General Terms of Purchase

1. Validity
Only our terms of purchase apply. If the supplier has terms of its own, we accept them only where agreed in writing.
Where the supplier submits an offer in response to our enquiry, it is essential that the offer meets our requirements exactly and that any deviation is clearly stated.
We reserve the right to ask the supplier for reasonable changes to the design and execution of the supplied item. In that case, the effects of the changes — particularly on cost and delivery times — must be agreed between us.

2. Payment and deliveries
Paying an invoice does not automatically mean we accept the delivery as compliant with the contract, nor that we waive our right to raise any defects in the goods. If a delivery is defective, we reserve the right to withhold payment until it has been duly completed. We also reserve any other rights of set-off and retention available to us by law. i costi per le successive consegne.
The supplier may not make partial deliveries without our express approval, Otherwise it must bear the full cost of the further deliveries.

3. Changes
Events of force majeure — such as unforeseen production stoppages, unrest, government measures, changes in market conditions and other unavoidable events — release the parties from their obligations to the extent, and for as long as, the disruption lasts. Each party must keep the other reasonably informed and adjust its obligations in good faith to the changed circumstances.

4. Packaging and transport
Goods must be packaged as required to prevent damage in transit. The supplier is liable for any damage caused by defective packaging.

5. Quality
The supplier guarantees that it uses identified, inspected and traceable raw materials, and equipment, machinery and devices that are regularly checked and maintained for the production process.
We reserve the right to carry out internal audits — by ourselves or by third parties, as agreed — to confirm that the above requirements are being met.

6. Industrial and intellectual property
The supplier must consult us before any subcontracting. Subcontracting may take place only with our express consent.
We may expressly specify the raw material to be used (quality, origin, and so on); in that case, any departure from our specification must be expressly agreed with us.
Any parts and/or materials we supply remain our property. The supplier must store them separately, mark them clearly, and ensure they are adequately insured — at its own expense — against fire, water, theft and other damaging events.

7. Confidentiality of information
The supplier must treat all commercial and technical information and data as strictly confidential. This also includes binding its own sub-suppliers to the same confidentiality.

8. Governing law
Swiss law (the Swiss Code of Obligations) applies exclusively.
The sole place of jurisdiction is that of Tusa Precision Tools SA, in Lugano.

TUSA PRECISION TOOLS SA
Zaghini Marco
CEO