General conditions for the supply of goods and services

1. General points

This document sets out the general conditions of supply for the Ampacet group applied in Italy (hereinafter also referred to as the “Buyer”), which shall apply to all current and potential suppliers, regardless of their legal status (for example companies, freelance professionals and artisans).

Document last updated: 25 May 2018

2. Corporate responsibility and compliance

According to the Global Buyer’s Code of Conduct, a document that the Supplier hereby declares that it is aware of, the Supplier shall respect the conventions issued by the ILO and international treaties[1].
The Buyer hereby declares that it respects the collective bargaining agreements in force and recognised and equivalent provisions governing the treatment of workers.

The Supplier shall respect statutory provisions guaranteeing suitable levels of health and safety for workers, contractors and persons involved in its activities or subject to its control, and to cooperate in drawing up documents on health and safety in the workplace, and shall also demand that these rules be adhered to throughout its supply chain.
Finally, the Supplier shall inform the Buyer of any developments concerning working conditions and workers’ rights, and shall cooperate and participate, in its areas of expertise, in monitoring and supervising and resolving any problems or anomalies that may arise.

The Supplier shall uphold and follow Ampacet’s procedures, which shall be sent to or made available at Ampacet’s manufacturing sites, and have been drawn up in line with statutory provisions and regulations.

If applicable, the Supplier shall, promptly and within the statutory time frames, take care of any formalities relating to the joint and several liability of the contractor and the sub-contractor, in relation to the tendering activities described in articles 1655 et seq. of the Italian Civil Code.

3. Safety of the product supplied

The Supplier shall provide products and services in compliance with the legislative provisions in force, with regard to intended use and the country of reference. It shall also provide products bearing all the labels and declarations of conformity required by the provisions indicated above or by the Buyer, and shall provide all the technical specifications for the products and the relevant user manuals. These documents must be drawn up in accordance with the relevant technical standards and contain the necessary environmental information, including on the disposal of the product. All indications and information provided must refer back to international and well-known or validated testing methods.

4. Other health and safety aspects

The Supplier shall follow the safety and access procedures for Ampacet sites. These documents, which include e.g. emergency procedures, visit and access procedures, are available at its production units.

In the event of a tender or works contracts, the Supplier shall provide the necessary documents to show that it is in compliance with the procedures put in place by the Buyer and shall cooperate and work with the Buyer in drawing up the subsequent documents required by law. The Supplier shall update all information and the afore-mentioned documents sent to the Buyer in a timely manner and as soon as this becomes necessary.

Upon entering any premises owned by Ampacet, the Supplier’s staff must be carrying a suitable identity card or another agreed equivalent form of identification.

The Supplier hereby acknowledges that should it fail to comply with the above provisions, the Buyer shall reserve the right to terminate any contract or agreement in force with immediate effect as per article 1456 of the Italian Civil Code, notifying the Supplier in a recorded delivery letter with return receipt or by another equivalent method, retaining every other right it holds by law and the right to request compensation for damages.

5. Respect for the environment

The Supplier shall respect the environmental procedures in place at Ampacet’s sites or for specific activities. The Supplier shall, upon request, provide environmental documents and authorisations, for example those authorising the transport and disposal of waste.

Unless otherwise indicated, the end products of its activities and any waste generated shall be managed and disposed of by the Supplier in accordance with statutory provisions.

The Supplier shall also cooperate to further reduce its environmental footprint. The Supplier shall immediately inform the Buyer of any changes or amendments to the authorisations necessary for providing the service stipulated in the contract or agreements in force.

6. Legislative Decree no. 231 of 2001 and the prevention of corruption

Pursuant to and in accordance with the above decree, the Supplier shall, through its managers, directors, employees and contractors, adhere, in carrying out the activities governed by the contract, to the provisions laid down in the Global Code of Conduct, in the Global anti-corruption policy and Organisation and Management Model adopted by the Buyer, which it declares it is familiar with and the principles, terms and conditions of which it accepts.

The Supplier hereby acknowledges that should it fail to comply with the above provisions, the Buyer shall have the power to terminate this contract with immediate effect pursuant to article 1456 of the Italian Civil Code, notifying the Supplier in a recorded delivery letter with return receipt or by another equivalent method, retaining every right to request compensation for damages.

The Supplier also declares that there are no investigations it is aware of underway against it for the crimes provided for by Legislative Decree no. 231 of 2001, and that it has not been convicted with a judgment made final of any of the crimes provided for by the same decree. The Supplier shall promptly inform the Buyer of any aspects or issues that could prevent it from fulfilling the obligations of the Supplier provided for by Model 231. The Supplier hereby declares that it is aware of the provisions on the prevention of corruption, and that it has taken the relevant actions provided for by law.

The Supplier shall fill out any questionnaires and compile any declarations requested by the Buyer with regard to the above matters within three working days.

7. Information and its confidentiality

With regard to the activity indicated above, the Supplier shall provide truthful and clear documentation, information and data that it has acquired through legal means.

The Supplier shall keep any information, updates and data it comes to be aware of during or in relation to the activities carried out in performance of the contract and the business relationship strictly confidential. In particular, the following information provided by the Buyer shall be considered confidential: client lists, commercial policies, technical specifications and product formulae, production processes and production techniques, materials and purchase policies, industrial and competitive research activities, inventions and patents.
The Supplier shall report any situations that may compromise safety and confidentiality conditions in a timely manner, allowing the Buyer to take the necessary measures.
The obligations detailed above shall remain valid after the termination of the contractual agreements and shall not apply to data and information known to third parties or requested by the supervisory or public authorities.

8. Data protection notice

Scope. According with Group Privacy Policy, this data protection notice applies to the processing, by Ampacet Italia S.r.l. (“Ampacet”), of personal data relating to its business partners such as customers, suppliers, service providers or agents. Business partners are requested to convey this notice to natural persons working for or on behalf of their company whose personal data may be processed by Ampacet (“Data subjects”).

Purposes. In the context of its relation with its business partners, Ampacet may collect limited personal data such as first name, last name and business contact details for the purposes of (i) carrying out its obligations arising from any contracts with its business partners, (ii) managing the relationship with its business partners on the basis of its legitimate interest to build and maintain good relationships with those business partners (iii), as the case may be, sending newsletters or commercial communications (after having obtained consent where required) and (iv) handling disputes with its business partners and debt collection on the basis of its legitimate interest to safeguard its rights in this respect.

Retention. Ampacet keeps personal data of its business partners for the term of the relationship and where required for an additional term of 10 years.

Disclosure. Ampacet may share the personal data with its group companies or third parties (such as IT solution providers) in the context of the abovementioned purposes. Certain recipients of the personal data may be located in countries outside of the European Economic Area which do not provide for an adequate level of protection, in which case Ampacet shall put in place appropriate safeguards such as data transfer agreements based on the EU model clauses. For transfers between Ampacet and its group entities, such data transfer agreements have been put in place. For more information about those safeguards and to obtain a copy, please contact your Ampacet representative.

Data subject rights. Data subjects have the right (i) to obtain confirmation whether Ampacet holds their personal data and the right to access those data; (ii) to request correction of inaccurate personal data; (iii) under the conditions provided in the General Data Protection Regulation, to ask for deletion of their personal data, to request the restriction of the processing of their personal data and to receive their personal data to transmit them to another controller. In addition, data subjects may object to the processing of their personal data for direct marketing purposes. To exercise those rights, please contact your Ampacet representative or send an email to gdpr@ampacet.com. A proof of identity should be included in the request. Finally, data subjects also have the right to lodge a complaint with the competent data protection authority (for Italy www.garanteprivacy.it).

9. Information and reporting obligation

The Supplier shall inform the Buyer in a timely manner if it becomes aware of any pledges of gifts, freebies, money or other benefits in association with commercial relations by the Buyer’s staff, or of any other situations that could be considered as breaches of this document or the Buyer’s Code of Conduct.

Any issues should be reported (for Italy) through the following channels:

  • directly through Ampacet’s independent service: ampacet@Organismodivigilanza.com
  • or by post to AUDIT IN ITALY – C.P. no. 12051 – via Ortica 19 20134 Milano

NB: the procedure applied by the Buyer is based on best practices from the compliance programme, and works through an independent service and with certified procedures that guarantee the utmost confidentiality of any information and the protection of the person making the report, to give everyone every chance to flag up areas of risk.

Globally other channels to report issues could exist, for more details about it please refer to the Global Code of Conduct.

[1] In particular the Declaration on Propriety, Integrity and Transparency in the Conduct of International Business and Finance, adopted by the Ministerial Council of the OECD on 28 May 2010; the Universal Declaration of Human Rights adopted by the General Assembly of the United Nations on 10 December 1948; and the Charter of Fundamental Rights for citizens and residents of the EU – European Council June 1999