Terms and Conditions
Please read these Terms and Conditions (“Terms”, “Terms and Conditions”) carefully before using the https://www.foglizzo.com.
Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service.
These Terms will be applied fully and affect to your use of this Website. By using this Website, you agreed to accept all terms and conditions written in here. You must not use this Website if you disagree with any of these Website Standard Terms and Conditions
Intellectual Property Rights
Foglizzo Leather S.r.l. owns all the intellectual property rights and materials contained in this Website.
You are granted limited license only for purposes of viewing the material contained on this Website.
Restrictions
You are specifically restricted from all of the following:
publishing any Website material in any other media;
selling, sublicensing and/or otherwise commercializing any Website material;
publicly performing and/or showing any Website material;
using this Website in any way that is or may be damaging to this Website;
using this Website in any way that impacts user access to this Website;
using this Website contrary to applicable laws and regulations, or in any way may cause harm to the Website, or to any person or business entity;
engaging in any data mining, data harvesting, data extracting or any other similar activity in relation to this Website;
using this Website to engage in any advertising or marketing.
Certain areas of this Website are restricted from being access by you and Foglizzo Leather S.r.l. may further restrict access by you to any areas of this Website, at any time, in absolute discretion. Any user ID and password you may have for this Website are confidential and you must maintain confidentiality as well.
Links To Other Web Sites
The Website may contain links to third-party web sites or services that are not owned or controlled by Foglizzo Leather S.r.l.
Foglizzo Leather S.r.l. has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that Foglizzo Leather S.r.l. shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web sites or services.
No warranties
This Website is provided “as is,” with all faults, and Foglizzo Leather S.r.l. express no representations or warranties, of any kind related to this Website or the materials contained on this Website. Also, nothing contained on this Website shall be interpreted as advising you.
Limitation of liability
In no event shall Foglizzo Leather S.r.l., nor any of its officers, directors and employees, shall be held liable for anything arising out of or in any way connected with your use of this Website whether such liability is under contract. Foglizzo Leather S.r.l., including its officers, directors and employees shall not be held liable for any indirect, consequential or special liability arising out of or in any way related to your use of this Website.
Indemnification
You hereby indemnify to the fullest extent Foglizzo Leather S.r.l. from and against any and/or all liabilities, costs, demands, causes of action, damages and expenses arising in any way related to your breach of any of the provisions of these Terms.
Severability
If any provision of these Terms is found to be invalid under any applicable law, such provisions shall be deleted without affecting the remaining provisions herein.
Variation of Terms
Foglizzo Leather S.r.l. is permitted to revise these Terms at any time as it sees fit, and by using this Website you are expected to review these Terms on a regular basis.
Foglizzo Leather S.r.l. reserves the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material Foglizzo Leather S.r.l. will try to provide at least 60 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at Foglizzo Leather S.r.l. sole discretion.
Assignment
The Foglizzo Leather S.r.l. is allowed to assign, transfer, and subcontract its rights and/or obligations under these Terms without any notification. However, you are not allowed to assign, transfer, or subcontract any of your rights and/or obligations under these Terms.
Entire Agreement
These Terms constitute the entire agreement between Foglizzo Leather S.r.l. and you in relation to your use of this Website, and supersede all prior agreements and understandings.
Contact Us
If you have any questions about these Terms, please contact us.
GENERAL CONDITIONS OF SALE FOGLIZZO
Article 1 – Contractual provisions. These General Conditions of Sale (hereinafter called “General Conditions of Sale”) regulate the present contract of sale and every future contract concerning the products marketed by Foglizzo Leather S.r.l. or identified by the trademark “FOGLIZZO” (hereinafter called “Products”), between FOGLIZZO Leather S.r.l., VAT 09704610014, Via Forlì, 164, 10149 Torino – Italia (hereinafter named “FOGLIZZO”) and the Buyer, jointly named the “Parties”.
Together with the price list applicable in the market of the Buyer at the time of the order, the General Conditions of Sale are integral part of all of the sales of the Products. Any waiver to these General Conditions of Sale shall be effective only if agreed in writing between the Parties.
Article 2 – Conclusion of the contract. The minimum order quantity shall not be less than n.1 (one) leather. A placed order can be totally or partially modified by the Buyer by means of a written notice to be sent by fax to the number +39-011-4512.109 or by e-mail to the address info@foglizzo.com, which shall be received by FOGLIZZO not later than 3 (three) days from the date of the submission of the order. When such deadline expires, the order shall become irrevocable and unmodifiable. The order shall be deemed as accepted by FOGLIZZO only upon written confirmed by the latter, as regulated afterwards. In the absence of the written confirmation, the order is considered declined by FOGLIZZO. FOGLIZZO reserves the right to carry out the orders partially and in different periods, on the basis of its own production and commercial needs, providing to communicate such circumstances to the Buyer. Any unshipped Products shall be included, if possible, in the following shipping. If the order is processed in the absence of the written confirmation by FOGLIZZO, the latter will exclusively comply with the indications and the technical specifications regarding the Products, and the design and production procedures adopted both for the standard Products and the Product on sample or CFA, as defined below.
FOGLIZZO invites the Buyer to refer to the General Conditions of Sale, also available online through Foglizzo website, which are deemed as integrally accepted by the Buyer upon the subscription of the present document and, in any case, after the placement of the order. Any general conditions of the Buyer shall not be applied unless expressly accepted in writing by FOGLIZZO; in case of incompatible and/or conflicting provisions, FOGLIZZO General Conditions of Sale shall prevail.
In the event of a placed order’s revocation by the Buyer, FOGLIZZO shall be entitled to full compensation for any damages suffered.
Article 3 – Characteristics of the Products – Tolerances – Claim of Defects. The leather used and marketed by FOGLIZZO may present variations in the colour or slight defects due to the natural character of the material and the particular tanning technique used.
The Products are subject to a detailed quality check.
FOGLIZZO guarantees that the Products respect FOGLIZZO quality standard and the technical sheets of Products’ conformity, if available. In particular, FOGLIZZO specifies that FOGLIZZO products may present a percentage of so-called “B-Grade” or “B-Quality” material and, if any, this percentage can never exceed 30%. It is understood that, unless otherwise agreed in writing, FOGLIZZO does not provide any warranties in relation to third party products that incorporate the Products or in respect to a particular use of the Products intended by the Buyer.
In case of sale on sample or cutting for approval (CFA) FOGLIZZO guarantees that the Products are in conformity with the sample approved by the Buyer, without prejudice to the provisions aforesaid in relation to the possible variations due to the natural character of the material and the particular tanning technique used.
Any differences of quality within the ordinary margins of tolerance of the sector shall be considered in accordance to the sale contract. In particular, the normal characteristics of the hides (e.g. colour shades, minimal changes in dimensions determined by abnormal levels of humidity, the different level of shine and tones or natural imperfections of the leather) shall not be considered as defects of conformity, but rather elements that characterize a natural product and its authenticity. Specifically, in relation to the dimensions of the hides, the Parties agree that they accept a 10% margin of tolerance compared with the total quantity indicated by FOGLIZZO in the order confirmation.
Any defects or lack of conformity of the Products shall be notified by the Buyer to FOGLIZZO through registered letter with return receipt not later than 8 (eight) days from the date of the receipt of the goods; in case of defects which are not identifiable through a careful inspection at the time of the receipt (hidden defects), the claim shall be made by means of registered letter with return receipt not later than 8 (eight) from the discovery.
The Buyer loses the right to rely on a lack of conformity if he does not specifically indicate the nature of the complained defects and the components where the defect should have been highlighted.
Article 4 – Prices. The prices of the Products shall be Ex Works seat (EXW Incoterms® 2010) of FOGLIZZO’s warehouse in Torino. Unless otherwise agreed upon in writing, all the costs and charges (included taxation, custom duties) shall be born by the Buyer, including transportation costs, which shall be previously determined in the order confirmation sent by FOGLIZZO by fax or e-mail. FOGLIZZO reserves the right to modify prices at any time.
Article 5 – Delivery and Shipping. Products shall be supplied Ex Works (EXW Incoterms® 2010) FOGLIZZO’s seat of Torino. The Parties agreed that, unless otherwise agreed in writing and regardless of any and different delivery terms agreed between the Parties, Products shall be deemed to have been delivered when they are handed over to the first carrier at Seller’s seat, even if it were agreed that shipment or a part of it is to be managed by the Seller. In any case, whatever the delivery term agreed by the Parties should be, all risks shall pass to the Buyer at the latest upon handing over to the first carrier.
The Products shall be shipped, on condition that the terms set forth by the Article 6 are respected, within 120 (one hundred and twenty) days from the date of the confirmation of the order to the address previously communicated by the Buyer. In case of goods already stored in the warehouse or in case of small orders, such terms may be reduced. In any case, delivery terms are always approximate and non peremptory. Except for the case of fraud or gross negligence of FOGLIZZO, any damages due to failure or delivery delay of the goods it is expressly excluded.
Article 6 – Payments. The Buyer commits to pay the Products according to the method of payment and period agreed upon with FOGLIZZO and mentioned in the order confirmation or in the invoice.
Except the case of different methods agreed in writing between the Parties, the Buyer shall pay the 50% of the ordered Products in advance at the time of the receipt of the order confirmation, by bank transfer. The balance shall also be paid by bank transfer when the goods are ready for shipment. Except otherwise agreed in writing, the goods will not be shipped until the receipt of the full payment by FOGLIZZO. Bank details shall be indicated in the order confirmation. If the Buyer fails to make the advance payment within the period agreed upon, but complies afterwards, FOGLIZZO may legitimately refuse to satisfy the order or, in its sole discretion, fulfil the order within a new delivery time which will consider the Buyer’s accumulated days of delay in remitting the advance payment compared to the term agreed upon. If the Buyer fails to pay the balance of the price of the Products in the method agreed upon, FOGLIZZO may withhold the advanced payment received for partial compensation of damages, without prejudice to the right to claim for greater damages.
The revocation of the order of products developed according the specific needs (aesthetical, technical, or any other) of the Buyer (hereinafter called “Custom Products”) bounds the Buyer to the full payment of the price of the Custom Product in question.
The Buyer is not entitled to suspend or delay the payment in any event of dispute, complaint or late delivery of the Products.
Article 7 – Reservation of title. The Products are subject to a reservation of title in favour of FOGLIZZO up to the date of the entire settlement of payment due by the Buyer. The reservation of title is extended to the Products sold by the Buyer to third parties and to the price of such sales, within the maximum limits set forth by the laws of the country of the Buyer which regulate the present clause. If the Buyer resells the reserved Products, the Buyer shall undertake all acts and activities necessary to enforce the reservation of title against third parties in accordance with local law.
Article 8 – Warranty. Should the Products show any defects, and on condition that such defects are claimed until the terms indicated in Article 3, FOGLIZZO shall examine the Products that the Buyer claims are vitiated, which shall be sent to the headquarters of FOGLIZZO at Buyer’s expenses, who shall ensure that the package of the Products is made with the greatest care and by adopting all the necessary precautions in order to avoid damages during the transportation. In case FOGLIZZO agrees that the Products are actually defective and that such defects are due to FOGLIZZO, FOGLIZZO shall return to the Buyer the price (without the interests) related to the Products (or a part of them) recognised as defective.
The present warranty (i.e. the obligation to return the price related to the Products recognised as defective) replaces any other legal warranty or liability set forth by the law. Consequently, it is deemed that, except for the case of fraud or gross negligence by FOGLIZZO, any other liability (contractual or non-contractual) which may arise from the Products and/or from their resale (for example the actual damage, the loss of profits) is expressly excluded. The Buyer shall indemnify FOGLIZZO from any liability related to the Products.
The Buyer undertakes to use and conserve the Products with great care and in strict accordance with the instructions provided by FOGLIZZO.
FOGLIZZO shall not be liable for vices or defects due to the use or to the improper conservation of the Products by the Buyer or third parties. Products shall be considered as used if somehow marked (including erasable marks) or if they present cuttings or other types of processing.
It is agreed that Products damaged due to poor or improper conservation and any damage caused by accidental events such as falls, shocks, natural disasters, fires and in any case any defect which can not be ascribed to the manufacturing process of the Products or to interventions of the authorized personnel of FOGLIZZO are not covered by warranty.
As an example and without any intent to give a comprehensive list, the Parties agree that this warranty does not cover claims based on (i) natural creases or marks caused by leather lesions or changes in texture and colour due to the natural properties of the leather; (ii) damages caused by burns, cuts, animals or other forms of improper use; (iii) damages due to negligence of the consumer and inadequate cleaning or treatment process on the Products; (iv) damages resulting from exposure to direct sunlight and / or to heat sources and similar conditions, and consequent discoloration; (v) damages caused by corrosive materials, such, for example, acids or solvents, paints, inks, paints, human or animal body fluids as well as products in any case not authorized by FOGLIZZO for the treatment of the Products; (vi) damages due to incorrect transport or handling of the Products; (vii) sales on sample case or “as is” sales.
The Buyer agrees to assume on himself the sole responsibility for any obligations arising from claims by its customers in accordance with Articles 128 ss. Legislative Decree 06.09.2005 n. 206 (or similar provisions of other Member State of the European Union based on the European Directive 1999/44/EC of 25 May 1999).
Therefore, the Parties expressly agree to exclude any right of recourse against FOGLIZZO in accordance with Articles 131 Legislative Decree 06.09.2005 n. 206 (or similar provisions of other Member State of the European Union based on the European Directive 1999/44/EC of 25 May 1999) by the Buyer which has remedied to a lack of conformity towards the consumer.
Article 9 – Product Replacement caused by an incorrect order made by the Buyer. Any replacements of Products due to an error in the order sent by the Buyer shall be made only with the prior written consent of FOGLIZZO and only if a written request for substitution is transmitted to FOGLIZZO together with the new correct order, within five days following the receipt of the Products from the Buyer. In case FOGLIZZO consents to the substitution, the Buyer shall return to FOGLIZZO’s seat the Products to be replaced at its own expense, making sure that the packaging of the Products is carried out with the highest care and taking all the necessary precautions in order to avoid any damage during the transport, and shall be obliged to pay the difference in price, if any, in accordance with the terms of Article 6, in addition to a restocking sum equal to 25% of the cost of the returned Products.
The present article 9 is not applicable to Custom Products.
Article 10 – Intellectual and / or industrial Property Rights. All Products sold by FOGLIZZO, as a whole and in each of their parts, all trademarks and distinctive signs, in addition to trademarks and distinctive signs owned or held for use by FOGLIZZO (hereinafter called “Trademarks”), are part of the intellectual and industrial property of FOGLIZZO and are covered by its copyrights. The Buyer agrees to respect such rights and not to commercialise products that may constitute counterfeiting of the products and Trademarks of FOGLIZZO. The Buyer acknowledges that it shall abstain from using and/or register marks which are similar or confusable with the Trademarks (including, but not limited to, the domain names) and he will use the Trademarks (including, but not limited to, the domain names) exclusively in accordance with the instructions of FOGLIZZO and exclusively for the purposes of these Terms and Conditions of Sale. Where in possession of particular information regarding Standard Products, on sample or CFA, the Buyer commits to keep strictly confidential the technical specifications, the details, the drawings, the plans, the data, and any other information put at its disposal by FOGLIZZO; the Buyer shall not disclose or reveal any confidential information to third parties, for use only for supply of products.
Article 11 – Mutual data treatment. According to Art. 13 of Legislative Decree 30 June 2003 n. 196, with reference to the personal data of natural persons, acquired during the negotiations or during the development of the contractual relationship, the Parties shall mutually ensure that: A) the personal data will be processed, also with the assistance of electronic and / or automated devices, for purposes related to the performance of the obligations of the present contract in order to realize market research related to customer satisfaction or in order to fulfil legal obligations and / or requirements imposed by public authorities; B) the submission of personal data is optional but a refusal to supply such above data may lead to difficulties in the conclusion, execution and management of the contract, C) personal data will be communicated exclusively to advisers of the Parties or persons appointed by the Parties in order to process data, in every case for the purposes indicated at point A and will not be otherwise disclosed to any third parties. With reference to the processing of personal data of natural persons, natural persons may exercise their rights under Art. 7 of Legislative Decree 30 June 2003. 196.
Article 12 – Jurisdiction and applicable Law. For any disputes arising out of or in connection with the present contract the Court of Torino (Italy) shall have exclusive jurisdiction.
The present General Conditions of Sale and all present and future contracts of sale between FOGLIZZO and the Buyer shall be governed by the United Nations Convention on the International Sale of Goods, and, with regard to any matter not covered by such Convention, by the Italian law, without prejudice to Article 7.
Any reference to commercial terms (such as EXW, CIP, etc.) is deemed to be made to the Incoterms® of the International Chamber of Commerce (ICC), with regards to the text in force at the date of conclusion of the contract.
The authentic text of these Terms and Conditions of Sale is the Italian one.
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- List of unfair contract terms:
- Article 3 – Characteristics of the Products – Tolerances – Claim of Defects.
- Article 4 – Prices.
- Article 5 – Delivery and Shipping.
- Article 6 – Payments.
- Article 8 – Warranty.
- Article 9 – Product Replacement caused by an incorrect order made by the Buyer.
- Article 12 – Jurisdiction and applicable Law.
