We attempt to keep our general terms and conditions as brief and as
comprehensible as possible whilst complying with legal requirements and
standards. In case you have any questions concerning our terms and conditions
please do not hesitate to contact us.
Your smartEbike team
● Formation of Contract / Price / Payment
- These General Terms and Conditions (hereinafter also “GTC”) shall apply
to the supply of products and services of smartEbike (hereinafter also
“Seller” or “smartEbike”) to customers (hereinafter also “Buyer”). The
application of opposing, conflicting and/or supplementing conditions
(irrespective of form) is hereby expressly excluded, the same shall not
form part of the contractual relationship unless agreed upon in writing by
- The contract of purchase is concluded with the irrevocable receipt of the
down-payment (generally 50% of the total order) on the smartEbike
company account. From this moment on the contract of purchase is
binding for both Buyer and Seller.
- The balance payment for the product is due 5 working days prior to the
shipping date of the product and is also to be made to the smartEbike
company account. The invoice for the balance payment is normally
dispatched to the Buyer 10 working days prior to the date of shipment.
The product will be released for shipping upon receipt of the final balance
payment on the smartEbike company account.
- If the final invoice for the balance payment is not settled on time, the
delivery will be postponed until the balance payment has been received by
the Seller. In case of an extensive delay in receiving the balance payment
– i.e. exceeding the payment deadline by 7 days – the Seller retains its
claim for remuneration, regardless of whether the work is completed /
dispatched to the Buyer. Should this lead to savings on part of the Seller
and/or the possibility to utilize the product otherwise, this shall be
deducted from the remuneration owed by the Buyer. The down-payment
will not be deducted from such remuneration. The Seller retains the right
to charge storage fees for the product and/or to exercise any other
remedy (including, without limitation, damages).
- The Buyer shall only be entitled to withhold payments or set-off any
payment against a claim of the Seller to the extent that such a claim has
been acknowledged in writing or determined by a court of law with final
and binding effect.
- The Buyer waives the right to rescind a contract concluded with the Seller
due to “laesio enormis”.
● Delivery and Delay
- The dispatch date will normally be announced to the Buyer upon
receipt of the down-payment. Generally, the dispatch date is
approximately 60 days after having received the down-payment, this
is not, however, a binding commitment. As the overall order situation
may vary seasonally, the Seller cannot guarantee a consistent
production time or time for delivery.
- The Buyer may make a formal request to the Seller to fulfill the
contract if the indicated dispatch date has been exceeded by two
weeks. With this formal request the Seller will officially be in arrears.
However, the Buyer may make a claim for compensation for the
damage caused by the delay solely in case of intent or gross
negligence on part of the Seller; liability for damages in case of
ordinary negligence on part of the Seller is herewith excluded. The
Seller shall not be liable if the Buyer would have incurred the
damage also in absence of the delay.
- In case of a delay in shipping of the product or accessories which is
(verifiably) caused by delayed deliveries by component suppliers, a
claim for compensation / damages by the Buyer shall be excluded.
Written proof of the circumstances causing the delay may be
requested from the Seller. The delivery period shall be extended by
the period corresponding to the delay in delivery by suppliers.
- Deviations in the construction and form of the product as well as in
the colour, grain, appearance and scope of delivery, remain reserved
as long as these changes are customary and reasonable for the
Buyer. The Seller is obliged to indicate substantial and noticeable
changes in the product to the Buyer.
- In case of a considerable change of the workload or delay of a
service and repair contract, the Seller will keep the Buyer updated as
to the changes and will communicate an estimated date of
completion. Furthermore, in such a case, the Seller reserves the right
to charge the Buyer any additional costs associated with a change in
the scope of repair (compared to a previous cost estimate) after
- The Seller shall not be liable for impossibility of delivery or
performance or for delays due to an event of force majeure / other
impediments beyond the Seller’s control (such as natural disasters,
armed conflicts, epidemics / pandemics, strikes, fires, floods,
industrial disputes, operational disruptions, changes in the official
approval or legal situation and official orders that are not
attributable to the usual operating risk) or other events that were
unforeseeable at the time the contract was concluded (such as
operational disruptions of any kind, difficulties in the procurement of
materials or energy, traffic disruptions, transport delays, shortages
of labour, energy or raw materials, difficulties in obtaining necessary
official permits, non-delivery, incorrect delivery or late delivery by
suppliers) for which the Seller is not responsible. If such events
make it substantially more difficult or impossible for the Seller to
provide the delivery or service and the hindrance is not only of
temporary duration, the Seller shall be entitled to withdraw from the
contract. In the event of hindrances of temporary duration, the
delivery or performance dates shall be prolonged by the period of
the persistence of the hindrance plus a reasonable start-up period,
without this constituting a default in performance.
● Acceptance, Transfer of Goods
- In case the Buyer does not accept delivery of the product more than
7 calendar days after the announced dispatch date, the Buyer shall
be deemed to be in default of acceptance. Where the Buyer is in
default of acceptance, the Seller may at its sole discretion (i) deposit
the consignment with a court with discharging effect at the cost of
the Buyer; or (ii) store the consignment with discharging effect at
the sole risk of the Buyer and charge the same with any associated
costs (including storage costs); or (iii) after a respective notification
to the Buyer, sell the goods on the open market and charge the
Buyer with any associated costs, or (iv) withdraw from the contract.
Any statutory rights of the Seller (including, without limitation, for
damages) remain unaffected.
- Unless agreed otherwise, delivery shall be Bagnolo Cremasco (CR)
via Enrico Mattei 110. The risk of loss and damage is borne by the
Buyer from the point in time when the goods are entrusted to the
carrier by the Seller.
● Retention of Title
- The Seller retains full title to the delivered products until payment
has been received in full.
- As long as the retention of title is effective, the Buyer is not
permitted to pledge any third-party agreements involving the
product. The Buyer shall also protect the delivered goods against
impairment and damage. The assertion of the reservation of title
does not constitute a withdrawal from the contract, unless such a
withdrawal is expressly declared.
- There is a 12-month statutory warranty period on the product from
the date the same has been transferred to the Buyer.
- It is expressly agreed that minor deviations with regard to colour,
structure, foiling, screen/parasol, assembly, etc. from a product
description or illustration do not constitute material defects. The
same applies to products that contain special features at the
request of the Buyer (e.g. inscriptions, printing colours, foils, size,
components used, etc.), since in this case the Buyer is responsible
for incorrect information or expressed requests.
- In case of a defect of the product, the Buyer may request that the
defect be fixed or a substitute product is provided (at the Seller’s
discretion), as long as the claims are economically reasonable. If a
defect cannot be fixed or a substitution is impossible or
unreasonable, the Buyer may ask for a reduction of payment or
rescind the contract (however, the latter shall only apply if the defect
is not a minor one).
- The Buyer shall notify the Seller of any defects of the goods which
have been discovered by inspection in the ordinary course of
business after delivery within a reasonable period of time, however,
not exceeding 14 calendar days. A hidden defect shall also be
reported within a reasonable period of time, however, no later than 7
calendar days after its discovery.
- External damage to the transport packaging (usually transport box)
must be reported immediately and noted by the Buyer on the
- In the case of a justified rescission of contract, the Seller can claim
compensation for the use made of the product, depending on the
type of use and the condition of the product at the time of return.
- Where the contract is for the sale of used products, any warranty is
- There is a 12-month warranty on repair work carried out in respect
of affected parts; this period commences on the day the repaired
product is delivered to the Buyer.
- Some of the components installed into or applied to the product
(cooling units, batteries, cooking devices, etc.) originate with third-
party manufacturers. Under certain circumstances, these third-party
manufacturers provide a contractual guarantee for their products.
The Seller shall inform the Buyer about the components used and
the related warranty conditions, if any, upon request.
- The Buyer is obliged to provide proof to the Seller that a defect
was already existent at the date of delivery in case the defect is
● continuous use of the product by the Buyer even though the product is or
was damaged, which could lead to additional damage; or
● the product being used improperly or having been overstrained (for
example because of overload, improper transport or use of the product for
purposes it is not intended to be used for); or
● improper maintenance of the product which causes damage or
exacerbates pre-existing damage; or
● additional parts having been installed into the product which were not
approved of by the Seller, or the product having been improperly altered by
a third party; or
● the Buyer not acting according to the maintenance and care guidelines of
the product (including, without limitation, the user manual).
If the Buyer is not capable of providing such proof, the Seller is under no
obligation for warranty/liability compensation or other claims.
- Regular wear and tear is excluded from any liability for defects or
- The personal liability of the legal representatives, agents and
company employees of the Seller is excluded when damage is
caused due to ordinary negligence. This limitation shall not apply to
- In any case, ordinary negligence shall not constitute grounds for
liability on the part of the Seller or its legal representatives, vicarious
agents or employees.
- Purely financial loss as consequential damages or lost profits
caused by the defectiveness of the product are only to be
compensated in case of intent on the part of the Seller. This
limitation shall not apply to personal injury. Any liability of the Seller
towards the Buyer for financial losses of third parties is excluded.
- Liability pursuant to the provisions of the Product Liability Act shall
● Place of Jurisdiction, applicable law, place of performance, severability
- The exclusive place of jurisdiction for all legal disputes arising
directly or indirectly from the contractual relationship between the
Seller and the Buyer shall be the competent court for Vicenza.
However, the Seller shall be free to initiate legal proceedings against
the Buyer at any other available venue (including the general venue
of the Buyer).
- These General Terms and Conditions and the contractual
relationship between the Seller and the Buyer shall be governed by
the laws of the Republic of Austria, to the exclusion of its conflict of
laws provisions and the UN Convention on Contracts for the
International Sale of Goods.
- Place of performance for all deliveries and payments is the
registered office of the Seller.
- The language of the contract is Italian or English, regardless of
which language was used in pre-contractual contact or negotiations
between the parties.
- Should one of the provisions of these GTC be or become illegal,
invalid or ineffective, this shall not affect the validity of the
remaining provisions. As long as the parties have not agreed on an
alternative provision, the invalid provision shall be replaced by a
valid provision which takes into account as far as possible the
economic purpose of the provision and the intention of the parties
when concluding this agreement.