1.1. – The expressions listed in these General Terms and Conditions of Sale (hereinafter referred to as “GTC”) have the following meanings:
– “Account” refers to the profile and/or page within the portal dedicated to the specific Client, or the combination of Nickname (Username) and Password (unique in the site’s management system), allowing access to restricted areas of the site accessible only through Client identification;
– “Client”, refers to the entity that purchases the Seller’s Products in the context of their entrepreneurial, professional, and/or commercial activity in the realm of Business to Business online sales, and possesses a valid VAT number (or equivalent document) and valid registration with the Chamber of Commerce or equivalent institution in the country where they have legal and/or operational headquarters; excluded from this definition are natural persons and/or all individuals qualified as “Consumers” under the Consumer Code;
– “Consumer Code” refers to Legislative Decree 6 September 2005, n. 206 and subsequent amendments;
– “Consumer” means a user classified as a natural person, who uses the site and makes purchases of Products for personal and not for professional and/or commercial purposes, and who does not possess a VAT number or equivalent document;
– “Contract” means, in a broad sense, this contract, or the GTC and all contractual documents that the Seller and Client will exchange in present and future sales, such as orders, order confirmations, pro forma invoices, etc.; in a narrow sense, it refers to individual sales;
e) “Product” or “Products” refer to leisure items, such as, for example but not limited to, collectible cards marketed by the Seller and the subject of the Contract concluded between the Seller and the Client;
– “Service” refers to all the methods of access to the Site, as well as its use in accordance with the rules indicated in the GTC;
– “Site” refers to the website https://www.b2b.4xtrading.eu owned by the Seller, where the GTC are available;
– “Seller” refers to the Italian company 4x Trading Italy S.r.l. (hereinafter referred to as “4x T”) – with legal office in in 20124 Milan (MI), Via San Gregorio 55, registration number with the Chamber of Commerce of Milan MI-2700481 and VAT/tax code IT13043410961 pec: 4xtradingitaly@pec.it; email address: b2b@4xtrading.eu and affiliated group companies under the 4X Trading brand. 4X Trading® is a registered trademark.
2.1. The GTC, available on the Site, concern the online sale of the Seller’s Products, made remotely through a telematic network via the Seller’s owned Site.
2.2. The GTC apply exclusively to Business to Business (B2B) online sales between the Seller and Clients who purchase Products for purposes related to their entrepreneurial or professional activity, expressly excluding the Consumer. Such B2B online sales of the Seller’s Products are regulated, in addition to these GTC, by the specific sales conditions, such as – by way of example and not exhaustively – price, payment and delivery methods, product type, etc.
2.3. By accessing or using the Site and/or activating the Account, the Client agrees to be bound by the GTC, all the terms and conditions contained or cited and/or linked therein.
2.4. The Seller reserves the right to freely modify the GTC at any time and in any part, without notice. Such modifications will be effective from the date of their publication on the Site.
3.1. An essential condition for purchasing the Products is the prior registration of the Client on the Site by uploading – among others – a chamber of commerce extract of the company and/or an equivalent document in the state where the Client has legal or operational headquarters, certifying not being a Consumer and engaging in a business and/or professional activity related to the marketing and/or distribution of gaming and collectible cards and accessories, hobbies, games/toys in general, with concurrent viewing and subsequent acceptance of the GTC, as well as assignment of an identification code and password to be entered later in the appropriate fields before each purchase, thus creating an Account.
3.2. The Client declares that the completion of the registration form and subsequent purchases will be made by individuals with the power to bind the Client.
3.3. It is the responsibility of the Client to securely store their access credentials and preserve their confidentiality. To this end, the Client must choose a password that corresponds to the highest level of security available on the Site.
3.4. By creating an Account, the Client agrees to be fully responsible for all activities carried out with their login credentials. The Client must promptly inform the Seller via the contact details provided in the GTC if they believe that their personal information, such as the account, login credentials, or personal data, have been violated, unlawfully disclosed, or stolen.
3.5. The Client undertakes not to transfer their identification code and password to third parties and to keep them with the utmost care and diligence, remaining solely responsible for their custody and use.
3.6. All operations carried out through the Account used by the Client automatically attribute to the Client the conducted operations and requests, without any exceptions.
3.7. By registering in the Account profile as a Client, the user declares and guarantees that they are not a Consumer and accepts the application of the B2B GTC and this Contract.
4.1. The Client is free to close their Account and cease its use at any time by contacting the Seller at the contact details provided in the GTC (art. 36).
5.1. The Seller reserves the right to suspend or delete a Client’s Account at any time, at its discretion and without notice, if it deems it appropriate or in cases where the same or its use is offensive or contrary to the GTC and the purpose and intended use of the Account.
5.2. Suspension or deletion of the Account does not entitle the Client to compensation, refund, or compensation.
5.3. Suspension or deletion of an Account due to causes attributable to the Client does not exempt the Client from the payment of any applicable fees or prices.
6.1. Unless otherwise specified or clearly recognizable, all the content available on this Website is owned or provided by the Seller or its licensors and is protected by national and international legislation on intellectual property.
6.2. The Seller takes the utmost care and diligence to ensure that the content available on the Website does not violate applicable laws or third-party rights. However, it is not always possible to achieve this result. In such cases, without prejudice to the rights and claims legally enforceable, Customers must address their complaints to the contact details specified in the T&Cs.
6.3. The rights of intellectual and industrial property, such as (for example and not exhaustively) copyrights, trademarks, patents, and models related to the Website and its contents are exclusively held by the Seller or its licensors and are protected under the legislation and international treaties applicable to intellectual property.
All trademarks – names or figurative or complex – and any other distinctive signs, company, service mark, illustration, image, or logo appearing in connection with the Website are and remain the exclusive property of the Seller or its licensors and are protected under the legislation and international treaties applicable to intellectual property.
6.4. Customers are not authorized to use the content of the Website in any way other than necessary or implicit in the correct use of the Service. By way of example and not exhaustively, Customers are prohibited from copying, downloading, sharing beyond the limits specified in 6.5., modifying, translating, processing, publishing, transmitting, selling, sublicensing, transforming, transferring/alienating to third parties or creating derivative works from the content available on the Website, allowing third parties to undertake such activities through their own Customer account or device, even without their knowledge.
6.5. Where expressly indicated on the Website, the Customer is authorized to download, copy, and/or share certain content available on the Website exclusively for personal and non-commercial purposes and provided that attribution of authorship is observed, as well as any other relevant circumstances required by the Seller.
6.6. Limitations and exclusions provided by copyright law remain in force.
7.1. Any intellectual or industrial property rights, as well as any other exclusive rights existing on the software or technology integrated into or related to the Website, are held by the Seller and/or its licensor.
7.2. Subject to the Customer’s compliance with the T&Cs, the Seller grants Customers a revocable, non-exclusive, non-transferable, non-assignable license to use the software and/or integrated technology for the purposes of the Website.
7.3. The license does not include any right to access, use, or disclose the original source code to the Seller. The techniques, algorithms, and procedures contained in the software and its documentation are the exclusive property of the Seller or its licensor.
8.1. Through the Website, Customers may have access to external resources or third-party sites provided by third parties. Customers acknowledge and agree that the Seller has no control over such resources and/or sites and, therefore, is not in any way responsible for their content and availability.
8.2. The terms applicable to resources and sites provided by third parties, including those related to privacy and the processing of personal data, are determined by the third parties themselves and must be read by Customers before using said resources.
9.1. The Website provides information on the products available for purchase, along with their respective prices and descriptions. To purchase the products, Customers must follow the instructions on the Website and provide the required information.
9.2. By placing an order through the Website, Customers make an offer to purchase the selected products, subject to these T&Cs. The Seller reserves the right to accept or reject the offer at its discretion.
9.3. Orders are considered accepted when the Seller confirms their acceptance by sending a confirmation email to the Customer, indicating that the products have been dispatched (“Order Confirmation”).
25.1. The Seller guarantees to the Customer the conformity of the Products to the declared technical characteristics contained in the Order Confirmation referred to in art. 14.
25.2. The acceptance of the Products by the carrier, the carrier, or whoever is in charge of collecting on behalf of the Customer, attests to the good condition of the packaging, and any Seller’s responsibility in this regard ceases upon delivery. The Customer is also required to check upon arrival that the Products are in conformity with the order. In default, they are deemed compliant and accepted.
25.3. The Seller grants the Customer a 24-month warranty for non-conformity defects and non-apparent defects of the Products; this warranty starts from the date of delivery of the Products and its effectiveness is subject to reporting the non-conformity within 8 (eight) days from its discovery; or when the defect could have been discovered with ordinary diligence.
25.4. Complaints regarding defects of the Products, as well as qualitative or quantitative differences and any other visible non-conformities, must be communicated to the Seller in writing within 8 (eight) days of delivery. Complaints regarding any discrepancies in the transport accompanying documents, damages, or shortages attributable to the transport itself, must be reported to the Seller via certified email or email within 24 hours of receiving the Products.
25.5. Disputes regarding defects or non-conformity must be accompanied, under penalty of inadmissibility, by a description of the defect or non-conformity, the sales invoice number, the serial number of the Product, and the Customer’s details. Obvious defects such as breakages, abrasions, scratches, or non-conformities in quantities, qualities, or declared aesthetic characteristics that were not immediately visible before purchase (because in that case they are deemed accepted by the Customer and do not fall within the warranty) are presumed to be known at the time of delivery.
25.6. In response to valid and timely claims, the Seller reserves the right, at its sole discretion and alternatively, to replace the respective Product, if available, or provide a reduction in the price of future purchases equal to the amount paid by the Customer for said Product by granting Vouchers as per art. 17.
25.7. The warranty does not cover parts subject to normal wear and tear, defects, or operational non-conformities, and damages resulting from improper use or incorrect maintenance of the Products according to any warnings, instructions, or prescriptions by the Seller. Nor is it subject to warranty when it arises from tampering with the Products and any act, conduct, or omission solely attributable to the Customer.
25.8. Any other rights or remedies provided by law, in particular, but not limited to, articles 1490, 1497, 1512 of the Italian Civil Code are excluded. In any case, compensation for damages is excluded, except in cases of fraud or gross negligence on the part of the Seller.
26.1 By registering for the Account and using it and the Site, as well as purchasing the Products, the Customer declares not to be a subject of the United States of America and/or Australia.
27.1. The Seller’s failure to exercise rights under the GTCs or claims arising from them does not constitute a waiver of those rights. No waiver can be considered final with respect to a specific right or any other right.
27.2. The Customer may not raise any exceptions to delay or omit payment to the Seller of the applicable consideration, in the quantity and terms agreed upon.
28.1. To ensure the best possible level of service, the Seller reserves the right to interrupt the Service for maintenance purposes, system updates, or for any other modifications, giving suitable notice to Customers.
28.2. To the extent permitted by law, the Seller reserves the right to suspend or terminate the Service entirely. In the event of termination of the Service, the Seller will ensure that Customers can retrieve their personal data and information in accordance with legal provisions.
28.3. Furthermore, the Service may not be available due to causes beyond the reasonable control of the Seller, such as force majeure (e.g., strikes, infrastructural malfunctions, blackouts, etc.).
29.1. Customers are not authorized to reproduce, duplicate, copy, sell, resell, or exploit the Site or the Service in whole or in part.
30.1. Information about the processing of personal data provided or collected through the Site is contained in the privacy policy of the Site, constituting an additional and separate attachment to the Contract and an integral part thereof.
31.1. None of the Parties is responsible for the failure to fulfill any of its obligations to the extent that it proves that such non-performance is due to an impediment beyond its control and will (such as, by way of example and not exhaustive: fires, floods, earthquakes, wars, embargoes, provisions of Public Authorities, epidemics, and pandemics).
31.2. The Party invoking the exemption from liability is required to communicate to the other party in writing, as soon as possible from the moment it becomes aware of the impediment and its effects on its ability to fulfill its obligations, the existence of such impediment. A similar communication must be made as soon as the reason for the exemption from liability ceases.
31.3. If the cause of exemption continues to exist for a not negligible period according to the nature of the matter and the needs of the parties, each party will have the right to terminate the contract by written notice to the other party.
32.1. In case of non-payment to the Seller of the remaining price for the purchase of the Products, in the manner and timing set forth in art. 14 and/or those agreed upon under art. 19, the Seller shall have the right to: i. terminate the Contract with immediate effect, pursuant to art. 1456 of the Italian Civil Code, upon notice to the Customer; and, ii. claim payment of the penalty as per art. 34.
32.2. The Seller shall not be liable to the Customer in any way for any damage suffered by the latter as a result of the resolution of the Contract.
32.3. The resolution of the Contract shall in no way constitute a waiver by the Seller of the rights and remedies available to the Seller under the Contract or applicable law.
32.4. The resolution of the Contract for any reason does not prejudice the rights acquired by the Seller until the moment of resolution. In the event of resolution, the amounts already paid will remain acquired by the Seller on account of the penalty as per art. 34 and/or any further amounts still due from the Customer, without prejudice to the compensation for damages, and the Products delivered to the Customer must be immediately returned to the Seller at its registered office.
33.1. In case of termination of the Contract due to non-payment of the remaining amount of the purchase price of the Products (in the manner specified in art. 14 or if provided in art. 19), the Seller shall have the right to request payment of a penalty amount under art. 1382 of the Italian Civil Code, in the manner specified in art. 34.2.
33.2. The penalty shall be determined by the Parties in an amount equal to the purchase price (as per art. 14.2 i.) for the Products indicated by the Seller in the order confirmation under art. 14.
33.3. The amount due as a penalty for the resolution of the Contract may not in any way exceed the amount paid by the Customer as an advance payment under art. 13.
34.1. The Seller reserves the right to transfer, assign, dispose of, novate, or subcontract individual or all rights and obligations under the GTCs, having regard to the legitimate interests of the Customers.
34.2. The Customer is expressly prohibited from assigning to third parties the contract concluded under these GTCs without the express written consent of the Seller.
35.1. The nullity or invalidity of a clause does not entail the nullity or invalidity of the entire GTCs, which remain valid from the date of publication and until any modification or new formulation that, always from the date of publication, will cancel or replace the previous ones.
35.2. Seller and Customer expressly agree to replace, where possible, the clause found null or invalid with another provision having a content similar to their original intentions and consistent with the content of the contractual relationship between them.
35.3. Any modification to the Contract shall be valid and effective only if made in writing.
36.1. All written communications to the Seller, as well as any complaints, shall be considered valid only if made in Italian or, if made by foreign parties, also in English and sent to the following certified email address: 4xtradingitaly@pec.it.
37.1. Italian substantive law applies to this Contract.
38.1. Any dispute, including non-contractual matters or for reasons of connection, arising between the Seller and the Customer regarding the existence, validity, performance, interpretation, effectiveness, and termination of the sales and/or supply contract perfected under these GTCs is subject to Italian jurisdiction, and the applicable procedural law is Italian law.
38.2. In the event of disputes, the parties undertake to seek an amicable and fair settlement between themselves.
38.3. If the dispute has not been resolved amicably, and in any case within six months from the date of its commencement, its resolution will be devolved to the exclusive jurisdiction under art. 28 of the Italian Civil Procedure Code of the Court of Pisa, to the exclusion of any other alternatively competent court.