GENERAL TERMS AND CONDITIONS OF USE AND SALE
To view a previous version, please visit the General Terms and Conditions of Use and Sale (2016)
Before registering and using the functions of the site available at www.fashionpo.com (the "site"), we encourage you to read the terms and conditions listed below.
The following describes the terms and conditions under which Fashion Group Prato S.r.l. gives Users access to the services available on the site and to buy the articles it contains. By using the site the User acknowledges that it understands and fully accepts the following terms and conditions of use and sale, as well as the Privacy and Cookies Policy they contain. Users who do not accept them, are asked not to use this site.
The definitions, conditions and annexes and other documents referred to constitute an integral and essential part of this agreement.
Access to the site and its services is intended solely for Users, as identified below. The User must print, sign and save these GTCs.
ART 1 – DEFINITIONS, PREMISES AND ATTACHMENTS
1.1. For the purpose and effect of these General Terms and Conditions of Use and Sale, the following definitions shall apply:
--"User" and/or "Customer" means a legal entity, located within the EU, who is acting for purposes relating to business, commerce, craft or profession, or an intermediary. To that end, please note that the User with registered offices outside the Italian territory, to perfect the purchase of goods on the site, may have to be entered in the VIES;
-"Provider": Fashion Group Prato S.r.l., with registered office in Via del Carmine n. 11, 59100 Prato (PO), VAT reg./Tax ID. IT02346630979, registered in the register of businesses at the Chamber of Commerce, Prato REA PO-526461;
-"Product (s)" means any goods still sold by the Provider through the site;
-"Website" means the website available at www.fashionpo.com;
-"Services" means the offer and sale of the products on the site and the related services;
-"Order form" means the electronic form through which the User can submit a purchase order;
-"Purchase order" means a purchase proposal forwarded by the User electronically to the Provider;
-"Order confirmation" means the electronic communication with which Fashion Group Prato S.r.l. alerts the User of having received the purchase order, but that no verification process has been used to check the data and availability of the products requested;
-"Order rejection" means electronic communication with which the Provider notifies the User that it does not accept the purchase order;
-"Confirmation of acceptance" means the acceptance by Fashion Group Prato S.r.l. of the purchase order placed by the Customer, including the actual amount of the products purchased, purchase price, terms and methods of payment, taxes and shipping costs;
-"Communication of limited item availability” means electronic communication with which Fashion Group Prato S.r.l. informs the User that, as a result of the internal audit process, the quantity of items available did not reach 75% of the total quantity of products referred to in the purchase order, allowing the User to proceed to confirm, amend or cancel the purchase order within 24 hours. In case of no answer from the User within the time specified, the purchase order will be cancelled;
-"Confirmation of acceptance- Supplementary order" means the acceptance by Fashion Group Prato S.r.l. of the purchase Supplementary order placed by the Customer, including the actual amount of the products purchased, purchase price, terms and methods of payment, taxes and shipping costs;
-"Shipping confirmation" means communication with which the Provider informs the User of shipment of the order, including a summary thereof, and also of the estimated delivery date
-"Purchase price" means the price of the products displayed on the site, net of taxes, delivery charges and any other element;
-"VIES": VAT information exchange system.
1.2 the premises and annexes constitute an integral and essential part of these TERMS. In particular, the following documents shall be annexed to this:
ART 2 SUBJECT AND SITE DESCRIPTION
2.1. The GTCs regulate the offer and sale of products via the site. The sale is made wholesale only, within the U. E., except as provided for by art. 8 of these GTCs.
2.2. Access to the site and its services is intended for use exclusively reserved to legal persons, holders of P.I./VAT registration, acting for purposes relating to their trade, business, craft or profession.
2.3. Non-registered Users can browse through the site, except for those pages requiring registration before access. In any case, non-registered Users are not allowed to view the purchase prices of products and nor may they purchase same.
The site allows registered Users to browse, view products and make purchases.
2.4.The presentation of the products on the website is in any case an invitation for Users to formulate a purchase proposal for the Provider. These invitations to submit offer are not binding for the Provider and do not constitute an offer to the public, pursuant to Art. 1336 of the Italian Civil Code.
ART 3 WEBSITE REGISTRATION
3.1. Use of the services is only allowed to registered Users, within the EU and having legal capacity according to the Italian law.
3.2. Registering involves the entry of some personal information (including but not limited to: company name, registered offices, P.I./VAT). In order to complete the registration process and access the services offered, the User is obliged to accept and acknowledge these GTCs and, if required, to provide the necessary consent to the processing of personal data.
3.3. For the purposes of successfully creating the registered account, as well as to allow the completion of any purchase, the User undertakes to provide complete, correct and truthful personal details and to ensure said details are kept up to date. The Provider reserves the right to make any checks, henceforth, with regard to the completeness, correctness and truthfulness of the information provided by the User. Should any of the required information be found lacking, i.e., the information is not complete, correct and/or not truthful, the Provider reserves the right, at its sole discretion, to refuse to complete the registration process and/or purchases of the User on the website, and/or to require additional documents and/or clarifications from the User.
3.4. Login credentials are issued free of charge, are strictly personal, and may not be transferred to third parties.
3.5. The User is solely responsible for keeping and maintaining the confidentiality of their credentials and therefore, is solely responsible for all uses connected or related to same (including damage and harmful consequences to the Provider and/or others).
3.6. The User agrees to keep their login credentials for the platform with due care and diligence, and to control access to their devices. In case of theft or loss of login credentials, and where these credentials are, or presumably, are about to be used in an unauthorised manner, the User will, without delay, inform the Provider of same at the following email addresses email@example.com, phone + 390574729286, fax + 390574621397, and to edit their login information. In any case, it is understood that the User will be solely responsible for the consequences arising from theft, loss and/or loss of their access credentials for the site.
3.7. The Provider reserves the right to accept, reject and/or amend any request for registration and/or purchase at its sole discretion.
3.8. The registered User has, in any case, the right to request the deletion of their profile at any time, through the relevant function available on the site.
ART. 4 ORDER SUBMISSION METHODS, COMPLETION OF CONTRACT
4.1 The presentation of the products and the details contained in the site constitute an invitation to offer. By placing an order through the website, the User expressly declares, under their own responsibility, to be at least 18 years of age, to have the capacity to enter into contracts pursuant to Italian legislation, and not to be making the purchase in the capacity of "consumer", pursuant to Legislative Decree No. 206 of 2005 (known as the Consumer Code).
4.2 To purchase products on the site, the User must complete the order form, selecting the required products one at a time and adding them to the basket. Once all of the required products have been identified, the User will be asked to choose the preferred solution for delivery, shipping and payment method. At this point, a page will open summarising the selected products, price and options (with approximate costing) for delivery and payment. To place the order, the User must click on the "Send order" button. Users acknowledge and agree that if the order is not forwarded, the basket may be deleted at the end of the browsing session or later.
Users acknowledge and agree that circumstances may arise that make it impossible to submit the purchase order (for example, but not limited to: Purchase order for an amount lower than Euro 100.00; billing country other than the country of delivery etc).
The purchase order submitted to the Provider is then treated as a purchase contract proposal to the Provider for the products listed, considering each one individually. Unless otherwise stated in these GTCs, the User acknowledges and accepts that, subsequent to the submission of a purchase order, it will no longer be possible to delete and/or edit the purchase order. Submitting a purchase order implies the User’s complete knowledge and acceptance of these GTCs.
4.3 On receipt of the purchase order, the Provider will send a message of order acceptance ("order confirmation"). The order confirmation does not constitute acceptance of the proposed purchase, but only informs the User that the order has been received and will go through the process of checking data and the availability of the products ordered. Users acknowledge and agree that their may be circumstances that result in the Provider’s refusal, at its sole discretion, to fulfill orders after the order confirmation has been sent. In these cases, the Provider will send an email (“Order refusal”) to the User informing them that the order has been refused.
4.4 Since the speedy changeover of products with suppliers is an unavoidable feature of the fast-fashion industry, the quantities of products ordered may not correspond in full to those available at the time of acceptance. The User expressly declares that they are aware of this fact and that by sending the purchase order, they are stating and expressly accepting that said order will be considered valid and binding for all those products with respect to which, although there is no availability requested by the User, there is still an availability of at least 75% of the total quantity of the purchase order. ("tolerance threshold”). For orders that do not have a complete availability, but exceeding the threshold of tolerance, however, the quantity of product ordered will be determined independently by Fashion Group Prato S.r.l. in a value between 75% and 100% of the quantity ordered by the User and to indicate the exact amount in the acceptance confirmation received by same. The User expressly declares that they accept this quantity as final value of products ordered above the tolerance threshold.
4.5. Except as already governed by art. 4.4, in each case the Provider reserves the right to offer the User alternative products of a similar nature and/or similar to those covered by the purchase order, using the relative indication contained in the email sent to the User and/or in the User interface of the site. In this case, the customer has 24 hours from the receipt of the proposal to decide whether to accept it or not (the "Supplementary Order"). In case of no feedback from the User within the time specified, the Provider reserves the right, at its sole discretion, not to accept the purchase order, forwarding in any case, the “rejection” or “confirmation” message.
In case the supplementary order is sent within the time specified, Provider will send the User a "confirmation of acceptance – supplementary order". In these cases, the supplementary order can be sent together with the customer's purchase order.
4.6. The sales agreement with the Provider will end only when the User is sent a separate e-mail containing detailed, definitive information about the precise number of products purchased, the prices, and shipping costs ("confirmation of acceptance" and/or "confirmation of acceptance – Supplementary Order"), including any "supplementary" orders. In the event that the order is processed through multiple shipments, shipping receipts may be sent separately. Users may not cancel their orders after the purchase order has been sent out. This is, however, without prejudice to the right of withdrawal required pursuant to Italian law.
4.7 All purchase orders transmitted to the Provider must be accurately completed in their entirety and must contain all the elements necessary for the correct identification of the products ordered, the customer, billing, and the delivery location.
4.8 Users acknowledge and agree that the Provider reserves the right, at its sole discretion, not to allow forwarding and/or not to accept purchase orders without requiring additional motivations. In such cases, the Provider may send an “order rejection” to the User.
ART. 5 User’S OBLIGATIONS AND RESPONSIBILITIES
5.2 By using this site and/or by placing orders through this site, Users agree to: (i) use the Site only to make consultations or orders that are legally valid; (ii) not to make false and/or fraudulent orders. Please note that in this case, if there is sufficient evidence to believe that orders are false and/or fraudulent, the Provider will be entitled to cancel the order and to inform the competent authorities; (iii) give the Provider the P.I./VAT number, company name, e-mail address, billing address, delivery address and/or other data or information necessary to provide the services in a complete, true and correct manner.
5.3 Users agree and undertake not to use the services: (i) in such a way as to cause, or be likely to cause damage, malfunctions, or interruptions to the services and related functions, or (ii) for fraudulent purposes, or in any case to commit illegal activities, or (iii) to cause harm, disturbance or damage.
5.4 The Provider reserves the right to prevent access to the site, to suspend and/or remove an account, and to remove and/or change the contents of the website at its sole discretion, as it deems fit.
ART. 6 PRICES AND PAYMENTS
6.1. Users can register on the website free of charge and this will not entail any obligation to purchase on the site. All prices quoted on the site are expressed in Euro, and are net of VAT, duties and shipping.
6.2. It is not possible to proceed with the payment when submitting a purchase order. Users may make payment in accordance with the terms of these GTCs after receipt of confirmation of acceptance/confirmation of acceptance – Supplementary Order, containing the products ordered and their prices and costs.
6.3 If the ordered goods are delivered outside of Italy, there may be duties and/or import taxes, payable once the order reaches the specified destination. Any additional cost of customs clearance will be the sole responsibility of the User. Any customs duties and/or customs clearance are not predictable, as they vary by reason of the relevant legislation in the country of receipt of the goods, and shall be the sole responsibility of the User. In these cases, the User is encouraged to contact their local Customs Office for further information.
6.4. Shipping costs are calculated as follows:
i) shipping charges for customers located in Italy are fixed and listed in the order form and in the confirmation of acceptance/confirmation of acceptance – Supplementary Order;
ii) shipping charges for customers located in the EU are not fixed as they may vary according to the weight of the order, the destination country and the chosen method of payment. They are therefore automatically calculated by the website after the purchase order is submitted and then entered in the confirmation of acceptance/confirmation of acceptance – Supplementary Order.
6.5. In case of errors in pricing and/or shipping costs, the Provider will promptly inform the User of the correct amount at the email address provided at the time of the purchase order, In such cases, within 48 hours of receipt of such notice, the Users will have the opportunity to reconfirm the purchase order, or cancel it, by sending notice to the following contacts: tel + 390574729286, fax + 390574621396 and/or email firstname.lastname@example.org.
6.6. For Users located in Italy, payment can be made by credit card, Paypal, cash on delivery and/or bank transfer in advance. For EU Users, payment can be made by credit card, Paypal, cash on delivery and/or bank transfer in advance.
6.7.1. For Paypal payment, please refer to the terms and conditions of use of PayPal’s services. In this case, accessing the site through their account, Users will be redirected to the website www.paypal.it, where payment can be made for the products according to the procedure set down and governed by PayPal and the PayPal contract terms and conditions. The data entered on the PayPal site will be processed directly from the same and will not be passed on to or shared with the site. The website is therefore not in a position to know or store credit card details in any way linked to PayPal accounts or any other data for payment means associated with such an account.
Users agree to make payment via Paypal within two working days of receipt of the confirmation of acceptance/confirmation of acceptance – Supplementary Order. Users acknowledge and agree that not making payment within the time specified, will mean cancellation of the order and they will in no way be able to advance any claims to the Provider, without prejudice to Provider’s existing rights.
The total amount of the payment will be charged by PayPal at the time of actual payment. After receiving payment confirmation for the full amount stated in the confirmation of acceptance/confirmation of acceptance – Supplementary Order, the Provider will process the order and send confirmation of shipment within 3 business days.
In case of termination of the purchase agreement and in any other case of refund, for whatever reason, the amount will be credited to the User’s PayPal account from which the payment was made. Payment means crediting times linked to that account depend solely on PayPal and the banking system. When the order to make payment to the PayPal account, the Provider cannot be considered liable for any delays and omissions in crediting the refund amount, for which it is necessary to contact PayPal directly.
6.7.2. For payment by credit card (Mastercard, Visa, Maestro etc) using the ChiantiBanca secure payment service, please refer to the terms and conditions in full, which provides for payments to be processed through a secure server-to-server connection by using the Secure Sockets Layer (SSL) Protocol. Sensitive credit card information (card number, card holder, expiry date, security code) are encrypted and transmitted directly to the payment processor without transiting from servers that are used by the Provider. Users agree to make payment via credit card within two working days of receipt of the confirmation of acceptance/confirmation of acceptance – Supplementary Order. Users acknowledge and agree that not making payment within the time specified, will mean cancellation of the order and they will in no way be able to advance any claims to the Provider, without prejudice to Provider’s existing rights.
6.7.3. In the case of advance bank transfer, confirmation of shipment will be sent as soon as verified the Provider's current account is credited performed. For this it may take a few days. Any costs of transfer, shall be borne solely by the User. Users agree to make payment via bank transfer within two working days of receipt of the confirmation of acceptance/confirmation of acceptance – Supplementary Order, in which the details necessary to make the bank transfer are provided. Users acknowledge and agree that not making payment within the time specified, will mean cancellation of the order and they will in no way be able to advance any claims to the Provider, without prejudice to Provider’s existing rights.
6.7.4. Payment for products by cash on delivery is immediately due upon delivery of same. In any case, payment by cash on delivery is only permitted in the following countries and within the amount indicated below:
AUSTRIA, GERMANY, and ITALY for amounts not exceeding €2,999.99 (two thousand, nine hundred and ninety nine/99);
BELGIUM, LUXEMBOURG, NETHERLANDS, PORTUGAL and SPAIN for amounts not exceeding €2,500.00 (two and a half thousand/00).
Cash on delivery must be made in cash, to be delivered to the shipper and/or the carrier upon delivery of the products. When paying by cash on delivery, Users acknowledge and agree that an additional payment may be required, the amount of which will be stated in the confirmation of acceptance/confirmation of acceptance – Supplementary Order.
6.8 invoices will be issued in paper format. An electronic copy of the invoice will be available on the User's account.
6.9. In the cases where the User chooses the mode of delivery on delivery and does not pay the shipper and/or the carrier upon delivery of the goods, they will in any case be required to pay the Provider, as a penalty and at the written request of the Provider, in accordance with and for the purposes of art. 1382 of the Italian Civil Code, an immediately enforceable sum, equal to 20% of the amount due by way of payment in full, as contained in the confirmation of acceptance/confirmation of acceptance – Supplementary Order, in addition to reimbursement of shipping costs.
ART. 7 THIRD-PARTY SERVICES
7.1. The site may contain spaces or links operated by third parties, for purposes related to the proper delivery of services available (eg. online payment Provider).
7.2. Relationships between Users and third parties are regulated by separate contractual relations by which the User shall abide. The Provider has no control over such sites or resources, and does not assume any responsibility for them or for any loss or damage that may occur to Users as a result of their use.
ART. 8 SHIPPING AND DELIVERY
8.1. The Provider delivers throughout the EU, except for the following: Cyprus (CY), Livigno (IT), Campione d’Italia (IT), the Italian waters of Lake Lugano, between Ponte Tresa (IT) and Porto Ceresio (IT), Mount Athos (GR), island of Heligoland (DE), territory of Busingen (DE), overseas departments (Guadeloupe, French Guyana, Martinique, Reunion) (FR), Canary Islands (ES), Ceuta (XC), Melilla (XL), Channel Islands (GB), Aland Island (FI), Principality of Monaco (FR), Isle of Man (GB) , Akrotiri (GB).
8.2 without prejudice to extraordinary circumstances (but not limited to, natural disasters and force majeure) the Provider undertakes to do everything in their power to submit orders for the product (s) indicated in the shipping confirmation, within the date indicated in the shipping confirmation, and in any event within a maximum of 30 days from the date of shipping confirmation.
8.3. In the event that the aforementioned delivery terms are not respected, the Provider will promptly inform the User, granting them the ability to set a new delivery date or to cancel the order, with the consequent refund of the full amount paid.
8.4 Deliveries will be made by express courier, as stated in the shipping confirmation. Users are invited to contact the carrier for information and/or to communicate any requests. In any case, the customer acknowledges and accepts that the goods travel at customer's own risk.
8.5 the User can check the progress of their order at any time by logging in to their account on the site.
8.6 In the event that the products have not been delivered after 30 working days following the dispatch of the confirmation of shipment, the User may send an email to the email address email@example.com with the subject line "Delivery failure", indicating the number of the purchase order and any notes. After receiving the e-mail and after the relevant research, the Provider will contact the User within 4 working days to try to reach a speedy solution of the problem.
8.7. The products are delivered at the User's own risk which, in their own interest, must check, before collection, the amount, the integrity and quality of what was received.
8.8. Any complaints should be advanced directly to the shipper and/or the carrier upon delivery.
8.9. The Provider shall not be liable for products that are missing or which have been tampered with and which are not reported directly to the shipper and/or the carrier upon delivery.
8.10 In any event, the payment Provider shall not be responsible for non-delivery or delayed delivery due to force majeure - such as, but not limited to -strikes, measures taken by public authorities, fires, floods, natural disasters, wars and acts of terrorism.
ART. 9 PRODUCT WARRANTIES AND LIMITATION OF LIABILITY
9.1 Users acknowledge and agree that the Provider operates as a mere distributor of the products and therefore does not assume any responsibility for the producer or previous seller in the same chain distribution contract or on any other intermediary.
9.2 In the event of lack of conformity of the products, Users will have only the right to require restored products, free of charge, via repairs or replacement, or if this is not possible, to a reduction in the purchase price. In these cases, Users should contact the Provider at the address firstname.lastname@example.org, indicating the type of defect and enclosing an image in jpeg format in order to certify its existence. It is understood that the products comply if (i) they respect the description provided and possess the qualities presented on the site, even if there are slight differences with product images, displayed on the Web site for illustrative purposes; (ii) they are fit for the purpose for which the products are normally intended; (iii) they have qualities and characteristics that are normal in products of the same type and that can reasonably be expected.
9.3 To the extent permitted by law, the Provider declines all responsibility if the product delivered does not comply with the legislation of the country of delivery, which is not Italy.
9.4. In any case, the User waives, pursuant to art. 131 of Lgs. Decree no. 206 of 2005, from bringing any action of recourse against the supplier.
9.5. Except in cases of intent or gross negligence, the Provider will be solely responsible for any damage, direct and predictable at the time of conclusion of the contract of sale, and in any event within the limits of the purchase price of the product in question.
9.6. Users expressly acknowledge and agree that in no event will the Provider be liable for any losses suffered, loss of profit or any other damage that is not an immediate and direct consequence of its failure to perform or of circumstances that were not foreseeable at the time of conclusion of the sales contract.
ART. 10. AMENDMENTS TO THE GENERAL TERMS AND CONDITIONS OF USE AND SALE
10.2 if any provision of these GTCs is deemed invalid, void or for any reason unenforceable, that condition shall not affect the validity and enforceability of other provisions in any way.
11.2 the User, upon receiving the notice from the Provider's breach of any obligation under this agreement, shall, without delay and no later than 24 hours, to eliminate the causes of the complaint and/or to provide appropriate documentation in support of its reasons. In case of failure to respond within the time specified, or if the arguments advanced by the User are not sufficient, the Provider shall be entitled to terminate the agreement with a notice period of at least 72 hours from the actual suspension and/or deletion of their account, without prejudice to the right of the Provider to take action for compensation for any damage suffered as well as reserving the right to take measures deemed appropriate in a particular case including reporting to the legal authorities.
ART. 12. EXPRESS TERMINATION CLAUSE
12.2 it is however the Provider’s right to not make use of this termination clause and to demand the fulfillment of the contract, without prejudice to the right to compensation for damages.
ART. 13. INTELLECTUAL AND INDUSTRIAL PROPERTY
13.1 All intellectual and industrial property rights on the site and the content and materials published therein (including but not limited to, domain names, trademarks, patents, designs, texts, images, layout, software, etc.) is and remains of the supplier and its licensor and/or assigns.
13.2 It is not permitted to systematically extract and/or reuse parts of the material and/or the site content without the prior and express written consent of the Provider. For example, but not limited to, it is not possible to use data mining, robots, or similar devices or extract to extract (once or more) and/or to reuse any portion of the site, or to create and/or publish a database that reproduces substantial parts (e.g. pricing and product lists) of the website.
13.3 In case of any disputes regarding the breach of industrial property and/or intellectual rights, Users are welcome to contact the Provider at: email@example.com.
ART. 14. GOVERNING LAW AND JURISDICTION
14.1 These conditions are regulated by and must be interpreted according to Italian law and the application of the UN Convention on Contracts for the International Sale of Goods is expressly excluded.
14.2 Any dispute concerning or arising from these terms or their execution, will be fall exclusively under the jurisdiction of the Court of Prato.
ART. 15. PROCESSING OF PERSONAL DATA
15.1 The processing of personal data held by the Provider is in compliance with the applicable regulations.
ART. 16. FINAL PROVISIONS
16.1 For any communications please contact the Provider at the following addresses:
-Fashion Group Prato S.r.l. Via del Carmine 11 CAP 59100 Prato (PO),
- Tel +390574729286
-Fax + 390574621397
16.2 if any provision of these GTCs should become wholly or partly null and void and/or ineffective, the remaining provisions of these GTCs will remain valid and enforceable in any case.
16.3. For anything not expressly stated in these GTCs, current Italian laws will be applied.
16.4. Provider’s late or delayed application of any of the rights, faculties or powers conferred under these GTCs will be implemented as a waiver confined to individual cases, and will not prevent any subsequent application. Any granting of extensions or other forms of extension by the Provider will not change in any way whatsoever, the liabilities stated in these GTCs for each of the parties.
16.5 These GTVCs are available in Italian, English, French, German, and Spanish.