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General Terms and Conditions of Sale
GENERAL TERMS AND CONDITIONS OF SALE
Version 1.2025
Our supply of products is subject to these general terms and conditions of sale (GTC). Consequently, the mere act of placing an order implies the buyer's full and unconditional acceptance of these General Conditions. No specific condition may, unless formally and expressly accepted in writing by the supplier, prevail over the General Conditions.
The general purchasing conditions of the Buyers shall not form part of the Contract and shall be deemed excluded and rejected by these GTC unless the supplier specifically approves them in writing. Furthermore, any amendment or addition to these GTC and to the Contract is valid only if agreed in writing.
The nullity of any provision set forth below does not compromise the validity of the entire agreement.
The General Terms and Conditions of Sale may be modified at any time. Any changes and/or new conditions will be effective from the moment they are published on the Site in the "Terms of Sale" section. Users are therefore invited to regularly access the Site and consult, before making any purchase, the most up-to-date version of the General Terms and Conditions of Sale.
The General Terms and Conditions of Sale that apply are those in force on the date the purchase order is sent.
ART. 1 – CONTRACT CONCLUSION
Any quotations provided by the supplier before the Order Proposal are not binding and merely constitute an invitation to the Buyer to make a contractual purchase proposal for the products through the "Order Proposal". Each Order Proposal must be sent to the supplier using the forms provided by the supplier and must be duly completed and signed by the Buyer in all its parts. The Order Proposal remains irrevocable for the Buyer for 3 days from the date of receipt by the supplier.
ART. 2 – PRICE - DELIVERY DATE
The prices indicated in the offers made by agents, representatives, and commercial auxiliaries of the supplier are indicative and do not bind the supplier until they are confirmed by the latter with the sending of the "order confirmation".
The "order confirmation" is to be understood as referring exclusively to each individual order and, in the event of failure to sign it or if no objections or contrary indications are received by the supplier within 3 days of its receipt, the contract shall be deemed tacitly concluded by conclusive conduct.
The price of the products sold is determined on the basis of the price lists in force at the time of the order and promptly communicated to the buyer, and is reported on a preliminary and indicative basis, together with the quality and quantity of the goods subject to the transaction, on the individual order confirmation
The total price to be actually paid in reference to the specific transaction, determined in relation to all applicable contractual and tax conditions, will be established and communicated to the customer, also for the purposes referred to in art. 3, paragraph 1, letters a) and b) of Legislative Decree 198/2021, exclusively at the time of issuing the invoice, in the terms and in the manner provided for by the current tax regulations.
All delivery and shipping dates indicated in the order confirmation are indicative and subject to the supplier's availability schedules. The supplier undertakes to make every necessary effort to comply with the indicated delivery dates. However, the supplier cannot be held responsible for failure to meet the indicated delivery dates, or for any delay that may occur in fulfilling what is stated in their proposal due to unforeseen circumstances, lack of availability, or causes beyond their control.
The delay in the delivery of the goods does not entitle the buyer to refuse the products, terminate the contract, cancel ongoing orders, or take action for compensation for damages resulting from delay or total or partial non-delivery.
In any case, delivery will be subject to the purchaser's compliance with all of their obligations towards the supplier.
ART. 3 – PACKAGING, INSPECTION, LOSSES AND/OR DAMAGE DURING TRANSPORT
The products will be packaged for shipment in accordance with the type of shipping chosen by the supplier and therefore any other costs that the supplier will have to bear, such as, by way of example and not limitation, special packaging, special transport, may be added to the individual invoice or invoiced separately. Unless otherwise agreed in writing, the packaging will not be collected by the supplier and the purchaser will have to personally take care of their use, recycling, storage, or disposal. At the time of delivery, the purchaser is required to verify that the products delivered conform to what was ordered and that their packaging is intact, undamaged, and otherwise unaltered. In case of complaints about the packaging and/or the conformity of the products delivered with what was ordered, the purchaser must immediately report it with a note signed by both the purchaser and the carrier at the bottom of the delivery document, which must be sent by email: mail@levurzym.com to the supplier.If the buyer fails to report the above, the products related to the sale in question will be considered accepted and compliant with the terms of the sales contract, and the buyer will be required to pay for the goods in accordance with the terms of Article 7 set out below.
ART. 4 RISK AND TITLE OF OWNERSHIP
All sales are understood to be FCA supplier's warehouse (Incoterms 2020), unless otherwise specified in the order acceptance. The transfer of risks related to the products takes place at the moment the products leave the supplier's warehouse; consequently, the products travel at the buyer's risk and peril, who is required to take out any insurance policy necessary against damages suffered or caused by the products. Payment will be made in accordance with Article 7 below.
The products will remain the property of the supplier, despite delivery and transfer of risk, until they have been fully paid for.
ART. 5 – COMPLAINTS
A copy of the invoice or the transport document must be attached to the claim. Claims must be made via certified email Pec (levurzym@pec.it) or registered letter sent in advance by email (mail@levurzym.com) to the supplier and must specify in detail the defects being contested.
The supplier may immediately fully assess the claim either remotely or by inspecting the products at their location or through the submission of samples.
If the complaint proves to be unfounded, the buyer shall be required to reimburse the supplier for all expenses incurred (travel, expert evaluation, etc.) for verifying the validity of the complaint; if the complaint is only partially founded, the buyer shall reimburse such costs in a percentage equal to the value of the defective goods compared to the total value of the complaint.
ART. - 6 RETURN OF GOODS
The return of products, due to defects or for other reasons, must be previously authorized by the supplier.
The goods travel at the buyer's expense and risk. When the return of products not conforming to the order is accepted by the supplier, the shipment of conforming products will proceed, in accordance with articles 3 and 10 below, without further liability on the part of the supplier. If the goods returned to the supplier are not found to be defective, but comply with the terms of the sales contract, the buyer shall bear all costs arising from the return.
ART. 7 - PAYMENT AND PENALTIES
Unless otherwise agreed in writing, payment for the products must be made within 30 (thirty) days end of month from the date of invoice issuance.
The bank details indicated by the buyer in the order are considered final and binding for the processing of bank receipts and therefore any unpaid charges will be debited.
In the event of a dispute regarding a delivery, the buyer may not, in any case, suspend payments. If any payment deadline is not met, the remaining deadlines and amounts due, even in relation to different sales, for any other purpose, will become immediately and fully payable by right. In the event of late payment, the supplier may suspend all current orders, without prejudice to any other means of appeal.
The invoicing and payment of the consideration for the products will be carried out, where applicable, in full compliance with the provisions of Legislative Decree 198/2021. In the event of non-compliance with the payment terms, the creditor is entitled to legal default interest, which accrues automatically from the day following the expiry of the term at the rate established mandatorily by the applicable laws.
If the supplier detects a deterioration in the buyer's solvency, it will have the unquestionable right to immediately suspend the execution of existing contracts and to immediately collect the amounts due at maturity.
ART. 8 - PAYMENT FOR PARTIAL SUPPLIES
The supplier may, at its discretion, without the purchaser being able to refuse, deliver part of the ordered supplies instead of the whole. Nothing shall be owed to the purchaser for direct or indirect damages resulting from the lack of undelivered products. Such partial deliveries shall be paid for in accordance with the terms indicated in Article 7 above. The execution of a partial delivery which, to the extent indicated above, does not comply with the sales contract, shall in no way modify the purchaser's obligation to make immediate payment for said partial delivery.
ART. 9 - TAXES AND DUTIES
All prices indicated in the quotation and in the sales contract are understood to be net of taxes, duties, and various levies. The buyer is required to pay all taxes and/or duties levied on the goods or on their use or on their transfer or assignment, with respect to which the law requires or allows the supplier to exercise the right of recourse against the buyer.
In the event that the buyer claims that such transaction is not subject to any of these taxes, that he himself is exempt, or that the supplier does not have the right to collect, the buyer shall provide the supplier with all necessary documentation supporting his assertion and allow the supplier to document its possible decision not to collect such taxes and/or duties.
ART. 10 – WARRANTY
The supplier guarantees that the Products are suitable for their intended use and free from defects or irregularities that significantly compromise their suitability for the declared use or their value. The supplier also guarantees that the quality of the Products is in line with and conforms to the specifications provided.
Any defects and/or non-conformities of the supplied products must be communicated to the supplier in writing, no later than 8 (eight) days from delivery to the buyer's warehouse in relation to evident defects and/or from their discovery in the case of hidden defects. The validity of the warranty will not exceed the period ending with the expiry date of the products and in any case will not exceed a period of one (1) year from delivery.
The supplier will carry out the necessary checks on the existence of the reported defects and, if applicable, will replace the defective and/or non-compliant product and will bear the transport costs.
The supplier undertakes to provide any missing quantities, once it has been established that there are discrepancies for which they are responsible, within ten (10) days from the date on which such discrepancy is finally ascertained, bearing the transportation costs.
The warranty does not apply if the Products have been tampered with, altered, or damaged during transport, or stored, preserved, used, and maintained in violation of the supplier's instructions provided in the technical data sheets of each Product, or if the original Trademarks have been removed from the Products or altered, or if the Product is used beyond its Expiry Date.
In the event of supplier liability in relation to a defective Product, the supplier shall only be obliged to replace such defective Product at the supplier's expense, to be provided within a reasonable period. Such replacement remains the sole and exclusive remedy provided by the supplier. Therefore, any further liability on the part of the supplier is expressly excluded.
In the event that a mandatory provision provides for the right to compensation in addition to the remedy provided for in this clause, compensation for punitive damages, loss of profit, loss of business, and damage to image and reputation are excluded.
ART. 11 FORCE MAJEURE
The supplier cannot be held liable for failure to fulfill its obligations or part thereof if such non-fulfillment is due to the occurrence of a force majeure event pursuant to Articles 1256 and 1467 of the Italian Civil Code. Force majeure means any unforeseeable, unavoidable event not dependent on the will of the supplier, such as, by way of example and not limited to, fires, collapses, floods, pandemics, lack of supplies, shortage of raw materials, disruptions in transport, strikes, lockouts, restrictions related to a worsening of the Covid-19 pandemic or other diseases, and so on.
Art. 12. MISCELLANEOUS
The Italian version of these GTC prevails over versions in other languages.
The supplier's liability is always limited to cases of willful misconduct or gross negligence on the part of the supplier, it being understood that no provision of these GTC or of the Contract may be interpreted as excluding or limiting in advance the liability for willful misconduct or gross negligence of the supplier.
If any provision of these GTC or the Contract (or part thereof) is invalid or ineffective in any jurisdiction: (a) this shall not affect the validity and effectiveness of such provision in other jurisdictions, nor the validity and effectiveness of the remaining provisions (or the remaining part of the provision in question) or the validity and effectiveness of the GTC or the Contract as a whole; and (b) the invalid or ineffective provision shall be replaced by a valid and effective provision that reflects, to the maximum extent permitted, the essential purpose of the invalid or ineffective provision.
Art. 13 - COMPETENT COURT AND APPLICABLE LAW
For all disputes arising from the supply of the products indicated in the quotation and from the execution of the sales contract, the Court of Ascoli Piceno shall have exclusive jurisdiction.
All disputes will be governed exclusively by Italian law, with the exclusion of the application of the 1980 Vienna Convention.
For matters not covered by these general terms and conditions of sale, read, approved, and signed by the parties, reference is made to the provisions of the Italian Civil Code, to all mandatory and binding requirements for the Parties provided by Legislative Decree 198/2021, and to EU Directive 2019/633.