirmation.
\nThe present General Sale Conditions published on GRILLO\u2019s website shall be deemed in any case known by the Client, once received by mail, e-mail or hand-delivered.<\/p>\n

1.3 Formation of the Contract. <\/strong>
\nBefore forwarding any order, the Client shall inform GRILLO in writing if the Products are meant to be used for military purposes, for armed or police forces or if they will be included in other products with such purposes.
\nThe Agreement shall be deemed formed with receipt by the Client of GRILLO\u2019s order confirmation. <\/p>\n

1.4 Variation of Products. <\/strong>
\nUpon notice to the Client, GRILLO shall be entitled to vary the Products with respect to the contents of the relevant offer and\/or order confirmation to the extent that such variations (i) are due to production or technical reasons, (ii) are mandatory according to the applicable law and (iii) do not reduce and\/or alter the performance and\/or quality of the Products agreed upon with the Client.<\/p>\n

2. Place and terms of delivery<\/strong><\/h3>\n

2.1 Incoterms and transfer of risk. <\/strong>
\nProducts will be delivered according to the Incoterms\u00ae 2020, indicated in GRILLO\u2019s order confirmation. GRILLO shall not be responsible for any damage, loss or theft which may occur to the Products after delivery according to the Incoterms\u00ae specified in the order confirmation.<\/p>\n

2.2 Non-essential delivery terms. <\/strong>
\nThe terms of delivery of the Products agreed by the Parties shall not be deemed as of essence.<\/p>\n

2.3 Delays of delivery. <\/strong>
\nIn case of delays in the delivery of the Products caused by a fortuitous event, force majeure or other causes not depending on GRILLO\u2019s willful misconduct and\/or gross negligence, the Client shall not be entitled to claim any compensation for damages, nor to ask for the termination of the Agreement and\/or price reduction.<\/p>\n

2.4 Delay in the collection of the Products by the Client. <\/strong>
\nIn case of a delay in the collection of the Products by the Client exceeding 10 (ten) days from the agreed date, the Client shall bear all the expenses concerning the occupation of the warehouse, granting to GRILLO a consideration to be calculated according to a fee to be negotiated from time to time, with a minimum of \u20ac 200,00 (two-hundred) per day of delay.
\nIn any case, the risk of damage, deterioration and\/or theft of the Products shall be borne by the Client from the initially agreed delivery date.<\/p>\n

3. Price and Payment terms<\/strong><\/h3>\n

3.1 Price<\/strong>
\nThe price of the Products is specified in GRILLO\u2019s order confirmation.<\/p>\n

3.2 Terms of Payment. <\/strong>
\nThe price of the Products shall be paid by the Client as per the terms and ways of payment specified in GRILLO\u2019s order confirmation, or otherwise agreed in writing by the Parties.
\nAny late collection or non-collection of the Products by the Client shall not cause an extension and\/or postponement of the terms of payment.
\nIn case of late payments, the Client shall pay interests on the unpaid amount at the rate provided by the applicable law as per clause 11 below. <\/p>\n

3.3 Consequence in case of risk of non-payment or of late payment. <\/strong>
\nGRILLO shall be entitled to suspend the delivery of the Products: (a) should the Client\u2019s assets and\/or financial standings endanger the relevant payment; (b) should the Client fail to timely pay Products previously supplied by GRILLO, also on the basis of other contractual relationships, until full payment of the outstanding credit and\/or until receipt of proper guarantees for any delivery in progress, without prejudice to GRILLO\u2019s right to claim for any damages suffered as a consequence thereof.<\/p>\n

3.4 Prohibition to suspend payments. <\/strong>
\nIn no event shall any defect of the Products, even when expressly acknowledged as such by GRILLO, and\/or any delay of delivery as to the agreed terms, give the Client the right to suspend the relevant payments and\/or any other payment for whatever reason due to GRILLO also under other contractual relationships.<\/p>\n

4. Retention of title<\/strong><\/h3>\n

4.1 Ownership of the Products. <\/strong>
\nGRILLO shall be the sole owner of the Products until the date of their full payment.<\/p>\n

4.2 Acquiring of payments. <\/strong>
\nShould the Agreement be terminated due to the Client\u2019s breach of contract, the installments already paid by the Client shall be kept by GRILLO as an indemnity, within the limits set forth by the law, without prejudice to GRILLO\u2019s right to claim for further damages.<\/p>\n

5. Warranty<\/strong><\/h3>\n

5.1 Warranty duration. <\/strong>
\nGRILLO guarantees that the Products comply with the quality standards set forth by the Italian law and the applicable EU Regulations and will be free from defect in material and workmanship for 1 (one) year as of the delivery date (\u201cWarranty Period\u201d).
\nNo additional warranty – and in particular no warranty for fitness for a purpose or merchantability of the Products – is granted, unless otherwise expressly specified in GRILLO\u2019s order confirmation.
\nIn case of defected Products and complaints raised by the Client which are accepted and acknowledged by GRILLO within the Warranty Period, the latter shall replace o repair the defective Products. Subject to the loss of warranty, the Client shall notify GRILLO in writing, by email followed by a phone call, about any defects of the Products within 10 (ten) days from the date on which the Products were actually handed over to the Client, in case of visible defects, or within 10 (ten) days from the discovery of any hidden defect. According to article 1495 of the Italian civil code, any judicial action against the seller shall be taken within one year from the delivery of the Products.
\nIt is understood that the warranty obligations herewith undertaken shall be effective and binding only provided that GRILLO has the opportunity to verify the defects raised by the Client.
\nGRILLO\u2019s warranty obligation shall be deemed as fully fulfilled with the replacement or the repair of the defective Product, without any further obligations.<\/p>\n

5.2 Warranty exclusion. <\/strong>
\nThe warranty is expressly excluded for
\ndefects of the Products arising from or consisting in:
\na)\talteration and\/or modification of the Products not authorized in writing by GRILLO;
\nb)\tuse, deposit and\/or maintenance of the Products in improper ways;
\nc)\tnormal wear and tear of the Products and\/or materials;
\nd)\twater or any other liquid infiltration, chemicals, radioactive sources, annealing, heat treatment and rotation of the tube, welding and turning;
\ne)\tany other cause not due to GRILLO\u2019s negligence.<\/p>\n

5.3 GRILLO\u2019s liability. <\/strong>
\nWithout prejudice to the compulsory product\u2019s liability law and any liability for willful misconduct and\/or gross negligence, GRILLO shall not be liable for direct, indirect or incidental damages caused to the Client and\/or to third parties as a consequence of the defects of the Products.<\/p>\n

5.4 Limitation of liability. <\/strong>
\nIn no case shall the aggregate GRILLO\u2019s liability for damages arising out of defects of the Products delivered pursuant to an Agreement, exceed their aggregate price.<\/p>\n

5.5. Warning. <\/strong>
\nWhen re-selling the Products or when providing services related to the Products, the Client shall always (i) verify, according to the destination country of the receiver, the transaction compliance with the trade control measures and with the restrictive measures set forth by the EU, the USA and the UK, if any (ii) not sell, provide, transfer or export, either directly or indirectly, the Products nor provide services related to the Products to a destination country where such activities are forbidden by the restrictive measures set forth by the EU, the USA and the UK, (iii) not to directly or indirectly take part in activities that bypass the above mentioned restrictions, (iv) obtain from the competent authorities any requested authorization.<\/p>\n

6. Industrial and intellectual property rights<\/strong><\/h3>\n

6.1 GRILLO\u2019s exclusive property. <\/strong>
\nThe Client hereby acknowledges that the trademarks of the Products as well as any and all patterns, specifications, samples, designs, technical information and\/or data related to the Products are and shall remain the exclusive property of GRILLO.<\/p>\n

6.2 Prohibition of modifications. <\/strong>
\nThe Client shall not make any modifications to the Products, nor remove, modify or in any way tamper with the trademarks, logos, or any plate, trade name, information or number affixed or printed thereon.<\/p>\n

6.3 Confidentiality. <\/strong>
\nThe Client shall not disclose the confidential information related to the Products, GRILLO and its commercial and industrial organization.<\/p>\n

7. No Assignment <\/strong><\/h3>\n

The Client shall not assign to a third party any right and\/or credit deriving from or connected to an Agreement without GRILLO\u2019s prior written authorization.<\/p>\n

8. No waiver<\/strong><\/h3>\n

Failure by GRILLO to enforce any of the provisions contained in these General Conditions of Sale shall not be construed as a waiver of such provision or of the right to thereafter enforce each and every provision herein.<\/p>\n

9. Communication and language of General Sale Conditions <\/strong><\/h3>\n

9.1 Written Form of communication. <\/strong>
\nAll correspondence, communications and documents between the Parties shall be exchanged in writing (by e-mail, courier or registered mail) and shall be sent to the address specified by the other Party. <\/p>\n

9.2 General Sale Conditions written in Italian prevails. <\/strong>
\nThe present General Sale Conditions, written in Italian and English, may be translated into other languages. In case of discrepancies between the different versions, the Italian one will prevail.<\/p>\n

10. Jurisdiction<\/strong><\/h3>\n

All disputes arising out of or relating to these General Conditions of Sale, any Agreement and\/or to the supply of Products shall be exclusively submitted to and settled by the Court of Vicenza, Italy.
\nGRILLO shall in any case be entitled, at its exclusive discretion, to institute legal proceedings against the Client before the Court of the place where the Client has its registered office.<\/p>\n

11. Governing Law<\/strong><\/h3>\n

These General Sale Conditions and the relative Contract shall be governed by and construed in accordance with the Italian law; should the Client be an entity not registered under the Italian law, the Agreements related to the supply of the Products shall in any case be regulated by the U. N. Convention on the international Sale of Goods (Wien, April 11, 1980).<\/p>\n<\/div><\/section><\/div><\/p>\n","protected":false},"excerpt":{"rendered":"","protected":false},"author":2,"featured_media":0,"parent":0,"menu_order":0,"comment_status":"closed","ping_status":"closed","template":"","meta":[],"_links":{"self":[{"href":"https:\/\/www.grillosteel.it\/en\/wp-json\/wp\/v2\/pages\/1085\/"}],"collection":[{"href":"https:\/\/www.grillosteel.it\/en\/wp-json\/wp\/v2\/pages\/"}],"about":[{"href":"https:\/\/www.grillosteel.it\/en\/wp-json\/wp\/v2\/types\/page\/"}],"author":[{"embeddable":true,"href":"https:\/\/www.grillosteel.it\/en\/wp-json\/wp\/v2\/users\/2\/"}],"replies":[{"embeddable":true,"href":"https:\/\/www.grillosteel.it\/en\/wp-json\/wp\/v2\/comments\/?post=1085"}],"version-history":[{"count":5,"href":"https:\/\/www.grillosteel.it\/en\/wp-json\/wp\/v2\/pages\/1085\/revisions\/"}],"predecessor-version":[{"id":1090,"href":"https:\/\/www.grillosteel.it\/en\/wp-json\/wp\/v2\/pages\/1085\/revisions\/1090\/"}],"wp:attachment":[{"href":"https:\/\/www.grillosteel.it\/en\/wp-json\/wp\/v2\/media\/?parent=1085"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}