Terms and Conditions

PANICALE S.R.L.

GENERAL TERMS AND CONDITIONS OF SALE

1. SCOPE OF APPLICATION

   1. The e-commerce site through which products under the Panicale brand are sold is managed by:

Panicale S.r.l.

Via del Fonditore n. 9 – 06132 Perugia (PG) – Italy

VAT number: 02879130546

E-mail: ecommerce@panicale.com

2. These General Terms and Conditions of Sale govern the purchase of products made remotely through the e-commerce site managed by the Company (hereinafter the "Site").

3. For any information regarding orders, shipments, returns or refunds, the customer can contact Panicale S.r.l. (hereinafter, the "Company") via the contact details provided on the Site or at the email address indicated above.

1. SCOPE OF APPLICATION

   1. These General Conditions govern all purchases of products made through the Site by users acting as consumers, i.e., for purposes unrelated to any entrepreneurial, commercial, artisanal or professional activities they may carry out.

   2. By placing an order through the Site, the customer declares to have carefully read and fully accepted these General Conditions.

   3. The General Conditions are made available on the Site in order to allow their storage and reproduction by the customer in accordance with the applicable legislation on e-commerce.

   4. The Company reserves the right to modify or update these General Conditions at any time. Any changes will be effective from the date of publication on the Site and will apply exclusively to orders placed after that date.

2. REQUIREMENTS FOR PURCHASE AND USE OF THE SITE

   1. The purchase of products through the Site is allowed only to natural persons who are 18 years of age or older and who have the legal capacity to enter into binding contracts.

   2. The customer is required to provide truthful, complete and updated personal data and contact information necessary for the correct management of the order.

   3. The customer also undertakes to use the Site exclusively for lawful purposes and in accordance with these General Conditions and, in particular, not to make:

1. false or fraudulent orders;

2. improper use of the Site;

3. activities that may compromise the functioning of the Site or the purchasing experience of other users.

1. The Company reserves the right to refuse or cancel orders if there are reasonable grounds to believe that the order was placed in violation of these General Conditions, for fraudulent purposes or in any case not in line with the nature of the sale to the final consumer.

1. METHODS OF ACCESS AND USE OF THE SITE

   1. Access to the Site is free, does not require prior creation of a user account but still requires the registration of customer data during the order confirmation and purchase phase, through the online purchase procedure available on the Site.

   2. Use of the Site is permitted exclusively for personal and non-commercial purposes. In particular, the customer undertakes not to use the Site for resale, distribution or marketing of purchased products, unless prior written authorization from the Company.

   3. The customer also undertakes not to use the Site improperly or contrary to current legislation and, in particular, not to carry out activities that may:

1. compromise the security of the Site;

2. interfere with the proper functioning of the Company's IT systems;

3. cause damage to the Company or other users of the Site.

5. PURCHASE PROCEDURE

   1. To make a purchase on the Site, the customer must select the desired products and add them to the virtual cart, then follow the instructions indicated during the purchase procedure.

   2. Before completing the order, the customer will be asked to verify the data relating to the selected products, the total purchase price, any shipping costs and delivery information.

   3. Once the purchase procedure is completed and payment is confirmed, the customer will receive a communication of order receipt at the email address indicated during the purchase.

   4. This communication constitutes only confirmation of the correct receipt of the order and does not imply its acceptance by the Company.

   5. The sales contract is considered concluded only when the Company sends the customer a confirmation communication of the shipment of the ordered products.

6. REFUSAL TO PROCESS ORDER

   1. The Company reserves the right to remove one or more products from the Site at any time, as well as to modify or delete any content or information published on the Site.

   2. Although the Company endeavors to do everything reasonably possible to fulfill received orders, exceptional circumstances may arise that make it impossible to process an order even after the receipt communication has been sent.

   3. In such cases, the Company reserves the right to refuse or cancel the order at any time, notifying the customer and, if necessary, refunding any amounts already paid.

   4. The Company shall not be liable to the customer or third parties for:

1. the removal of products from the Site;

2. the modification or deletion of content or materials present on the Site;

3. the refusal or cancellation of an order in the circumstances indicated above.

7. PRODUCT AVAILABILITY

   1. All orders placed through the Site are subject to the actual availability of products at the time of order preparation.

   2. Although the Company undertakes to constantly update the information relating to the availability of products on the Site, cases of unavailability may occur due, for example, to simultaneous sales, inventory errors or supply difficulties.

   3. In the event that one or more ordered products are unavailable after receipt of the order, the Company will promptly inform the customer via communication to the email address indicated during the purchase.

   4. In such circumstances, the Company may, at its discretion:

1. offer the customer an alternative product of comparable characteristics and value;

2. proceed with the partial shipment of the order with the available products;

3. cancel the order or the unavailable item.

1. If the customer does not intend to accept any alternative solutions proposed, the Company will refund the amount paid for the unavailable products using the same payment method used for the purchase.

2. The unavailability of one or more products does not grant the customer any right to further compensation or indemnification from the Company.

1. PRODUCT PRICES

   1. All product prices indicated on the Site are expressed in Euros and are understood to be inclusive of VAT, where applicable.

   2. The prices indicated on the Site do not include shipping costs, which will be indicated separately during the purchase procedure before order confirmation.

   3. The Company undertakes to ensure that the prices indicated on the Site are correct; however, material or technical errors may occur.

   4. The Company reserves the right to modify product prices at any time. These modifications will not apply to orders for which the order confirmation has already been sent.

   5. In case of a manifest error in the price or characteristics of a product, the Company will not be bound to fulfill the order and may cancel it even after receiving it, refunding any sums already paid.

2. PAYMENT METHODS

   1. Payment for products purchased through the Site must be made using one of the payment methods available and indicated during the purchase process.

   2. The Company reserves the right to modify or update the payment methods available on the Site at any time.

   3. In the case of payment by credit card or other electronic instruments, the customer guarantees to be the legitimate holder of the payment instrument used and that the data provided are correct.

   4. To reduce the risk of unauthorized access or fraudulent use, payment transactions may be subject to verification and authorization procedures by the issuing institution or payment provider.

   5. If payment is not authorized, the order cannot be accepted or processed.

   6. The Company reserves the right to suspend or cancel the order in case of suspected fraudulent use of the Site, payment methods or anomalies in the transaction that raise legitimate doubts about illegitimate activities or financial fraud.

3. SHIPMENT AND DELIVERY

   1. The Company ships via selected couriers.

   2. The delivery times indicated on the Site or during the purchase process are purely indicative and do not constitute an essential term for the conclusion of the contract.

   3. Except for exceptional circumstances or force majeure, the Company undertakes to ship the products within a reasonable time from order confirmation.

   4. Any delays in delivery attributable to the courier, unforeseeable circumstances, force majeure events, or causes not dependent on the Company cannot be attributed to the Company itself.

   5. Delivery is considered made when the customer, or a third party designated by him, acquires physical possession of the products at the delivery address indicated at the time of the order.

4. PASSING OF RISK AND TRANSFER OF OWNERSHIP

   1. The risk related to products purchased through the Site transfers to the customer when the customer, or a third party designated by him other than the carrier, acquires material possession of the products.

   2. Ownership of the products transfers to the customer only upon full payment of the purchase price, including any shipping costs.

5. RIGHT OF WITHDRAWAL

   1. Pursuant to the applicable legislation on distance contracts, the customer acting as a consumer has the right to withdraw from the purchase contract within 14 days without having to provide any reason.

   2. The deadline for exercising the right of withdrawal starts from the day on which the customer, or a third party designated by him other than the carrier, acquires physical possession of the products.

   3. To exercise the right of withdrawal, the customer must inform the Company of their decision to withdraw from the contract by an explicit statement to be sent to the email address (ecommerce@panicale.com) indicated in these Conditions.

   4. To comply with the withdrawal period, it is sufficient that the communication concerning the exercise of this right is sent before the expiry of the withdrawal period.

   5. Following the exercise of the right of withdrawal, the Company will refund the amounts received from the customer for the returned products, within the terms and according to the methods indicated in the following articles relating to the return policy.

   6. The right of withdrawal is, however, excluded in the cases provided for by art. 59 of the Consumer Code, where applicable. It remains understood that the right of withdrawal must be exercised by the customer in accordance with the principles of good faith and contractual fairness.

6. GENERAL CONDITIONS FOR PRODUCT RETURNS

   1. The customer exercising the right of withdrawal is required to return the products to the Company without undue delay and in any case within 14 days from the communication of the decision to withdraw from the contract.

   2. To be accepted, the return must comply with the following conditions:

1. products must not have been worn, washed or used beyond what is necessary to try them on and verify their fit;

2. products must be returned complete with tags, labels and original packaging;

3. products must not show signs of use, stains, odors or damage;

4. products must be returned in the same conditions in which they were received.

1. The customer is responsible for any diminished value of the goods resulting from handling of the products other than what is necessary to establish their nature, characteristics and fit.

2. The Company reserves the right to refuse returns that do not meet the conditions indicated above or to apply a reduction of the refund proportionate to the diminished value of the returned product.

3. If the returned products are damaged, worn or otherwise non-compliant, the Company reserves the right to refuse the return or to reduce the refund amount proportionally to the diminished value of the item.

1. COSTS AND METHODS OF PRODUCT RETURN

   1. Except in cases of defective or non-conforming products, the costs of returning the products are borne by the customer.

   2. For the management of return operations, the Company applies a flat return fee based on the country where the return is made, which represents a portion of the logistical costs incurred for managing the return.
      
      - Italy:
      15 euro
      
      - Europe:
      Up to 2 pieces: 25 euro 
      Up to 4 pieces: 30 euro 
      From 5 pieces: 50 euro
      
      - Rest of the world:
      Up to 3 pieces: 55 euro 
      From 4 pieces: 65 euro
      

   3. This amount will be directly deducted from the refund amount due to the customer for the returned products.

   4. The customer is responsible for the correct shipment of the return and the risks associated with the transport of the products until received by the Company. Therefore, the use of tracked shipments is recommended.

   5. Once the returned products are received, the Company will verify their condition before authorizing the refund.

   6. The refund will be made using the same payment method used for the purchase, unless otherwise agreed with the customer, within a maximum period of 14 days from the receipt and verification of the returned products.

   7. The Company reserves the right to suspend the refund until the actual receipt of the products or until the customer has provided proof of shipment of the returned goods.

2. SIZE EXCHANGE

   1. Subject to the availability of the item in the requested size, the size exchange request must be communicated to the Company within 14 days of receiving the order, indicating the order number, the product concerned, and the desired new size.

   2. Size exchange is only possible for the same model and color of the originally purchased product.

   3. The product subject to exchange must be returned in the same conditions as for returns and, in particular:

1. it must not have been worn beyond what is necessary to try it on and verify its fit;

2. it must be free from stains, odors, or signs of use;

3. it must be complete with tags, labels, and original packaging.

1. Once the returned product has been received and checked, the Company will proceed with the shipment of the new size if available.

2. If the requested size is not available, the Company will inform the customer and may offer, at the customer's choice:

1. an alternative product;

2. a purchase voucher;

3. a refund according to the terms set out in these Conditions.

1. Unless otherwise indicated, the costs of returning the product for size exchange are borne by the customer.

2. The new item will, in any case, be governed by these General Terms and Conditions of Sale, including the right of withdrawal.

1. LEGAL GUARANTEE FOR DEFECTIVE OR NON-CONFORMING PRODUCTS

   1. Products sold through the Site are covered by the legal guarantee of conformity provided for by current legislation, which protects the consumer against any defects existing at the time of delivery and manifesting within the legal term.

   2. If the customer believes that the product received is defective or non-compliant with what was ordered, they must contact the Company without delay at the email address indicated in these Conditions, indicating the order number and describing the defect found.

   3. The Company may ask the customer to send photographs or additional information useful for verifying the defect.

   4. If the defect is confirmed, the customer will be entitled, within the limits provided by applicable law, to the replacement of the product or a refund of the price paid.

   5. In such cases, the return of the defective product and any new shipment will be carried out without costs to the customer.

   6. The refund of sums or replacement of the item will be made within 14 days from the date on which the Company confirmed the refund or replacement of the unsuitable item, without any cost to the customer.

   7. To the extent permitted by applicable law, the Company shall not be liable for indirect damages, loss of profit, loss of business opportunities or other damages not directly attributable to a breach attributable to the Company.

2. SALES WITHIN THE EUROPEAN UNION

   1. Sales made through the Site to countries belonging to the European Union are subject to European consumer protection regulations.

   2. The prices indicated on the Site for such sales are understood to include applicable indirect taxes, determined based on the destination country of the products.

   3. No customs duties or other import charges are foreseen for shipments within the European Union.

   4. The Company reserves the right to limit the shipment of products to certain countries of the European Union, as indicated on the Site.

3. SALES TO NON-EU COUNTRIES

   1. Sales made to countries outside the European Union may be subject to customs duties, local taxes, import taxes, or other charges, which are exclusively borne by the customer, unless otherwise indicated.

   2. Unless otherwise indicated on the Site or during the purchase process, shipments to non-EU countries are understood to be made under the DAP (Delivered At Place) term in accordance with Incoterms® 2020.

   3. In this case:

1. the customer is responsible for the payment of all applicable duties, taxes, and customs charges in the destination country;

2. the customer is considered the importer of the products and is responsible for customs formalities and compliance with applicable local regulations.

1. If expressly indicated by the Company, shipments may be made under the DDP (Delivered Duty Paid) term in accordance with Incoterms® 2020. In this case, duties and import taxes will be included in the price and managed by the Company.

2. Any delays in delivery due to customs operations, controls or other circumstances related to importation are not attributable to the Company.

3. In the event that the customer refuses delivery of the products or fails to clear customs, the Company reserves the right to retain the sums paid to cover the costs incurred, including shipping costs, customs costs and any return shipping costs.

1. PREVENTION OF ABUSE AND PURCHASE LIMITATIONS

   1. The products offered through the Site are intended exclusively for the final consumer.

   2. It is not permitted to purchase products through the Site for purposes of commercial resale, distribution, wholesale or other professional activities, unless prior written authorization from the Company.

   3. The Company therefore reserves the right to refuse, limit or cancel orders if there are reasonable grounds to believe that they are made for unauthorized resale purposes or are otherwise not compatible with the nature of the sale to the final consumer.

   4. By way of example, the Company may refuse or cancel orders that have one or more of the following characteristics:

1. purchase of anomalous quantities of one or more products;

2. repeated orders of the same item or same product category;

3. use of multiple shipping addresses attributable to the same subject;

4. use of professional shipping, forwarding or dropshipping services;

5. use of the Site for resale activities on marketplaces or other commercial platforms.

1. The Company also reserves the right to limit the maximum number of items that can be purchased per single order or per single customer.

1. ABUSE OF THE RIGHT OF RETURN

   1. The Company monitors how return policies are used to prevent abusive behavior.

   2. Should behaviors be detected that may constitute improper or abusive use of the right of withdrawal, the Company reserves the right to take appropriate measures to protect its commercial interests.

   3. By way of example, abusive behaviors may include:

1. systematic or excessively frequent returns;

2. return of most purchased products;

3. use of products before return beyond what is necessary for testing;

4. purchases made with the obvious intent to temporarily use products before returning them.

1. In the presence of the circumstances indicated above, the Company may, at its discretion and without prejudice to any further remedy provided by law:

1. limit or refuse further return requests;

2. refuse or cancel new orders from the same customer;

3. suspend or limit the possibility of making purchases through the Site.

1. In any case, the Company reserves the right to seek compensation for any damages suffered, including by way of example logistical, administrative and operational costs incurred due to abusive behavior or behavior contrary to these General Conditions.

1. INTELLECTUAL PROPERTY

   1. All content on the Site, including by way of example trademarks, logos, trade names, distinctive signs, images, photographs, texts, graphic elements, layout, site structure, software, as well as any other material published or made available through the Site (hereinafter, collectively, the "Content"), are the exclusive property of the Company or their respective owners and are protected by current legislation on intellectual and industrial property.

   2. The trademarks, logos and all other distinctive signs used on the Site or relating to the products marketed through it are owned by the Company or their respective owners. Any form of reproduction, use, registration, alteration, manipulation, removal or imitation, in whole or in part, of the aforementioned trademarks or distinctive signs without the prior written consent of the Company or the legitimate owners is expressly prohibited.

   3. The products marketed through the Site, as well as their design, lines, shapes, combinations of materials, aesthetic elements and stylistic characteristics that distinguish them, may be protected by applicable intellectual and industrial property laws, including – where applicable – copyright, registered or unregistered designs, as well as rules on unfair competition.

   4. Any reproduction, imitation, exploitation or unauthorized use of the products or their distinctive features, including the design, style or other identifying elements, is therefore prohibited, even if such elements are not formally registered as industrial designs.

   5. Access to the Site and the purchase of products do not grant the customer any rights to the Site's Content, trademarks, distinctive signs or the design of products marketed by the Company.

   6. Any unauthorized use of the Company's intellectual property rights may be prosecuted under applicable law.

2. FORCE MAJEURE

   1. The Company cannot be held responsible for delays or non-fulfillment of its obligations if this is due to force majeure events, i.e., circumstances beyond its reasonable control.

   2. For the purposes of these General Conditions, force majeure means, by way of example and not exhaustive: strikes, interruptions of transport or logistics networks, unavailability or blocking of logistics infrastructure, natural disasters, fires, exceptional weather events, epidemics or pandemics, interruptions of IT systems or telecommunications networks, as well as measures or restrictions adopted by public authorities that prevent or limit the regular conduct of business.

   3. In the presence of force majeure events, the execution of contractual obligations may be suspended for the duration of the impediment. The Company undertakes to resume the execution of its obligations as soon as the causes of force majeure cease.

3. IT SECURITY AND MISUSE OF THE SITE

   1. The customer undertakes to use the Site in accordance with the law and these General Conditions, avoiding any improper or illicit use thereof.

   2. In particular, it is forbidden to:

1. introduce into the Site viruses, malware, Trojan horses, worms, logic bombs or other technologically harmful programs or materials capable of compromising the functioning of the Site;

2. attempt to gain unauthorized access to the Site, the server on which it is hosted or any server, computer system or database connected to the Site;

3. carry out denial of service (DoS) or distributed denial of service (DDoS) attacks or other activities capable of interrupting, damaging or compromising the functioning of the Site.

1. Violation of the provisions of this article may constitute an unlawful act under applicable law. In such cases, the Company reserves the right to take any appropriate action, including reporting to the competent authorities and cooperating with them to identify those responsible.

2. The Company also reserves the right to immediately suspend or terminate access to the Site for users who violate these provisions.

3. To the extent permitted by applicable law and without prejudice to consumer protection, the Company shall not be liable for any damages or losses arising from cyber-attacks, viruses or other technologically harmful materials that may affect the user's device, data or other materials, as a result of using the Site or downloading content from it.

1. PROCESSING OF PERSONAL DATA

   1. The Company, as the data controller, processes the personal data of customers in compliance with Regulation (EU) 2016/679 ("GDPR") and applicable national legislation on personal data protection.

   2. The personal data processed include, in particular, name and surname, date of birth, mobile phone number, email address and shipping address provided by the customer during registration on the Site and/or the purchase procedure.

   3. Personal data provided by the customer during navigation on the Site or during the purchase procedure are collected and processed by the Company within its information systems and databases for purposes strictly connected to the management of the contractual relationship and, in particular, for:

1. order management and fulfillment;

2. customer assistance;

3. administrative, accounting and tax compliance;

4. management of shipments, returns and logistical activities related to the sale of products.

1. Personal data will not be sold, transferred or communicated to third parties for commercial or marketing purposes.

2. It remains understood that data may be communicated exclusively to third parties who operate on behalf of the Company as service providers strictly necessary for the execution of the contract or for legal compliance, such as, by way of example, couriers, payment service providers, IT service providers or administrative and tax consultants.

3. Subject to the data subject's consent, personal data may also be processed for commercial communication and marketing purposes, including sending newsletters, promotional communications and information relating to the Company's products or initiatives.

4. Providing data for marketing purposes is optional, and failure to consent does not affect the ability to make purchases through the Site.

5. The customer may at any time exercise the rights provided for by current legislation on personal data protection, including the rights of access, rectification, erasure, restriction of processing, objection and data portability, according to the methods indicated in the privacy policy available on the Site.

1. LIMITATION OF LIABILITY

   1. The Company cannot be held liable for damages resulting from improper use of products purchased through the Site or from use not in accordance with instructions or normal use of the products.

   2. The Company is also not responsible for any damages or inconveniences arising from:

1. improper use of products by the customer;

2. washing, treatments or maintenance not in accordance with the indications on the products;

3. color variations or perception of materials due to the settings of the devices used for viewing the Site.

1. Without prejudice to what is provided for by applicable law, the Company's liability in relation to products purchased through the Site will in any case be limited to the amount actually paid by the customer for the purchase of the products.

2. The inalienable rights recognized to consumers by current legislation remain in any case unaffected.

1. COMMUNICATIONS

   1. All communications between the Company and the customer regarding purchases made through the Site will primarily be made via email or through other contact channels made available by the Company.

   2. By placing an order through the Site, the customer accepts that communications related to the sales contract, including notices, order confirmations, shipping information and other operational communications, may be transmitted in electronic form.

   3. Communications sent to the email address provided by the customer during the purchase process will be considered correctly received by the customer.

   4. The customer is therefore responsible for the accuracy and updating of the contact details provided to the Company and is responsible for managing their email (e.g., emails forwarded to their Spam folder or similar cases).

2. ASSIGNMENT OF CONTRACT

   1. The sales contract concluded between the Company and the customer is binding on both parties and their respective successors.

   2. The customer may not transfer, assign or otherwise dispose of the contract or the rights and obligations arising therefrom without the prior written consent of the Company.

   3. The Company may, however, transfer, assign or entrust to third parties, in whole or in part, the execution of the contract or the rights and obligations arising therefrom, provided that such transfer will not result in any reduction of the guarantees or rights recognized to the customer by applicable law.

3. PARTIAL NULLITY

   1. Should any provision of these General Conditions be deemed invalid, ineffective or unenforceable by the competent authority, such provision shall be considered separable from the remaining ones.

   2. The eventual invalidity or ineffectiveness of a single clause will not affect the validity of the remaining provisions of these General Conditions, which will continue to have full effect to the extent permitted by law.

4. APPLICABLE LAW AND COMPETENT COURT

   1. These General Terms and Conditions of Sale and the purchase contracts concluded through the Sit