FANCOS S.p.A.

COMPANY PROFILE

Registered and operative office:

Via dell'Osio, 6 - 20090 Caleppio di Settala ( Milano )

Tel.

02/95.89.80.34(4 lines)

Fax

02/95.89.80.35

VAT Nr.

00730740156

Web

http://www.fancos.it

E-Mail

info@fancos.it

Share Capital:

It. L. 240.000.000

Our company has been established in 1952 with the main target to work in the distribution field on the Italian market of industrial automation components.

The majority shareholder is Fantini Cosmi S.p.A., a manufacturer industry of instruments for electrical and electronical controls in the civil and industrial field; both companies shares are owned by privates.

At the address of Caleppio di Settala, Fancos S.p.A. has offices, a large warehouse, a little laboratory and EDP.

Fancos S.p.A. has eight employees, about 14 sub-agents and 10 technical distributors. The commercial activity covers all the national territory.

The turnover exceeds 3 billion It. Lira with adequate profits. Fancos has good business relationships with the followig banks: Deutsche Bank, branch office E of Milan, Banco di Desio, Milan branch and Cariplo, branch office 63 of Milan.

Among the main represented companies (with some of them there is a multi-year relationship), there are:

Moreover we are reseller of

Fancos deals with the following products:

The range of customers is large and diversified. It includes big national groups, little and medium OEMs, manufacturers of control panels for plants and machines, final users in both civil and industrial sector.


FANCOS MAIN CUSTOMERS

FIAT Research Center - Torino

Italian leader Group in automative industry

Alfa-Romeo – Milano

Italian leader Company in automative industry

Comau – Torino

FIAT Group Company building robots

ABB-Sace – Milano

World-wide industrial Group

Alcatel – Face

Large telecommunication company

Ericsson - Sielte – Roma

Large telecommunication/aerospace company

Foxboro Italia – Milano

World leader in supervisory systems

Ferrero –Alba

World leader in food products

Sirti – Milano

Large telecommunication company

Ansaldo – Milano

Large group for control and automation systems

ATM – Milano

Public-transport Company in Milan

Politecnico di Milano - Milano

Italian most famous Engineering University

Laporte-Silo – Torino

Large chemical plant producing pigment

Zanasi - IMA – Bologna

Large group building pharmaceutical machines

Contec – Milano

Builder of machines for FIAT Test Centers

Galileo Vacuum Tech - Firenze

Vacuum Machines builder

Nuova Esi - Lodi

Automation for power distribution plants

Braas Italia – Chienes

Italian-wide group manufacturing roof tiles

Istituto Superiore Sanità - Roma

Italian State Institute for Health

Fincantieri – Trieste

Italian Public shipyards Company

Ethicon – Roma

Biomedical machines

ENI Ricerche

Research company for idrocarbon processing

SGS-Thomson

World-wide group for semiconductor components

Large Hospitals

Users of biomedical equipment


TENTATIVE DRAFT OF STANDARD DISTRIBUTION AGREEMENT

The following Agreement is concluded between Fancos spa, via dell'Osio n° 6, 20090 Caleppio di Settala (Mi) Italy (hereinafter called "the Distributorl") and ……………………………………………………(hereinafter called "the Principal") for distribution of products in………………………(hereinafter called "the Territory").

I

Purpose of the Agreement:

The Distributor is willing to distribute the manufacturer's products in the form of its own sales line.

   

I I

The co-operation shall be based on the following stipulations:

 

 

1.

All requirements shall be by the Distributor to promote the sale, i.e. by advertising and participating in fairs, the associated expenses also having to be paid by the Distributor.

 

2.

The Principal shall make available all current printing material (blank or with the Principal's identification) which the Distributor may modify or complete by adding its own information.
For example : Floppy disk, CD, or documentation for operating instructions, print layouts, leaflets.

 

3.

The Principal shall make deliveries to the Distributor subject to the following terms and conditions:

   

a)

…….% distributor discount on the list prices plus an additional quantity discount on the list prices to be arranged time by time, when required.
All prices shall be ex works, packing included, VAT tax and shipping cost not included.

   

b)

Final pricing shall be left to the discretion of the Distributor that will act as an exclusive customer of the Principal.

 

4.

The products included in this agreement are listed in the Appendix 1.

 

5.

Deliveries from the Principal to the Distributor shall be made without the dates being to the advantage or disadvantage of any other customer and shall be governed by the schedule of the orders received.

 

6.

Payments:
by T/T, at the receipt of the invoice for amounts up to 500 EURO and at 30 days from the date of invoice for greater amounts.
The ownership shall not pass before full payment of the purchase price.

 

7.

Special reduced prices could be granted, time by time, for samples and demo units.

 

8.

The warranty period shall be 18 months minimum.

 

9.

The Distributor is not entitled to pass its rights from this agreement to third parties.

 

10.

The Distributor shall give all information concerning competitive products in its market to th Principal. The Distributor will also inform the Principal in case of sales negotiations concerning comprehensive contracts.

 

11.

The Distributor shall not exploit or disclose to others any business or production secrets of the Principal that have been communicated to it or which it has otherwise come to knowledge, irrespective if the contract is terminated.

 

12.

The contract shall be terminated without notice in case of fraud or other legal offence. The termination will take effect immediately if there is a justifiable reason.

 

13.

Employees of the Distributor could be trained free of charge, in English, at the Principal's headquarters.

 

14.

The Distributor shall receive protection of patronage for the complete Territory (sole distributor).

 

15.

The Distributor certifies that is adequately financed to assure payment for items received and to fulfil its obligations to the Principal within the specified Territory.

 

16.

The Distributor will provide liability insurance to cover legal costs in the unlikely event of accidents occurring from proper use of certified devices as originally provided.

 

17.

The Principal reserves the right to change, improve, modify or discontinue any or all products covered by this agreement and will notify the Distributor accordingly.

 

18.

The Principal's terms and conditions of sale and delivery shall be recognized.

 

19.

This Agreement can be terminated by either party any time by giving 6 months notice of termination at the end of a month. The agreement will become effective after the signature of both the parties. The earliest date of termination shall be ………. and the agreement shall be automatically extended for an other year provided that notice of termination shall not have been given by registered letter.

 

20.

Place of jurisdiction for both the parties is Milan, Italy. The Italian law will be authoritative in every case. Any differences or disputes arising from this agreement must be decided at the Civil Court in the jurisdiction of Milan, Italy. However, The Principal is entitled to present its claim to the courts of his jurisdiction.

 

21.

Amendments and supplements have to be presented in writing and will only become effective after duly signature of both the parties.

 

22.

If this Agreement is terminated on the part of the Principal it agrees to take back any of his products still in stock, provided they are not older than two years and still in their original packing. The cost price less 10% shall be refunded for any product not older than two years.


______________________

The Principal

Title:……………………….

Signature:………………..

Date:…………………….

____________________

The Distributor.

Title:………………………

Signature:…………………

Date:………………………


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Ultimo aggiornamento: 10 maggio 2001 - Copyright FANCOS S.p.A. - La riproduzione parziale o totale θ vietata