General conditions for online sale of Hydroservice S.p.A.
For the purposes of these General Conditions version dated January 2021, each of the following terms, written in capital letters and used both in the singular and in the plural, has the following meaning:
HYDROSERVICE: HYDROSERVICE S.p.A., with registered office in Via Gorizia, 121 – 21013 Gallarate (VA) Italy, Taxpayer’s code and VAT number 03282940968,
e-mail: firstname.lastname@example.org and PEC: email@example.com;
Customer: legal person who purchases Products in the Website www.hydroservice.it for his/her business and professional purposes;
Parties: HYDROSERVICE and the Customer, where referred to collectively;
Order: purchase order referred to one or more Products placed by the Customer to HYDROSERVICE in compliance with the provisions of these General Conditions;
Order confirmation: e-mail sent by HYDROSERVICE to the Customer’s e-mail account, which contains the terms of the Order acceptance;
General Conditions: the following terms and conditions regulating the online sale of the Products and the Contracts signed by the Parties;
Special Conditions: specific terms and conditions of the Order provided in the Website and, from time to time, chosen by the Customer to integrate the General Conditions, such as: description of the required Products, price, payment methods and transport, etc.;
Contract: Order accepted by HYDROSERVICE by sending the Order Confirmation;
Website: the Website www.hydroservice.it of HYDROSERVICE for the online sale of the Products;
Products: the products described in the Website and sold online by HYDROSERVICE.
2. PURPOSE AND ACCEPTANCE OF THE GENERAL CONDITIONS
2.1 The purpose of these General Conditions is to regulate the Orders placed by the Customer in order to purchase Products online. They are exclusively referred to the B2B online sale - or to the online sale between companies - of the Products, and they are integrated by the Special Conditions provided in the Order Confirmation.
2.2 The Customer accepts such General Conditions during the registration when he/she obtains the account required to operate within the Website, and in particular when he/she flags the field “I accept the Conditions”. By flagging this field, the Customer accepts, in full and unreservedly, these Conditions and knows that they will regulate all Orders placed during their validity period. HYDROSERVICE reserves the right to update them according to the requirements. The updated version will become effective when it is published in the Website and it will affect only the Orders placed afterwards. For the registration, the Customer shall follow the instructions provided in the Website.
2.3 The person who registers to the Website and who will be then authorized to place the Orders, declares under his/her responsibility that he/she is empowered to act on behalf of the Customer. HYDROSERVICE reserves the right to make the required checks.
3. CHARACTERISTICS OF THE GENERAL CONDITIONS
3.1. The General Conditions, available in the Website www.hydroservice.it in the section General Conditions for Sale, can be stored and reproduced pursuant to Article 12 of the Italian Legislative Decree 70/03 and subsequent amendments and additions.
3.2 The Customer acknowledges that he/she can download them from the Website, and he/she agrees that HYDROSERVICE sends the link by e-mail to display them.
3.3 The possibility to operate within the Website and to place the Orders is subject to the Customer’s registration to the Website and to the creation of his/her specific credentials or account (user name and password), which shall be entered into the proper fields before placing any Order.
3.4 The activities and the operations carried out within the Website are assigned to the Customer through the account pursuant to Article 1 of the Italian Legislative Decree 82/2005 and its subsequent amendments and additions, and they are meant to be completed at the time and on the day resulting from the system records.
3.5 Where possible, HYDROSERVICE shall communicate in advance to the Customers the maintenance interventions within the Website. Anyway, the Customers acknowledge and accept that the access to the Website may be suspended or limited because of technical interventions aimed at restoring or enhancing its functioning and security.
3.6 The Customer releases HYDROSERVICE from any liability concerning any malfunctioning or defect of the connectivity services required to reach the Website through the public telecommunication network, as well as from any liability linked to any interruption of its functioning or to any inaccuracy due to a particular configuration of the Customer’s computer, or to the malfunctioning of the computer itself.
3.7 HYDROSERVICE does not accept Orders sent (i) by individuals not registered according to the above-mentioned procedure; (ii) by consumers or private citizens; (iii) by ordinary e-mail by Customers not previously registered to the Website.
3.8 The Customer shall not transfer to third parties the above-mentioned credentials and he/she shall keep them with care and diligence, remaining the solely responsible for their safekeeping and usage, otherwise the penalty is the cancellation of the registration to the Website and the compensation of possible damages caused.
3.9 The Customer accepts as his/her own the Orders sent to HYDROSERVICE with his/her identification number and his/her password, and he/she agrees to pay the invoices issued with reference to the Orders.
3.10 In case the Customer loses the credentials or in case of misappropriation by third parties, the Customer shall immediately communicate it to HYDROSERVICE, which will delete the lost credentials and will assign a new account to the Customer.
3.11 The Customer remains the sole responsible for the accuracy and completeness of his/her identification data and of any data entered into the registration area and into the Product purchase area, which releases HYDROSERVICE from any liability. In particular, he/she accepts to receive communications and notifications concerning the Order at the e-mail address specified in the registration area.
3.12 HYDROSERVICE may require the certificate of incorporation or any other equivalent document in order to determine the exact identity of the Customer.
3.13 With regard to the Products produced by third parties and sold by HYDROSERVICE in the Website together with the relevant technical documentation drawn up by the producers, HYDROSERVICE declines any responsibility in case of incompleteness and lack of clarity of such documentation, even in case its content is made available to the Customer by means of catalogues or brochures published by HYDROSERVICE.
4. CONCLUSION OF THE ONLINE SALE CONTRACT
4.1 When placing Orders, the Customer shall read the information published in the Website and, specifically:
i. Products features described in the relevant data sheets;
ii. Price of the Products, which includes taxes, any shipping expenses and any other cost;
iii. Payment terms and conditions concerning the Products;
iv. Delivery terms and conditions concerning the Products;
v. Any other information published in the Website concerning the Products
4.2 HYDROSERVICE describes and presents the Products in the Website in the most exhausted and understandable way. The Customer acknowledges and accepts that it may exist very little incompleteness, inaccuracies and differences between the photos and the descriptions published in the Website and the Products delivered. In particular, it acknowledges and accepts that photos and/or videos related to the Products are only by way of example. The Customer can access the Website only to view the offered Products and to place the Orders. At any other moment and without previous notice, HYDROSERVICE may delete and/or replace the Products on the Website and make any non-relevant technical and aesthetic improvement to them without altering its quality.
4.3 The Customer may correct his/her Order before he/she completes it by following the instructions provided in the Website or he/she may renounce placing it by exiting the Website without having completed the order placing procedure. The Order can be placed both in Italian and in English. The Order or the Customer’s contract proposal becomes irrevocable at the time in which he/she executes the payment.
4.5 Any Order is stored in the database of HYDROSERVICE in the section “Orders” that can be accessed from the Website.
5.1 The delivery of the Products is subject to the collection of the relevant payment by HYDROSERVICE. Therefore, the delivery will not be executed in case of non-payment or of non-regular payment of the products.
5.2 The delivery date of the Products specified in the Website is indicative, and it is expressed in working days and subject to the purchase priority of other Customers, according to which the priority is given to the first Order processed by the system. In this situation, HYDROSERVICE, after having determined a stock out, shall provide the Customer with the expected delivery date for the non-available products and if the date is not acceptable, the Customer may exercise the right of withdrawal from the Contract within 3 (three) working days from the receipt of the above-mentioned notification pursuant to Article 13. If after that period no communication is received by the Customer, the above-mentioned delivery date will be considered accepted.
5.3 Once the Products have been shipped, HYDROSERVICE shall communicate it to the Customer. Without prejudice to the provisions of Article 5.5, any possible failure in shipping the Products within 14 (fourteen) working days from the Order Confirmation date will give the Customer the right to withdraw from the Contract pursuant to Article 13. Any delivery delay by HYDROSERVICE will nevertheless be subject to any damage compensation in favour of the Customer.
5.4 The risk of loss, theft or damage of the Products, as well as their ownership, shall pass to the Customer as soon as the Products will be delivered to the Customer himself/herself or to the carrier he/she chose.
5.5 HYDROSERVICE shall not be liable for any non-delivery or delay in the delivery of the Products due to force of majeure, unforeseeable circumstances and justified reasons, such as, by way of example, epidemics and pandemics, acts of terrorism, fire, cyclones, earthquakes, floods, strikes, union agitations and turmoil, lack of raw materials, electrical black-outs, machine downtimes, and any other cause beyond its control.
6. PAYMENT METHODS
6.1 For all Contracts, the Customer shall pay to HYDROSERVICE the total amount, including VAT, specified in the Order Confirmation according to the methods published in the Website, and particularly: credit cards specified in the Website, and payment through Paypal. The operations concerning the payment and the data communicated by the Customer during the payment will be processed on proper protected lines. The payment security by means of credit cards is guaranteed by the VBV (Verified by VISA) and SCM (Security Code Mastercard) certifications.
6.2 By specifying the credit card as payment method, the Customer authorizes HYDROSERVICE to charge the amount indicated in the Order Confirmation to his/her credit card. HYDROSERVICE reserves the right to ask the customer a copy of the identity card of the credit card holder.
6.3 The non-payment of the Product price according to the methods and the terms provided for by Article 6.2 will enable HYDROSERVICE to withdraw from the Contract pursuant to Article 13.
6.4 Upon the shipment of the Products, HYDROSERVICE shall issue the relevant electronic invoice in compliance with the law in force.
7.1 All prices of the Products are expressed in Euro, net of VAT and of any additional cost. The cost of any special package required by the Customer will be communicated during the purchase procedure.
7.2 In accordance with the choice made by the Customer during the purchase, the Products are meant to be delivered D.A.P. in case the shipment by means of a carrier is selected, or ex works if the Products are picked up at HYDROSERVICE. The return of the Products is ex works, and the Customer shall pay the transportation and insurance expenses as well as any other charge required to transport the Products to the destination place. If the transportation expenses are borne by the Customer, HYDROSERVICE shall notify the relevant amount to the Customer.
7.3 Charges related to the payment method selected shall be entirely borne by the Customer.
7.4 HYDROSERVICE is free to update at any time the price of the Products and the variation will not affect the Orders already placed and confirmed.
7.5 In case of stock out, any possible significant increase in the price of the Products required by the market will be timely notified to the Customer who, within 3 (three) days from the notification date, shall communicate to HYDROSERVICE the acceptance of the new price or his/her decision to withdraw from the Contract pursuant to Article 13. If the Customer does not answer within the afore-mentioned date, HYDROSERVICE will be enabled to withdraw from the Contract.
8.1 HYDROSERVICE guarantees that the Products comply with the technical specifications published in the Website, as well as their safety according to the applicable standards. The warranty period is, and varies, according to the following categories: Products purchased by third parties and sold by HYDROSERVICE to which the warranties of the manufacturer are applied; Products manufactured by HYDROSERVICE to which the warranty in this Article is applied, and Products for which no warranty is applicable.
8.2 For the Products manufactured by HYDROSERVICE the validity period of the warranty, which includes the materials and the labour and which does not includes the transportation expenses, lasts 12 (twelve) months from the delivery or from the replacement date for the Products replaced under warranty.
8.3 The Customer shall report to HYDROSERVICE any evident defects within 8 (eight) days from the delivery, while the report of the hidden ones shall be sent within eight days from the discovery and, anyway, within a year from the delivery. Once these periods have expired, the Customer may not claim anything else and no liability may be ascribed to HYDROSERVICE.
8.4 If the warranty envisages the return of the Product to HYDROSERVICE, the Product shall be shipped in a proper package together with the return documentation at the Customer’s expense.
8.5 The warranty may not be applied to the normal wear of the Product, to consumables and to malfunctioning due to the inexperience or negligence of the Customer. It also voids any time the Products are used in a way that is improper or non-compliant with the instructions provided by HYDROSERVICE or they are repaired, changed or replaced by people not authorized by HYDROSERVICE.
8.6 In order to benefit from the above-mentioned warranty, the Customer shall contact HYDROSERVICE via e-mail at the address firstname.lastname@example.org, and he/she shall attach the photos of the faulty Product and of its identification label. After having checked the applicability of the warranty, HYDROSERVICE will send an e-mail to the Customer indicating the claim number, and authorizing the Customer to send, at his/her expenses, the faulty Product to the register office placed in Via Gorizia, 121 – 21010 – Gallarate, VA – Italy, together with a copy of the above-mentioned form indicating the claim number, and by writing the reason “Account for repair under warranty” on the accompanying transportation document.
The Products returned in compliance with what previously said will be repaired in the shortest time as possible, while those returned without the claim number, that means those without the authorization by HYDROSERVICE, will be returned to the Customer carriage forward.
8.7 According to the circumstances, HYDROSERVICE shall decide at its discretion if the Products that it acknowledges as defective are to be replaced or repaired without charging any cost to the Customer with the exception of the transportation expenses.
8.8 In the cases in which the warranty is not applicable or active, HYDROSERVICE shall submit a repair estimate to the Customer. The Customer may accept it, by communicating his/her acceptance via e-mail to HYDROSERVICE, or he/she may ask the return or the scrapping of the Product at his/her own expenses.
8.9 The repairs carried out under warranty do not imply any extension of the validity period of the warranty nor its renewal.
9.1 HYDROSERVICE shall be responsible for the proper functioning of the Products with regard to the features and the performances expressly indicated in the Website.
9.2 The overall responsibility of HYDROSERVICE of contractual, non-contractual or of any other nature, which results from or it is connected to the Contract, may not anyway exceed the overall price paid by the Customer for the Products covered by the Contract.
9.3 HYDROSERVICE shall not be liable for any faulty functioning of machines and systems manufactured by the Customer or third parties with components provided by HYDROSERVICE, even if the single equipment is mounted and connected according to the layouts and drawings it provides. The Customer therefore agrees to indemnify and hold harmless HYDROSERVICE from any request and/or legal actions brought against it by the end user and/or third parties with regard to alleged defects of the Product.
9.4 Anyway, not included in the cases regulated by the Italian Presidential Decree no. 224 dated 24th May 1988, and without prejudice to what provided for by Article 1229 of the Italian Civil Code, the Customer may not ask any compensation for indirect or consequential damages, loss of profits, loss of production or of business opportunities, and HYDROSERVICE shall in no case be obliged to pay amounts higher than the value of the Products as compensation.
10. PROTECTION OF PRIVACY
10.1 HYDROSERVICE undertakes to confidentially process data and information transmitted by the Customer and to use them only for the Contract purposes, unless there is a specific request by the juridical authority or by any other authority entitled to request them.
11. PERSONAL DATA PROTECTION
11.1 Customer’s personal data is used by HYDROSERVICE in compliance with the EU Regulation 679/2016 (GDPR) and with the national legislation in force in this field.
11.3 Each Part agrees to keep each other harmless from any claim compensation deriving from any illegal act due to the non-compliance with the GDPR and the applicable local law.
12. INTELLECTUAL PROPERTY RIGHTS
12.1 The content of the Website, as for example texts, photos, specifications and descriptions of the Products, brands and other distinctive signs, pictures, images and logos, as well as its structure are part of HYDROSERVICE’s exclusive property and/or right of use. It is strictly forbidden to use them for activities different from the online sale of the Product. Except for what provided for by the General Conditions, the total or partial reproduction and/or the change in its content and/or the change or the usage of brands for any reason without previous written consent by HYDROSERVICE are strictly forbidden and represent a serious violation of the industrial property right of HYDROSERVICE and/or of the suppliers of the Products it sells.
12.2 Any non-compliance with the above by the Customer will allow HYDROSERVICE to terminate the Contract pursuant to Article 1453 of the Italian Civil Code.
12.3 In case of disputes and/or legal proceedings organized by third parties because of the infringement of the intellectual property rights of the Product by HYDROSERVICE, it may, at its sole discretion and at its expenses:
i. Ensure the Customer’s right to use the considered Products;
ii. Replace the Product with another one or with parts of it that will have equivalent features, and that do not violates the rights of the third party’s intellectual property;
iii. Change the Product so that it does not violate the above mentioned rights;
iv. Withdraw the Product or part of it and compensate the price paid, after having deducted a reasonable amount for its usage and any possible damage.
The above-mentioned remedies represent the only available measures in favour of the Customer and, in any case, the responsibility of HYDROSERVICE towards the Customer may not exceed the price he/she paid for the Product object of the dispute.
12.4 HYDROSERVICE shall be in no way responsible for the violation of the intellectual property rights of third parties resulting from the change in the Product by the Customer, who undertakes to indemnify and hold harmless HYDROSERVICE from any third party claim linked to the above-mentioned violation.
13.1 Customer’s Withdrawal
The Customer may withdraw from the Contract by sending a notification to HYDROSERVICE via registered letter with return receipt, PEC or FAX, when one or more of the following circumstances occur:
i. Unacceptability of the delivery date of the Products pursuant to Article 5.2;
ii. Non-shipment of the Products pursuant to Article 5.3;
iii. Unacceptable increase in the Product price pursuant to Article 7.5;
iv. Non-compliance with the obligations related to the personal data protection by HYDROSERVICE pursuant to Article 11.
13.1.2 The Products shall be returned intact and complete of all their parts, together with the relevant documentation, cables, etc.. Subject to compliance with what stated above and to the successful outcome of the verification of the returned Products, HYDROSERVICE shall compensate the Customer for the amount he/she paid within 14 (fourteen) days from the return date. This compensation will be carried out with the same payment method chosen by the Customer when he/she placed the Order. If he/she selected the bank transfer, the Customer shall provide HYDROSERVICE with the bank details (IBAN, SWIFT and BIC) required to execute the reimbursement, by accessing the section “Contact us” in the Website.
13.1.3 This is the only remedy available to the Customer with regard to the withdrawal specified in this article and it excludes any compensation for damages in his/her favour by HYDROSERVICE.
13.2 HYDROSERVICE’s withdrawal
HYDROSERVICE may withdraw from the Contract by sending a notification to the Customer via registered letter with return receipt, PEC or FAX, when one or more of the following circumstances occur to the extent in which the Customer, if required in the notification, could not remedy within 10 (ten) days from the notification date:
i. non-payment of the Products within the terms provided for by Article 6.2;
ii. non-acceptance of the new price pursuant to Article 7.5;
iii. non-compliance with the privacy obligations pursuant to Article 10;
iv. non-compliance with the obligations related to the personal data protection by the Customer pursuant to Article 11.
13.2.1 To the extent that the right of withdraw is exercised after the shipment of the Products, the Parties shall proceed in compliance with what provided for by the Articles 13.1.1 and 13.1.2.
13.2.2 What mentioned before is the only remedy available to HYDROSERVICE with regard to the withdrawal specified in this article and it excludes any compensation for damages in its favour by the Customer.
14.1 HYDROSERVICE may terminate the Contract pursuant to Article 1453 of the Italian Civil Code by sending a notification to the Customer via registered letter with return receipt, PEC or FAX, when one or more of the following circumstances occur:
i. transfer of the personal account to third parties pursuant to Article 3.8;
ii. violation of the intellectual property rights by the Customer pursuant to Article 12.
14.2 To the extent that the termination is notified to the Customer after the shipment of the Products, the parties shall proceed in compliance with what provided for by the Articles 13.1.1 and 13.1.2.
15.1 Any communication between the Parties related to the Contract shall be written in Italian and in English and sent via registered letter with return receipt, PEC or e-mail according to its importance. The PEC address of HYDROSERVICE is: hydroservice.legalmail.it
16. APPLICABLE LAW AND JURISDICTION
16.1 The General Conditions and the Contacts are governed by the Italian law with the exclusion of the UN Convention on the International Interests in Mobile Equipment of 1980”.
16.2 Any dispute arising out of or anyway connected to this Contract will be referred to the exclusive jurisdiction of ilano.
17. FINAL PROVISIONS
17.1 The Customer shall not transfer, completely or partially, the Contract and/or the rights and obligations linked to it to third parties.
17.2 In case of interpretative dispute between this Contract in Italian and any other version in a foreign language enabled and/or selected by the Customer in the Website, the interpretation of the Italian version shall prevail.
17.3 Any change to the Contract should be made in written and signed by the Parties.