GENERAL CONTRACT CONDITIONS
1. GENERAL TERMS
1.1 These Terms (hereinafter the Contract Conditions) are intended to regulate the online sale of the Products and Services offered by the individual company SELCRU SAS di Miglioli C&C, located in Villa Cortese (MI) ITALY, via Padre Stefanetti n. 9, VAT number: 12203920967, in the person of its owner Cristina Miglioli, (hereinafter, more simply, SELCRU), and who operates on the internet through the website www.selcru.com (hereinafter the WEBSITE).
1.2 Object of the Contract will be:
a) the paid sale of alcoholic and non-alcoholic beverages (hereinafter the Products), to national and international B2B operators, through the Website;
b) the supply of services connected with the sale under point 1.a), such as the shipping and delivery service of the Products, under the conditions specified in the orders and in these General Conditions;
c) the supply of the whole services, including export consultancy, market analysis, logistic services, Buyer’s and Supplier’s credit Reports, Subscription fees, etc.
2. FORM AND CONTENT OF THE AGREEMENT
2.1 The online transmission of the Producer’s data, Product’s details and prices, the online transmission of the Buyer’s data and the trcking of its Product researches and transmission of related Order to SELCRU SAS including the payment of the amount requested, constitutes full acceptance of these General Contract Conditions.
2.2 For all legal purposes, it will be understood that the Registered User has accepted the conditions and rules of use indicated here, by clicking on the flag “Contract” at the bottom of the page https://www.selcru.com/register-producer/.
SELCRU reserves the right to modify, in whole or in part, at any time and without notice, the content of the Contract Conditions referred to in this document. Any changes made will be effective from the date of publication on the Site and will only be applicable to contractual proposals (or orders) for purchase sent by the Customer after the date of their entry into force. In any case, unless otherwise expressly agreed, such changes will have no retroactive effect on the contracts previously stipulated with users.
2.3 Any invalidity or ineffectiveness of one or more contractual clauses will in no case affect the validity or effectiveness of the other contractual clauses.
2.4 For anything not contemplated in these General Contract Conditions, the Parties expressly refer to the provisions of the italian law.
The terms contained in these General Conditions of Contract do not deprive the buyer of the rights attributed to him by the current and applicable laws.
SELCRU SAS, current in Villa Cortese (MI), via Padre Stefanetti n. 9, VAT number: 12203920967, in the person of its owners Cristina Miglioli and Marino Castoldi, e-mail address email@example.com (address for receiving complaints and communications). The company carries out its business of promoting and selling the Products and providing the services indicated in the previous art. 1.2, letters a), b), c), using its website accessible at www.selcru.com.
3.2 USER / CUSTOMER
The term includes any professional who acts in the exercise of his own business, commercial, craft or professional activity that may be carried out who freely. The user could be the Producer or Buyer of the Product, that accesses the address www.selcru.com following the registration proposed by SELCRU with the intention of selling or buying the Products or services offered by SELCRU.
Operation by which the User provides personal information to SELCRU by entering them in a specific section of the website in order to proceed with the commercial promotion or purchase of the Products and to reach areas of the same website with restricted access.
3.4 GENERAL CONTRACT CONDITIONS
The clauses contained in this document, which form an integral and substantial part of the contract between the Customer / User and SELCRU when promoting or purchasing the Products through the website www.selcru.com.
The contract concluded in the manner referred to in Article 5 below is made up of:
- the previous agreement of Selcru’s partnership conditions sent by email, which include the discount granted to Selcru by the Producer, the exclusivity terms, Delivery and insurance costs.
- these General Contract Conditions
- the Order of wines or services
Application for the purchase of one or more Products / Services which, duly completed in all its parts, the Customer submits to SELCRU in accordance with the provisions of art. 5.2 of these General Contract Conditions.
3.7 PRODUCTS / SERVICES
Alcoholic and non-alcoholic drinks and the services indicated and described in the previous art. 1.2, letters a), b), c).
The web address www.selcru.com through which SELCRU operates on the internet.
4. SUBJECT OF THE CONTRACT
These Contract Conditions regulate the sale and performance of the Products and Services offered by SELCRU through its website and the rights and obligations arising from the contract concluded with the Customer / User.
4.2 ACCESS TO THE SERVICE
4.2.1 It is up to SELCRU to keep, modify or suspend, without notice, its website, which can be reached at www.selcru.com
4.2.2 The User who reaches, directly or indirectly, the web address www.selcru.com has the right to free and open access to the public information contained therein, although SELCRU reserves the right to limit access to certain information, promotions and special offers to the USERS only, pursuant to the following 4.2.3.
4.2.3 Any User who accesses the Site has the right to register as a Customer, without any obligation to purchase, for the sole purpose of accessing the areas with regulated access and to benefit from special offers, by sending discount codes to the e-mail address indicated during registration, in the event of subscription to the newsletter service.
4.2.4 The User undertakes, giving the widest indemnity to SELCRU, to use the Site and any service provided, information available anywhere on the Site, exclusively for lawful purposes and in compliance with all the conditions of use anywhere specified on the Site itself , while any liability deriving from any illicit use and / or from the violation of any applicable legislation remains fully borne by him.
4.3 USER REGISTRATION
4.3.1 Before proceeding with the purchase of the Products and Services offered by SELCRU, the User must register, providing his personal data as well as any useful or necessary information for the correct conclusion of the contract (for example: name and surname or company name , tax code / VAT number, license code for importing wines or spirits, billing address, e-mail address, telephone / fax number, etc.). SELCRU offers the Customer an efficient and secure system for collecting personal data through personalized access credentials (combination of username and password) to facilitate the Customer in future purchase operations.
4.3.2 The Customer may indicate the desired credentials, provided that they are available and therefore have not been assigned to another User.
4.3.3 Access credentials with immoral, offensive, oppressive, discriminatory content or content that are in any case in conflict with current legislation will not be accepted, nor those that allude to brands, products or determinations protected by the laws on intellectual and industrial property rights. .
4.3.4 The Customer undertakes to protect and adequately guarantee the confidentiality of his access credentials. SELCRU will in no case be held responsible for any damage resulting to the Customer from theft, loss or theft, improper or fraudulent use of access credentials, even by third parties, where they are a direct or indirect consequence of the Customer’s behavior.
4.3.5 In compliance with the legislation on the processing of personal data and the rights recognized to the interested party, the Customer during the registration phase will give his / her consent to receive newsletters to the e-mail address indicated during registration, also to end of receiving discount codes.
4.4 CONDITIONS OF USE OF THE WEBSITE
4.4.1 The User / Customer undertakes to faithfully use the purchasing service made available by SELCRU on its Site, refraining from manipulating the content and / or from interfering with computer systems through viruses or other behaviors prohibited by law.
4.4.2 It is forbidden for the User / Customer to use the information published by SELCRU on its Site outside the contractual relationship that arose following the acceptance of these Contract Conditions.
4.4.3 The User / Customer also undertakes not to reproduce, sell or otherwise dispose of the information published by SELCRU on its Website, in all its contents, without express authorization.
4.5 LIMITATION OF LIABILITY
4.5.1 Within the limits of what is permitted by applicable law, the User / Customer acknowledges that the use of the Website takes place at their own risk. The Website accessible at www.selcru.com and SELCRU SAS does not offer any specific guarantees regarding the results that are expected, hoped for or obtained with the use of the Website and the purchase of the Products / Services, unless agreed differently between the part in written form.
4.5.2 Within the limits set by art. 1229 cod. civ., the User / Customer declares and guarantees to indemnify and hold harmless the SELCRU and / or its representatives, employees, collaborators, consortium members as well as its partners from any compensation obligation, including legal costs, which may arise at its own expense in relation to the use of the Website. If the applicable legislation does not allow an exemption from liability, the liability of SELCRU must in any case be limited to the extent permitted by law.
4.5.3 SELCRU declines all responsibility for any claims of Users relating to the inability to use the Website and / or purchase the Products / Services through the Website for any reason.
4.5.4 SELCRU cannot be held in breach of its obligations nor liable for damages, claims or losses, direct or indirect, arising from the User / Customer due to the failure and / or defective functioning of the electronic equipment of the users themselves or of third parties, including Internet Service Providers, telephone and / or telematic connections not managed directly by SELCRU or by persons for whom it is responsible, as well as by the actions of other users or other persons having access to the network or deriving from events of force majeure.
5. CONCLUSION OF THE CONTRACT
5.1 INVITATION TO NEGOTIATION
5.1.1 The information contained in advertising materials, brochures, other promotional materials, on the Website or in any case provided to the User by representatives or employees, constitute an invitation to negotiation addressed by SELCRU. None of this information can ever be considered as an offer to sell. SELCRU is solely entitled to enter and modify the price of the products included on its website but is not responsible for any of the technical information entered by any of the Users.
5.1.2 The Customer can access the Service relating to the purchase of Products on the Website in the respective section where, for each Product, there is an information sheet. The User is resposible for entry and updating the data.
5.1.3 The publication and offer of the Products displayed on the Website constitutes an invitation to the Customer to formulate a contractual Order and implies full knowledge and full acceptance of these General Contract Conditions as well as knowledge and acceptance of shipping and delivery terms, indicated in the Order and related costs.
5.2 PROPOSAL and ACCEPTANCE
5.2.1 The Order will be concluded only after the payment of the price has been made, by typing the “Pay Now” button by the Customer. Before payment, the Order may be modified or canceled by the User. After typing the “Pay Now” button, the Website issues a confirmation of receipt of the order with a unique code, which is automatically transmitted by the Website system to the e-mail address indicated during registration.
5.2.2 Each agreement for the supply of Products stipulated between SELCRU and the Customer must be considered concluded with the express acceptance of the order confirmation by SELCRU. SELCRU has the right to accept or not, at its discretion, the order sent by the Customer, without the latter being able to make claims or rights of any kind, for any reason, including compensation, in the event of non-acceptance of the order itself.
5.2.3 The Customer is made aware and accepts that, until the acceptance of the order confirmation by SELCRU, only the pre-authorization of the sums on the credit / debit card used will take place.
5.2.4 If the Products ordered are not available in whole or in part, SELCRU will send the Customer an e-mail to the address provided during registration. The Customer will be entitled to cancel the order and / or modify it under the conditions indicated by SELCRU.
5.2.5 In case of non-acceptance, cancellation and / or modification of the order, the total or partial cancellation of the pre-authorization will take place within the next 72 hours.
5.2.6 Access to the Service presupposes the availability by the Customer of hardware and software devices suitable for the correct use of the Site. The lack (or failure to purchase by the Customer) of the aforementioned devices determines the impossibility for the Customer to purchase the Products online, without any liability attributable to SELCRU.
6. AVAILABILITY AND DELIVERY
6.1. The Products will ready for pick up within 15 days of order acceptance from SELCRU.
6.2 The Products presented on the Website in areas other than the appropriate sections intended for purchase operations or in any case without the “add to cart” icon, are understood to be unavailable for supply through the Website.
6.4 The Products object of the individual purchase orders will be packaged by the Manufacturer in special containers which must guarantee, in any case, their perfect conservation and integrity. In the event of special requests by the Customer, the related costs remain the sole responsibility of the Customer (see back labels, analysis, special requests in genral).
6.5 The Customer will collect the Products at the SELCRU warehouse. In case of withdrawal through third parties, the Customer will communicate in advance via e-mail to SELCRU the references of the person in charge of the withdrawal and the deed of delegation, exempting SELCRU from any responsibility for the case of non-delivery to unauthorized third parties pursuant to of this article.
6.6 For the supply of Products for which the Customer requests shipment, the Products will be delivered ex warehouse and the shipping costs and related risks will remain the responsibility of the Customer.
6.7 SELCRU is not liable for delays in supplies and / or deliveries that are a consequence of unforeseeable circumstances, force majeure, or attributable to the Wine Producer, to SELCRU’s auxiliaries or to third parties (including transporters). If SELCRU’s responsibility for the delay or non-delivery is ascertained, SELCRU will be liable only for cases of willful misconduct or gross negligence.
6.8 In case of supply of the Credit report related to a company, SELCRU is not liable for the results that are expected, hoped for or obtained by the Customer with the purchase of the Report.
7. CONSIDERATION AND METHOD OF PAYMENT
7.1. PRICE DETERMINATION
The final cost of the Products, including VAT and any other applicable tax, is clearly indicated on the Site and will also be indicated to the Customer with the order acceptance e-mail message referred to in the previous art. 5.2.2. The Customer is made aware and accepts that if he does not have a valid license code for the importation of wines or spirits, he will be automatically charged for customs duties, excise duties and / or taxes related to the purchase.
7.2 UNILATERAL PRICE CHANGES
SELCRU reserves, unilaterally and at any time, the right to change the price of the Products / Services indicated on the Site. In order to guarantee the Customer the certainty and security of the price of the Products / Services purchased, the amount charged will be that indicated on the website www.selcru.com at the time of formalization of the order and recalled in the acceptance message of the same.
7.3 METHOD OF PAYMENT
7.3.1 Payments for the purchase of the Products can only be made by credit / debit card or via PayPal. The Customer is required to choose, at the time of the conclusion of the Service Contract procedure, the chosen payment method.
If the Customer requests the Service Contract with payment of the price by credit card, SELCRU reserves the right to carry out an immediate verification of the validity of the credit card, it being understood that the total amount corresponding to each purchased Product will be charged only at the conclusion of the purchase.
For the sole purpose of greater protection and safety of the Customer, SELCRU reserves the right to request additional information from the Customer at any time (e.g. landline telephone number) or to send copies of documents proving ownership of the card. credit used. In the absence of the Customer sending the information or additional documentation required, SELCRU reserves the right not to accept the order by simultaneously notifying the Customer at the e-mail address indicated by him.
7.3.2 If the Customer chooses PayPal as a means of payment, he will be redirected to the website www.paypal.it where he will pay for the products according to the procedure provided and governed by PayPal. The data entered on the PayPal site will be processed directly by the same and will not be transmitted or shared with SELCRU.
In the event of termination of the purchase agreement and in any other case of reimbursement, for any reason, the refund amount will be credited to the Customer’s PayPal account. The re-credit times on the payment instrument connected to this account depend exclusively on PayPal and the banking system. Once the credit order has been placed in favor of this account, SELCRU cannot be held responsible for any delays or omissions in crediting the Customer with the refund amount, to dispute which the Customer must contact PayPal directly.
SELCRU will issue a specific tax invoice for each order, made out to the natural or legal person who placed the order.
The Customer is solely responsible for the accuracy and truthfulness of the information provided to SELCRU for billing purposes.
SELCRU warns that, once issued, it will not be able to subsequently modify the sales invoices in compliance with current legislation.
8. DURATION AND RIGHT OF WITHDRAWAL
These General Contract Conditions have an indefinite duration, unlike contracts relating to the purchase of individual Products / Services which will have the duration indicated in the Order and in the order confirmation.
8.2 RIGHT OF WITHDRAWAL
8.2.1 Each party may withdraw from these General Contract Conditions and / or from a single contract only for just cause.
9.1 SELCRU guarantees the Products in accordance with the law.
9.2 In the presence of defects of any nature and / or lack of conformity of the Products, communicated in writing by the Customer to SELCRU by any means and proven by suitable photographic documentation (by way of example but not limited to, letter, fax, or in electronic form , also with digital signature), within the terms of the law, SELCRU, having ascertained the defect, undertakes to reimburse the defective Products, by crediting the corresponding amount to the Customer’s credit card or PayPal account.
9.4 Compensation for further damage is excluded.
10. COMMUNICATIONS AND COMPLAINTS
10.1 All communications to the Customer relating to this contractual relationship may be made by SELCRU by e-mail, by registered letter with return receipt to the addresses communicated by the Customer and, consequently, the same will be considered known by them.
Any changes in the Customer’s addresses not communicated to SELCRU will not be opposable to it.
10.2 Any customer complaints against SELCRU in relation to the Products must be addressed exclusively to the e-mail address ……………………… or by registered letter with return receipt to the address indicated in the previous article 3.1.
11. FORCE MAJEURE
11.1 SELCRU intends to make every reasonable effort to carry out all the obligations assumed on the basis of this Agreement.
11.2 SELCRU will in any case be exonerated from any responsibility in case of delays or failures caused by circumstances beyond its control and in any case in case of force majeure.
12. APPLICABLE LAW AND JURISDICTION
12.1 This Agreement is governed by Italian law.
12.2 For any dispute that may arise regarding the interpretation, execution and interpretation of these General Contract Conditions and more generally of the Contract, the Court of Milan will have exclusive jurisdiction.
13. PERSONAL DATA
The Parties, in accordance with the legislation on the protection of personal data, declare to proceed with the processing of personal data for the purposes related to the execution of this Agreement and the fulfillment of the legal and contractual obligations deriving from it. The Parties undertake, in the execution of this Agreement and all related activities that may involve the processing of personal data, to act in compliance with the applicable Personal Data Protection Law (in particular the EU Regulation 2016/679 so-called “GDPR” and Legislative Decree 196/2003 so-called “Privacy Code” as amended by Legislative Decree 101/2018), observing adequate organizational and technical measures, as well as suitable for guaranteeing the security of information in terms of confidentiality, integrity and availability of the personal data processed
14. DECLARATION PURSUANT TO Art. 1341 and 1342 cod. civ.
The Customer declares to expressly and specifically approve – pursuant to and for the purposes of the provisions of art. 1341 and 1342 cod. civ. – the clauses contained in the following articles: 2 (Form and content of the contract) – 4 (Object of the Contract) 5 (Conclusion of the Contract) – 5.2 (Orders and acceptance) – 6 (Availability and delivery) – 9 (Warranty) – 10 (Communications and complaints) – 11 (Force majeure) – 12 (Applicable law and competent court).
DA INSERIRE NEL MODULO D’ORDINE / form di registrazione
The Customer declares to know and accept the General Contract Conditions published and available at the internet address …………………………… ..
Pursuant to and for the purposes of articles 1341 and 1342 of the civil code. civ., declares to have downloaded them, carefully read, well understood and to specifically accept the clauses contained in the following articles: 2 (Form and content of the contract) – 4 (Object of the Contract) 5 (Conclusion of the Contract) – 6 (Availability and delivery) – 9 (Warranty) – 10 (Communications and complaints) – 11 (Force majeure) – 12 (Applicable law and competent court).
Lì,_______________________ il ____ / ____ / ________