General Terms and Conditions – 365ArtFair
Zenway srls, with registered office in Via degli Avignonesi 13, Rome – 00187, Italy – VAT 13840771003, RM1476903, e-mail address firstname.lastname@example.org, PEC address email@example.com, (hereinafter the “Holder”) provides all Users with the ability to access and use the website and the application www.365artfair.com (hereinafter the “Application” ) that the Holder exclusively owns, which provides an online marketplace for the sale of art & design (hereinafter the “Products” or individually the “Product”). The sales made through the Application are contracted directly between the Users and the Sellers (hereinafter the “Sellers” or individually the “Seller”). The Holder is not a reseller of the Products proposed by the Sellers through the Application. The Holder simply acts as a middleman in the context of providing the Application and its services in order to allow Sellers and Users to connect. As a result, the Holder is not a party to the contract which is concluded solely between the Users and the Sellers of the Products.
Please read these terms and conditions (hereinafter the “Terms”) before using the Application. By using the Application, the User accepts the Terms and agrees to comply with them. The User may not use the Application without accepting the Terms.
The Holder may amend or merely update, wholly or in part, these Terms. Such amendments and updates to the Terms will become binding once published on the Application. The User is therefore invited to review the Terms at each access to the Application and is recommended to print a copy of the Terms for future reference.
1. Relations between the Holder, Sellers and Users
1.1 These Terms govern exclusively the relationship between the Holder of the Application and Users, they do not apply to relations between the Users and the Sellers. The Application links the Sellers with Users interested in buying goods. When Products are sold by a Seller, the Holder is not part of the relationship that will be established between the User and the Seller, having to be considered as a mere technical manager of the Application, the Holder will not be responsible in any way. The terms and conditions of each Seller are available under the heading “Terms and Conditions of the Seller”.
2. Stipulation, conclusion and effectiveness of the Conditions
2.1 The purchase contract, of which the Holder is a mere instrument of contact between the parties, ends by filling out and sending the order form to all contracting parties. This form contains the details of the payer and the order, the price of the purchased Product, any additional accessory charges, payment methods and terms, the address where the Product will be delivered, the expected time of delivery and the existence of the right to withdrawal and consent to the processing of personal data provided by the Seller.
2.2 The Holder does not take part directly in the sale and purchase relationship between the Seller and the User, it will therefore be the User’s duty to examine the conditions of sale and keep a copy for future consultations.
2.3 The Holder may modify or simply update, in whole or in part, these Conditions. The User acknowledges and agrees that any changes to these Conditions will apply to orders sent by Users after the date of notification of changes to the Conditions.
3.2 The credentials used by the Users are non-exclusive and non-transferable. Users are not allowed to rent, sell, lease, sublicense or transfer their accounts, or any access for the Application’s services, to any third party.
3.3 Users who are registering on behalf of a company or other entity represent and warrant that they are at least eighteen (18) years old and that they are authorized to bind that company or entity to these Terms.
3.4 It shall be understood that under no circumstances the Holder may be responsible for any loss, disclosure, theft or unauthorised use by third parties, for whatever reason, of Users credentials.
4. Account cancellation and closing
4.1 Registered Users can, at any time, stop using the Products and can disable their account or request its cancellation through the Application interface or by contacting the Holder at the email address firstname.lastname@example.org.
4.2 In case of violation by the User of these Terms or the applicable legal provisions, the Holder has the right to suspend or cancel the User’s account at any time and without notice.
5. Purchases on the Application
5.1 Purchases of one or more Products on the Application are permitted both to Users who fall within the category of consumers as well as those who don’t. According to Article 3, paragraph I, sub-paragraph a) of Legislative Decree 206/2005 (the “Codice del Consumo” or “Consumer Code”), consumers are defined as natural persons who, in the purchase of the Products, act for purposes not related to their entrepreneurial, trading, professional or artisanal activities. Natural persons may only purchase the Products if they have reached the age of eighteen.
5.2 The Holder is to describe and present the Products sold on the Application in the best possible manner. Nonetheless, some mistakes, inaccuracies or minor differences between the Application and the actual Product may occur. In addition, any picture of the Products which may be found on the Application does not constitute a contractual element, but merely provides a visual representation of the Product.
6. Prices and payments
6.1. The sales prices of the Products are directly indicated by the Sellers. The Holder has no responsibility for their evaluation or quantification.
6.2 The sales prices of the Products are not inclusive of VAT; any other tax and/or shipping cost charged to the User will be indicated before confirming the purchase.
6.3 The User agrees to pay the price of the Product purchased in the times and methods indicated by the Seller through the Application.
7. Right to withdrawal concerning material Products
7.1 The User who, for whatever reason, is not satisfied with the purchase of the material Product, has the right to withdraw from the contract without any penalty and without obligation to provide a reason, within a period of 14 days after from the day of delivery.
7.2 In order to withdraw from the contract, the User shall contact the Holder at the email address email@example.com, afterwhich the User will receive instruction on how to return the Product.
7.3 The User shall return the Products through a shipping carrier of its own choice and at its own expense, without undue delay and no later than 14 days from the withdrawal notice sent to the Holder.
7.4 The User is responsible for the integrity of the Product for as long as it is in his possession and shall take all the appropriate measures to preserve the product and do as much as possible to ensure that the product is returned at its best possible conditions, including the undamaged original packaging, accessories and any separate item and other component. The Product must not have been handled in ways which are not strictly necessary to establish the nature, characteristics and functioning of the Product.
7.7 The Holder and/or the Sellers will not take into consideration requests for Product return in case the Product returned is malfunctioning due to misuse, negligence, damage or physical alterations, either aesthetic or superficial, tampering or improper maintenance or wear and tear.
8. Optional Form for enforcing the right of withdrawal
8.1 Optionally, the User may withdraw from the Contract by completing the following form, which must be sent to the email address firstname.lastname@example.org before the expiration of the withdrawal period:
I hereby communicate the withdrawal from the purchase contract of the following goods/services
Product Name __________ Order number: __________ Order date: __________
Name and surname: __________ Address: __________ E-mail address associated with the account from which the order was made: __________ Date: __________
8.2 Not being a direct part of the contract of sale, it is understood that the Holder is relieved of any charge other than that of informing the parties of a withdrawal procedure.
9. Creative Commons License
9.1 The contents and/or material available in the Application are provided on the basis of the terms contained in this license “Creative Commons Public Licence CC BY-NC 3.0 IT” (“License”). The contents and/or material available in the Application are protected by copyright, by the other rights conferred on the Contents by the law on copyright (related rights, database rights, etc.) and/or by other applicable laws. Any use of such content and/or material which is not authorised under the present License and/or under other applicable laws, is prohibited.
9.2 The Holder grants the Users the rights listed below, provided that the User agrees to abide by the terms and conditions of this License.
10. Exclusion of warranty
10.1 The Application is provided “as is” and “as available” and the Holder does not provide any express or implied warranty in relation to the Application, nor provides any guarantee that the Application will meet the needs of Users, or that it will work without interruption, free of any error or virus or bug.
10.2 The Holder will work to ensure that the Application will be available 24 hours a day, 365 days a year without interruptions, but may never be held liable if, for any reason, the Application may not be available and / or not operative at any moment or period in time. Access to the Application may be temporarily suspended and without notice in case of a system failure, maintenance or repair works or for reasons totally beyond the Holder’s control or due to causes of force majeure.
11. Limitation of Liability
11.1 The User agrees to indemnify and hold harmless the Holder (as well as any company or subsidiary, including its representatives, associates, consultants, directors, agents, licensees, partners and employees) from any obligation or responsibility, including any legal expenses incurred for trial defence, that may arise from damage caused to other Users or third parties, concerning any Content uploaded online, any violation of the law or any terms of the present Terms.
11.2 Therefore, the Holder shall not be liable for:
- any losses that are not direct consequence of a breach of the contract by the Holder;
- any loss of business opportunity and any other loss, either direct or indirect, which may be incurred by the User (such as, but not limited to, trading losses, loss of revenue, income, profits or anticipated savings, loss of business contracts or relationships, loss of reputation or goodwill, etc.);
- damages or losses resulting from interruptions or malfunctions of the Application due to events of force majeure, or due to any accidental and unpredictable events which are, in any case, independent of the will and beyond the Holder’s control, such as, but not limited to, failure or disruptions to telephone or electrical lines, the Internet and / or to other means of communication, unavailability of websites, strikes, natural disasters, viruses and cyber attacks, interruptions in the provision of products, services or applications by third parties;
- incorrect or unsuitable use of the Application by Users or third parties;
- the issuing of false tax documents due to mistaken details provided by the User, the latter having exclusive responsibility for the correct entry of such details.
13. Force Majeure
13.1 The Holder cannot be held liable for the failure or delay in performing of the obligations listed herein, due to circumstances which are beyond the reasonable and predictable control of the Holder. The performance of the Holder’s obligations, pursuant to the present Terms, shall be deemed suspended during the period in which events of force majeure such as accident, explosion, fire, strikes, earthquakes, floods and other similar events that prevent, in whole or in part, the performance of the contract within the time agreed occur. The Holder will take any action within its power in order to find solutions to allow the proper fulfilment of his/her obligations despite the endurance of the events of force majeure.
14. Link to third party websites
14.1 The Application may contain links to third party websites. The Holder has no power over these websites and therefore is not, in any way, responsible for their contents.
14.2 Some of these links may relate to websites of third parties that provide services through the Application. In these cases, the individual services will be regulated by the general terms for the use of the website and services provided by such third parties, in respect of which the Holder assumes no responsibility.
15.1 No waiver, by either parties to an article of the present Terms, shall be effective unless it is expressly stated to constitute a waiver and is communicated in writing.
16.1 If any of the provisions contained herein shall result unlawful or invalid, it will not be considered any more as part of the Terms, without affecting the enforceability of the remaining provisions, which will continue to be valid to the fullest extent permitted by law.
17.1The Holder reserves the right to amend, at any time, these Terms by giving specific notice on the Application. The User acknowledges and agrees that any amendments to these Terms will apply to the orders placed by the Users after the date of notice of such amendments.
19. Governing Law and Place of Jurisdiction
19.1 These Terms and any dispute concerning the interpretation, performance, validity of this contract shall be submitted to the exclusive jurisdiction of the Court where the Holder has its registered office.
19.2 If the User is a consumer as defined under Article 3 of the Consumer Code, the judge of the place of residence or domicile of the consumer, if located in the territory of the Italian State, has mandatory territorial jurisdiction, with no prejudice to the consumer User’s entitlement to bring proceedings in courts other than the “place of jurisdiction of the consumer” pursuant to Article 63 of the Consumer Code, in charge for the area according to one of the criteria set out in Articles 18, 19 and 20 of the “Codice Processuale Civile” (“Civil Procedure Code”).
20. Online dispute resolution for consumers
20.1 Any consumer who resides in Europe must be aware that the European Commission has set up an online platform that provides an alternative dispute resolution tool. This tool can be used by European consumers to solve, via a non-judicial route, any dispute relating to and / or arising from contracts of sale of goods and services entered into online. As a result, European consumers may use the aforementioned platform for the resolution of any dispute arising from the online contract entered into with the Holder. The platform is available at the following link: http://ec.europa.eu/consumers/odr/