Common use of Prices and Payments Clause in Contracts

Prices and Payments. Prices are: a) EXW, ex Calvi factory, b) net of any tax, duty and/or due, c) net of shipping and transport costs. Payments shall be effected by the Buyer in accordance with the terms and procedures explicitly indicated and agreed in writing in the CO, terms and procedures shall be considered mandatory, binding and essential. Any early payment before the terms indicated and agreed in writing in the CO shall be considered as payment in advance. Any payments effected to any agents, representatives and/or sales collaborators shall not considered effected and, therefore, they don’t free the Buyer from his obligation, until the relevant amounts are not received by Xxxxx. No exception of any kind, even owing to supposed or also ascertained faults, defects or deviations of Products, can be claimed to exclude or delay the payment of invoices, that shall be effected according to the terms and conditions indicated in the CO. The Buyer shall, therefore, be bound to the complete payment of Products, even in case of exceptions, claims and/or disputes to be only settled after the payment of the amount due by the Buyer. The Buyer renounces in advance the offsetting with any credits of the Company, of any order and kind, unless otherwise agreed in writing and signed by the Parties in the CO. In case of instalment payment, the non-payment even of a single instalment and/or part of it, in compliance with the terms and conditions indicated in the CO, will entitle Calvi to declare that the Buyer has lost the benefit of the instalment payment term with consequent collectability of the whole credit. Whenever in Xxxxx’s opinion the Buyer’s financial status can jeopardize their creditor’s rights resulting from the supply, Xxxxx will be authorized to suspend the execution of the supply till the Buyer can issue an adequate guarantee to be agreed in writing between the Parties about his solvency with reference to the complete payment of the supply of Products. Any delayed payment and/or non-payment and/or payment irregularities non conforming to the terms indicated in the CO authorize Calvi to: a) suspend the supplies in progress, even if not concerning the payment in question; and b) modify the payment and discount terms for the supply concerned by the delayed payment and/or the non-payment and for the following supplies, even by requesting the advance payment or the issue of further guarantees; c) request, starting from the date of maturity of the payment and without formally placing in default, the overdue interests on the amount still due, at the rate prescribed by the law provisions presently in force for business transactions (in particular the legislative decree 231/2002 and following modifications and integrations and the EEC Directive 2000/35/CE), anyway, without prejudice to Xxxxx’s right to request from the Buyer the compensation for further damages owing to the delayed payment and/or the non-payment and/or the irregular payment. Moreover, in the above mentioned cases, each amount due on any account to Calvi by the Buyer immediately becomes receivable.

Prices and Payments. Prices are: a) EXW, ex Calvi factory, b) net of any tax, duty and/or due, c) net of shipping and transport costs. It should be noted that the equipment necessary for the production of the products remains Xxxxx's property and that the price that the Buyer pays, where required, represents only a partial contribution to the design of the profile and the cost of the equipment itself. The maintenance necessary to keep the equipment efficient is borne by Xxxxx, except in special cases to be agreed in writing. However, Calvi guarantees the exclusive use of the equipment. Payments shall be effected carried out by the Buyer in accordance with the terms and procedures explicitly indicated and agreed in writing in the CO, terms and procedures shall be considered mandatory, binding and essential. Any early payment before the terms indicated and agreed in writing in the CO shall be considered as payment in advance. Any payments effected to any agents, representatives and/or sales collaborators shall not be considered as effected and, therefore, they don’t free the Buyer from his obligation, until the relevant amounts are not received by Xxxxx. No exception of any kind, even owing to supposed or also ascertained faults, defects or deviations of Products, can be claimed to exclude or delay the payment of invoices, that shall be effected according to the terms and conditions indicated in the CO. The Buyer shall, therefore, be bound to the complete payment of Products, even in case of exceptions, claims and/or disputes to be only settled after the payment of the amount due by the Buyer. The Buyer renounces in advance the offsetting with any credits of the Company, of any order and kind, unless otherwise agreed in writing and signed by the Parties in the CO. In case of instalment payment, the non-payment even of a single instalment and/or part of it, in compliance with the terms and conditions indicated in the CO, will entitle Calvi to declare that the Buyer has lost the benefit of the instalment payment term with consequent collectability of the whole credit. Whenever in Xxxxx’s opinion the Buyer’s financial status can jeopardize their creditor’s rights resulting from the supply, Xxxxx will be authorized to suspend the execution of the supply till the Buyer can issue an adequate guarantee to be agreed in writing between the Parties about his solvency with reference to the complete payment of the supply of Products. Any delayed payment and/or non-payment and/or payment irregularities non non-conforming to the terms indicated in the CO authorize Calvi to: a) suspend the supplies in progress, even if not concerning the payment in question; and; b) modify the payment and discount terms for the supply concerned by the delayed payment and/or the non-non- payment and for the following supplies, even by requesting the advance payment or the issue of further guarantees; c) request, starting from the date of maturity of the payment and without formally placing in default, the overdue interests on the amount still due, at the rate prescribed by the law provisions presently in force for business transactions (in particular the legislative decree 231/2002 and following modifications and integrations and the EEC Directive 2000/35/CE), anyway, without prejudice to Xxxxx’s right to request from the Buyer the compensation for further damages owing to the delayed payment and/or the non-payment and/or the irregular payment. Moreover, in the above mentioned cases, each amount due on any account to Calvi by the Buyer immediately becomes receivable.

Prices and Payments. Prices are: a) EXWa. The Products, ex Calvi factoryprices, b) net credit and payment terms are identified in the Company's price list(s), credit application form and Exhibit B herein, for Products as they are issued from time to time (hereinafter called the "Price List"). Dealer acknowledges receipt of the current Price List for Products authorized for sale by Dealer. Subject to paragraph 9, the parties agree that the Price List and each of the terms and conditions contained in the Price List and Exhibit B, in their current form or as modified by the Company from time to time, at the Company's discretion, shall be considered an integral part of this Agreement. No provisions contained in Dealer's purchase orders or other business forms which are in addition to or different from the terms and conditions stated in the Price Lists or this Agreement shall be of any taxforce or effect whatsoever under any circumstances, duty and the Company's failure to object to any such provisions shall not be deemed a waiver of its rights to the contrary. When new Price Lists are issued to Dealer by the Company, they shall automatically become a part of this Agreement and shall supersede all prior Price Lists as of their specified effective dates. b. Federal, state or municipal taxes now or hereafter imposed with respect to all sales and/or duethe production, ctreatment, manufacture, delivery, transportation or proceeds of the Products specified against such sales (except income taxes applicable to the Company) net will be for the sole account of shipping Dealer, and transport costsif paid or required to be paid by the Company, the amount thereof will be added to and become part of the price payable by Dealer to Company. Payments Sales or use taxes of any kind in any way related to the Products, which are required by law to be collected or paid by the Company, shall be effected by additional to Products' prices quoted in the Buyer Price Lists. c. If, in accordance with the terms and procedures explicitly indicated and agreed in writing applicable Price List or the other agreement of the parties, Products are sold to Dealer on open account, Dealer shall pay to the Company the full amount of the purchase price of the Products, net of any specified discount for prompt or early payment, upon the due date specified in the COCompany's invoice therefor. All open accounts unpaid beyond the due date of invoice will bear interest at an annual rate of eighteen percent (18%). If, terms and procedures under applicable state law, such rate is usurious, then the rate of interest shall be considered mandatorythe maximum legal rate of interest allowable in such state. d. In the event Dealer's account with the Company is past due, binding the Company may, in addition to any other remedies it may have under this Agreement or otherwise: (i) refuse any orders placed by Dealer or cancel or delay shipments of Products or parts; (ii) declare all sums owed to the Company by Dealer immediately due and essential. Any early payment before payable; and (iii) make further sales of the terms indicated Products to Dealer on a C.O.D. or cash in advance basis only. e. Dealer hereby grants to the Company a security interest in all Products the Company sells to Dealer and agreed all sales proceeds of Dealer with respect thereto, and Dealer agrees that, upon the Company's request, Dealer will forthwith execute any and all financing statements and other documents that may be necessary in writing order to create a perfected security interest therein in favor of the Company (in each jurisdiction requested by the Company). f. In the event that it becomes necessary for the Company to institute litigation or arbitration to collect sums owed by Dealer, Dealer shall be responsible for all attorney's fees and costs incurred by the Company in connection with such litigation or arbitration, should a judgment or award in the CO shall Company's favor be considered as payment in advance. Any payments effected to any agents, representatives and/or sales collaborators shall not considered effected and, therefore, they don’t free the Buyer from his obligation, until the relevant amounts are not received by Xxxxx. No exception of any kind, even owing to supposed or also ascertained faults, defects or deviations of Products, can be claimed to exclude or delay the payment of invoices, that shall be effected according to the terms and conditions indicated in the CO. The Buyer shall, therefore, be bound to the complete payment of Products, even in case of exceptions, claims and/or disputes to be only settled after the payment of the amount due by the Buyer. The Buyer renounces in advance the offsetting with any credits of the Company, of any order and kind, unless otherwise agreed in writing and signed by the Parties in the CO. In case of instalment payment, the non-payment even of a single instalment and/or part of it, in compliance with the terms and conditions indicated in the CO, will entitle Calvi to declare that the Buyer has lost the benefit of the instalment payment term with consequent collectability of the whole credit. Whenever in Xxxxx’s opinion the Buyer’s financial status can jeopardize their creditor’s rights resulting from the supply, Xxxxx will be authorized to suspend the execution of the supply till the Buyer can issue an adequate guarantee to be agreed in writing between the Parties about his solvency with reference to the complete payment of the supply of Products. Any delayed payment and/or non-payment and/or payment irregularities non conforming to the terms indicated in the CO authorize Calvi to: a) suspend the supplies in progress, even if not concerning the payment in question; and b) modify the payment and discount terms for the supply concerned by the delayed payment and/or the non-payment and for the following supplies, even by requesting the advance payment or the issue of further guarantees; c) request, starting from the date of maturity of the payment and without formally placing in default, the overdue interests on the amount still due, at the rate prescribed by the law provisions presently in force for business transactions (in particular the legislative decree 231/2002 and following modifications and integrations and the EEC Directive 2000/35/CE), anyway, without prejudice to Xxxxx’s right to request from the Buyer the compensation for further damages owing to the delayed payment and/or the non-payment and/or the irregular payment. Moreover, in the above mentioned cases, each amount due on any account to Calvi by the Buyer immediately becomes receivableentered.

Prices and Payments. Prices are: a) EXWa. The Products, ex Calvi factoryprices, b) net credit and payment terms are identified in the Company's price list(s), credit application form and Exhibit B herein, for Products as they are issued from time to time (hereinafter called the "Price List"). Dealer acknowledges receipt of the current Price List for Products authorized for sale by Dealer. Subject to paragraph 9, the parties agree that the Price List and each of the terms and conditions contained in the Price List and Exhibit B, in their current form or as modified by the Company from time to time, at the Company's discretion, shall be considered an integral part of this Agreement. No provisions contained in Dealer's purchase orders or other business forms which are in addition to or different from the terms and conditions stated in the Price Lists or this Agreement shall be of any taxforce or effect whatsoever under any circumstances, duty and the Company's failure to object to any such provisions shall not be deemed a waiver of its rights to the contrary. When new Price Lists are issued to Dealer by the Company, they shall automatically become a part of this Agreement and shall supersede all prior Price Lists as of their specified effective dates. b. Federal, state or municipal taxes now or hereafter imposed with respect to all sales and/or duethe production, ctreatment, manufacture, delivery, transportation or proceeds of the Products specified against such sales (except income taxes applicable to the Company) net will be for the sole account of shipping Dealer, and transport costsif paid or required to be paid by the Company, the amount thereof will be added to and become part of the price payable by Dealer to Company. Payments Sales or use taxes of any kind in any way related to the Products, which are required by law to be collected or paid by the Company, shall be effected by additional to Products' prices quoted in the Buyer Price Lists. c. If, in accordance with the terms and procedures explicitly indicated and agreed in writing applicable Price List or the other agreement of the parties, Products are sold to Dealer on open account, Dealer shall pay to the Company the full amount of the purchase price of the Products upon the date specified in the COCompany's invoice Net 30 days. All open accounts unpaid beyond the due date of invoice will bear interest at an annual rate of eighteen percent (18%). If, terms and procedures under applicable state law, such rate is usurious, then the rate of interest shall be considered mandatorythe maximum legal rate of interest allowable in such state. d. In the event Dealer's account with the Company is past due, binding the Company may, in addition to any other remedies it may have under this Agreement or otherwise: (i) refuse any orders placed by Dealer or cancel or delay shipments of Products or parts; (ii) declare all sums owed to the Company by Dealer immediately due and essential. Any early payment before payable; and (iii) make further sales of the terms indicated Products to Dealer on a C.O.D. or cash in advance basis only. e. Dealer hereby grants to the Company a security interest in all Products the Company sells to Dealer and agreed all sales proceeds of Dealer with respect thereto, and Dealer agrees that, upon the Company's request, Dealer will forthwith execute any and all financing statements and other documents that may be necessary in writing order to create a perfected security interest therein in favor of the Company (in each jurisdiction requested by the Company). f. In the event that it becomes necessary for the Company to institute litigation or arbitration to collect sums owed by Dealer, Dealer shall be responsible for all attorney's fees and costs incurred by the Company in connection with such litigation or arbitration, should a judgment or award in the CO shall Company's favor be considered as payment in advance. Any payments effected to any agentsentered. g. SUBJECT TO APPLICABLE LAW, representatives and/or sales collaborators shall not considered effected and, therefore, they don’t free the Buyer from his obligation, until the relevant amounts are not received by Xxxxx. No exception of any kind, even owing to supposed or also ascertained faults, defects or deviations of Products, can be claimed to exclude or delay the payment of invoices, that shall be effected according to the terms and conditions indicated in the CO. The Buyer shall, therefore, be bound to the complete payment of Products, even in case of exceptions, claims and/or disputes to be only settled after the payment of the amount due by the Buyer. The Buyer renounces in advance the offsetting with any credits of the Company, of any order and kind, unless otherwise agreed in writing and signed by the Parties in the CO. In case of instalment payment, the non-payment even of a single instalment and/or part of it, in compliance with the terms and conditions indicated in the CO, will entitle Calvi to declare that the Buyer has lost the benefit of the instalment payment term with consequent collectability of the whole credit. Whenever in Xxxxx’s opinion the Buyer’s financial status can jeopardize their creditor’s rights resulting from the supply, Xxxxx will be authorized to suspend the execution of the supply till the Buyer can issue an adequate guarantee to be agreed in writing between the Parties about his solvency with reference to the complete payment of the supply of Products. Any delayed payment and/or non-payment and/or payment irregularities non conforming to the terms indicated in the CO authorize Calvi to: a) suspend the supplies in progress, even if not concerning the payment in question; and b) modify the payment and discount terms for the supply concerned by the delayed payment and/or the non-payment and for the following supplies, even by requesting the advance payment or the issue of further guarantees; c) request, starting from the date of maturity of the payment and without formally placing in default, the overdue interests on the amount still due, at the rate prescribed by the law provisions presently in force for business transactions (in particular the legislative decree 231/2002 and following modifications and integrations and the EEC Directive 2000/35/CE), anyway, without prejudice to Xxxxx’s right to request from the Buyer the compensation for further damages owing to the delayed payment and/or the non-payment and/or the irregular payment. Moreover, in the above mentioned cases, each amount due on any account to Calvi by the Buyer immediately becomes receivableTHE COMPANY SHALL HAVE THE RIGHT TO IMPOSE PERFORMANCE STANDARDS OTHER AND DIFFERENT THAN THOSE SET FORTH HEREIN AT ANY TIME IN ITS SOLE AND EXCLUSIVE DISCRETION.

Prices and Payments. Prices are: a) EXW, ex Calvi Xxxxx factory, b) net of any tax, duty and/or due, c) net of shipping and transport costs. It should be noted that the equipment necessary for the production of the products remains Xxxxx'x property and that the price that the Buyer pays, where required, represents only a partial contribution to the design of the profile and the cost of the equipment itself. The maintenance necessary to keep the equipment efficient is borne by Xxxxx, except in special cases to be agreed in writing. However, Xxxxx guarantees the exclusive use of the equipment. Payments shall be effected carried out by the Buyer in accordance with the terms and procedures explicitly indicated and agreed in writing in the CO, terms and procedures shall be considered mandatory, binding and essential. Any early payment before the terms indicated and agreed in writing in the CO shall be considered as payment in advance. Any payments effected to any agents, representatives and/or sales collaborators shall not be considered as effected and, therefore, they don’t free the Buyer from his obligation, until the relevant amounts are not received by Xxxxx. No exception of any ofany kind, even owing to owingto supposed or also ascertained faults, defects or deviations ordeviations of Products, can be claimed to exclude or delay the payment of invoices, that shall be effected according to the terms and conditions indicated in the CO. The Buyer shall, therefore, be bound to the complete payment of Products, even in case of exceptions, claims and/or disputes to be only settled after the payment of the amount due by the Buyer. The Buyer renounces in advance the offsetting with any credits of the Company, of any order and kind, unless otherwise agreed in writing and signed by the Parties in the CO. In case of instalment payment, the non-payment even of a single instalment and/or part of it, in compliance with the terms and conditions indicated in the CO, will entitle Calvi Xxxxx to declare that the Buyer has lost the benefit of the instalment payment term with consequent collectability of the whole credit. Whenever in Xxxxx’s Xxxxx’x opinion the Buyer’s financial status can jeopardize their jeopardizetheir creditor’s rights resulting from the supply, Xxxxx will be authorized to suspend the execution of the supply till the Buyer can issue an adequate guarantee to be agreed in writing between the Parties about his solvency with reference to the complete payment of the supply of Products. Any delayed payment and/or non-payment and/or payment irregularities non non-conforming to the terms indicated in the CO authorize Calvi Xxxxx to: a) suspend the supplies in progress, even if not concerning the payment in question; and; b) modify the payment and discount terms for the supply concerned by the delayed payment and/or the non-non- payment and for the following supplies, even by requesting the advance payment or the issue of further guarantees; c) request, starting from the date of maturity of the ofthe payment and without andwithout formally placing in placingin default, the overdue interests on the amount still due, at the rate prescribed by the law provisions presently in force for business transactions (in particular the legislative decree 231/2002 and following modifications and integrations and the EEC Directive 2000/35/CE), anyway, without prejudice to Xxxxx’s Xxxxx’x right to request from the Buyer the compensation for further damages owing to the delayed payment and/or the non-payment and/or the irregular payment. Moreover, in the above mentioned cases, each amount due on any account to Calvi Xxxxx by the Buyer immediately becomes receivable.

Prices and Payments. Prices are: a) EXW, ex Calvi Sipa factory, b) net of any tax, duty and/or due, c) net of shipping and transport costs. Payments shall be effected by the Buyer in accordance with the terms and procedures explicitly indicated and agreed in writing in the CO, terms and procedures shall be considered mandatory, binding and essential. Any early payment before the terms indicated and agreed in writing in the CO shall be considered as payment in advance. Any payments effected to any agents, representatives and/or sales collaborators shall not considered effected and, therefore, they don’t free the Buyer from his obligation, until the relevant amounts are not received by XxxxxSipa. No exception of any kind, even owing to supposed or also ascertained faults, defects or deviations of Products, can be claimed to exclude or delay the payment of invoices, that shall be effected according to the terms and conditions indicated in the CO. The Buyer shall, therefore, be bound to the complete payment of Products, even in case of exceptions, claims and/or disputes to be only settled after the payment of the amount due by the Buyer. The Buyer renounces in advance the offsetting with any credits of the Company, of any order and kind, unless otherwise agreed in writing and signed by the Parties in the CO. In case of instalment payment, the non-payment even of a single instalment and/or part of it, in compliance with the terms and conditions indicated in the CO, will entitle Calvi Sipa to declare that the Buyer has lost the benefit of the instalment payment term with consequent collectability of the whole credit. Whenever in XxxxxSipa’s opinion the Buyer’s financial status can jeopardize their creditor’s rights resulting from the supply, Xxxxx Sipa will be authorized to suspend the execution of the supply till the Buyer can issue an adequate guarantee to be agreed in writing between the Parties about his solvency with reference to the complete payment of the supply of Products. Any delayed payment and/or non-payment and/or payment irregularities non conforming to the terms indicated in the CO authorize Calvi Sipa to: a) suspend the supplies in progress, even if not concerning the payment in question; and b) modify the payment and discount terms for the supply concerned by the delayed payment and/or the non-non- payment and for the following supplies, even by requesting the advance payment or the issue of further guarantees; c) request, starting from the date of maturity of the payment and without formally placing in default, the overdue theoverdue interests on the amount still due, at the rate prescribed by the law provisions presently in force for business transactions (in particular the legislative decree 231/2002 and following modifications and integrations and the EEC Directive 2000/35/CE), anyway, without prejudice to XxxxxSipa’s right to request from the Buyer the compensation for further damages owing to the delayed payment and/or the non-payment and/or the irregular payment. Moreover, in the above mentioned cases, each amount due on any account to Calvi Sipa by the Buyer immediately becomes receivable.

Prices and Payments. Prices are: a) EXW, ex Calvi Xxxxx factory, b) net of any tax, duty and/or due, c) net of shipping and transport costs. It should be noted that the equipment necessary for the production of the products remains Xxxxx'x property and that the price that the Buyer pays, where required, represents only a partial contribution to the design of the profile and the cost of the equipment itself. The maintenance necessary to keep the equipment efficient is borne by Xxxxx, except in special cases to be agreed in writing. However, Xxxxx guarantees the exclusive use of the equipment. Payments shall be effected carried out by the Buyer in accordance with the terms and procedures explicitly indicated and agreed in writing in the CO, terms and procedures shall be considered mandatory, binding and essential. Any early payment before the terms indicated and agreed in writing in the CO shall be considered as payment in advance. Any payments effected to any agents, representatives and/or sales collaborators shall not be considered as effected and, therefore, they don’t free the Buyer from his obligation, until the relevant amounts are not received by Xxxxx. No exception of any kind, even owing to supposed or also ascertained faults, defects or deviations of Products, can be claimed to exclude or delay the payment of invoices, that shall be effected according to the terms and conditions indicated in the CO. The Buyer shall, therefore, be bound to the complete payment of Products, even in case of exceptions, claims and/or disputes to be only settled after the payment of the amount due by the Buyer. The Buyer renounces in advance the offsetting with any credits of the Company, of any order and kind, unless otherwise agreed in writing and signed by the Parties in the CO. In case of instalment payment, the non-payment even of a single instalment and/or part of it, in compliance with the terms and conditions indicated in the CO, will entitle Calvi Xxxxx to declare that the Buyer has lost the benefit of the instalment payment term with consequent collectability of the whole credit. Whenever in Xxxxx’s Xxxxx’x opinion the Buyer’s financial status can jeopardize their creditor’s rights resulting from the supply, Xxxxx will be authorized to suspend the execution of the supply till the Buyer can issue an adequate guarantee to be agreed in writing between the Parties about his solvency with reference to the complete payment of the supply of Products. Any delayed payment and/or non-payment and/or payment irregularities non non-conforming to the terms indicated in the CO authorize Calvi Xxxxx to: a) suspend the supplies in progress, even if not concerning the payment in question; and; b) modify the payment and discount terms for the supply concerned by the delayed payment and/or the non-non- payment and for the following supplies, even by requesting the advance payment or the issue of further guarantees; c) request, starting from the date of maturity of the payment and without formally placing in default, the overdue interests on the amount still due, at the rate prescribed by the law provisions presently in force for business transactions (in particular the legislative decree 231/2002 and following modifications and integrations and the EEC Directive 2000/35/CE), anyway, without prejudice to Xxxxx’s Xxxxx’x right to request from the Buyer the compensation for further damages owing to the delayed payment and/or the non-payment and/or the irregular payment. Moreover, in the above mentioned cases, each amount due on any account to Calvi Xxxxx by the Buyer immediately becomes receivable.

Prices and Payments. Prices are: a) EXW, ex Calvi Sipa factory, b) net of any tax, duty and/or due, c) net of shipping and transport costs. It should be noted that the equipment necessary for the production of the products remains Sipa's property and that the price that the Buyer pays, where required, represents only a partial contribution to the design of the profile and the cost of the equipment itself. The maintenance necessary to keep the equipment efficient is borne by Sipa, except in special cases to be agreed in writing. However, Sipa guarantees the exclusive use of the equipment. Payments shall be effected carried out by the Buyer in accordance with the terms and procedures explicitly indicated and agreed in writing in the CO, terms and procedures shall be considered mandatory, binding and essential. Any early payment before the terms indicated and agreed in writing in the CO shall be considered as payment in advance. Any payments effected to any agents, representatives and/or sales collaborators shall not considered effected and, therefore, they don’t free the Buyer from his obligation, until the relevant amounts are not received by XxxxxSipa. No exception of any kind, even owing to supposed or also ascertained faults, defects or deviations of Products, can be claimed to exclude or delay the payment of invoices, that shall be effected according to the terms and conditions indicated in the CO. The Buyer shall, therefore, be bound to the complete payment of Products, even in case of exceptions, claims and/or disputes to be only settled after the payment of the amount due by the Buyer. The Buyer renounces in advance the offsetting with any credits of the Company, of any order and kind, unless otherwise agreed in writing and signed by the Parties in the CO. In case of instalment payment, the non-payment even of a single instalment and/or part of it, in compliance with the terms and conditions indicated in the CO, will entitle Calvi Sipa to declare that the Buyer has lost the benefit of the instalment payment term with consequent collectability of the whole credit. Whenever in XxxxxSipa’s opinion the Buyer’s financial status can jeopardize their creditor’s rights resulting from the supply, Xxxxx Sipa will be authorized to suspend the execution of the supply till the Buyer can issue an adequate guarantee to be agreed in writing between the Parties about his solvency with reference to the complete payment of the supply of Products. Any delayed payment and/or non-payment and/or payment irregularities non conforming to the terms indicated in the CO authorize Calvi Sipa to: a) suspend the supplies in progress, even if not concerning the payment in question; and b) modify the payment and discount terms for the supply concerned by the delayed payment and/or the non-payment and for the following supplies, even by requesting the advance payment or the issue of further guarantees;. c) request, starting from the date of maturity of the payment and without formally placing in default, the overdue interests on the amount still due, at the rate prescribed by the law provisions presently in force for business transactions (in particular the legislative decree 231/2002 and following modifications and integrations and the EEC Directive 2000/35/CE), anyway, without prejudice to XxxxxSipa’s right to request from the Buyer the compensation for further damages owing to the delayed payment and/or the non-payment and/or the irregular payment. Moreover, in the above above-mentioned cases, each amount due on any account to Calvi Sipa by the Buyer immediately becomes receivable.

Prices and Payments. Prices are: a(1) EXWThe prices apply to the agreed scope of services and deliveries. Additional, ex Calvi factory, b) net of any tax, duty and/or due, c) net of shipping supplementary and transport costs. Payments special services shall be effected by the Buyer invoiced separately. All prices are stated in accordance with the terms and procedures explicitly indicated and agreed in writing EURO ex work plus packaging, statutory VAT, customs charges in the CO, terms case of exports as well as fees and procedures other public levies. (2) Cash discounts shall only be applied upon explicit agreement to do so. (3) The purchase price shall be considered mandatorydue and payable within 14 days from invoice date and delivery and/or approval of the goods. However, binding and essential. Any early OCULUS may, at any time, even within the scope of an ongoing business relationship, complete delivery, in whole or part thereof, only if payment before the terms indicated and agreed in writing in the CO shall be considered as payment is made in advance. Any payments effected OCULUS shall declare such reservation no later than in the order confirmation. (4) Once the above payment deadline expires, the Customer enters default. The respective applicable statutory default interest shall be added to any agentsthe purchase price during the default period. OCULUS reserves the right to assert further-reaching damages caused by default. The entitlement to claim business default interest from business persons remains unaffected (Section 353 of the German Commercial Code (Handelsgesetzbuch – HGB)). (5) The Customer may only offset payment against its own counter-claims or withhold payment based on such claims, representatives and/or sales collaborators if they are undisputed or legally binding. This shall not considered effected and, therefore, they don’t free apply if the Buyer from his obligation, until offsetting ban in the relevant amounts are not received by Xxxxx. No exception specific service agreement would force the Customer to pay in full for a defective or unfinished service despite being entitled to assert counter-claims in the amount of any kind, even owing to supposed the costs for rectifying such defect or also ascertained faults, defects or deviations the cost of Products, can be claimed to exclude or delay the payment of invoices, completion. (6) If it becomes apparent that shall be effected according our purchase price claim is endangered due to the terms and conditions indicated in the CO. The Buyer shall, therefore, be bound Customer‘s inability to pay (e.g. due to the complete payment commencement of Productsinsolvency proceedings), even in OCULUS is entitled to withdraw from the agreement under the legal provisions regarding the refusal to provide services (Section 321 of the German Civil Code (Bürgerliches Gesetzbuch – BGB)), if applicable after granting a period of grace. In the case of exceptionsagreements on the manufacture of untenable items (one-off production), claims and/or disputes to be only settled after we may declare our withdrawal immediately. This shall not affect the payment of legal provisions regarding the amount due by the Buyer. The Buyer renounces in advance the offsetting with any credits of the Company, of any order and kind, unless otherwise agreed in writing and signed by the Parties in the CO. In case of instalment payment, the non-payment even dispensability of a single instalment and/or part period of it, in compliance with the terms and conditions indicated in the CO, will entitle Calvi to declare that the Buyer has lost the benefit of the instalment payment term with consequent collectability of the whole credit. Whenever in Xxxxx’s opinion the Buyer’s financial status can jeopardize their creditor’s rights resulting from the supply, Xxxxx will be authorized to suspend the execution of the supply till the Buyer can issue an adequate guarantee to be agreed in writing between the Parties about his solvency with reference to the complete payment of the supply of Products. Any delayed payment and/or non-payment and/or payment irregularities non conforming to the terms indicated in the CO authorize Calvi to: a) suspend the supplies in progress, even if not concerning the payment in question; and b) modify the payment and discount terms for the supply concerned by the delayed payment and/or the non-payment and for the following supplies, even by requesting the advance payment or the issue of further guarantees; c) request, starting from the date of maturity of the payment and without formally placing in default, the overdue interests on the amount still due, at the rate prescribed by the law provisions presently in force for business transactions (in particular the legislative decree 231/2002 and following modifications and integrations and the EEC Directive 2000/35/CE), anyway, without prejudice to Xxxxx’s right to request from the Buyer the compensation for further damages owing to the delayed payment and/or the non-payment and/or the irregular payment. Moreover, in the above mentioned cases, each amount due on any account to Calvi by the Buyer immediately becomes receivablegrace.

Prices and Payments. Prices are: a) EXW, ex Calvi factory, b) net of any tax, duty and/or due, c) net of shipping and transport costs. It should be noted that the equipment necessary for the production of the products remains Calvi's property and that the price that the Buyer pays, where required, represents only a partial contribution to the design of the profile and the cost of the equipment itself. The maintenance necessary to keep the equipment efficient is borne by Calvi, except in special cases to be agreed in writing. However, Calvi guarantees the exclusive use of the equipment. Payments shall be effected carried out by the Buyer in accordance with the terms and procedures explicitly indicated and agreed in writing in the CO, terms and procedures shall be considered mandatory, binding and essential. Any early payment before the terms indicated and agreed in writing in the CO shall be considered as payment in advance. Any payments effected to any agents, representatives and/or sales collaborators shall not be considered as effected and, therefore, they don’t free the Buyer from his obligation, until the relevant amounts are not received by XxxxxCalvi. No exception of any kind, even owing to supposed or also ascertained faults, defects or deviations of Products, can be claimed to exclude or delay the payment of invoices, that shall be effected according to the terms and conditions indicated in the CO. The Buyer shall, therefore, be bound to the complete payment of Products, even in case of exceptions, claims and/or disputes to be only settled after the payment of the amount due by the Buyer. The Buyer renounces in advance the offsetting with any credits of the Company, of any order and kind, unless otherwise agreed in writing and signed by the Parties in the CO. In case of instalment payment, the non-payment even of a single instalment and/or part of it, in compliance with the terms and conditions indicated in the CO, will entitle Calvi to declare that the Buyer has lost the benefit of the instalment payment term with consequent collectability of the whole credit. Whenever in XxxxxCalvi’s opinion the Buyer’s financial status can jeopardize their creditor’s rights resulting from the supply, Xxxxx Calvi will be authorized to suspend the execution of the supply till the Buyer can issue an adequate guarantee to be agreed in writing between the Parties about his solvency with reference to the complete payment of the supply of Products. Any delayed payment and/or non-payment and/or payment irregularities non non-conforming to the terms indicated in the CO authorize Calvi to: a) suspend the supplies in progress, even if not concerning the payment in question; and; b) modify the payment and discount terms for the supply concerned by the delayed payment and/or the non-payment and for the following supplies, even by requesting the advance payment or the issue of further guarantees; c) request, starting from the date of maturity of the payment and without formally placing in default, the overdue interests on the amount still due, at the rate prescribed by the law provisions presently in force for business transactions (in particular the legislative decree 231/2002 and following modifications and integrations and the EEC Directive 2000/35/CE), anyway, without prejudice to XxxxxCalvi’s right to request from the Buyer the compensation for further damages owing to the delayed payment and/or the non-payment and/or the irregular payment. Moreover, in the above mentioned cases, each amount due on any account to Calvi by the Buyer immediately becomes receivable.