1.1 IK Multimedia Production srl General Terms and Conditions shall exclusively apply. We do not accept any terms and conditions of the other contracting party contrary to or deviating from our own unless we have expressly agreed this in writing.
1.2 IK Multimedia Production srl is entitled to modify or supplement these terms and conditions at any time subject to an appropriate term of notification.
2.1 All offers and prices are non-binding.
2.2 The contract shall be deemed as concluded upon written confirmation of the order by IK Multimedia Production srl or upon first fulfillment action regarding said order.
2.3 The contract is finalised subject to the condition that we ourselves are supplied correctly and sufficiently in advance by our suppliers. This shall only be true in the event that we are not answerable for non-delivery.
3.1 The amount and due date of the purchase price are determined in the contract with the customer.
3.2 Payments shall be due without any deductions immediately on invoicing. They will always be set off against the oldest outstanding invoice.
3.3 Belated changes to purchase orders at the customer's request including additional expenses incurred by said change shall be invoiced separately to the customer.
Shipment might be subject to import duties and taxes. Additional charges for customs clearance must be borne by you; we have no control over these charges and cannot predict what they might be. Please be aware that cross-border shipments are subject to opening and inspection by customs authorities.
5.1 Delivery deadlines and services shall only be deemed to be agreed with the customer on a binding basis, if they have been expressly confirmed by us as binding in writing or by e-mail.
5.2 In case of default of delivery, IK Multimedia Production srl shall only be liable for damages caused by gross negligence or wilful intent on our part.
5.3 In delivering the products, which according to the agreement presuppose the customer's use of the Internet, IK Multimedia srl shall be responsible for the regularity of data traffic within the IK Multimedia srl network and such connecting networks for which it has explicitly assumed responsibility. The customer accepts that IK Multimedia srl is not accountable for failure to deliver caused by impairment of data traffic on the Internet outside of the scope of influence of IK Multimedia srl as mentioned and defined above.
5.4 Please note that all download sales are final. IK Multimedia Production srl cannot issue product refunds once a download transaction has begun or cancel any contract for services connected to a download purchase once a download is initiated.
If the buyer is a company, the risk of accidental destruction and accidental deterioration of the merchandise shall pass to the buyer as soon as the merchandise is handed over.
If the merchandise purchased is shipped, the risk of accidental destruction and accidental deterioration shall pass to the buyer as soon as the merchandise is delivered to the forwarding agent, carrier or any person appointed for shipping the merchandise, provided that the buyer is a company.
7.1 The customer must verify conformity of the delivered products with the contract immediately upon receipt and must report any detected defects to us without delay. Should he neglect to promptly inspect the products and give notice of defects, the delivered products shall be deemed as accepted, unless the defect was not recognizable upon inspection. Defects detected at a later date should also be reported to IK Multimedia Production srl immediately; otherwise, the goods shall be deemed as accepted with regard to these defects. The notification of defects must be made in writing and the notified defect must be described in detail.
7.2 If we have negligently breached a cardinal or material contractual duty, the obligation to provide compensation is limited to the damage typically foreseeable under the contract.
7.3 The warranty period is subject to the regulation of the states where the product is spread.
8.1 If the other contracting party is a company, the merchandise shall remain our property until full payment of all outstanding claims or claims still arising from the business relationship with the ordering party no matter of which type or on which legal basis. In case of a current account, the title so reserved shall be deemed to secure the account balance receivable.
8.2 When entering into contracts with consumers, we shall reserve title to the merchandise pending full payment of the purchase price.
8.3 In the event of the other contracting party’s default in payment or any other conduct in breach of the contract, we shall additionally be entitled to take the merchandise back. If we take the merchandise back in such cases, we shall not withdraw from the sales contract by so doing. Withdrawal requires an explicit written declaration.
9.1 In respect of software produced by IK Multimedia Production srl itself, Copyright Law and the provisions of the respective license agreement shall apply which is located on the installer of the software. You have to agree to the license agreement before you can use the software. No copies of software or documentations must be made unless this is expressly permitted.
9.2 The copyright as well as the source code for created programs shall remain with IK Multimedia Production srl. Without prior consent, it is fundamentally forbidden for the customer to modify, translate, reverse-engineer, decompile, or disassemble the software or the pertinent material or to produce works derived from the software, unless this is permitted by law. The customer may not change labels, copyright notices and ownership information of IK Multimedia Production srl products.
10.1 To the extent that our liability for compensation of damages is excluded or limited, the same shall apply to any and all claims on account of culpa in contrahendo, infringement of collateral duties (positive violation of contractual duty).
10.2 Claims specified in Product Liability Law shall remain unaffected by the provision of paragraph 1 above.
10.3 If we breach duties by ordinary negligence, our liability shall be limited to the direct average damage typically foreseeable under the contract for the type of merchandise concerned.
10.4 Wherever our liability is excluded or limited, this shall also be true for the personal liability of our employees, staff members, associates, representatives and vicarious agents.
11.1 If our customer is a merchant within the meaning of the Commercial Code, venue and place of fulfilment shall be deemed to be Modena. However, we shall also be entitled to bring an action against the ordering party at its place of residence or business seat.
11.2 Italian law shall exclusively apply.
Should provisions of these General Terms and Conditions and/or the contract be or become invalid, the validity of the remaining provisions shall remain unaffected. The invalid provision shall be deemed to be replaced with a valid one that corresponds to the purpose of the agreement or at least comes closest to achieving the same commercial result originally intended by the contractual parties, had they been aware of the invalidity of the provision. The same shall apply for any incompleteness in the contract.