GENERAL SALES CONDITIONS
PREMISES— These general sales conditions form an integral part of the commercial negotiation and as such are considered known and accepted by the customer.
OFFERS— Unless expressly stated otherwise, our offers are generally understood even if they contain an expiration of validity. The offers of ready- in-stock materials are always understood to be unless sold. The payment conditions contained in the tenders are subject to the approval or amendment contained in the order confirmation.
ORDERS AND ORDER CONFIRMATIONS— Orders must be transmitted complete and defined at all their points: they have value of contractual proposal. Their acceptance is constituted by our confirmation of order that establishes the particular conditions of the supply. Only the order confirmation determines the completion of the sales contract.
The conditions expressed in the order confirmation shall prevail over those contained in the offer and/or the order of the purchaser and are deemed to be final if not refused in writing within two working days from the date of receipt of the confirmation. Any different condition, if verbally agreed with any in charge of our company, is invalid where it isn’t contained in the confirmation of order or in a DM Broadcast writing.
DM Broadcast reserves the right to refuse or accept even partially orders in lieu, change and/or addition, which will be considered new orders in all respects. It’s the faculty of our company to accept orders at prices linked to the date of our confirmation.
RESTRICTED SUPPLIES—The customer is aware and will comply fully with all the laws of control and regulation on exports, re-exports, penalties and embargoes, enacted from time to time, including, without limitation, all restrictions on transactions at a national and international level, the non-circumvention prohibitions, directly or indirectly applicable to its activities (including the resale of our products), refer to the provision of products or services to specific countries, end users or specific uses.
TERMS OF DELIVERY AND SHIPMENT—The terms of preparation, submission to testing, shipment or delivery, etc., indicated in any document or statement is indicative and not exhaustive. In case of factories or company warehouses, the terms of delivery indicated in our order confirmations are always meant for the goods ready for testing.
Any claims may give rise to claims for damages or to the termination even partial of the contract. The provision for the delivery is made on the assumption that the customer provides all the necessary data for the fulfillment of the order. DM Broadcast does not respond to the failure or delivery of materials dependent on the energy and materials supply, as a result of delays or difficulties of transport, failures to implants, causes of natural forces, strikes, tightened, riots, mobilization , war and any other obstacle to manufacturing and delivery. However such events affect our company, our representative or our suppliers . If the impediment lasts more than 30 days, we reserve the right to agree. No compensation is two for failure to deliver within the prescribed time limit, unless otherwise indicated in the request for offer. After 10 days from the date of the communication, whether or not to the notice of the material of shipment , the customer will be deemed to have defaulted to the obligation to withdraw the goods and to pay the agreed consideration. As a result of the non-withdrawal, DM Broadcast may: – Charge the customer for any storage, custody, insurance, laborers for travel expenses; – to
consider the order decayed in all respects, it saves the request to the principal of the damages resulting from its default; – Ship with the choice of our company the materials not withdrawn, in assigned port.
INCOTERMS—The materials will be provided under the conditions of yield agreed and governed by the INCOTERMS in force. In case of “ex-warehouse” (EXW), DM
Broadcast won’t be responsible for any deficiencies or failures that have occurred after the delivery of the goods to the carrier. It’s up to the recipient to act against the carrier for losses and failures even if due to bad stowage.
PACKAGING— Our Company provides packaging according to the uses and experience; the corresponding costs, unless otherwise agreed, will be charged to the customer directly on the invoice. The use of special packaging, and the exclusion of packaging, in the case of goods for which they are normally used, must be requested at the time of the order and will be used with the sole responsibility of the purchaser. Any expenses for particular shipping solutions will be charged to the customer.
WARRANTY AND COMPLAINTS—
1. The products sold to the Customer by DM Broadcast are covered by a 24-month warranty from the FOB date of shipment from our Factory; this warranty covers both the customer and any subsequent purchasers of the product, as long as it is kept in excellent condition, and covers all types of faults due to defective parts
2. The Customer expressly accepts the exclusion of DM Broadcast from the warranty of any faults caused by electric shocks, incorrect power supply voltages, negligence, carelessness or unskillfulness by the Customer, repairs, servicing or checks performed by unauthorized staff, installation or replacement of original parts with parts, systems or spare parts not supplied directly by DM Broadcast or by its authorized distributors, use of products other than those envisaged and any action or fact attributed to third parties who are granted availability of the products, or without the Customer being aware thereof, after the latter has received the delivery of the products.
3. The Customer is responsible for the installation, maintenance and inspection of the products, as well as checking that the climatic and environmental conditions in which the products are placed for their use are suitable and do not compromise operation, all according to the DM Broadcast instruction manual delivered with the purchased product. Otherwise, should the Customer fail to observe the instructions contained in the instruction manual, and the minimum diligence required of normal users of the equipment, the warranty granted by DM Broadcast shall be invalid and the Customer takes full responsibility for the risk and any damage suffered by the products.
4. The warranty expressly excludes the damage suffered by the products due to fires, floods or other natural disasters, wars, revolts, and in all cases in which the products
are material object of a crime.
5. The warranty also expressly excludes damage suffered by products after the delivery of the goods by DM Broadcast to the carrier, the Customer being responsible for any risks connected with transport, whose time-frames, costs and methods are chosen and covered by the Customer.
6. Maintenance and replacement of any defective parts of products, are performed according to this warranty provision exclusively by the following parties: a) Engineers operating within the DM Broadcast after-sales service; b) qualified center of excellence; c) Support facilities provided by Partners or by the DM Broadcast Reseller.
7. Should the Customer encounter a fault while the warranty is in force, it must send immediate written notification to DM Broadcast and send the product to our at its own cost.
PAYMENTS— Payments must be carried out under the conditions laid down. The default in payments, even partial, makes the legal interest on the sums due and, after written notice, our company can withdraw from the complete execution of the contract(s) without any additional burden at its own expense. Our company may also withdraw from the contract without any charge, if it becomes aware of the existence of protests of securities, as well as the initiation of judicial procedures monitoring and ordinary, insolvency, even extrajudicial to the Customer.
SALE WITH RESERVE OF OWNERSHIP— DM Broadcast reserves the property of the product until the full payment of the agreed price.
JURISDICTION— any dispute concerning the interpretation, exclusively the Bologna court shall define execution and application of this Agreement.
GENERAL PROVISIONS AND APPLICABLE LAW— These general conditions of sale, where not derogation from special conditions contained in the single purchase proposal (called “Order”), govern all sales commissioned to our company and prevail over any other clause, if applicable by the purchaser in its general terms of sale. Any changes will have to be agreed in written form with our company. Italian law shall govern any dispute arising from the interpretation, application, execution, and termination of the contract and/or of these “general conditions of sale” or otherwise relating to them.