GENERAL CONDITIONS OF SALE

1       VALIDITY

1.1     The general contract conditions set out below govern the supply, sale and provision of services contracts concluded by ABTools srl with its customers in a uniform manner.

1.2     The general contract conditions are considered known and accepted as valid and binding upon the conclusion of the single contract.

1.3     The clauses, conditions and other ancillary negotiating elements, if they modify or derogate from these general conditions, must be prepared and accepted in writing under penalty of nullity and ineffectiveness.

2       OFFERS AND PERFORMANCE OF CONTRACT

2.1     The data, photographs, drawings, dimensions, weights and all technical data contained in the catalogues, advertising publications, IT and electronic media are indicative of the characteristics of the product, but do not in themselves constitute promised or of the products supplied and, therefore, can be modified at any time until the conclusion of the contract.

2.2     ABTools srl holds the copyright on the catalogues, on IT and electronic media, as well as on other sales documents, which, therefore, cannot be reproduced or transferred to third parties.

2.3     The offers of ABTools srl are not binding for the offerer.

2.4     The customer's order is binding and irrevocable pursuant to art. 1329 of the civil code for the duration of twenty days from its receipt.

2.5     ABTools srl has the right to accept the order within the aforementioned term both by written confirmation and by initiating the execution of the contract, by shipping the ordered goods.

2.6     The contract is understood to be concluded at the ABTools srl headquarters.

2.7     After the deadline for acceptance of the proposal has expired, the customer's order must in any case be canceled in writing.

2.8     If, after twenty days from receipt of the order, ABTools srl undertakes the execution of the contract in good faith before having received notice of the revocation of the order, the customer must indemnify ABTools srl for the expenses and losses incurred for the execution of the contract started.

2.9     ABTools srl may revoke the acceptance of the order, provided that the revocation is known to the customer before the acceptance itself.

2.10  Items included in previous catalogs but not in the current one, if available, will be supplied at updated prices.

2.11  Articles in particular execution (even if offered in the catalogue), or made on the express request of the customer or other items not in the catalog made and/or supplied on indication, drawing, etc. of the customer, cannot be considered a "mail order" within the meaning of the law that regulates sales made away from commercial premises (law No. 50 of 01.15.1991) and therefore do not fall within the scope of this law. This excludes the right of withdrawal provided for by the aforementioned law.

3       PRICES AND PAYMENT CONDITIONS

3.1     Unless otherwise agreed in writing between the parties, ABTools srl applies the prices indicated in its catalogs and price lists in force at the time of receipt of the order to the concluded contracts.

3.2     The indicated prices do not include VAT. due by law. The catalogs and price lists can be consulted or requested free of charge at the ABTools srl offices.

3.3     Orders will be processed with an additional charge as a contribution to shipping and packing costs.

3.4     The invoices issued by ABTools srl must be paid within the term established in writing between the parties, at the domicile of the creditor, pursuant to art. 1182 of the Italian Civil Code, even if the payment is made by draft or bank receipt (RI.BA.).

3.5     In the event of non-compliance with the payment term, the contract is considered terminated by law, pursuant to art. 456 of the Civil Code without sending any notice to be fulfilled, when ABTools srl declares to the customer its intention to make use of this termination clause. In this case, the contract is terminated with retroactive effect, obliging the customer to return what was received, based on the rules on repetition and unjust enrichment.

3.6     In any case, ABTools srl may request compensation for damages, also applying arrears interest equal to the annual legal interest rate increased by 7 points as provided for by art. 5 DL 231/2002 starting from the first day following the expiry of the payment term.

3.7     Payment reminders sent by ABTools srl after the payment term has expired will entitle the customer to request a supplement of € 10.00 for each reminder.

3.8     In the event of late payments, ABTools srl reserves the right to process any orders in progress with advance payment or cash on delivery.

3.9   For purchases of quantities lower than our packaging unit, a 20% surcharge will be applied to the net value ordered, due to higher management costs.

4       RETURNS

4.1     Any returns due to incorrect orders must be authorized by ABTools srl upon written request which must be sent within 8 working days of delivery of the goods, together with the details of the invoice or DDT or a copy thereof. In case of authorization of the return, the goods must be received carriage paid to the address indicated by ABTools srl, complete with any accessories and in the original packaging.

4.2     The returned material must not have been used and must be returned to ABTools srl in conditions such as to be relocated to the warehouse for subsequent sale without any intervention. Otherwise the costs for the rearrangement of the goods will be charged.

4.3     ABTools srl will charge the customer, as reimbursement of expenses, an amount equal to 5% of the taxable value of the returned goods and, in any case, not less than €10.00.

4.4     Returns or material exchanges are not accepted for special tools.

5       DELIVERY TIME

5.1     ABTools srl, in the case of large orders, has the right to carry out partial deliveries.

5.2     The delivery term is, however, approximate, never peremptory or essential, unless a precise peremptory delivery term is specified in writing in the order and that it is confirmed by ABTools srl.

5.3     In any case, the delivery period only begins to run after the final clarification of all technical details and the forwarding of all data necessary for the execution of the contract.

5.4     In the event that the parties have agreed in writing the payment of a deposit to be paid by the customer, the delivery term starts from the receipt of the agreed sum.

6       SHIPPING RISK

6.1     Unless otherwise agreed otherwise in writing, ABTools srl sends the goods to the address indicated by the customer.

6.2     If the shipment is delayed due to circumstances attributable to the customer, the risk for the loss or deterioration of the goods rests with the customer starting from the day on which ABTools srl communicates that it is ready for delivery of the goods.

6.3     In all cases of force majeure such as strikes, suspension of transport, etc., ABTools srl will be exempt from the obligation to ship, while such cases cannot constitute cancellation of the order by the purchaser.

7       RESERVED DOMAIN RIGHT

7.1     ABTools srl reserves the right of ownership of the goods supplied until full payment of the supply and any other sum due for any reason by the customer.

7.2     The risks and responsibilities inherent in the use of the goods supplied are borne by the customer from the moment of delivery.

8       WARRANTIES FOR PRODUCT DEFECTS

8.1     At the time of delivery, the customer has the duty to verify that the goods supplied correspond to the order placed in terms of quantity and quality and that they are free from defects detectable by a summary examination conducted with ordinary diligence.

8.2     Claims for damage due to transport must be forwarded to the carrier directly upon receipt with a specific reservation on the courier's delivery note, notifying ABTools srl within and no later than 8 days. After this term, the goods are considered received and accepted.

8.3     Reporting of any non-apparent defects must take place within eight days of discovery, and the relative action is prescribed within one year of delivery pursuant to art. 1495 of the Italian civil code.

8.4     If the goods supplied are defective, ABTools srl has the right to choose whether to eliminate the defect at its own expense or to supply a new product free from defects.

8.5     The customer loses the right to make use of the guarantee if he has used the product without having complied with the instructions contained in the use and maintenance manual supplied by ABTools srl and if he has made changes to the goods supplied or replaced components and used materials not conforming to the original technical specifications.

9       JURISDICTION

9.1     The resolution of disputes relating to the contracts to which these general conditions apply is the responsibility of the Court of Pescara - Italy.

10     INFORMATION

10.1   In compliance with the Legislative Decree of 30 June 2003 n. 196 (Code for the protection of personal data“), you have the right to access and rectify personal data concerning you. If you wish to exercise this right, just write to: ABTools srl, via Raiale 116, 65128 Pescara - Italy e-mail: info@abtools.it

11     GOODS ON APPROVAL

11.1   The goods that can be supplied for evaluation is only that stored in the warehouse and marked in the catalog with the gross price.

11.2   Special tools cannot be supplied for evaluation.

11.3   The maximum validity of the evaluation is 4 weeks after which the goods will be considered as tacitly accepted by the customer and therefore billable.

11.4   The returned goods must be received in the original packaging complete with all accessories and in a condition that can be placed back in the warehouse for sale; any damage or missing parts will be charged at the sale price of the item viewed.