TERMS AND CONDITIONS

ART. 2 – OBJECT OF THE CONTRACT

• The supply includes exclusively what is indicated in the order confirmation;

ART. 3 – DELIVERY TERMS

• The delivery location of the equipment or vehicle is specified in the “order confirmation.”

• Delivery or shipping terms set by the Seller are indicative only. However, the Seller shall not be liable if the failure to comply with delivery terms or tolerances is due to strikes, unavailability of raw materials, changes during execution, testing, natural disasters, fires, or other events not attributable to it, including force majeure and fortuitous events.

• Any delivery delays shall not entitle the customer to claim damages or terminate the contract unless explicitly agreed otherwise in the order confirmation.

• If the customer is responsible for picking up the equipment personally or through their appointed carrier, all costs will be borne exclusively by them, including charges and costs for potential equipment insurance, customs duties, and similar accessories, unless otherwise agreed in the order confirmation.

• If the customer appoints their carrier for goods collection, this must occur at the premises of Rossi Oleodinamica s.r.l., subject to confirmation by the latter.

• In such cases (Article 3.4), the equipment travels at the customer’s risk, and under no circumstances may the customer act against Rossi Oleodinamica s.r.l. to claim compensation or indemnities in case of partial or total damage, spoilage, destruction, theft, unsuitability, or subsequent inoperability due to any cause, including third-party actions.

ART. 4 – PRODUCT PICK-UP

• For the pick-up of equipment by the purchaser, a mandatory and non-extendable period of 15 days is established, starting from the receipt by the customer via fax or email of the “READY GOODS” notice. Failure to pick up the equipment within the indicated timeframe shall entitle Rossi Oleodinamica s.r.l. to demand full payment of the agreed price and impose a penalty of €150.00 for each day of delay accumulated for equipment storage costs, in addition to transportation expenses.

• Should the customer fail to collect the equipment within a maximum, essential, and mandatory term of 180 days from the receipt of the “ready goods” notice, the contract will be deemed terminated by operation of law, without prior notice or formal notification. The customer shall be obliged to undertake and complete the procedures at their own expense for the return of the vehicle to Rossi Oleodinamica s.r.l., in addition to compensating for damages, expenses, and incurred charge.

ART. 5 – WARRANTY

• Any claims for defects or faults in the equipment must be communicated to Rossi Oleodinamica s.r.l. within and no later than 8 days from the date of collection or delivery of the equipment, under penalty of forfeiture of any warranty action.

• Rossi Oleodinamica s.r.l. guarantees its own manufactured equipment for 12 months (unless otherwise stated in the offer) starting from the date of delivery or collection for all construction defects and verified material faults. This excludes spare parts or accessories not manufactured by Rossi Oleodinamica s.r.l.

• The warranty is unconditionally void in case of tampering, repair, disassembly, wear, omissions, or negligence by the customer or technicians not expressly authorized.

• The warranty is void in case of improper use of the vehicle, contrary to what is indicated in the user manual, including the transport of waste not compliant with technical specifications or not foreseen in the instructions, such as hazardous, toxic, corrosive materials, or others that may damage the vehicle.

• Rossi Oleodinamica s.r.l. undertakes to replace defective and/or faulty parts with identical or similar ones exclusively at authorized workshops, which will retain the defective and faulty parts. The warranty does not cover the replacement of consumable parts or parts not returned. Furthermore, all faults due to force majeure, as well as all damages caused by improper use of the equipment, are excluded from the warranty.

• Additional warranties may be expressly agreed upon in writing by the parties.

• For warranties exceeding 24 months, labor for repairing the vehicle is excluded.

   

ART. 6 – PAYMENTS

• Payments must be made according to the terms and methods specified in the order confirmation.

• Late or non-payment of the agreed price or an installment, in case of a payment plan, entitles Rossi Oleodinamica s.r.l. to immediately demand payment of the entire outstanding amount, with the customer’s forfeiture of the benefit of the term, as well as interest for late payment and consequential costs, without the need for formal notice.

• In such cases, without prejudice to the right to take actions to protect its credits, Rossi Oleodinamica s.r.l. may also suspend the execution of other supplies, even if related to other contracts, until the customer has paid all amounts owed and may modify the payment terms.

• In case of late payment, the customer is automatically in default and must pay Rossi Oleodinamica s.r.l. late payment interest calculated based on the official discount rate plus 7 percentage points (but in any case within the maximum rate allowed under Law 108/96).

• Ownership of the equipment transfers only upon full payment of the price.

ART. 7 – RESERVATION OF OWNERSHIP

• Sales by Rossi Oleodinamica s.r.l. are always deemed made under a reservation of ownership in favor of the seller until full payment and thus until the successful completion of any credit instruments issued for payment.

ART. 8 – INFORMATION DATA

• Technical specifications provided by Rossi Oleodinamica s.r.l. in advertising materials are always approximate and therefore not binding. 

ART. 9 – LIABILITY

• Rossi Oleodinamica s.r.l. is exempt from all liability and obligation for any accidents to people or third-party property that may occur due to or during the improper use of the provided equipment. In such cases, responsibility for any damages, including but not limited to mechanical or structural damages, as well as repair costs, replacement, or other losses, shall lie entirely with the user, even by way of recourse against the buyer.

ART. 10 – TERMINATION

• Rossi Oleodinamica s.r.l. may terminate the contract early, without prior formal notice, in the following cases: commencement of bankruptcy proceedings, voluntary or involuntary liquidation of the customer, or cessation of the customer’s business activity.

• The customer hereby waives the right to raise objections without first fulfilling their obligations, pursuant to Article 1462 of the Italian Civil Code.

• In case of contract termination attributable to the fault or misconduct of the customer, Rossi Oleodinamica s.r.l. has the right to claim compensation for damages, expenses, and incurred charges.

• Furthermore, in the event of non-compliance, this sales agreement will automatically terminate without the need for prior notice or formal warning. In addition to returning the goods, the customer shall owe Rossi Oleodinamica s.r.l. a penalty equal to 10% of the total supply amount, as well as reimbursement for the cost of missing or damaged parts, and reimbursement for any legal and judicial expenses, without prejudice to further damages.

• If the contract is terminated due to the buyer’s default, Rossi Oleodinamica s.r.l. is expressly authorized to retain and acquire any price installments already paid towards compensation and damages, up to the amount due.

• In case of suspension or cancellation of the order by the buyer, and if the buyer has paid a deposit or advance payment, Rossi Oleodinamica will retain this amount as a penalty, without prejudice to claiming further damages incurred by Rossi Oleodinamica. In all other cases, Rossi Oleodinamica will charge the buyer for the expenses incurred in executing the order, calculated proportionally to the state of execution, and increased by 10% of the difference between the total order amount and the mentioned expenses, without prejudice to claiming further damages.

• In case of violation of contractual obligations by the buyer, including but not limited to non-payment within the agreed terms or improper use of the product, Rossi Oleodinamica s.r.l. shall have the right to terminate the contract without prior notice, upon written communication. Termination will be effective 15 days after communication if the defaulting party fails to remedy the violation. Any amounts already paid will not be refunded, and Rossi Oleodinamica s.r.l. may claim compensation for any damages incurred. 

ART. 11 – TRANSPORTATION AND SHIPMENTS

• Unless otherwise agreed between the buyer and Rossi Oleodinamica and confirmed in writing by Rossi Oleodinamica, the Products will be delivered Ex-Works (Incoterms® 2020) at Rossi Oleodinamica’s facility in Riccione.

• For delivery terms falling under group C or D of Incoterms® 2020, in the absence of specific written instructions in the order from the buyer, shipments will be made by the most appropriate means, with the cost added to the invoice. The buyer hereby waives the right to raise objections without first fulfilling their obligations, pursuant to Article 1462 of the Italian Civil Code.

• In the absence of specific indications by the buyer in the order, the Products will be packed at Rossi Oleodinamica’s discretion in the most appropriate way, without additional costs. For specific packing requests from the buyer, non-standard packing will be charged at the cost incurred by Rossi Oleodinamica. Except in cases of gross negligence or willful misconduct by Rossi Oleodinamica, the company shall not be held responsible for direct or indirect damages resulting from the choice of packing methods.

ART. 12 – DELIVERY TERMS

• Delivery terms indicated in the Quotation, Order, order confirmation, or elsewhere are not mandatory but merely indicative. Therefore, Rossi Oleodinamica has the right to reasonably anticipate or delay the delivery of all or part of the Products without entitling the buyer to:
  – Cancel the order;
  – Request the total or partial termination of the contract or any other existing contract between the parties;
  – Claim damages or compensation from Rossi Oleodinamica;
  – Hold Rossi Oleodinamica liable for direct or indirect damages due to delivery delays or other reasons, except in cases of gross negligence or willful misconduct by Rossi Oleodinamica.

• If the buyer refuses to accept the delivery of all or part of the Products at the delivery location, as defined by Incoterms® 2020, within the timeframe communicated by Rossi Oleodinamica, the company may, at its sole discretion, demand contract execution or terminate the contract in whole or in part, retaining the advance payment or deposit referred to in Article 2. In any case, Rossi Oleodinamica retains the right to claim compensation for any damages incurred. Rossi Oleodinamica expressly excludes liability for risks and expenses arising from or related to the storage of Products.

ART. 13 – CATALOG VALUE

• The characteristics, quality, materials, colors, and other illustrative data in catalogs, brochures, advertisements, illustrations, price lists, or other promotional documents of Rossi Oleodinamica, as well as the characteristics of models sent to the buyer, are approximate and do not constitute a warranty pursuant to Article 1497 of the Italian Civil Code.

ART. 14 – PRICES AND PAYMENT TERMS

• The Product prices are those indicated in the Quotation or, in its absence, those in the price list in effect at the time the order is placed by the buyer, as confirmed in the order confirmation.

• Payment terms are those agreed upon by the parties as outlined in Article 1 and indicated on the invoice.

• If the agreed payment terms are not met, Rossi Oleodinamica is automatically authorized to:
  (i) Charge late payment interest at 8 percentage points above the legal rate, applied daily for each day of payment delay, and
  (ii) Suspend the fulfillment of any ongoing orders or terminate the contract as specified in Article 10.

• The buyer is obliged to fully pay the Product price even in case of disputes or controversies. Offsetting with any credits owed to the buyer by Rossi Oleodinamica is not allowed.

• Prices listed in price lists may change based on market demands or raw material cost fluctuations without prior notice to the buyer. Price changes will not apply to orders already accepted by Rossi Oleodinamica as per Article 1.

ART. 15 – INDUSTRIAL PROPERTY RIGHTS

• Unless otherwise agreed in writing, adherence to these General Conditions, as well as all subsequent contracts and actions governed by them, does not grant the buyer any right to use Rossi Oleodinamica’s industrial property rights or licenses.

• Reproduction or use of Rossi Oleodinamica’s trademarks and distinctive signs on Products is strictly prohibited without prior written authorization.

• The buyer is also strictly prohibited from removing, altering, or replacing Rossi Oleodinamica’s trademarks, labels, and distinctive signs affixed to Products, or from applying new marks, labels, or signs of any kind. 

ART. 16 – CLAIMS AND DEFECTS

• The buyer is required to inspect the Products upon delivery and report any defects or non-conformities within 10 working days of receipt, providing a detailed description of the issue. Claims must be submitted in writing via email (rossioleodinamica@legal-pec.it) or registered mail. Rossi Oleodinamica reserves the right to inspect defective products before authorizing repairs, replacements, or refunds. Claims submitted beyond the specified period will not be considered.

ART. 17 – PERSONAL DATA PROCESSING

• The Buyer’s data collected during the Order process will be stored in Rossi Oleodinamica’s database (Data Controller) and may be used not only for contract execution or other legal obligations (such as accounting records) but also for commercial purposes, such as sending advertising materials or promotional offers.

• Consent to data processing is mandatory for contract execution and legal obligations, while optional for other purposes. Data will only be shared within the corporate group of Rossi Oleodinamica and its affiliated or associated companies.

• In any case, the Buyer has the right to:
  – Know about the existence of data processing involving their data;
  – Be informed about where their data is stored;
  – Obtain confirmation from the Data Controller about the existence or non-existence of personal data concerning them, along with the communication of such data and its origin, as well as the logic and purpose for which it was collected, stored, and used;
  – Request the data to be deleted or anonymized, block its use, or oppose its processing in whole or in part for legitimate reasons.

• Rossi Oleodinamica processes personal data voluntarily provided by Product users in compliance with European regulations on safety and privacy. The full privacy policy is available at www.rossioleodinamica.com/privacy/.

• In cases where the Buyer is also a reseller, they must ensure full compliance with all applicable regulations on personal data processing when managing user data provided by Rossi Oleodinamica. Such data may only be used by the reseller to provide users with the service explicitly requested from Rossi Oleodinamica.

ART. 18 – INTERPRETATION

• In the event of any discrepancies between the English and Italian versions of the General Conditions, the Italian version shall prevail.

ART. 19 – EXCLUSIVE JURISDICTION AND APPLICABLE LAW

• For any disputes that may arise between the Buyer and Rossi Oleodinamica, whether related to these General Conditions or any Contract concluded between them, including extracontractual matters, the exclusive jurisdiction of the Rimini Court is agreed upon.

• These General Conditions and the Contracts concluded between the Buyer and Rossi Oleodinamica are governed entirely and exclusively by Italian law.

• The application of the 1980 Vienna Convention on the International Sale of Goods is expressly excluded.