General Conditions of Sale

These General Conditions of Sale apply to all orders accepted by VECA Spa, VAT number 00890320245, with registered office in Albettone (VI) via dell'Artigianato, 8 in relation to the BLIM brand (hereinafter "SELLER") from any natural or legal person with registered office or domicile in Italy or abroad and acting in the exercise of their commercial, entrepreneurial or professional activity (hereinafter "BUYER"). These general conditions constitute an integral part of the contracts concluded between the SELLER and the BUYER, even if not expressly referred to. These general conditions are available on the website www.blimware.com

Agreements that derogate from these general conditions are binding only if they are included in the purchase order placed by the BUYER and expressly accepted in writing by the SELLER with the order confirmation.

In any case, the application of any general conditions prepared by the PURCHASER is excluded.

DEFINITIONS

  1. SELLER: VECA Spa, VAT number 00890320245, with registered office at via dell'Artigianato, 8 – 36040 Albettone (VI) Italy.
  2. BUYER: natural or legal person acting in the exercise of their entrepreneurial, commercial, artisanal or professional activity, or their intermediary who transmits an order to the SELLER in order to conclude a purchase contract for the SELLER's Products, a contract which will be subject to these general conditions of sale.
  3. PRODUCTS or GOODS: goods indicated in the SELLER's catalogue, paper catalogue and also online catalogue, and which refer to the registered trademark BLIM, owned by VECA Spa.
  4. ORDER: request sent by the BUYER to the SELLER, using one of the methods indicated in these conditions, and which refers to the Products, which constitutes the contractual proposal.
  5. ORDER CONFIRMATION: written acceptance given by the SELLER with reference to an order from the BUYER.
  6. GENERAL TERMS AND CONDITIONS OF SALE: The general terms and conditions of sale, published on the SELLER's website and sent via email to the BUYER, govern the contractual relationship between the BUYER and the SELLER and must be signed by the BUYER once. The general terms and conditions of sale will apply to all subsequent commercial relationships between the parties, unless these general terms and conditions are modified, which will require a new subscription.

1. PRODUCTS

1.1 All information, characteristics, images and data regarding the Products contained in the catalogue are purely indicative and non-binding.

1.2 The SELLER declares that the Products comply with the legislation in force in the country of production (Italy).

1.3 The SELLER reserves the right to make any changes it deems appropriate to the Products, without having to inform the BUYER, provided that such changes do not affect essential elements of the Product or alter its functionality. The SELLER also reserves the right to remove certain Products from the catalog.

1.4 The brands and other distinctive signs reproduced in the catalogue are the exclusive property of the SELLER and their reproduction by third parties is prohibited.

2. ORDERS

2.1 Orders will only be accepted if sent through the following methods:

– electronically, via request sent via tablet;

– email;

– fax, mail.

2.2 In the event of an electronic order being sent, the PURCHASER will request the order from the VECA Spa agent, who will fill out the form on the tablet in order to send the order.

It will therefore be possible to view these general conditions of sale and also sign the clauses pursuant to art. 1341 paragraph 2 of the Civil Code.

2.3 Orders sent in writing by the BUYER to the SELLER by fax or post must bear the BUYER's signature.

2.4 All orders must contain a specific indication of the Products ordered, including the reference code, quantity, and any color.

2.5 Orders are not binding on the SELLER, but are always subject to its express written acceptance, which must be confirmed in an order confirmation. This confirmation will specifically specify the quantity of products ordered by the BUYER and the relevant reference code. The order confirmation may be sent by email or fax, at the SELLER's discretion. The address (email address or fax number) to which the order confirmation will be sent is the one indicated by the BUYER in the order or, if not indicated, the one from which the order originated. For orders placed via tablet, the order confirmation will be sent to the email address indicated when completing the form.

2.6 Until the SELLER has sent the confirmation, the BUYER has the option to cancel the order.

2.7 The SELLER undertakes to sell only what is expressly provided for in the confirmation and under the conditions contained therein. The order confirmation must be issued no later than 5 (five) business days after receiving the order. Compliance with the deadline will be determined by the date indicated in the confirmation, not the date on which the BUYER receives the confirmation itself. If the order is not confirmed within the above-mentioned deadline, it will be deemed rejected.

2.8 The order will be binding for the SELLER only after the latter has confirmed it in the manner specified above.

2.9 The SELLER reserves the right to modify the order if it contains errors or typos. This includes, but is not limited to, incorrect or incomplete product code information, master package quantity, and/or unit price, etc. Changes will be explicitly stated in the order confirmation.

2.10 The sales contract is concluded when the order confirmation is brought to the attention of the BUYER pursuant to art. 1326 of the Italian Civil Code. Any disputes regarding the order must be made by the BUYER within two working days of receiving the order confirmation.

2.11 The SELLER reserves the right, at its sole discretion, to cancel the order if the BUYER's credit conditions suggest such cancellation.

2.12 In the event that, after order confirmation, the purchased Products are no longer available from the SELLER, the SELLER will inform the BUYER of the timeframe for the Products to be available again. In this case, the BUYER may cancel the order for the unavailable products within 48 hours. In the latter case, if the BUYER has already made payment, the SELLER will refund the BUYER the price paid for the unavailable products as soon as possible.

2.13 The SELLER's agents or representatives have no power to bind the SELLER, unless expressly provided in writing. The SELLER's agents or representatives may propose discounts or payment extensions which, in order to take effect, must receive written confirmation from the SELLER.

3. PRICES, SHIPPING COSTS and PAYMENT TERMS

    3.1 The prices of the Products are those indicated in the SELLER's Price List in force at the time the order is sent.

    3.2 The SELLER reserves the right to modify the Price List at any time: the actual verification of the price list in force at the time of the order is the responsibility of the BUYER.

    3.3 Prices do not include VAT and other taxes, customs duties or other charges that may be levied on the Products in the BUYER's country and are expressed in the currency of the SELLER's country, in euros, unless otherwise agreed.

    3.4 Prices include the cost of standard packaging: any special packaging requested by the customer will be charged separately.

    3.5 Prices include shipping costs when shipping occurs within Italy and the order exceeds €1,000 (VAT excluded).

    3.6 Prices do not include shipping costs when shipping occurs within Italy and the order does not exceed €1,000 (VAT excluded): in this case, shipping costs will be calculated in the order confirmation.

    3.7 Payment of the price must be made within the terms set out in the order confirmation.

    3.8 The BUYER will be required to pay the price in the currency of the country in which the SELLER is based. The payment methods will be indicated in the order confirmation.

    3.9 The BUYER will not be able to assert any defaults by the SELLER if he is not up to date with the execution of payments.

    3.10 It is understood that any complaints presented by the BUYER do not give the right to suspend the payment obligation.

    3.11 In the event of late payment, the BUYER will lose the benefit of any term granted.

    3.12 In the event of late payment, the BUYER is required to pay the SELLER default interest pursuant to Legislative Decree 231/2002.

    4. DELIVERY TERMS AND METHODS

    4.1 The delivery terms are those indicated in the order confirmation, to be considered indicative and not essential or peremptory.

    4.2 It is the BUYER's responsibility to indicate the exact place of delivery of the Goods and to indicate any particular needs relating to unloading (for example but not limited to: limitation to heavy vehicles, possible need for a hydraulic tail lift, etc.)

    4.3 Delivery will take place only after payment of the price by the BUYER, unless specific agreements regarding payment deferrals have been made.

    4.4 The Products will be packaged and ready for delivery with the protection required for normal transport conditions.

    4.5 The SELLER may make partial deliveries when he is unable to fulfill the order in full.

    4.6 The SELLER will use its best efforts to respect the delivery dates or periods indicated in the confirmation, but declines all responsibility in the event of failure to respect such dates or failure to ship the Products.

    4.7 In the event of a delay in delivery due to causes beyond the reasonable control of the SELLER, such as (but not limited to) force majeure, strikes, industrial action, accidents and conflicts, including any delay by subcontractors in processing the products or otherwise, the SELLER shall be entitled, at its option, to extend the permitted delivery period for a period equal to the duration of such cause or to terminate the sale; in either case it shall be exempt from any liability towards the BUYER relating to the delayed or failed delivery.

    4.8 In the event of impossibility of delivery due to the reasons set out in point 4.7, the SELLER will inform the BUYER in order to identify an alternative delivery method. In any case, any right to compensation or indemnity in favor of the BUYER is excluded.

    4.9 The SELLER will deliver the Products within Italy using its own vehicles or, alternatively, through couriers or carriers selected by the SELLER, who will deliver the Products to the BUYER's address indicated in the purchase order. In the event of delivery via couriers or carriers, the SELLER cannot be held responsible for failure to meet the delivery times indicated in the order confirmation, as it cannot directly control the deliveries of the Products.

    4.10 Alternatively, the Products may be collected directly by the BUYER. In this case, the SELLER will make the Goods available to the BUYER at its warehouse or other location indicated in the order confirmation (EX WORKS LOADED – Incoterms 2020). In this case, the BUYER must collect the Products within 15 (fifteen) working days of sending the BUYER a notification that the Goods are available for collection.

    In the event that the BUYER does not collect the Goods within the aforementioned deadline, the Goods may remain stored in the SELLER's warehouse for a maximum period of 60 calendar days from the notification that the Goods are ready, at the end of which the BUYER shall pay the SELLER 35% of the value of the Goods as compensation and nothing else shall be owed to the BUYER by the SELLER.

    4.11 The return of Products outside of Italy, unless otherwise agreed, will take place FCA (Incoterms 2020): the SELLER will make the packaged Products available to the BUYER at its warehouse or another location indicated in the order confirmation or agreed with the BUYER. In this case, the BUYER must collect the Products within 15 (fifteen) working days from the date the BUYER receives notification that the Goods are available for collection.

    In the event that the BUYER does not collect the Goods within the aforementioned deadline, the Goods may remain stored in the SELLER's warehouse for a maximum period of 60 calendar days from the notification that the Goods are ready, at the end of which the BUYER shall pay the SELLER 35% of the value of the Goods as compensation and nothing else shall be owed to the BUYER by the SELLER.

    4.12 For deliveries outside the European Union, customs clearance of the Products is the responsibility of the SELLER.

    4.13 The SELLER is not required to conclude any insurance contract against transport risks, therefore the Goods travel uninsured.

    5. RISKS

    5.1 All risks relating to the Products will be transferred from the SELLER to the BUYER at the place and time of delivery, in the manner indicated in the previous article.

    6. WARRANTY

    6.1 The SELLER guarantees that the Products comply with what is indicated in the order confirmation and are free from manufacturing defects.

    6.2 Upon receipt of the Product, the BUYER will examine it with due diligence and attention. In the event of a Product with hidden defects or non-conformities, the BUYER shall be required to report the defect/non-conformity of the Product to the SELLER in writing within 8 (eight) days of discovery, under penalty of forfeiture of the right. If the defects/non-conformities are obvious, the BUYER must report them in writing within 8 (eight) days of receipt of the Goods, under penalty of forfeiture of the right. The report must contain a detailed description of the defect found. Obvious defects include (by way of example and not limited to): scratches, broken or damaged parts, and defects relating to the state of the packaging.

    In any case, defects must be reported within 1 (one) year of delivery.

    6.3 The Warranty will last for 1 (one) year starting from the delivery of the product.

    6.4 The SELLER will have the right to examine the Products for which the BUYER has reported the defect and may decide, at its discretion, whether to replace or repair the defective Products or refund the amount paid by the BUYER. If the SELLER requests to examine the Products for which the BUYER has reported the defect, such Products must be delivered to the SELLER, with adequate packaging and all their components, at the BUYER's expense. In the event of replacement or repair of the Product, the SELLER will ship the replacement Product to the BUYER at its own expense.

    6.5 The guarantee does not apply in the following cases:

    • use of the Product incorrectly or in any way other than standard use;
    • exceeding the product weight capacity;
    • installation of the Product in a manner that does not comply with the correct installation rules indicated in the instruction and installation manual;
    • failure to perform or improper maintenance of the Product;
    • damage resulting from fortuitous events (for example and not limited to: floods, fires, etc.);
    • Damage resulting from accidental events (for example, but not limited to: involuntary impacts, falls due to wind, vandalism, etc.)
    • damage caused during transport;
    • parts subject to wear such as consumables, cables, connectors, etc.

    6.6 The guarantee can only be applied in favour of the PURCHASER and cannot be sold, assigned or transferred to third parties.

    6.7 Reimbursement is excluded for repairs carried out by unauthorized third parties.

    6.8 The SELLER shall not be liable for damage to persons and/or property that may arise from improper use of the Products and/or any use, processing or transformation of the Products that does not comply with their intended use and/or the instructions provided by the SELLER.

    6.9 Under no circumstances shall the SELLER be liable for indirect damages suffered by the BUYER or third parties such as, by way of example and not limited to, damage to image, loss of profits, loss of production or contracts, penalties or refunds.

    6.10 The SELLER reserves the right to exclude the applicability of the guarantee if the serial number of the Product or its components have been removed, tampered with or are otherwise unidentifiable.

    6.11 The sale of spare parts is excluded; composite parts are sold as a unit and not as individual components.

    7. RETURNS

    7.1 Any return of Products compliant with the order confirmation will be accepted only if previously authorized in writing by the SELLER and shipped carriage paid, unless otherwise agreed. The BUYER's transport document must refer to the SELLER's shipping documents.

    The SELLER will only credit goods with original packaging and in no case damaged.

    In the event that the return is necessary due to an error by the SELLER (sending the BUYER a different Product, or with a different quantity than that shown in the Order Confirmation), the return of the Goods will take place freight collect by post or courier agreed with the SELLER.

    Following the return, the SELLER will send the BUYER the Products actually ordered or issue a credit note.

    7.2 If the above rules are not respected, the credit will not be valid and the Goods will be rejected, with shipping costs charged to the sender.

    8. RETENTION OF TITLE

    8.1 In the event of deferred and/or installment payment, the SELLER, pursuant to art. 1523 of the Italian Civil Code, reserves ownership of the Products until full payment of the price, as well as any interest and other amounts due, has been made.

    9. ASSIGNMENT OF THE CONTRACT

    9.1 The possibility for either party to assign the contract to which these general conditions refer is expressly excluded.

    9.2 Any transfer must be agreed in writing by the parties.

    10. GENERAL PROVISIONS

    10.1 The invalidity of one or more clauses of this contract does not imply the invalidity of the entire agreement.

    10.2 Any tolerances by the SELLER of the BUYER's behavior

    In derogation of the law or the contract, they will not constitute acquiescence or an indication of the will to dissolve or modify the contractual relationship.

    11. APPLICABLE LAW AND JURISDICTION

    11.1 These general conditions and the contracts that the parties will stipulate are subject to Italian law. The application of the Vienna Convention on the International Sale of Goods is excluded.

    11.2 Any dispute relating to the application, interpretation, execution, validity and effectiveness of these general conditions and any related contracts subsequently stipulated between the parties will be subject to the jurisdiction of the Italian Judge and to the exclusive territorial jurisdiction of the Court of Vicenza.