Terms & Conditions

1. Scope/Applicability

These General Terms and Conditions apply to all orders and contractual relationships between M.T. RETI S.A.S. (hereinafter “we”, “us”, “our”) and the customer (“you”, “your”).
Any conflicting or additional terms proposed by you are expressly rejected unless expressly agreed by us in writing.

2. Contract: Subject Matter, Offer & Acceptance

    1. All offers (catalogues, price lists, etc.) are non-binding unless confirmed by us in writing.
    2. The submission of a written order constitutes a binding offer on your part.
    3. Our order confirmation by email (or written document) constitutes acceptance of the offer and makes the contract binding.
    4. The contract covers the supply of goods or services as described in the order.
    5. Minor differences in colour, finish, dimensions or other characteristics may occur for technical or production reasons; such differences do not constitute a defect.
    6. We reserve the right to update technical specifications or product features.

3. Delivery and Payment Terms

  1. Only the delivery terms and payment conditions agreed in the order confirmation shall apply.
  2. We may carry out partial deliveries.
  3. Risk and transport liability shall be borne by you (EXW), unless otherwise agreed (e.g. CIF, DAP).
  4. You must inspect the goods upon receipt and immediately notify us of any visible defects or shortages.
  5. Payment must be made by the agreed due date and to the bank account indicated by us. Delays may result in interest and other remedies (see Section 5.3 of these Terms and Conditions).

4. Delivery and Payment Terms

We may assign receivables arising from our commercial relationship (e.g. for factoring or financing purposes); such assignment does not release you from your obligations.

5. Default & Remedies

    1. If payment is overdue by more than 60 days, we may declare all outstanding receivables immediately due and payable.
    2. We reserve the right to suspend performance, request immediate payment, or terminate contracts.
    3. In the event of late payment, statutory commercial late-payment interest shall be applied to the outstanding amount, calculated at a semi-annual rate equal to the ECB reference rate plus 8 percentage points (e.g. ECB rate, 2nd half of 2025 – 2.15%).
    4. Interest accrues automatically after the payment due date, even without formal notice, and covers damages arising from the delay.

6. Methods of Payment

  1. Payments with discharging effect must be made to the bank account indicated on the invoice/order.
  2. Set-off of claims is not permitted without our prior written consent.
  3. We may require guarantees or other forms of security before accepting an order.

7. Governing Law & Jurisdiction

The contract shall be governed by Italian law, excluding the provisions of the CISG (United Nations Convention on Contracts for the International Sale of Goods), subject to mandatory applicable law.
The exclusive place of jurisdiction shall be the competent court of Termini Imerese, unless otherwise required by mandatory law.

8. Confidentiality

You agree to treat all confidential information of a commercial, technical or operational nature as strictly confidential and not to disclose it to third parties without our prior written consent.
This obligation shall remain in force for 4 years after termination of the contract.

9. Price Adjustments

In the event of changes in duties, taxes, raw material costs or other charges that materially affect costs, we reserve the right to adjust the contractual price, providing justification and supporting documentation.

10. Warranties

    1. Visible defects must be reported within 7 days of receipt.
    2. Hidden defects must be reported upon discovery and in any case within 15 days.
    3. Returns or replacements require prior authorization and may involve handling or restocking costs.
    4. The warranty shall be void in the event of alterations, improper use or unauthorized processing.
    5. Warranty rights expire one year from delivery of the goods to the customer.

11. Limitation of Liability

    1. Our liability is limited to direct damages up to the total value of the goods supplied.
    2. We shall not be liable for loss of profits, indirect, incidental or consequential damages, except in cases of gross negligence or wilful misconduct.
    3. You are responsible for compliance with health, safety, environmental and legal regulations in the handling of the goods.

12. Intellectual Property & Use of Trademarks

All intellectual and industrial property rights in the products, designs, trademarks, trade names, etc. remain our exclusive property unless otherwise agreed.
Trademarks may be used only in accordance with brand guidelines and with our prior written consent, clearly indicating ownership.

13. Miscellaneous

We may suspend or terminate the contract in the event of force majeure.
If any provision is invalid or unenforceable, it shall be interpreted to the maximum extent permitted by law, and the remaining provisions shall remain in force.

Any situations not governed herein require clarification or integration to define responsibilities and operating procedures.

Any amendments must be made in writing.