1. GENERAL DISPOSITIONS
1.1. These general conditions regulate the contracts (“Contracts ”) between Holden S.r.l, based in Turin, Piazza Borgo Dora n. 49, 10152, C.F. and P.I. 06670280012, email firstname.lastname@example.org (“Holden”) and the user (“Contractor”), on the website www.scuolaholden.it and the relative subdomains www.miltonclass.it, generalstore.scuolaholden.it and www.miltonclass.it (“Website”), relative to the supply of goods and/or services (“Products”).
1.2. These general conditions, the procedures for the order, the payment and the consequent email comunications are available both in Italian and in English. In the case of any discrepancies, the Italian text is always prevalent.
1.3. These general conditions, where binding or expressly mentioned, are regulated by the dispositions of article 50 and pursuant of the Consumer Code and the Legistlative decree 70/2003 concerning electronic trade.
1.4. The products are, acoording to the case, physical objects sold in the General Store section of the Website (“Objects) or immaterial/digital goods and/or services that are rendered available on the Website, also in live streaming and/or on demand (“Milton Class”). The characteristics of each Product are indicated on the Website’s relative pages, which constitute an integral and substantial part of the Contracts, to which we refer and that, with the acceptance of these general conditions, the Contractor also declares to accept.
2. HOW TO BUY
2.1. Here we describe the procedure for the acquisition of Products sold on the Website.
– LOGIN: to make a purchase the user must be “logged in”, which means to say that he/she must have a valid account and that he/she identifies himself/herself by correctly inserting his/her email address and password. PRODUCT DOCUMENTATION: the Products are describes in the dedicated pages that describe their functions, costs and, if requested, the necessary times to receive and/or avail oneself of the Product. If the Product is acquirable, the Product can be selected and added to the user’s shopping basket, if the Product is not yet purchasable, the user can request to be informed about the selected Product. The addition of the Product to the shopping basket occurs by clicking on the button called “Purchase”. SHOPPING BASKET: the shopping basket shows the list of Products that have been selected by the user, showing the Title of each product and links to re-read detailed information about and its costs. The comprehensive cost of all the selected products is also shown. On the shopping basket page the user will always be able to: eliminate all the purchased products, eliminate one of the purchased products, carry on the navigation without purchasing, procede with the purchase.
– INVOICING ADDRESS AND ACCEPTANCE OF THE SALES CONDITIONS: when the user proceeds with the purchase he/she must insert an invoincing address. He/she must also add whether he/she is a person or a company. In the case that he/she is a person, the following fields are obligatory: name, surname, fiscal code, address, postal code, province, state. In the case that he/she is a company the following fields are obligatory: name, surname, VAT number, fiscal code, address, postal code, city, province and state. To be able to proceed with the purchase he/she must also have seen and accepted these sales conditions, by explicitly clicking on a checkbox. The data concerning the invoicing address can also be changed, the purchase procedure can be abandoned or he/she can choose to continue the purchase.
– SUMMARY: following the compilation of the invoicing address, the acceptance of the conditions of sale and the prosecution of the purchasing procedure, a page is shown, displaying the summary of the selected products and the total cost. The inserted data and/or selected products can be modified by going back or the purchase can be completed via the Paypal service by clicking on the “Purchase” button.
– PURCHASING VIA PAYPAL: to proceed with the purchase, the user is redirected to the Paypal payment service. The selected Products can be acquired by inserting one’s own PAypal email and password and by clicking on the “Sign in” and then on the “Pay now” buttons. If the user does not have a valid Paypal account, he/she can click on the “Don’t have a Paypal account?” button and create one by inserting data about his/her credit card and then proceed to the conclusion of the purchase. He/she can also choose to not proceed with the purchase by clicking on the “Cancel and return to the Holden Srl website” link.
– ORDER CONFIRMATION: once the purchase has been completed via Paypal, if it has been concluded correctly, the order confirmation is displayed, with a summary of the information concerning the acquired products.
– INVOICE: once the purchase has been completed via Paypal an email containing information concerning the purchased products will be sent to the Contractor, along with a pdf with the attached invoice and, at the bottom, the general conditions that were previously accepted. una volta completato l’acquisto tramite Paypal viene inviata al Contraente una mail contenente le informazioni relative ai prodotti acquistati, un pdf con la fattura allegata e con in coda riportate le condizioni generali vendita precedentemente accettate.
The invoices will then be archived in Holden S.r.l.’s accounting system.
2.2. The Contract will be deemed to be concluded, at the address of Holden S.r.l, when Holden S.r.l. receives a communication regarding the conclusion of the purchase procedure by the Contractor, also in consideration of what is declared in the below clause 3.5.
3. PRICES, DELIVERY AND PAYMENT
3.1.The price of each Product is indicated in the relative page on the Website, along with the taxes and levies that are applicable in Italy.
3.2. In the case of Objects, during the purchase procedure, the Contractor can opt either to collect of the Object at Holden S.r.l, in Turin, Piazza Borgo Dora 49, 10152, during the opening times that are indicated on the Website, or its delivery.
3.3. In the case that the Contractor opts for the delivery of the Object, Holden S.r.l. will confirm the carrier’s pick up the goods and also the details of the shipment. The Object’s delivery by Holden S.r.l to the Contractor will be deemed to have been completed when the Object is consigned to the carrier and therefore Holden S.r.l will be in no way responsible for the delayed or missing delivery of the Object by the carrier to the Contractor. Shipping expenses, where present, are not included in the price and are wholly at the Contractor’s expense, who will have to pay them in advance to Holden S.r.l when he/she pays the price. Shipping expenses vary according to the Object’s characteristics, the place and the methods of delivery and are calculated when the order is compiled, without constituting an obligation for the Contractor to conclude and transmit the order. The indicated delivery times are an approximation.
3.4. The obligations and levies relative to the Products, including duty taxes, are entirely at the expense of the Contractor.
3.5. The payment of the price, as well as the taxes, levies, burdens and eventual shipping expenses (following, where indicated in conjunction with, “Compensations”) is done by the Contractor at the moment of purchase, as described in paragraph 2.1. If the payment does not occur, the purchasing procedure cannot be completed and therefore the contract will not be stipulated.
4. HOW TO MAKE USE OF THE MILTON CLASSES
4.1 The Milton Classes are experiences that can be had online, on the Website, and, for this reason, to be seen correctly the user must have a computer with an internet connection. The following browsers are supported: Explorer 8, 9, 10, Firefox 23, 24, Safari 6, Google Chrome 29, 30.
The Milton Classes can have different types of content:
LIVE: audio-video transmission streamed live. The video is seen on a dedicated player that allows the user to set the volume level, stop the live show, start the live show. Users can leave comments on live shows.
ON DEMAND: audio-video recordings that can be seen at any time. The video is seen on a dedicated player that allows to play the recording, pause it, modify the volume level, set full screen. Users may be able to leave comments on videos on demand by using their personal account.
PHOTOGRAPHS: the user receives photos via email. The photographs are covered by copyright and therefore their sharing and publication is expressly forbidden.
Each Milton Class has a specific temporal period during which it can be seen. This is defined and communicated in the description published online in each Milton Classes’ Website.
It is understood that the login credentials to the Website’s reserved area are strictly personal and must not be communicated to third parties. To access the Milton Classes, the user must access the Reserved part of the Website and, therefore, insert the keys and/or codes transmitted to the Contractor after the purchase, which can be communicated to final third party beneficiaries. The eventual use of the Milton Classes by final third party beneficiaries however presupposes their registration on the Website. It is understood that the Contractor guarantees, also according to the provisions of art. 1381 cod. civ., his/her observance of these general conditions and, in particular, of the following clauses 4.2 and 6.3, as well as the application legal dispositions and rules, on behalf of the third parties to which he/she has communicated his/her keys and/or codes for the use of the Milton Classes.
4.2. In the case of the Milton Classes during which the Contractor’s and/or registered user’s interaction is allowed, in any way, shape or form, he/she must abstain from behaviour that can in any way violate the rights of third parties and the honour, reputation and/or decorum of Holden S.r.l. and/or the interpreters, executors, authors of the Milton Classes. It is understood that the Contractor and/or registered users can in no way and by no means advance demands or rights concerning their interaction during the Milton Classes. In particular, Holden S.r.l does not guarantee the interaction and reserves the right to suspend and/or interrupt it at its discretion.
4.3. It is understood that if the Contractor and/or third parties to whom he/has communicated the keys and/or relative codes does not make use of the Milton Classes, for causes that cannot be attributed to Holden S.r.l, such as, for example, the elapse of the terms in clause 4.1 or for technical problems that are independent of Holden S.r.l, no obligation can be derived on behalf of Holden S.r.l togive back the Compensations paid by the Contractor and/or make any reimbursement and/or reparation.
5. RIGHT OF TERMINATION
5.1. The Contractor, who can be qualified as a consumer according to the Consumer code, has the right to terminate the Contracts without penalty fees and without specifying the reason, as is set out in articles 64 and following of the Consumer code and as is clarified in clause 5.
The right to termination is exercised with the despatch to Holden S.r.l in Turin, Piazza Borgo Dora 49, 10152:
Of a written communication, sent via registered mail, or
Of a written communication sent via telegram, telex, electronic mail or fax, which must be confirmed via registered mail within the following 48 hours, or
In reference only to the Objects, with the restitution of the Object, within 10 working days, running from, in the case of the purchase of an Object, their reception by the Contractor,
And, in the case of a purchase of a Milton Class, from the day the contract has been concluded, and on the condition that the execution of the Milton Class has not yet begun, not even partially (in the case of live streaming, on the condition that the initial moment of the live show has not begun, whether or not the Contractor is connected; in the case of on demand transmissions, in the case that the Contractor has not yet begun to make use of them).
In the case that the Object has already been delivered to the Contractor and that he/she has exercised the right to termination with the dispatch of a written communication according to the above modalities, the Contractor must return the Object, whole, to Holden S.r.l in Turin, Piazza Borgo Dora 49, 10152 within 10 working days starting from its delivery. The shipping expenses of the Object are wholly at the expense of the Contractor.
Within 30 days from the date that Holden S.r.l is notified of the termination, it will reimburse the Contractor the paid compensation, via the following mode: bank transfer.
The Contractor will not be able to exercise the right to termination in the cases specified in article 55 of the Consumer Code, as well as in the cases of the Milton Classes whose execution has already begun, in the case of the purchase of sealed audio-visual products and information software that have been opened, of newspapers, magazines and periodicals, of Products made specifically for the Contractor or clearly personalized or that, due to their nature, cannot be returned or that risk a quick deterioration or alteration.
We specify that article 65.3 of the Consumer Code states that “if a professional has failed to meet for distance contracts, the information requirements pursuant to Article 52, paragraph 1, subparagraphs (f) and (g), and Article 53, the period for exercising the right of withdrawal shall be sixty or ninety days respectively, and in the case of goods, shall commence on the day of receipt by the consumer, for services, from the day the contract is concluded.
6. INTELLECTUAL PROPERTY RIGHTS
6.1. The Contractor undertakes to respect the Products’ Intellectual Property rights, to exclusively use and exploit them in the fashions and limits indicated in the Website’s single pages and in these general conditions.
6.2. From the Contracts, no sale, not even partial, in any way or form, of the relative rights of the Milton Classes can be derived.
6.3. Notwithstanding what has been said in clauses 6.1 and 6.2, the Contractor guarantees that he/she will not reproduce, retransmit, transcribe, execute, represent or act in public, communicate to the public, distribute, translate, rent, share, in any way and/or form, in whole or in part, nor in any part of the world, the Products and, in particular, the Milton Classes.
7. Clausola risolutiva espressa
7.1. Nel caso di inadempimento anche di una soltanto delle clausole 4.1, 4.2, 4.3, 6.1 e 6.3, la S.r.l. Holden potrà risolvere di diritto il Contratto ai sensi e per gli effetti di cui all’art. 1456 cod. civ., inviando una comunicazione in tal senso al Contraente all’indirizzo di posta elettronica fornito al momento dell’acquisto. Nel caso di risoluzione di diritto del contratto i Corrispettivi pagati da parte del Contraente potranno essere trattenuti da parte della S.r.l. Holden a titolo di anticipo sul risarcimento del danno.
7. EXPRESS RESOLUTORY CLAUSE
7.1. In the case of any breaches of even just one of the clauses 4.1, 4.2, 4.3, 6.1 and 6.3, shall result in Holden S.r.l. terminating the contract, in accordance and to the effects of article 1456 of the Civil Code, sending the Contractor a communication to the address given at the moment of purchase. In the case of a lawful termination of the contract, the Compensations paid by the Contractor may be withheld by Holden S.r.l as an advance on the reparations for damages.
8.1 In the case of the purchase of an Object by a Contractor, who can be qualified as a consumer according to the Consumer Code, Holden S.r.l is responsible according to articles 130 and 132 of the Consumer Code for any conformity defects that are manifested within two years of the delivery, or one year if the Object is a used good. The Contractor must report the conformity defect to Holden S.r.l within two months from the date when he/she discovers it so that the rights in article 130 of the Consumer Code, below stated, are not forfeit:
“1.The vendor shall be liable to the consumer for any lack of conformity which exists at the time the goods were delivered.
2.In the case of a lack of conformity, the consumer shall be entitled to have the goods brought into conformity free of charge by repair or replacement, in accordance with paragraphs 3, 4, 5, and 6, or to have an appropriate reduction made in the price or the contract cancelled with regard to those goods, in accordance with paragraphs 7, 8 and 9.
3. At his discretion, the consumer may request the vendor to repair or replace the goods, free of charge in either case, unless the remedy requested is impossible or disproportionate.
4. For the purposes of paragraph 3, one of the two remedies shall be considered
disproportionate if it imposes expenses on the vendor which, in comparison with the other remedy, are unreasonable, taking into account:
a) the value the goods would have if there were no lack of conformity;
b) the significance of the lack of conformity;
c) whether the alternative remedy could be completed without significant inconvenience to the consumer.
5. The repairs or replacements shall be completed by a reasonable time and without any significant inconvenience to the consumer, taking account of the nature of the goods and the purpose for which the consumer purchased the goods.
6. The costs referred to in paragraphs 2 and 3 refer to costs that are essential
to make the goods conform, in particular with reference to the expenses incurred for delivery, labour and materials.
7. At his discretion, the consumer may require an appropriate reduction of the price or have the contract cancelled in one of the following situations:
a) repair or replacement are impossible or disproportionate;
b) if the vendor has not repaired or replaced the goods by a reasonable time pursuant to paragraph 6;
c) the replacement or repair carried out previously caused significant inconvenience to the consumer.
8. When determining the amount of the reduction or the sum to be refunded the use of the goods is taken into account.
9. After reporting the lack of conformity, the vendor may offer the consumer any other available remedy, with the following consequences:
a) if the consumer has already requested a specific remedy the vendor is bound to implement it, with the necessary consequences in relation to the running of the reasonable time pursuant to paragraph 6, unless the consumer accepts an alternative remedy;
b) if the consumer has not already requested a specific remedy the consumer shall accept the offer or reject it by choosing another remedy pursuant to this Article.
10. If the non-conformity is of only minor importance, for which it is impossible or disproportionate to complete the remedies of repair or replacement, the consumer shall not be entitled to cancel the contract.
8.2 In the case of the purchase of an Object by a Contractor that cannot be qualified as a consumer according to the Consumer Code, Holden S.r.l will be responsible for the faults of the sold object, exclusively in accordance with articles 1490 and pursuant of the civil code.
9. COMPLAINTS AND ASSISTANCE
9.1. Eventual complaints must be addressed to Holden S.r.l., at its legal head office in Turin, Piazza Borgo Dora 49, 10152, or via email at the address email@example.com.
10.1. The present general conditions can be freely modified by Holden S.r.l, with effect from the moment they are published on the Website.
11. APPLICABLE LAW AND COMPETENT FORUM
11.1. The Contracts and relationships that derive from them are disciplined by Italian Law.
11.2. Notwithstanding the application of article 63 of the Consumer code, in the case that the Contractor can be qualified as a consumer in accordance with the Consumer Code, the controversies related to the Contracts (including those relative to their validity, interpretation and their fulfilment) and the relationships that derive from them are assigned to the exclusive competence of the Turin Forum.