Interna - Sales Conditions

SALES CONDITIONS

1) DEFINITIONS
1.1) “Purchaser”: the Customer that signs the purchase order sent to Logica S.r.l..
1.2) “Products” or “Articles”: all the goods marketed by Logica S.r.l..
1.3) “Contracts”: all present and future sales contracts concluded between Logica S.r.l. and the Purchaser.

2) SUBJECT
2.1) Unless a waiver is expressly agreed and approved in writing by Logica S.r.l. and by the Customer (hereinafter also indicated as the “Parties” or individually as the “Party”) these General Conditions govern all present and future Contracts drawn up between the Parties, and are an integral part of the same.
2.2) The Customer's general purchase conditions shall not apply to the Contracts unless they are specifically approved in writing by the Parties.

3) PRICES
3.1) The prices in this price list are understood as Ex Works.
3.2) The prices are expressed in Euro and do not include VAT (Value Added Tax).
3.3) Logica S.r.l. reserves the right to change the prices of the Products in the price list at any time, even without notice.
3.4) Prices include packaging in cardboard boxes. Additional costs for different kinds of packaging must be agreed in writing with Logica S.r.l..

4) PRODUCTS
4.1) In order to maintain and further enhance the quality of its Products, Logica S.r.l. reserves the right to make any modifications that it may consider appropriate to the design, materials and any other type of finish of its Products at any time, even without notice.
4.2) Logica S.r.l. may cease the production of certain Articles included in this price list at any time and without any requirement to give notice of same.
4.3) The dimensions of the Products indicated in the technical specifications of this price list are expressed in centimetres and in inches, and are subject to the normal tolerances. The technical data of this price list are indicative and therefore Logica S.r.l. declines all responsibility for any inaccuracies and errors contained in the same.
4.4) In view of the natural qualities of wood and independently from the quality of Products, Logica S.r.l. cannot guarantee that the Articles made with the same type of wood will feature a uniformity of colour or grain. Exposure to sunlight and the natural process of ageing of the wood causes changes in colour that are not dependent on the quality of the materials.
4.5) Logica S.r.l. cannot be held liable for improper use of its Articles.
4.6) For fabrics and any other material originating from outside the European Community, the customs duties and any importation charges shall be paid in advance by the Customer.
4.7) Logica S.r.l. is not liable for any fabrics, leathers or materials submitted by the Purchaser that do not comply with the regulations and the fire resistance standards for commercial use, or any other technical standards of the country of destination. Any cost which is necessary to obtain certifications or any additional treatment required in order to comply with the aforementioned regulations and standards shall be met in their entirety by the Purchaser.

5) PURCHASE ORDERS AND RELATED ACCEPTANCE
5.1) Logica S.r.l. is entitled, at its own discretion, to accept or reject any purchase order submitted by the Purchaser by means of written order confirmation or by starting to process said order.

6) ORDERS AND INVOICING
6.1) The delivery times indicated in order confirmations must be considered as purely indicative. Where necessary, binding delivery dates may be agreed in advance and confirmed in writing. Even when a binding delivery date has been agreed, should the delivery times fail to be respected for reasons of force majeure beyond the control of Logica S.r.l. (such as, for example, and purely by way of indication, accidents or natural causes that stop production, industrial action or non-availability of the raw material), Logica S.r.l. shall promptly communicate the fact to the Purchaser and, where possible, a new deadline will be agreed between the Parties, without this giving rise to any entitlement to indemnity or compensation on the part of the Customer for the cancellation of the order or delayed delivery. In the event that the delay should exceed 90 days, the Purchaser is entitled to cancel the order without this giving rise to any entitlement to indemnity or compensation for the Purchaser for cancellation of the order or delayed delivery.
6.2) Where the order consists of a number of Articles, the Purchaser may request Logica S.r.l. to perform a single delivery or partial deliveries, with the corresponding total or partial invoice at each delivery.
6.3) When the Purchaser is informed that the ordered goods are ready for delivery, the Purchaser must proceed to collection within 7 days, after which Logica S.r.l. shall be entitled to store the goods in special areas at the Purchaser's expense. In any case, Logica S.r.l. is exonerated from all liability for any damage to which the goods might be subject during such a period of storage.
6.4) The Purchaser is entitled to make changes to orders within a prescribed time limit of 3 days from the date of submission of the order. Any changes submitted following this deadline shall be subject to the explicit and written approval of Logica S.r.l.. In case of approval, the variation shall in any case be subject to a mark-up of 10% on the list price of the said Article. In case of orders regarding customized products, the Purchaser must pay in any case what has been produced on the basis of his specific request.
6.5) Where the Purchaser supplies fabrics, leathers or other types of material for the towards the making of the Products, lead time shall run from the date of receipt of the material at the premises of Logica S.r.l. or in any other place indicated by Logica S.r.l..
6.6) The acceptance of orders that entail the supply of materials on the part of the Purchaser exonerates Logica S.r.l. from all liability regarding the suitability of the selected materials for the production and the use of the given Product.

7) ORDER CANCELLATION
7.1) The cancellation of an order must be agreed with Logica S.r.l., which is entitled to charge the Purchaser for any loss, cost or damage sustained.

8) PAYMENTS
8.1) The payment terms are indicated in the order confirmation or in the contract. In the case of delayed payment, the Purchaser will be charged the interest on arrears calculated up to the date of effective payment, in accordance with the terms and conditions of Italian Legislative Decree D. Lgs. 231/2002.
8.2)In the event of non payment, or incomplete or delayed payment, Logica S.r.l. is entitled not to process the order in progress and any other purchase orders submitted by the Purchaser and already accepted by Logica S.r.l, until payment is made, as well as demanding compensation for any damages suffered.

9) OWNERSHIP
9.1) Logica S.r.l. sells its Products and retains ownership of the same up to the time of full payment of the price by the Purchaser.
9.2) In cases where payment in instalments has been agreed, the failure to pay even a single instalment shall entail the Purchaser’s immediate waiver of the deferment for the remaining instalments and, in any case, Logica S.r.l. is entitled to terminate the contract by forwarding a registered letter with proof of delivery. In this case Logica S.r.l. is entitled to retain as indemnity any amounts already paid by the Purchaser, without prejudice to compensation for ulterior damages.

10) TRANSPORT OF GOODS
10.1) The goods travel at the Purchaser’s risk and peril and any claim for damages deriving from transport must be made to the carrier.
10.2) Before accepting delivery, the Purchaser must check the condition of the packaging and immediately notify the carrier of any damage or any problem which has emerged during transport. The Purchaser must similarly communicate the same to Logica S.r.l. in writing within 24 hours of delivery.
10.3) The Purchaser must collect the Products at the premises of Logica S.r.l. or in the place indicated by Logica S.r.l. Logica S.r.l. shall make delivery to the addressee only upon specific request by the Purchaser. In that case Logica S.r.l. shall send an estimation of transport costs to the Purchaser who shall accept it in writing.

11) RETURNED GOODS
11.1) The return of any Articles must be authorised by Logica S.r.l. at the specific request of the Purchaser.
11.2) The Purchaser is responsible for the correct packaging of the Articles returned and is liable for any damage to the Articles as a result of inadequate or non-conforming packaging. All costs for the return of the goods shall be met entirely by the Customer.

12) CLAIMS
12.1) All claims addressed to Logica S.r.l. and relating to Product defects that cannot be attributed to transport are subject to an expiry date of 8 days from the date of discovery of the defect and in any case within one year of delivery. All claims must be notified in writing to Logica S.r.l..
12.2) Unless otherwise agreed in writing, the liability of Logica S.r.l. is limited to the repair or replacement of the Articles deemed defective by Logica S.r.l. and does not imply any compensation for other costs sustained by the Purchaser.
12.3) Defects are understood as imperfections of the Product that prejudice its normal use and not those relating to characteristics that depend on the natural qualities of the Product such as veining or tone variations in wood and, more generally, the specific qualities of the materials used.

13) GUARANTEE
13.1) All the Products are covered by a 12-month performance guarantee valid from from the date of delivery/collection of the Product. This guarantee assumes correct use of the product by the Purchaser. This Guarantee is not applicable to eventual damage to persons and/or things due to negligence, improper use, natural wear of the Product or damage caused by transport.
13.2) In order to benefit from the contractual guarantee, the Purchaser must inform Logica S.r.l. of all defects in the product received within 30 days of discovery of the same and within 6 months of delivery.
13.3) The contractual guarantee is strictly limited to the repair or replacement of the Product deemed to be defective with an identical or similar Product and always within the limits of the purchase price paid by Purchaser. Under no circumstances will requests for compensation of other costs sustained by the Purchaser be accepted, such as, purely by way of example, those relating to labour costs, travelling expenses or for any other damage suffered by the Purchaser (for example privation of use, etc.).
13.4) The repair, modification or replacement of the Product during the period of guarantee does not extend said period. The guarantee is in any case subject to the fulfilment of the payment terms.

14) CONFIDENTIALITY OBLIGATION
14.1) The Purchaser undertakes not to utilise and not to disclose to third parties any secrets or confidential issues relating to the activities and business of Logica S.r.l. and the entire Gruppo Interna which may have come to his/her knowledge in the performance of the Contracts.

15) JURISDICTION AND APPLICABLE LAW
15.1) The Court of Udine has exclusive jurisdiction for any dispute which may arise between the Parties regarding the validity, interpretation, execution and/or resolution of the Contracts and/or the present General Sales Conditions, and regarding any other issues concerning the same. The applicable law is that of Italy.