Common use of DELIVERY Clause in Contracts

DELIVERY. 4.1. The delivery terms are those indicated in the order confirmation and usually expressed with indication of the week foreseen for the preparation of the goods. 4.2. Unless otherwise agreed between the parties, the delivery terms provided in the order confirmation are purely indicative and not essential for Inarca; any delays will therefore not give the right to the Customer to withdraw from the order and/or to compensation and/or reimbursement of any kind. 4.3. Furthermore, in the case of agreements for a continuous supply, each partial supply will be considered as a stand-alone order: if a partial supply cannot take place or takes place late, this will not entitle the Customer to withdraw from the relative order and/or to compensation and/or reimbursement of any kind, whatever the reason. 4.4. Any reference to commercial terms (Ex Works, FCA, FOB, CIF, and others) contained in the order confirmation, refers to the INCOTERMS of the International Chamber of Commerce, in text in force at the time of conclusion of the contract, except for the exceptions eventually agreed in writing between the parties in the same order confirmation. 4.5. The transport to destination in the place indicated by the Customer, and the transport insurance, such as to cover the value of the products, remain the responsibility of the Customer, unless otherwise specified in the order confirmation. 4.6. The packaging is intended for road transport in cartons; the use of any other packaging may only take place following an agreement with Inarca, it being understood that all additional costs relating to them will be borne by the Customer only. Unless otherwise agreed, Inarca will charge the Customer with the cost of any pallets used for delivery. 4.7. The delivery terms must be redefined by the parties in the following cases: • late payment by the Customer of what may have been due to Inarca as a down payment; • late notification to Inarca of any documentary credit agreed, in the terms referred to in the order confirmation; • changes to the supply agreed after the order confirmation; • timely and complete communication by the Customer of technical data and documents, where required to start production; • force majeure events. 4.8. Finally, in the case of collection of the products by the Customer, if it does not provide for the taking over within 30 (thirty) days from the “goods ready” communication, without prejudice to the passing on to the Customer of the risks of destruction, removal and damage to the products upon expiry of the aforementioned deadline, the Customer will be charged a penalty of 0.1% of the value of the supply for every single week of delay, without prejudice to any further damage that Inarca would suffer as a result of the Customer’s inactivity. In any case, after 2 (two) months from the “goods ready” notification, Inarca will have the right to terminate the contractual relationship with the Customer (pursuant to article 1456 of the Italian Civil Code) and may retain down payments received as partial compensation for damages, subject to further damages, especially for lost earnings.