Tokuyama Dental Italy (di seguito “TDI”), informa gli utenti che l’accesso alle pagine di questo sito è regolato dai seguenti termini e modalità:
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Link (collegamenti ipertestuali)
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Il materiale pubblicato nel presente sito appartiene a TDI e non può essere copiato od utilizzato senza specifico consenso di TDI. I marchi presenti in questo sito Internet fanno riferimento ai rispettivi proprietari.
Informazioni non personali
Accedendo a questo sito si implica il vostro consenso per l’utilizzo delle stesse nel modo e nella forma da noi desiderato. Le informazioni non personali sono considerate per propria natura non confidenziali e possono essere utilizzate da TDI, senza limiti esclusivi, per motivi di studio, di marketing, di promozione, di analisi o di monitoraggio dei sistemi
Le informazioni personali saranno regolamentate dal regolamento sulla privacy
General sales conditions
1. Confirmation of order and acceptance
The sale of our products is governed exclusively by these general conditions; any modifications, amendments, exceptions and/or cancellations must be agreed upon exclusively in writing and must be expressly accepted by TOKUYAMA DENTAL ITALY S.R.L..
Furthermore, these general sales conditions, will prevail over any other condition or agreement indicated by the Buyer.
2. Moulds and equipment
At its discretion, in addition to the sales price, TOKUYAMA DENTAL ITALY S.R.L., may apply a contribution for moulds and/or other equipment made on behalf of the Buyer. These moulds and/or equipment will, however, remain the exclusive property of TOKUYAMA DENTAL ITALY S.R.L., unless any specific agreements in writing, to be evaluated on a case by case basis, are drawn up as an exception to the above.
3. Safeguarding of know-how – drawings – technical documents
The Buyer decisively undertakes not to disclose any technical or commercial information or any other data which he might learn about during the contractual relationship. In the event of any breach of the above on the part of the Buyer, TOKUYAMA DENTAL ITALY S.R.L. reserves the right to claim compensation for damages. Likewise, all technical and commercial documents, drawings and designs that TOKUYAMA DENTAL ITALY S.R.L. might exchange with the Buyer during performance of the contract will be subject to the same confidentiality clause.
In the event of any information and/or technical or commercial data disclosed by the Buyer proving to be in violation of the right of industrial property or of the know-how or trademarks and/or patents of third parties, TOKUYAMA DENTAL ITALY S.R.L. may not, for any reason whatsoever, be held liable for said violation and, in the event, of TOKUYAMA DENTAL ITALY S.R.L. proving to be involved in any dispute and/or legal proceedings, lodged against him by third parties for the violation of trademarks, patents, know-how or other industrial secrets resulting from information and/or documents received by the Buyer, the latter undertakes to indemnify and relieve TOKUYAMA DENTAL ITALY S.R.L. from any economic request for compensation and from any direct and/or indirect cost.
Safeguarding of traceability according to Directive 93/42/EC
In order to comply with the traceability requirements of Directive 93/42/EC concerning the CE marking of medical devices, the Buyer is committed to maintain and ensure the traceability of the TOKUYAMA DENTAL ITALY S.R.L. medical devices distributed; if requested the Buyer agrees to send within the following 48 hours the list of the recipients of the lots reported, namely to ensure the withdrawal of the batches reported within 20 days from the receipt of the report, giving evidence to TOKUYAMA DENTAL ITALY S.R.L., both in the cases where it appears as the manufacturer or as the mandatory.
The Buyer also undertakes to ensure the maintenance of the correct storage environmental conditions, both during the transport and the storage, of the Medical Devices branded Tokuyama Dental.
The Buyer is committed to cooperate with TOKUYAMA DENTAL ITALY S.R.L. in the post-market surveillance, transmitting promptly in writing (e-mail or fax) any information about reports / complaints from the market and that can be useful to the identification of the incidents that have involved the Medical Devices branded Tokuyama Dental. The person responsible for the receipt of information is, as of today:
Mr. Stefano Zangrando (Product Manager)
Fax n°: +39 (0)444 339133
If any changes of the person in charge should occur, TOKUYAMA DENTAL ITALY S.R.L. will inform the Buyer promptly.
4. Delivery and transportation
Unless otherwise agreed, delivery shall be ‘ex works’ EXW – Incoterms ICC Paris 2010 .
TOKUYAMA DENTAL ITALY S.R.L. undertakes to respect the delivery times indicated in the order confirmation which, in any case, may not be considered mandatory but are purely indicative. In the event of a possible written agreement stating an exact delivery time, TOKUYAMA DENTAL ITALY S.R.L. may not be held liable for any possible delays in delivery due to causes of force majeure and/or to any fortuitous and extraordinary events (such as, for example, accidents, strikes, transport delays, natural calamities, difficulty in obtaining the raw materials, breakdowns in production plants, etc.). Transportation of the goods is always at the expense and total risk of the Buyer, regardless of the methods chosen either for transportation or for payment; even in the hypothesis in which, as a mere act of courtesy, TOKUYAMA DENTAL ITALY S.R.L. should directly organize transportation (by post parcel, railway, vessel, plane, truck, etc.) on behalf of the Buyer, the risks involved will be at the client’s own responsibility and TOKUYAMA DENTAL ITALY S.R.L., will be expressly exempted from any liability arising from damages due to transportation, unless otherwise agreed to in writing.
5. Terms of payment and overdue payments
The method of payment is in advance. The prices and methods of payment are those shown in the offers issued by TOKUYAMA DENTAL ITALY S.R.L. and, if issued by representatives and/or distributors, are only binding following confirmation and acceptance by TOKUYAMA DENTAL ITALY S.R.L. .
Default or overdue payment of the amount by the due date agreed upon in the order, will entitle TOKUYAMA DENTAL ITALY S.R.L. to claim overdue interest according to the d. lgs. 231/02 and 192/12, starting from expiry of the due date agreed upon.
Defaulting of even one payment instalment shall result in the Buyer’s forfeiture of the instalment benefit in which case he will be held to payment of the full price both for orders already fulfilled or in the process of being fulfilled. Furthermore, TOKUYAMA DENTAL ITALY S.R.L. may invoke articles 1460 and 1461 of the Italian civil code and suspend any possible orders in progress relative to one or more orders already confirmed by TOKUYAMA DENTAL ITALY S.R.L., in the event of an overdue payment resulting in a lack of trust regarding fulfilment by the Buyer, TOKUYAMA DENTAL ITALY S.R.L. reserves the right to terminate the sales contract in accordance with article 1456 of the Italian civil code. Likewise, in the event of default in payment on the part of the Buyer, TOKUYAMA DENTAL ITALY S.R.L. also reserves the discretional right to change the terms of payment already agreed upon and accepted by the parties regarding one or more orders already confirmed by TOKUYAMA DENTAL ITALY S.R.L..
In any case, the goods will remain at the TOKUYAMA DENTAL ITALY S.R.L.’s property untill fully paid, including all secondary claims by the Buyer.
TOKUYAMA DENTAL ITALY S.R.L. may withdraw from the sales contract at any moment whatsoever and stop the deliveries of goods, without any penalty and/or indemnity, or obligation to reimburse the deposits already received in the event of the existence of disputes, the instigation of admonitory, ordinary and/or insolvency proceedings or even out-of-court proceedings attributable to the Buyer, as well as in the event of serious and repeated default in payment.
7. Quantity and quality of the goods
TOKUYAMA DENTAL ITALY S.R.L. will accept only orders which value is more than 150,00= euro, amount that represent the minimum quantity.
All TOKUYAMA DENTAL ITALY S.R.L. products are subjected to quality control procedures during all stages of manufacture in accordance with Tokuyama Dental Corporation internal procedures; any requests for conformity certificates and/or testing certification in regard to supplies must be expressly stipulated in advance on the order.
Any tolerances and/or product variations may derive from the nature of same and are acknowledged by the industrial practices used in the sector, for which TOKUYAMA DENTAL ITALY S.R.L. may not be held liable.
8. Liability for faults and/or defects in the product
TOKUYAMA DENTAL ITALY S.R.L. does not assume any responsibility in regard to the final destination of the product, for which the Buyer may act and choose in full autonomy and awareness, or rather the seller may not be held liable for the fitness or otherwise of the product in regard to socalled “operating conditions” for which the Buyer holds sole responsibility;
TOKUYAMA DENTAL ITALY S.R.L. may not be held liable for any faults and/or defects of the product resulting from irregular damage, negligent storage by the Buyer, incorrect application and/or installation methods, replacements and/or maintenance work performed by third parties, due to chemical, mechanical and/or electrical causes that have no bearing on the product as sold.
Apart from cases of exclusion for all liability as stipulated in point 8) above, TOKUYAMA DENTAL ITALY S.R.L. warrants that it will assume responsibility for any severe structural faults and/or defects in the products sold and will undertake to replace same at no additional cost or to reimburse the price paid subject to return of the goods. No compensation will be offered by TOKUYAMA DENTAL ITALY S.R.L. for any possible direct damage to either the Buyer’s systems or end product.
Returned consignments will not be accepted without TOKUYAMA DENTAL ITALY S.R.L. prior consent. If the Buyer returns merchandise without TOKUYAMA DENTAL ITALY S.R.L.’s prior written consent, does it on his own risk and expense.
Opened packages and any unsaleable goods will not be accepted for return by TOKUYAMA DENTAL ITALY S.R.L. .
This guarantee will only be valid on condition that:
– the Buyer sends written notification, within the 8 day deadline stipulated from the date of delivery, detailing any obvious or evident faults and/or defects;
– the Buyer sends written notification, within the 30 day deadline stipulated following discovery, detailing faults and/or defects that were not immediately evident or only evident following their use and in any case not later than one year after delivery;
– that the Buyer has provided suitable and sufficient “technical specifications”, with respect to which the product conforms, regardless of the final application of the product.
– that the Buyer has used the product in accordance with the instructions and technical methods specified.
In the event of a controversy regarding the existence of a severe structural fault and/or defect reported by the Buyer, this guarantee will not be valid in the case in which the Buyer has not kept, for at least 90 days from notification, the faulty and/or defective product for a cross check between the parties or if within one year from the date of delivery the client has not taken steps to instigate preliminary investigation proceedings in accordance.
In any case, TOKUYAMA DENTAL ITALY S.R.L. may not be held liable for any indirect damages resulting from loss of earnings or a reduction in production.
10. Governing Laws
This sales contract is governed by the general conditions listed herein and for everything not expressly established herein will be governed by the laws pertaining to sales set forth in the Italian civil code (article 1470 and following)
11. Processing of Personal Data Legislative Decree no. 196 of 2003
The Buyer authorizes the processing, communication and dissemination of his personal data by TOKUYAMA DENTAL ITALY S.R.L. for all contractual- legal requirements/fulfilments as well as to allow for a more efficient handling of contractual-commercial relationships including technical advertising updates. Said data may be processed in written form or on paper, magnetic, electronic or telematic supports.
For any other question related with the personal date the Parties expressly applicate Information Privacy mentioned in TOKUYAMA DENTAL ITALY S.R.L. ‘ s website tokuyama.flywheelsites.com.
Any controversy, claim or dispute arising between the parties in connection with the interpretation and fulfilment of this sales contract will be referred to the exclusive jurisdiction of the Courts of Vicenza (Veneto-Italy). This sales contract is likewise exclusively governed by Italian Law.
The Parties hereby expressly exclude the application of the Convention of Vienna about the jurisdiction (Vienna – 1980 – CISG).
(last update May 2015)