A defective industrial machinery can compromise not only the investment made, but also deliveries, processing operations and customer relationships. If the machine stops, fails to achieve the promised performance or produces out-of-tolerance parts, it is natural to wonder how long you have to contest the issue, whether you can claim repair or replacement, and how to prove the losses caused by the downtime.
In this guide, I want to help you distinguish the rules applicable to sales from those governing procurement contracts, because the well-known eight-day deadline does not apply indistinctly to every supply. I also explain how to coordinate the notice, the expert assessment and urgent interventions, what remedies the civil code provides, and why unrealized turnover, on its own, does not prove lost profits.
What to do when the defect emerges
The contestation must not await the final expert assessment. When the problem presents concrete elements, it is advisable to communicate it immediately to the supplier, identifying the machinery, the date of the first anomalies, the alarms detected and the effects on operation. The report can be supplemented after technical checks, preventing the wait from consuming a very short forfeiture period.
Technical evidence must be preserved before repair. Photographs, footage, production logs, error codes, software data, non-compliant parts and replaced components can explain what happened. If the downtime must be urgently eliminated, it is useful to invite the supplier to a joint inspection and document the state of the machine before modifying it.
Mitigating the damage remains necessary. The company must not leave production unnecessarily idle to strengthen the compensation claim. When reasonable, it can activate an alternative line, external processing or replacement machinery. These initiatives do not in themselves imply a waiver of the contestation and can demonstrate that inevitable losses have been contained.
Sale or procurement: why the warranty changes
The name written in the contract is not always decisive. A supply normally remains a sale when the core of the agreement is the transfer of a machine, even if the seller built it. If, on the other hand, the main commitment consists of designing, manufacturing and integrating a plant intended to achieve a specific production result, the rules governing procurement contracts may become relevant.
The mere circumstance that the asset is built by the seller does not automatically turn the sale into a procurement contract. It is necessary to consider the content of the obligations, the weight of custom design, installation, integration with other lines and the promised functional result. This distinction is also illustrated in the 2017 civil digest of the Court of Cassation.
The legal qualification modifies deadlines and remedies. In sales, articles 1490 and following of the civil code mainly apply; in procurement, articles 1667 and 1668 come into play. A standard machine with accessory assembly and a specially designed line may therefore require different contestations, even if both are commercially described as turn-key supplies.
Notice of defects and deadlines not to be confused
In sales, the ordinary deadline is eight days from discovery. Article 1495 of the civil code on Normattiva provides for the forfeiture of the warranty if the buyer does not promptly report the defect, barring a different deadline established by law or by the parties. Notice is not required if the seller has acknowledged the defect or concealed it.
Discovery requires objective knowledge of the problem. An occasional alarm does not necessarily coincide with full awareness of a defect, especially when the cause emerges through subsequent evidence. The Court of Cassation has linked the starting point to the completion of discovery, but this clarification does not justify waiting: the prudent solution is to contest the first concrete anomaly and then update the notice. The principle is recalled in the December 2021 digest of the Court of Cassation.
The warranty action in sales normally becomes time-barred one year from delivery. Respecting the eight days therefore does not mean being able to leave the issue open indefinitely. Negotiations, technical interventions and informal promises must be evaluated separately, because not every exchange with the supplier prevents the running of the limitation period.
The warranty of proper operation has its own rules. When the seller guarantees operation for a specified period, Article 1512 provides, unless otherwise agreed, for notice within thirty days of discovery and limitation of the action within six months of discovery. However, one must verify whether the clause truly constitutes such a warranty and how it coordinates with other contractual remedies.
In procurement, ordinary notice is within sixty days of discovery. Article 1667 also governs acceptance, known or recognizable defects, and the two-year limitation period for the action. For hidden defects not recognizable upon delivery, the Court of Cassation specified in 2025 that the limitation period runs from subsequent discovery: this is an issue to be addressed promptly, without relying on a qualification that is still controversial. The reference is found in the July-August 2025 civil digest.
Termination, price reduction, repair or replacement
In sales, typical remedies are termination and price reduction. Articles 1490 and 1492 allow for the contract to be rescinded, returning the machinery, or for it to be kept in exchange for a price reduction. These are the traditional warranty actions: redhibitory action for termination and estimatory action, also known as quanti minoris, for reduction.
Termination requires a sufficiently serious defect. A marginal defect or one that can be eliminated with a limited intervention may justify a price reduction, but not necessarily the dissolution of the entire contract. What counts are the agreed production function, the promised performance, the repetitiveness of the fault and the actual effect on the machine's utilization.
Repair and replacement are not always automatic remedies. In business-to-business relationships, unlike consumer sales, it is necessary to examine the contract, the conventional warranty and any warranty of proper operation. The parties may have provided for assistance, component replacement, intervention times or an exclusive remedy, provided the clauses are effective and compatible with mandatory rules.
In procurement, the client may request the elimination of defects at the contractor's expense or a proportional price reduction. Damages presuppose the contractor's fault, while termination is reserved for defects that render the work entirely unsuitable for its intended purpose. For a production line, this requires comparing the promised result with the one actually achievable.
A radically different asset is an exceptional hypothesis. The delivery of machinery belonging to a different category or completely incapable of performing the essential agreed function may constitute a case of aliud pro alio. However, even a serious defect is not enough: classifying the problem too easily in this way exposes one to the risk of overlooking the deadlines for warranty defects.
What damages may arise from production downtime
Compensation does not coincide solely with the cost of repair. Article 1494 governs the seller's liability for damages related to defects, while Articles 1223 and following distinguish loss sustained and lost profits. Technical expenses, spare parts, processing entrusted to third parties, rental of replacement equipment and unusable materials may be relevant.
Lost profit is the net earnings reasonably lost. It does not correspond to the total value of the orders the machine would have processed. From the expected revenue, saved variable costs, subsequently recovered production, the use of other lines and any other circumstance affecting the economic margin actually lost must be taken into account.
Downtime alone does not prove lost profits. It must be linked to concrete unused production capacity and orders that were not executed, recovered or transferred. Orders, production schedules, volume history, shifts, inventory, customer communications and accounting data can show that the loss stems precisely from the breakdown.
The predictability of damage can be decisive. If there is no willful misconduct, contractual compensation is normally limited to damages foreseeable at the time the obligation arose. Technical specifications, communicated volumes and knowledge of the machine's role in the line can therefore demonstrate that the supplier could foresee the consequences of prolonged downtime.
Duplications must be avoided. One cannot claim both the lost margin on an order and the entire cost incurred to produce it elsewhere, if the two items compensate for the same prejudice. The reconstruction must separate additional costs, definitively lost production and merely postponed processing.
Technical assessment, contract and possible steps
The technical assessment must identify the cause, severity and technical remedies. It is useful to clarify whether the defect was original, whether it depends on design, assembly, software, installation or incorrect use, and whether it prevents the agreed function. The expert must also distinguish machinery breakdown from problems due to maintenance, raw materials, power supply or the buyer's facilities.
Technical evidence does not replace economic evidence. The expert can explain how long the line remained unavailable and what production capacity was compromised. However, to quantify lost profits, consistent, verifiable corporate data linked to the downtime period are also required; an abstract estimate of maximum production is not sufficient.
The contract can concretely modify protection. Acceptance testing, performance levels, tolerances, mandatory maintenance, warranty terms, liability limits and contestation procedures must be read together. In general conditions, clauses limiting liability may require specific written approval; the limit of Article 1229 for willful misconduct and gross negligence also remains.
Negotiated repair and legal action are not the only alternatives. An intervention with reservation of rights, a replacement, a price reduction or a testing plan can be agreed upon. If evidence risks disappearing with disassembly, it may be appropriate to consider a preventive technical assessment before the original conditions are altered.
Frequently asked questions
Does the eight-day period run from the machinery's first alarm?
Not necessarily from the first isolated signal. The deadline is linked to the discovery of the defect, understood as objective and sufficiently complete knowledge. Since the date can become controversial, it is prudent to immediately report the concrete anomaly, describe its effects and supplement the communication when the expert assessment clarifies cause and extent.
Can I immediately demand the replacement of the machinery?
Replacement is not an automatic remedy in every business-to-business sale. It may derive from the contract, the warranty of proper operation or a subsequent agreement. Lacking this, the typical remedies for defects are contract termination or price reduction, in addition to compensation when conditions are met.
Does signing the acceptance test prevent me from contesting defects?
Testing does not generally exclude hidden defects. It may instead affect known or recognizable defects and the acceptance of the work. What counts are the content of the report, the reservations formulated, the tests actually performed and the technical possibility of detecting the problem during testing.
Is the technical assessment enough to obtain lost profits?
No, the assessment primarily proves the defect and downtime. Lost earnings also require orders, production and accounting data demonstrating which processing operations were actually lost. Saved costs must be subtracted, and recovered production and alternative solutions used must be taken into account.
Can I repair the machine before the supplier examines it?
You can intervene when downtime requires an urgent solution, but you must avoid unnecessarily destroying evidence. It is advisable to communicate the problem, invite the supplier to an inspection, photograph the parts, keep removed components and record activities and costs. If the defect risks no longer being ascertainable, a preventive verification may be needed.
How to choose the appropriate remedy
The decision depends on the function the machinery can still perform. Definitive repair may make it convenient to keep it and claim remaining costs and damages; permanently insufficient performance may point towards a price reduction; serious unsuitability for the agreed function can support contract termination. If deadlines, contract qualification or proof of downtime are controversial, you can contact us to examine which path is concretely sustainable.