General Terms
and Conditions of Sale

ART. 1 – PREAMBLE – APPLICATION

  • These General Conditions of Sale govern the sales contracts of products marketed by Micromic S.r.l., with legal headquarters in Pomezia (RM) at Via Campobello n. 41, Tax Code and VAT number 03669521001, acting as the seller (hereinafter also referred to as “Micromic”, “seller” or “selling party”), and the purchasing companies or individuals (hereinafter also referred to as “buyer” or “purchasing party”).

ART. 2 – CONCLUSION OF THE CONTRACT

  • To conclude the contract, the interested party must send a purchase order to the seller by email, via the e-commerce website, or through the sales network.
  • The seller may accept the order, reject it, or request modifications within 15 days of receiving the order.
  • The sales contract is concluded at the moment of the seller’s acceptance communication or at the moment of the delivery of the ordered items.

ART. 3 – TRANSPORT AND DELIVERY OF GOODS – DELAYS – FORCE MAJEURE

  • The goods always travel at the risk of the purchasing party, even if shipped free of charge. The seller is not responsible for improper transportation, improper storage, or improper use of the goods.
  • The goods may be delivered to the buyer in separate lots. Delivery in lots must be indicated in the invoice by inserting the order reference.
  • In case of non-delivery of goods, the amounts paid as a deposit may be refunded to the buyer, with the contract consequently being terminated, upon their express written request. However, returns are not provided for orders with out-of-catalogue items, purchased specifically for the buyer.
  • The seller is in any case exempt from liability for delays in delivery of the goods, if due to force majeure, such as, but not limited to: floods, fires, earthquakes, prohibitions, strikes, blackouts, and similar circumstances. Should the force majeure circumstances constitute a permanent and definitive impediment to the delivery of the goods or, in any case, for partial or total fulfillment by the seller, he shall have the right to terminate the contract. Similarly, the seller is not required to perform his service if its execution is made impossible or unreasonably burdensome due to events and circumstances not attributable to him.

ART.4 – LIMITATION OF LIABILITY

  • In no case shall Micromic S.r.l. be liable for damages related to the supplied goods or their use, except as imperatively provided by law. Except as provided in the previous clause, the maximum total liability of Micromic S.r.l. to the Customer is limited to the net total value of the order that gave rise to the liability. Micromic S.r.l. will in no case be liable for loss of profit, business interruption, loss of revenue, loss of employment contracts or business opportunities, increased costs, loss of information, consequential, indirect or for “special losses or liquidated damages”, or for other economic losses arising from or related to the supplied goods or their use.
  • Each of the provisions above that excludes or limits the liability of Micromic S.r.l. operates separately. If any of them were deemed unreasonable or unenforceable by a court, the others will continue to apply.

ART.5 – PACKAGING AND MARKING OF GOODS

  • The packaging of the goods is carried out by the seller, unless otherwise agreed in writing between the seller and the buyer.
  • The seller is responsible to the buyer for any damage/loss of goods if caused by unreliable or poor-quality packaging and/or marking.

ART.6 – PRODUCT FEATURES – VARIATIONS AND COMPLAINTS

  • Upon receipt of the goods, the buyer declares to have reviewed the features and specifications of the products being sold, which they consider satisfactory and fully accept.
  • Upon receipt of the goods, the buyer also declares to have reviewed the technical and informational documentation of the goods being sold, which they fully accept.
  • Any requests for changes or complaints by the buyer regarding defects, flaws, or quality deficiencies in the packaging state, or regarding the quantity or characteristics of the goods, must be necessarily made in writing to the selling party within 7 days from the receipt of the goods or from the moment the hidden defects are discovered at the time of unpacking. The selling party, upon verification, will communicate to the buyer the possible acceptance of the request; in any case, the selling party will be obligated only to repair or replace the products subject to complaint. In case of no response or non-acceptance by the buyer, the variation will be considered not accepted, and the sales contract will be executed according to the initially agreed terms.
  • Returns will not be accepted unless authorized and free of any expense.

ART.7 – PRICES

  • Prices are applied based on Micromic’s price lists valid at the time of the order, which the purchasing party declares to be aware of and to have accepted.
  • The prices applied for the single sale, as indicated on the invoice, are not binding for future sales.
  • In the case of sales abroad, the prices of the products are understood to be EXW Incoterms prices.
  • The price depends on the delivery terms and includes packaging costs, as well as, in the case of sales abroad, any costs for organizing documents and customs formalities at the point of departure according to EXW Incoterms.

ART.8 – TERMS AND METHODS OF PAYMENT – DELAYS

  • The buyer must pay for the ordered goods based on the pro forma issued at the time of order acceptance; and on the invoices.
  • Any advance payments made by the buyer are also considered as a deposit to guarantee the obligations undertaken by the same, as better indicated in the subsequent art. 8. The remaining part of the order must be paid by the buyer according to the terms indicated in the invoice.
  • In no case can the buyer delay, suspend, or interrupt the payment of the sold goods without prior written authorization from the seller.
  • In case of payment delays, the buyer will be required to pay interest on arrears as well as any additional expenses due to the delay, in addition to the right, for the selling party, to claim compensation for any further damage suffered.
  • The currency of payment is the euro.

ART.9 – ADVANCE PAYMENTS

  • The sums, of any amount, paid before the balance, are to be considered as advance payments on the price, with all the legal consequences in case of non-compliance by the buyer, in addition to the application of the penalty clause regulated in the subsequent article 9.

ART.10 – TERMINATION FOR NON-PERFORMANCE

  • Notwithstanding the provisions of the previous article, in all cases of termination of the contract due to non-performance and/or act or fault of the buyer, the latter also undertakes to pay the selling party, as compensation for damages, a penalty determined in advance in the amount of 50% of the total contract amount, net of any advance payment made.
  • Micromic may withdraw at any time from the contract and stop deliveries of goods, without any penalty and/or compensation, in the event that the buyer is subject to protests, monitoring procedures, bankruptcy proceedings, even out-of-court, as well as in case of its delinquency. The notice of withdrawal will result in the automatic forfeiture of the buyer from the benefit of the term and his obligation of immediate payment of the goods not yet paid.

ART.11 – WARRANTY

  • The warranty period is 12 months from the date of the invoice.
  • Within this period, Micromic, to which the Customer will have communicated the defect through a non-conformity report, undertakes at its option, to repair or replace free of charge the products or parts thereof that were found to be defective; in this case, the customer is required, unless otherwise agreed, to return to Micromic the products or parts thereof properly packaged. In case Micromic replaces the products before the return of the non-conforming ones, the Customer is required, unless otherwise agreed, to make the return referring to the sales invoice of Micromic.
  • Micromic also reserves the right to charge the Customer the costs of the products replaced if, after appropriate checks, the conditions for the application of the warranty are not met.
  • Replacements or repairs are made Free Factory;
  • Micromic excludes any warranty on products improperly mounted or used; moreover, the warranty is void whenever the products have been stored incorrectly or have undergone insufficient maintenance or have been modified.

ART.12 – APPLICABLE LAW AND COMPETENT COURT

  • For matters not expressly provided for in these general conditions of sale, express reference is made to the provisions contained in the civil code and, more generally, to the Italian legislation in force.
  • For all disputes that may arise in relation to the relationships governed by these Conditions and the related contracts, including those concerning their validity, interpretation, performance, and resolution, the Court of Velletri shall have exclusive jurisdiction.