info@ofolux.it
GENERAL TERMS AND CONDITIONS OF SALES
1. SCOPE
Our sales/offers are subject to the present general terms and conditions of sale. Any additional or different terms proposed by the Buyer will not be binding upon OFOLUX S.r.l., unless specifically assented to in writing by OFOLUX S.r.l. and, in any case, will not exclude the validity of the present General Terms and Conditions which they will have to be coordinated with..
2. ORDERS
Any orders achieved by OFOLUX S.r.l., sale representatives or any other commercial intermediary shall not be binding unless confirmed in writing by OFOLUX S.r.l.
3. SHIPMENT
OFOLUX S.r.l. shall remain responsible for risk of loss to the products only until delivered to the carrier, at that moment any relevant risk shall pass onto the Buyer that is required to verify the state of the packaging and the quantity received upon delivery. All claims concerning the state of the packaging must be made directly to the carrier at the time of delivery.
4. DELIVERY
The deliveries or shipments are understood as being ex-factory in Brunello (VA) and exclusive of tax or duty. Delivery terms are merely indicative and are calculated on working days’ basis. OFOLUX S.r.l. is not responsible for damages in case of advanced or postponed deliveries, both total and partial. In case the Buyer does not fulfill all its obligations regarding payments, then OFOLUX S.r.l. will be entitled to suspend or delay any delivery of the Products until the Buyer has settled any outstanding amounts.
5. EXCUSABLE DELAYS
OFOLUX S.r.l. shall not be considered to be in breach or default of its obligations under the contract if such breach or default, directly or indirectly, is due to:
  • causes beyond its reasonable control and/or due to force majeure events;
  • acts (or omissions) of the Buyer including failure to promptly provide OFOLUX S.r.l. with information and approvals necessary to permit OFOLUX to proceed with its work;
  • failure by the Buyer in complying with the terms of payment;
  • inability to obtain materials, components or services necessary to perform the work on account of causes beyond the reasonable control of OFOLUX.
In the event of any such delay, OFOLUX S.r.l. shall notify it to the Buyer. The date of delivery shall be extended for a period equal to the time lost due to the delay, plus such additional time as may be reasonably necessary to overcome the effect of such excusable delay. OFOLUX S.r.l. shall notify the Buyer, as soon as possible, of the revised delivery date.
6. PRICES
The prices are indicated exclusive of VAT tax. OFOLUX reserves the right to modify at any time the prices in effect, by giving written notice to the Buyer, if there is any increase in the cost of raw materials, labor or any other production factors which affects in a substantial way the production costs. All prices are Ex works, unless different agreement between the parties.
7. QUALITY DEFECTS AND RETURNS
Notifications of defects are only taken into consideration if these are submitted in writing no later than 8 days after receipt of the goods. The Buyer shall notify in written non apparent and/or operation defects (i.e. defects that are found only after the products’ use) within 8 days after the discovery of the defect and in any case within the validity of the warranty period. Goods about which a complaint is made may only be returned with the express consent of OFOLUX, free of transport charge at OFOLUX plant, accompanied by delivery note and relating purchase details. The packaging must be intact and in the same conditions of supply.
8. WARRANTY
OFOLux assures that all the products produced in their factory are consistent with the technical features declared and will fit performances expected. The warranty is intended for 24 (twenty-four) months from the date of receipt of the goods. This warranty provides, at OFOLUX own discretion:
  • a) the repair of the defective products;
  • b) the replacement free of charge, within a reasonable time considering the importance of the claim, with transport cost charged to OFOLUX S.r.l. or;
  • c) the issue of a credit note to refund to the Buyer the price of the defective products as specified in the invoice.
If, during OFOLUX’s intervention, the defect results not to be attributable to OFOLUX ‘s responsibility, any expenses and costs of repairing or replacing the defective products will be borne by the Buyer. In no event shall OFOLux be responsible for incidental or consequential damages, for improper use not depicted in user’s instructions or installation made by non-qualified personnel and for repairs or alterations made by other than OFOLux.
9. OTHER CLAIMS FOR DAMAGES
The total liability of OFOLUX S.r.l. on all claims of any kind, whether in contract, warranty, indemnity, strict liability, or otherwise, arising out of the performance or breach of the contract or use of any product, shall not exceed the value of the product such liability is related to.
In no event shall OFOLUX S.r.l. be liable for loss of profit or revenues, loss of use of the product or any associated equipment, claims of Buyer’s or third parties for such damages, or for any other damages.
10. TECHNICAL DATA AND LIABILITIES
The indications of sizes and designs in any publication OFOLUX are intended for informational purposes only and may be subject to change without notice.
OFOLUX reserves the right to modify the Goods to comply with statutory or UE regulations and to improve performance.
It is OFOLUX’s policy to endeavour to develop and improve its Goods, and accordingly OFOLUX reserves the right to change specifications without prior notification or public announcement.
OFOLUX products comply with current European laws and rules; the Buyer is solely responsible for eventual differences between European laws and the laws of the location where the products are to be installed, holding OFOLUX S.r.l. harmless of any consequences thereof.
OFOLUX S.r.l. guarantees its products’ performances exclusively in relation to uses, applications, tolerances etc., expressly specified by OFOLUX itself.
11. PAYMENTS
Payments will have to be made in compliance with the instructions specified in the quotation or in the order confirmation. All payments shall be deemed net OFOLUX’s domicile. In the event of default in payment by the due date, OFOLUX reserves the right to charge interest on money overdue in accordance with the Late Payment of Commercial Debts (Interest), until payment in full is made.
In such events, OFOLUX shall be entitled:
  • to suspend all further deliveries on any contract between OFOLUX and the Buyer, even in case these are not referred to the delayed payment;
  • to change the payment and discount terms for the next supplies, asking for advanced payments or other guarantees.
Moreover, any amount due to OFOLUX becomes immediately payable.
Even in case of a dispute between the parties, the Buyer is not released from the obligation to comply with the payment terms in full.
No set off whatsoever is allowed (including, without limitation, setoff under other contracts with OFOLUX).
12. RESERVATION OF TITLE
Title to the products shall not pass to the Buyer until OFOLUX S.r.l. has received all amounts due and payable by the Buyer.
13. DISPUTE RESOLUTION
Any disputes arising out of or in connection with such General Terms and Conditions shall be settled by the ordinary law courts of Varese (Italy) in accordance with the Italian Law.