OP CF 1 Manual De Uso página 29

OP S.r.l.
25131 BRESCIA - Via Serpente, 97 - Tel. 030/3580401 - Fax 030/3580838
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due by Client, from such payment. Seller, therefore, may reasonably anticipate or
postpone the delivery of all or part of Products, without thereby entitling the Client to
demand the resolution of all or part of the Agreement nor the payment of compensation
for damages or indemnification, or to invoke any other liability of Seller, unless the
delay from the effective delivery and that established in the Order Confirmation is
higher than 60 days. In this case, if Client acknowledges in writing that he has no more
interest in making the purchase, the Seller shall not proceed to delivery, unless the
delay can be attributed to the Client or is, in any case, beyond Seller's control.
In this case, should the Client communicate in writing that it is no more interested to
purchase, the Seller shall not proceed to delivery, unless the delay is attributable to the
Client or, in any case, beyond Seller's control, including but not limited to the following
circumstances: i) Client fails to provide, in time, the details or materials necessary for
the manufacturing of Products or require variations pending the execution and these are
accepted by the Seller; ii) Client delays to answer the request for approval of designs or
executive patterns; iii) Client fails to comply with payments related to past sales. In
these cases the Seller may suspend the deliveries until the Client executes the due
payments.
In the event the Client fails to take delivery of all or part of the Products, for facts that
can be attributed to Client or, in any case, beyond Seller's control, the Client shall bear
the risks and costs for the Products' custody and the Seller may, at its sole discretion,
demand the agreement's execution, or declare its total or partial resolution. In both
cases, the Seller is entitled to request compensation for damages.
In no event the Seller shall be responsible for delays in delivery caused by force
majeure, default of third parties, decisions of public authorities, strikes, etc.
9. Price and payment conditions
Products' prices are indicated in the Seller's Order Confirmation and shall be at net of
VAT, taxes, stamp duties, customs fees, duties and any additional burden.
Unless otherwise agreed in written form, the payments shall be executed by Client
under the terms specified in the Seller's Order Confirmation and at Seller's domicile or at
the bank account indicated by Seller. In case of delay in payment, Client shall pay the
interests calculated - automatically and without any formal notice - at the rate provided
for by D. Lgs. no. 231/02 increased by three percentage points, without prejudice for
the Seller to claim higher damages and the resolution of the Agreement. Disputes that
may arise between the Parties can not in any way exempt Client from its obligations to
diligently comply with the terms and conditions of payment.
10. Retention of Title/Romalpa Clause
Seller retains the property of the supplied Products until full payment of the agreed
price. Seller also retains the property of the Products' project, which in no circumstances
shall be disclosed or sold to third parties.
11. Right to suspend the performance; Termination
Without prejudice to any express provision on termination contained in these General
Conditions and provided for by the applicable law, Seller shall be entitled to suspend or
cancel the execution of any order also if already confirmed, or to subject the Products'
delivery to the condition of full payment in advance of the price and any other amounts
due or to require adequate warranties, in the event of non compliance or delays in the
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