These legal terms and conditions govern all quotations, order acceptances, product sales, and distribution contracts executed by eMergy Tech S.r.l. for B2B industrial clients, OEMs, and system integrators worldwide. By issuing a purchase order to eMergy Tech S.r.l., the buyer fully acknowledges and agrees to the commercial parameters outlined below.
All confirmed orders placed by the Buyer are deemed firm, final, and strictly non-cancellable. eMergy Tech S.r.l. reserves the sole right to modify or cancel confirmed orders only under extraordinary operational circumstances, manufacturing disruptions, or events of Force Majeure.
Unless alternative written arrangements are formally agreed upon by eMergy Tech S.r.l., all deliveries are executed on Freight Collect / Ex-Works (EXW) terms via the Buyer’s designated freight forwarder or logistics carrier from the eMergy Tech S.r.l. central warehouse facility.
In cases where full consignment tracking or carrier collection documentation (e.g., consignment note or collection reference number) is unavailable, the pickup personnel must present a formal written authorization letter empowering them to collect goods on behalf of the Buyer.
Payment terms for all commercial supplies shall strictly correspond to the negotiated terms formally recorded and issued in the official Order Confirmation generated by eMergy Tech S.r.l.
For items not readily available in stock or scheduled within active production runs, delivery leads specified in quotations represent the MINIMUM operational timeframe (measured in working weeks) required from order acknowledgment to dispatch readiness.
Standard lead-time estimations explicitly exclude:
Under all such conditions, eMergy Tech S.r.l. and its principal manufacturing partners will exercise all reasonable diligence to minimize delivery disruptions. Neither eMergy Tech S.r.l. nor its principals accept liability for supply delays, factory downtime, operational interruptions, revenue losses, or consequential financial damages incurred by the Buyer.
Upon receipt of a purchase order, irrespective of any requested confirmation timeframe specified by the Buyer, eMergy Tech S.r.l. will issue an official Order Confirmation following production schedule confirmation from the manufacturing plant. The Order Confirmation details confirmed unit pricing and projected dispatch dates.
Where contract pricing is linked to a foreign currency exchange benchmark (e.g., EUR/USD), the Order Confirmation will specify the exchange baseline rate alongside an acceptable fluctuation tolerance band. Final invoice pricing will reflect the official EUR/USD exchange rate published on the shipment document date. If the currency variance exceeds the agreed tolerance threshold, invoice values will be adjusted accordingly.
eMergy Tech S.r.l. extends product warranties in strict alignment with the quality guarantees defined by its represented component manufacturers, effective from the manufacturing lot date code. Technical defects or manufacturing non-conformities must be reported within the manufacturer’s designated warranty period.
Upon factory validation, eMergy Tech S.r.l. will issue a formal Return Material Authorization (RMA) tracking number for product repair or replacement. Warranty coverage strictly excludes defects caused by improper installation, unauthorized modifications, electrical misuse, inadequate maintenance, or mechanical damage.
eMergy Tech S.r.l. shall not be held liable under any circumstances for indirect, incidental, special, or consequential damages — including loss of operational profit, loss of production output, or commercial interruption — arising from the use, application, or inability to integrate supplied components, regardless of prior notification of potential damage risks.
The Buyer acknowledges that the export, re-export, resale, or transfer of power supply products, spare parts, technical documentation, or engineering support services may be restricted under applicable international laws, executive decrees, and economic sanctions enforced by global export control coalitions (GECC).
Sanctions regulatory bodies include the United Nations (UN), the European Union (EU), the United States of America (US), the United Kingdom (UK), and related international trade enforcement authorities governing commercial supply contracts.
The Buyer explicitly warrants that neither its enterprise nor its beneficial owners are listed on designated sanction lists published by international enforcement bodies. The Buyer agrees not to sell, export, or supply eMergy Tech products to restricted persons or entities included on:
The Buyer commits to strict compliance with EU, US, and international restrictive measures prohibiting direct or indirect commercial transactions involving restricted territories — including Russia, Belarus, Crimea, Sevastopol, Donetsk, Luhansk, Kherson, and Zaporizhzhia regions — ensuring eMergy Tech S.r.l. remains fully compliant with global trade mandates.
Products supplied by eMergy Tech S.r.l. shall not be re-sold or integrated into military explosive systems, non-safeguarded civil nuclear installations, chemical/biological weapons developments, missile delivery systems, or equipment restricted under Regulation (EU) 2019/125 concerning anti-torture and human rights protections.
The Buyer guarantees that any downstream resale, transfer, or redistribution of supplied hardware components to secondary buyers will incorporate identical export control compliance obligations, binding all end-users to international trade standards.
The Buyer agrees to fully indemnify and hold harmless eMergy Tech S.r.l. against all claims, fines, liabilities, legal costs, or commercial damages stemming from any breach of export control laws, sanctions regulations, or unauthorized product transfers by the Buyer or its downstream clients.
These General Terms and Conditions of Sale and Supply are governed exclusively by Italian Law. In the event of any contractual dispute, interpretation disagreement, or legal action, the Court of Milan (Italy) holds sole and exclusive jurisdiction.
eMergy Tech S.r.l. reserves the right to amend these terms and conditions. Revised terms will be formally communicated to clients and will apply to all commercial orders acknowledged subsequent to the publication date.