1. GENERAL NOTES
1.1 The following general sales conditions are valid for all orders, except for clients with special waivers.
2. OFFERS AND ORDERS
2.1 The only types of acceptable orders are written orders to be confirmed by us, or our order confirmations stamped and signed for acceptance.
2.2 Contract applications are binding for the Client; they are binding for “Cold Mark” only after their written acceptance by the legal representative of the Company.
2.3 Offers are valid for 3 months, except for different agreements or price list increases during the abovementioned period. After 3 months it will be necessary to issue a new offer.
2.4 The contract might be suspended, even though previously accepted, in case of variations of the Client’s asset capacity or if the Client is in arrears with agreed payments of previous supplies.
2.5 “Cold Mark” will accept the withdrawal of previously accepted orders on the following conditions:
- Without any penalty for withdrawal transmitted within 7 calendar days from order acceptance date;
- With the application of a penalty of 20% of the total amount of the order for withdrawal transmitted over 7 calendar days from order acceptance date.
2.6 The technical data (weights, dimensions, etc.) on the company’s documents (such as price lists, catalogues, etc.) are only indicative and not binding for “Cold Mark”.
2.7 If deemed as necessary a/o suitable, “Cold Mark” reserves to carry out ameliorative changes on the products without altering their essential features.
2.8 For special appliances a/o Clients’ modification requests (non-standard devices / optionals, etc.) an advance payment of at least 20% is always required at the moment of the acceptance of the order. The amount of the advance payment is anyway always to be determined case by case according to the product on order.
2.9 Any amendment of order confirmations will be accepted if transmitted in writing to our sales offices before the production of the previously confirmed goods starts.
3.1 Prices are to be understood net, with standard packing included.
3.2 Prices are to be understood ex-works, save different agreements.
3.3 Additional accessories to be added to standard products shall be required and specified on purchase orders.
3.4 The invoice price will be the one indicated on the order confirmation, save different arrangements agreed upon in writing.
4.1 The payment of the first supply is always required by bank transfer in advance; depending on the case and at the incontestable decision of “Cold Mark” , the bank transfer should be carried out either at the moment of order confirmation or before the delivery of the goods. For the following supplies, the methods of payment will have to be agreed upon case by case.
5.1 All deliveries are ex-works (incoterms®, latest version issued by ICC), not cleared through customs, stamps not paid.
5.2 Delivery times: any delivery date or delivery time is approximate and not binding.
5.3 Any delay due to force majeure (e.g. strikes, power cuts or service interruptions, serious weather events, damages on machineries, etc.) or to any other hindrance not ascribable in any way to “Cold Mark” exonerates the Company from any compensation for direct or indirect damages.
5.4 Products are considered to be delivered to Clients when they are entrusted to the forwarder, or to the forwarding agent, or to anybody bearing the responsibility of taking possessions of them. Products always travel at the risk of clients, even if transported by “Cold Mark” or shipped carriage free. Clients shall not object the possibility of cheaper prices or means of transportation than the ones used to carry out the transport.
5.5 Complaints about packing, quantity, number or external features of the products will have to be immediately notified to the transporter on the transport document, under risk of forfeiture of rights, then notified to “Cold Mark” in writing within 8 days from the date of receipt of the products. Complaints about defects that are not immediately detectable by an accurate control at the moment of delivery (hidden defects) will have to be notified to ““Cold Mark” in writing within 8 days from delivery date, under risk of forfeiture of rights.
6.1 Standard packing cost is included in the sale price (standard packing is on pallet, complete with cardboard, polystyrene and protective polyethylene film).
6.2 Prices for packing in wooden crates or boxes are listed on the Price list in force.
7.1 Returns of any material will have to be compulsorily authorized by “Cold Mark” and all the related costs will be valued case by case.
7.2 Credit notes will be paid by “Cold Mark” after the supply has been totally paid.
8.1 “Cold Mark” acknowledges a 12-month warranty from the delivery document (DDT) date on supplied products. This results in the free-of-charge supply of parts that will be deemed as defective at our incontestable discretion, except for any charge deriving from labour, travels and transportations. Defects must in any case be independent from any incorrect usage of the product in conformity with the indications stated on its manual.
8.2 Control electronics, consumable materials, glasses, lamps and components which imply a manual use, such as core temperature probes, are excluded from warranty.
8.3 Once the defect is ascertained, Clients must promptly notify it in writing by indicating the serial number of the finished product and the description of the component deemed as defective.
8.4 Materials replaced under warranty are considered as our property: therefore, they must be returned under Clients’ responsibility and at their expenses. Once the part will be received, “Cold Mark” will control it; if its defectiveness, thus the warranty, will be confirmed, “Cold Mark” will replace it by bearing its shipment costs. In case Clients need to quickly receive the replacement part without previously returning the possibly defected part, “Cold Mark” will have the power to operate in one of the following modes at their incontestable discretion:
A – ship the replacement part carriage-forward and wait for the carriage-free return of the defective component for the following 15 days. In case no defectiveness is detected or if it will be deemed that the defect depends from misuse, “Cold Mark” will invoice the component to Clients. The component will also be invoiced if the defective part will not be returned within the agreed timeframe.
B – ship the replacement part carriage-forward upon payment of the part by Clients. Clients will then have to return the defective component carriage-free and wait for “Cold Mark” to carry out the needed tests. If the returned component will be confirmed as defective, “Cold Mark” will immediately credit the sum previously paid by Clients.
8.5 Warranty will not be applicable in case of tampering or technical interventions on products which were not authorized by “Cold Mark” .
8.6 In any case of malfunction on our appliances, “Cold Mark” will not acknowledge any compensation for either direct or indirect damages to people or objects nor for damages to the product stored in the appliance.
9.1 The appliances produced by “Cold Mark” are all tested by respecting all the parameters indicated on the catalogue/price list/ instruction manual of the chosen appliance. Disregard or tampering of parameters will release “Cold Mark” from liability for the malfunction of the product.
10. ADDITIONAL NOTES
10.1 “Order processing expenses” of 15,00 e in addition to the cost of the ordered parts will be added to every order of spare parts bearing a total net amount of less than 80,00 e. Transport and packing costs will be added separately.
10.2 Spare part request will only be accepted if the serial number of the appliance which the spare part belongs to is supplied. This number is written on the silver label applied on the back of the appliance, as well on the instruction manual. As an exception only and under full responsibility of the client, the supply of spare parts might be evaluated against the sending of a picture of the component. In this case, no returns will be accepted.
10.3 Inspection of goods, if required, will have to be agreed upon with “Cold Mark” prior to placing the order.
10.4 In case of shipment by container, if required by the client we will take pictures after completion of loading to prove the correct loading of the container (loading quality and quantity of items)
11. APPLICABLE LAW AND COMPETENT COURT
11.1 This contract is governed and regulated by Italian law.
11.2 The parties expressly agree that for any dispute relating to the execution or interpretation of this contract, the sole and exclusive competent court will be that of Mantua, with the express exclusion of any other concurrent court.
Cold Mark GENERAL SALE CONDITIONS; rev. 2022/03
These general sales conditions annul all the previous and no waiver will be allowed if not expressly accepted by Cold Mark
Cold Mark reserves the right to change the data and aesthetic features of the products without any necessity of prior notice, since the modifications are deemed as necessary and suitable for the improvement of the products without compromising their essential features.