1 – Scope of application
1.1 These General Conditions of Sale apply to all supplies of products branded Original Birth SpA and are based on a B2B (business-to-business) approach focused on authorized distribution.
1.2 Any exceptions, special conditions or modifications to these General Conditions of Sale will be valid only if specifically agreed in writing between Original Birth SpA and the buyer.
1.3 Any agreements, written and/or verbal commitments by Agents, Distributors and/or external collaborators of Original Birth SpA do not bind the latter unless expressly confirmed in writing by Original Birth SpA
2 – Products and orders
2.1 Orders must be sent in writing and are considered accepted only upon order confirmation from the Supplier.
3 – Subject of the Orders
3.1 Each order relates exclusively to the products expressly specified therein.
4 – Prices
4.1 The Original Birth SpA price lists do not constitute an offer and are purely indicative and may be modified unilaterally without notice.
4.2. The products are invoiced at the indicative price in the relevant order as accepted by Original Birth’s order confirmation, net of VAT or other future charges imposed by the legislator.
5 – Delivery terms
5.1 The choice of carrier and related costs are governed by the commercial agreements included in the order. Responsibility for the goods transfers upon delivery to the chosen carrier.
5.2. Original Birth SpA reserves the right to proceed with partial deliveries unless otherwise specifically agreed.
5.3 Delivery times for orders placed by Original Birth SpA are indicative and non-binding. Original Birth SpA reserves the right to modify them unless otherwise agreed in writing between the parties. Any delays do not entitle the order to cancel or request compensation.
6 – Complaints
6.1 Upon receipt of the goods, the customer must immediately check the condition and conformity of the products.
6.2 All complaints regarding the conformity of the products to the order, including quantity, must be made in writing, under penalty of forfeiture, and communicated promptly to Original Birth SpA. It is understood that late complaints will not be considered.
7 – Manufacturer’s warranty
7.1. Original Birth SpA guarantees its new products with a one-time replacement or a refund of the documented purchase price for any manufacturing defects that make the products unsuitable for their intended use for a period of 12 (twelve) months from delivery.
In derogation from the aforementioned duration, only for the Shock Absorbers range, the Original Birth SpA warranty will extend to 24 (months) or 80,000 km (eighty thousand) of mileage in relation to the limit that occurs first between the two.
The original defect or fault must be reported by the purchaser within 8 days of discovery, unless otherwise agreed upon in the contract. This is a one-time only claim against the party who first asserted the warranty. The warranty period begins on the day the product was installed on the vehicle, or, in other cases, on the date of purchase.
7.2 No returns will be accepted without prior written authorization after completing the specific return procedure for technical verification of the defect or error with the related mandatory documentation which will include proof of purchase and evidence supporting the use that has been made of the product.
7.3 The warranty does not cover materials or parts thereof subject to normal wear and tear. Damage not originally present upon delivery by Original Birth SpA, i.e., damage caused by the customer or third parties due to negligence and/or incompetence, or damage resulting from transport, is also excluded. Therefore, the warranty does not cover damage resulting from incorrect assembly/improper use outside of the normal/agreed use, or from unauthorized alterations/repairs to the product, such as incorrect storage, use of the product on non-road vehicles, or failure to comply with vehicle maintenance obligations.
7.4 Original Birth SpA is not liable for indirect damages, machine downtime, loss of profits or other consequential damages such as assembly and disassembly resulting from the products supplied by Original Birth SpA.
7.5 The warranty activation process must be completed in writing via official company email/certified email channels.
8 – Payment Terms
8.1 Payments must be made within the terms indicated on the invoice or in the order confirmation.
8.2 Failure to pay authorizes Original Birth SpA to suspend supplies and apply default interest as required by law.
8.3 Any dispute regarding the goods does not suspend the payment obligation nor authorize any compensation unless otherwise agreed in writing.
8.4 Once the credit limit assigned to the customer has been exceeded, Original Birth SpA reserves the right to suspend all orders that exceed the value of the credit limit granted.
9 – Patents, Trademarks, Distinctive Signs
9.1 The customer expressly acknowledges that the name Original Birth SpA, its brand, its graphic composition and the know-how relating to the products supplied constitute the intellectual and industrial property of Original Birth SpA
9.2 The customer may not, under any circumstances, without the prior written authorization of Original Birth SpA, use, delete or remove any indication relating to its distinctive signs.
9.3 The use of references to OE codes is for identification purposes only.
10 – Miscellaneous
10.1 These General Conditions of Sale apply to all supplies of products, regardless of their nature, made by Original Birth SpA and may not be assigned to third parties without written consent. The invalidity of one clause does not affect the validity of the remaining clauses. Amendments to these clauses must be made in writing.
11 – Privacy
The customer authorizes the processing of his/her personal data pursuant to EU Regulation 2016/679 (GDPR).
12 – Disputes and applicable law
12.1. The applicable law is Italian law, to the extent permitted by law, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG). The competent court for all disputes is that of Santa Maria Capua Vetere (CE), where this is the Company’s registered office.
