Terms of Service

1. Definitions

2. Use of Website

2.1 Permitted Use

You may access and use the Website for lawful purposes only. You agree to use the Website in accordance with these Terms and all applicable laws and regulations.

2.2 Prohibited Activities

You agree not to:

• Use the Website in any manner that could damage, disable, overburden, or impair the Website
• Attempt to gain unauthorized access to any portion of the Website, other users' accounts, or computer systems
• Use any automated means (including bots, scrapers, or crawlers) to access the Website without our express written permission
• Copy, reproduce, or distribute any content from the Website without authorization
• Transmit any viruses, malware, or other harmful code
• Engage in any activity that interferes with or disrupts the Website or servers
• Use the Website for any illegal or unauthorized purpose

2.3 Account Security

If you create an account on the Website, you are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to immediately notify us of any unauthorized use of your account.

2.4 Website Availability

We strive to maintain Website availability but do not guarantee uninterrupted access. We may suspend or discontinue any part of the Website at any time without notice.

3. Services and Quotations

3.1 Quotation Process

Quotations provided through the Website or via email are estimates only and are not binding offers. A binding contract is formed only when we accept your Purchase Order in writing.

3.2 Quotation Validity

Unless otherwise stated, quotations are valid for 30 days from the date of issue. Material prices, exchange rates, and other factors may change, requiring quotation revision.

3.3 Technical Specifications

Customer is responsible for providing accurate, complete, and current Technical Data. We are not liable for manufacturing errors resulting from incorrect, incomplete, or outdated Technical Data provided by Customer.

3.4 Service Terms

Specific terms for Services (including quality standards, inspection requirements, delivery terms, payment terms, and warranties) will be set forth in individual Purchase Orders, contracts, or written agreements between the parties. In case of conflict, specific written agreements take precedence over these general Terms.

3.5 Export Compliance

Customer acknowledges that manufactured components may be subject to export control regulations. Customer is responsible for compliance with all applicable export control laws and regulations.

3.6 Right to Refuse Service

We reserve the right to refuse service to any Customer for any reason, including but not limited to concerns about technical feasibility, payment history, or compliance with export regulations.

4. Intellectual Property Rights

4.1 Company Intellectual Property

All content on the Website, including but not limited to text, graphics, logos, images, software, and compilations, is the property of Fedele Autocore or its content suppliers and is protected by copyright, trademark, and other intellectual property laws. You may not reproduce, distribute, modify, or create derivative works of any content without our express written permission.

4.2 Customer Intellectual Property

Customer retains all ownership rights to Technical Data and designs provided to Company. Company agrees not to use, reproduce, or disclose Customer's Technical Data except as necessary to provide Services or as required by law.

4.3 Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the course of business. This obligation survives termination of the business relationship.

4.4 Non-Disclosure Agreements

For projects requiring additional confidentiality protections, parties may enter into separate Non-Disclosure Agreements (NDAs). Specific NDA terms will govern in case of conflict with these general Terms.

5. User Submissions

5.1 Feedback and Suggestions

Any feedback, comments, suggestions, ideas, or other information you provide about the Website or Services ("Feedback") is non-confidential and shall become our sole property. We may use such Feedback for any purpose without compensation to you.

5.2 Technical Data Uploads

When you upload Technical Data to the Website (e.g., via quote request forms), you grant us a limited license to use, reproduce, and process such data solely for the purpose of providing quotations and Services to you.

5.3 Data Security

While we implement reasonable security measures to protect uploaded data, we cannot guarantee absolute security. You acknowledge and accept the inherent risks of transmitting data over the internet.

6. Warranties and Disclaimers

6.1 Website Disclaimer

6.2 Information Accuracy

While we strive to provide accurate information on the Website, we do not warrant or guarantee the accuracy, completeness, or reliability of any content, including but not limited to material specifications, calculator results, cost estimates, or lead time projections.

6.3 Third-Party Links

The Website may contain links to third-party websites. We are not responsible for the content, accuracy, or practices of any third-party sites. Your use of third-party websites is at your own risk.

6.4 Service Warranties

Warranties specific to manufactured components and Services will be defined in individual Purchase Orders or contracts. General Website disclaimers do not supersede specific service warranties agreed to in writing.

7. Limitation of Liability

This limitation applies regardless of the legal theory of liability (contract, tort, negligence, strict liability, or otherwise), even if we have been advised of the possibility of such damages.

Our total liability to you for all claims arising from or related to the Website or these Terms shall not exceed the amount you paid to us, if any, during the six (6) months preceding the claim.

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations may not apply to you. In such jurisdictions, our liability shall be limited to the maximum extent permitted by law.

8. Indemnification

You agree to defend, indemnify, and hold harmless Fedele Autocore, its directors, employees, agents, and affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorney's fees) arising from:

• Your use of the Website
• Your violation of these Terms
• Your violation of any third-party rights, including intellectual property rights
• Any Technical Data or information you provide that infringes third-party intellectual property rights
• Your violation of any applicable laws or regulations

This indemnification obligation will survive termination of these Terms and your use of the Website.

9. Governing Law and Dispute Resolution

9.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of New South Wales, Australia, without regard to its conflict of law principles.

9.2 Jurisdiction

You agree to submit to the exclusive jurisdiction of the courts located in Sydney, New South Wales, Australia, for the resolution of any disputes arising from or relating to these Terms or the Website.

9.3 Dispute Resolution

In the event of any dispute, claim, or controversy arising from or relating to these Terms or the Website, the parties agree to first attempt to resolve the dispute through good faith negotiations for a period of at least thirty (30) days before initiating any formal proceedings.

9.4 Arbitration

If negotiations fail to resolve the dispute, either party may elect to submit the dispute to binding arbitration in accordance with the rules of the Australian Commercial Disputes Centre (ACDC). The arbitration shall be conducted in Sydney, Australia, and the decision of the arbitrator shall be final and binding.

10. General Provisions

10.1 Entire Agreement

These Terms, together with our Privacy Policy and any specific written agreements for Services, constitute the entire agreement between you and Fedele Autocore regarding the use of the Website.

10.2 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

10.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by an authorized representative of Fedele Autocore.

10.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction.

10.5 Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to acts of God, war, terrorism, pandemic, labor disputes, government actions, or failures of third-party service providers.

10.6 Modifications to Terms

We reserve the right to modify these Terms at any time by posting the revised Terms on the Website. The "Last Updated" date at the top of this page indicates when these Terms were last revised. Your continued use of the Website after any changes constitutes your acceptance of the new Terms.

10.7 Survival

All provisions of these Terms which by their nature should survive termination shall survive, including but not limited to intellectual property provisions, warranty disclaimers, indemnification, and limitations of liability.