Note: The following Conditions of Sale are valid for orders to be performed in Belgium, Latvia, Lithuania, Netherlands, Czech Rep.
1. DEFINITIONS AND INTERPRETATIONS
In these Conditions, unless the context otherwise requires:
“Buyer” means a person who places an Order with the Seller for the purchase of Goods and whose Order is accepted by the Seller either by its conduct or in writing;
“Conditions” means the Conditions of Sale set out in this document;
“Contract” means the contract for the purchase and sale of the Goods;
“Goods” means the goods (including any instalment of the goods or any parts of them) specified in the Order to which these Conditions are annexed;
“Intellectual Property Rights” means patents, trademarks, service marks, registered designs, applications for any of the foregoing, copyright, design rights, know-how, confidential information, trade secrets, trade and business names and any other similar protected rights in any country;
“Order” means an order placed by the Buyer with the Seller on the Seller's website www.unopiu.eu;
“Seller” means Unopiù S.p.A. – S.S. Ortana Km 14,500 – 01038 Soriano nel Cimino (VT) – Italy
2. BASIS OF THE SALE
2.1 The Seller shall sell and the Buyer shall purchase the Goods in accordance with the Order, provided that such Order is accepted by the Seller in accordance with these Conditions; these Conditions shall govern the Contract to the exclusion of any other terms and conditions.
2.2 Unless otherwise agreed in writing and to the fullest extent permitted by applicable laws, these Conditions shall prevail over any inconsistent terms implied by law or by trade custom, practice or course of dealing and any such inconsistent terms are hereby expressly excluded.
2.3 No variation of these Conditions shall be binding unless agreed in writing between the Buyer or an authorised representative of the Buyer from one side and the Seller from the other side (as applicable).
2.4 The Seller’s employees are not authorised to make any representations or give any advice or recommendations concerning the Goods, being such representations, advice or recommendations with no effect unless confirmed by the Seller in writing. In entering into the Contract the Buyer acknowledges that it does not rely on, and waives any claim for breach of any such representations or any inaccuracy in such advice or recommendations which are not so confirmed.
2.5 All drawings, pictures, descriptions, quotations, illustrations and specifications contained in the Seller’s websites, catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Goods described in them. They will not form part of this Contract. Any typographical, clerical or other error or omission in them shall be subject to correction without any liability on the part of the Seller and does not affect the Contract.
3. ORDERS AND SPECIFICATIONS
3.1 Each Order for Goods submitted by the Buyer to the Seller shall be deemed to be an offer by the Buyer to purchase the Goods subject to these Conditions.
3.2 If the Seller has any questions relating to the Order, the Seller will send to the Buyer a confirmation stating the Seller’s understanding of the Order. Such confirmation will not be deemed to be an acceptance of the Order which will remain subject to acceptance by the Seller in accordance with paragraph 3.3 below.
3.3 All Orders are subject to acceptance and availability. An Order placed by the Buyer shall be deemed to be accepted by the Seller when the Seller delivers the Goods to the Buyer.
3.4 The Seller reserves the right to make any changes in the specification of the Goods without notice which are required to conform with any applicable safety or other statutory requirements or as part of the continual evolution of technology or, where the Goods are supplied to the Seller’s specification, which do not materially affect the quality or performance of the Goods.
4. PRICE OF GOODS AND PAYMENT
4.1 Prices are expressed in Euro and include package and VAT but not delivery charges. The VAT Is calculated on the basis of the rate In force In the country of delivery of the products. The prices are valid from the 1st of January 2022.
The Seller reserves the right by giving notice to the Buyer at any time to increase the prices to reflect an alteration to the applicable VAT.
4.2 Prices and availability of products are subject to change without notice. Errors will be corrected when discovered, and the Seller reserves the right to revoke any stated offer and to correct any errors, inaccuracies, or omissions (including after an order has been submitted). In case that the stock of a given ordered item has been finished, the Seller will be only responsible for reimbursement of any deposit received for that item of Good.
4.3 Where the Buyer has a valid intraCommunity VAT Number and has communicated it to the Seller at the time of placing the order, the Buyer pays VAT-exclusive prices for the Goods, and is responsible for paying to the local Tax Authorities any VAT that is due under applicable law in the country of the Buyer.
4.4 The payment of Goods has to be made full in advance at the time of placing the Order.
4.5 The ownership of the Goods will remain with the Seller until delivery. Risk of damage to or loss of the Goods shall pass to the Buyer at the time of delivery.
5.1 The delivery charges, not included in the prices, will be communicated on the order confirmation. Delivery times depend on the destination of the Goods and will be settled at the order confirmation. Any dates quoted for delivery of the Goods are approximate only and the Seller shall not be liable for any delay in delivery of the Goods howsoever caused. Time for delivery shall not be of the essence. For stock reasons the Seller reserves the right to make partial deliveries of the Goods and in such circumstances the delivery charges will not change.
5.2 If the Seller fails to deliver the Goods for any reason the Seller’s liability shall be limited to refunding the price paid for the Goods by the Buyer.
5.3 Certain Goods are supplied in simple assembly-kits for easy transport and Buyer is responsible for assembly.
6. WARRANTIES AND LIABILITY
6.1 It shall be the Buyer’s responsibility to verify that the Goods and the installation, assembly and use thereof comply with all applicable local building, safety and planning laws and regulations.
6.2 Any claim by the Buyer which is based only on any defect in the quality or condition of the Goods or their failure to correspond with the Order or specification shall be notified to the delivery personnel by the Buyer by writing the details of the claim on the delivery documents at the time of the delivery and by the Buyer notifying the Seller in writing on the day of delivery. Where the defect or failure was not apparent on reasonable inspection it shall be notified to the Seller within 8 days after discovery of the defect or failure.
6.3 Where any valid claim in respect of any of the Goods which is based on any defect in the quality or condition of the Goods or their failure to correspond with the Order or specification is notified to the delivery personnel or the Seller in accordance with these Conditions, the Seller shall, at its option, be entitled to repair or replace the Goods as soon as reasonably practicable free of charge, or at the Seller’s sole discretion, refund to the Buyer the price of the Goods (or a proportionate part of the price), but the Seller shall have no further liability vis-à-vis the Buyer. All such refunds will be made by electronic transfer less any bank charges to the bank account nominated by the Buyer in writing.
6.4 Except as expressly provided in these Conditions or other agreement between the Buyer and the Seller, all warranties, conditions or other terms implied by statute or common law are excluded from the Contract to the fullest extent permitted by law.
6.5 The Seller’s total liability (including any liability for the acts or omissions of its employees, agents and sub-contractors) vis-à-vis the Buyer in respect of any breach of these Conditions, whether in contract, tort (including negligence or breach of statutory duty) or otherwise, shall be limited to the price of the Goods paid or payable by the Buyer.
7. RETURN OF GOODS
7.1 If the Buyer is a consumer, the Buyer may cancel the Order at any time within 10 working days from the delivery of the Goods ordered or purchased and receive a refund of the price paid from the Seller. To cancel the Order, the Buyer must, within 10 working days from the delivery, inform the Seller in writing (quoting the Order number) and return the Goods to the Seller at the address set out in paragraph 1, in the same condition the Buyer received them and at the Buyer’s cost and risk. If the Buyer wishes the Seller to arrange for the Goods to be collected from the Buyer at the Buyer’s cost and risk the Buyer may contact the Seller for details of the relevant collection charges.
7.2 All such refunds will be made by electronic transfer less any bank charges to the bank account nominated by the Buyer in writing.
8.1 The Buyer agrees to indemnify and hold the Seller harmless from and against all losses, costs, proceedings, damages, expenses (including all legal costs and expenses) or liabilities howsoever incurred by the Seller as a result of any claim by a third party resulting from the Buyer’s purchase or use of the Goods in breach of these Conditions.
8.2 The Seller will attempt to notify the Buyer of any claim that it receives in respect of the Buyer’s use of the Goods sold to that Buyer, and the Buyer hereby will provide the Seller with full authority to defend, compromise or settle such claims if the Seller wishes to do so and at its sole discretion. The Buyer shall provide the Seller with all reasonable assistance necessary to defend such claims, at the Buyer’s sole expense.
9. INTELLECTUAL PROPERTY
9.1 The Seller retains the exclusive property and reserves the Intellectual Property Rights in all documents supplied or produced to the Buyer in connection with the Contract.
9.2 The Intellectual Property Rights in or relating to the Goods shall (subject to any existing third party Intellectual Property Rights in the Goods) remain exclusively the property of the Seller and neither the Buyer nor any agent, contractor or other person authorised by the Buyer shall at any time make any unauthorised use thereof.
10.1 The Contract shall be governed by the law in force in Italy.
10.2 In case of dispute, the exclusive competent Court of Jurisdiction is Viterbo (Italy).
11. DATA PROTECTION
11.1 The Buyer's personal data will be collected and used by the Seller in compliance with the provisions of the European Regulation 2016/679.11.2 On the website www.unopiu.eu the Buyer can obtain all information relating to the processing of his personal data.
12. WEBSITE NAVIGATION RESPONSIBILITY
The Customer shall be entirely responsible for the navigation of the Website. Therefore, Unopiù shall not be liable for malfunctions, viruses, computer and/or website bugs which may hinder the continuity of access to the site or for any malfunctions that may occur on the site or the Customer’s PC. Therefore, the Customer may not claim any indemnity or reimbursement from Unopiù for direct and/or indirect damage that may be related to the use and access to the site and/or the downloading of any content contained therein. Additionally, it shall be at Unopiù full discretion whether to execute, or not, the orders placed by the Customer pending failures, errors, viruses or computer bugs or, in any case, items attributable to causes that are external and unrelated to Unopiù itself.