Terms and Conditions of Use and Sale
This website, hereinafter the “Website”, is operated by Bioskin Italia S.r.l., with registered office at Via Corrado Masetti n. 7, 40127 Bologna, Italy, Tax Code and VAT No. 04331000374, R.E.A. BO 386613, hereinafter “Bioskin Italia”, the “Seller” or the “Company”.
These Terms and Conditions govern access to and use of the Website, as well as purchases made through the Website. They apply to orders, payments, shipping, delivery, customs, returns, right of withdrawal, warranties, complaints, non-conformities, liability and all contractual relationships between Bioskin Italia and the Customer.
By accessing the Website, registering an account, placing an order or purchasing any product, the user accepts these Terms and Conditions, the Privacy Policy, the Cookie Policy, the Returns and Right of Withdrawal policy and the Customer Information page, all of which form an integral part of the contractual terms applicable to purchases made through the Website.
1. Definitions
For the purposes of these Terms and Conditions:
- B2C Customer or Consumer means a natural person who purchases for purposes unrelated to any business, commercial, craft or professional activity;
- B2B Customer or Professional Customer means any natural or legal person purchasing in the course of a business, commercial, craft or professional activity, including VAT-registered professionals, companies, medical practices, clinics, healthcare facilities, public or private institutions, resellers and professional operators;
- Products means goods, devices, accessories, consumables, spare parts, cosmetics, medical devices, equipment, software, services or other items offered for sale through the Website;
- Intra-EU sale means a sale with delivery within the European Union;
- Extra-EU sale means a sale with delivery outside the European Union;
- Order means the purchase proposal submitted by the Customer through the Website;
- Contract means the sales contract concluded between Bioskin Italia and the Customer following acceptance of the order by Bioskin Italia.
2. Professional products, medical products and customer qualification
The Website offers products intended also for physicians, healthcare professionals, sector operators, medical practices, outpatient clinics, clinics, healthcare facilities, resellers and other qualified professional users.
Products identified as “medical use”, “for medical use only”, “professional use”, “reserved for professionals”, “medical device” or with equivalent wording are intended exclusively for subjects qualified or authorised under the applicable laws and regulations.
The Customer is solely responsible for verifying his or her professional qualification, legal entitlement and technical suitability to purchase, possess, install, use, maintain and resell the purchased products, where applicable.
Bioskin Italia is not responsible for false, inaccurate, incomplete or outdated declarations made by the user or purchaser during registration, ordering, purchase or request for information.
3. Acceptance of the Terms and Conditions
By accessing or using the Website, registering, creating an account or placing an order, the user confirms that he or she has read, understood and accepted these Terms and Conditions.
If the user does not accept these Terms and Conditions, the user is not authorised to access the Website, register or place orders.
The submission of an order through the Website implies acceptance of all conditions applicable to the purchase, including the provisions on shipping, delivery, customs, returns, right of withdrawal, warranties, non-conformities and limitations of liability.
4. Changes to the Terms and Conditions
Bioskin Italia reserves the right to modify these Terms and Conditions at any time. Changes will apply from the moment they are published on the Website, unless otherwise stated.
Orders already accepted by Bioskin Italia will be governed by the terms in force at the time of the order, unless changes are required by mandatory law.
5. Privacy
Personal data provided or collected through the Website will be processed in accordance with applicable data protection law and the Privacy Policy published on the Website.
6. Registration and account
Access to certain areas or functions of the Website and the purchase of certain products may require registration.
The Customer is responsible for providing accurate, complete, truthful and up-to-date information during registration, ordering, billing and delivery.
The Customer is responsible for keeping account credentials confidential and for all activities carried out through the account.
Bioskin Italia reserves the right to suspend, restrict or close an account in case of false, incomplete or unverifiable data, misuse of the Website, breach of these Terms and Conditions, fraudulent behaviour or activity inconsistent with the professional nature of certain products.
7. B2C and B2B classification
During registration and/or purchase, the Customer may act either as a private B2C Consumer or as a B2B Professional Customer.
A B2C Consumer is only a natural person purchasing for purposes unrelated to any business, commercial, craft or professional activity.
A B2B Professional Customer is any natural or legal person purchasing in the course of a business, commercial, craft or professional activity, including VAT-registered professionals, companies, medical practices, clinics, healthcare facilities, institutions, resellers and professional operators.
The indication of a business name, VAT number, company tax code, certified e-mail address, business billing data, address of a medical practice, clinic, healthcare facility or company, or the purchase of products intended for professional use, is a relevant element for classifying the order as a B2B purchase.
Customers who register or purchase as a company or professional will be treated as B2B Professional Customers and will be subject to the contractual conditions applicable to B2B sales, including the exclusion of the consumer right of withdrawal.
Customers who purchase as private consumers will be treated as B2C Consumers and will be subject to consumer protection rules where applicable, including the right of withdrawal where provided by law.
In case of incomplete, inconsistent, inaccurate or unverifiable data, Bioskin Italia reserves the right to suspend the account, request corrections or additional information, suspend order processing or classify the contractual relationship according to the actual nature of the Customer and the purchase, within the limits permitted by law.
8. Product descriptions, availability and variations
Bioskin Italia endeavours to describe the products on the Website as accurately as possible. Images, photographs, packaging, graphics, product sheets, descriptions, technical specifications and information materials are provided for descriptive and informational purposes.
Minor differences in packaging, graphics, colour, lot, label, external presentation or aesthetic updates do not constitute product non-conformity, provided that they do not affect the essential characteristics of the purchased product.
Product availability, prices, descriptions and specifications may change without notice, subject to the conditions applicable to orders already accepted by Bioskin Italia.
The availability shown on the Website is subject to stock availability, supplier availability, updates, errors, manufacturer changes and market variations.
9. Prior product verification by B2B Professional Customers
Before purchasing, B2B Professional Customers must carefully check the product description, technical specifications, intended use, quantities, variants, compatibility, accessories included, limitations of use, safety instructions and any other information shown on the product page.
A purchase made by a B2B Professional Customer implies confirmation that the Customer has independently assessed the suitability of the product for the Customer’s professional, technical, operational, regulatory and commercial needs.
For B2B Professional Customers, the following do not constitute valid grounds for return, replacement, cancellation or refund: wrong product choice, wrong quantity, wrong size, wrong model or variant, incompatibility with equipment or protocols not expressly indicated as compatible on the product page, failure to read the description, failure to use the product, failure to resell the product, change of mind or incorrect technical or commercial assessment.
10. Orders and conclusion of the contract
Submitting an order through the Website constitutes a purchase proposal by the Customer.
The automatic order confirmation e-mail only confirms technical receipt of the order and does not necessarily constitute final acceptance of the order.
The contract is concluded only when the order is accepted by Bioskin Italia, which may occur by order confirmation, order processing, shipment of the goods or equivalent communication.
Bioskin Italia reserves the right to refuse, suspend or cancel an order, even after receipt, in case of product unavailability, obvious price or description error, incomplete or unverifiable data, non-payment, suspected fraudulent use of the Website, failure to verify the required professional qualification, manufacturer changes or any other legitimate reason.
11. Prices, payments and invoicing
Prices are displayed according to the settings and information available at the time of purchase and may vary depending on country, currency, type of Customer, professional registration, promotions or specific commercial conditions.
The Customer is responsible for the accuracy of billing data. Requests to amend tax or billing data after the invoice has been issued may be refused where not permitted by applicable law or by the tax and management systems used.
Bioskin Italia reserves the right to suspend order processing, delivery, assistance or further supplies in case of non-payment, partial payment, delayed payment, chargeback, payment dispute or irregular data.
For B2B Professional Customers, payment obligations may not be suspended or delayed due to complaints, support requests, unauthorised returns, alleged non-conformities or other objections, unless otherwise required by mandatory law or agreed in writing.
12. Intra-EU sales
For sales delivered within the European Union, the shipment will not normally be subject to customs import procedures between EU Member States.
The Customer remains responsible for providing accurate delivery, billing and tax information, including VAT number and any details required for intra-EU invoicing, where applicable.
For B2B intra-EU transactions, the Customer is responsible for ensuring that the VAT number and business data provided are valid and consistent with the actual status of the purchaser.
13. Extra-EU sales, customs and DAP delivery
All shipments to countries outside the European Union are made, unless otherwise expressly agreed in writing, under DAP - Delivered At Place, Incoterms 2020.
Under DAP conditions, Bioskin Italia bears the cost of transport to the delivery address indicated in the order, unless otherwise stated, but does not bear import duties, local VAT, customs clearance costs, brokerage fees, storage charges, administrative charges, documentation costs or any other costs required in the country of destination.
All customs duties, import VAT, local taxes, brokerage fees, clearance fees, storage fees, administrative costs and any other charges required by the authorities, carrier or customs broker in the destination country are borne exclusively by the Customer.
The Customer must promptly pay all amounts requested for customs clearance and provide all documents and information necessary for importation.
Bioskin Italia is not responsible for delays, storage, seizure, return, abandonment, destruction or non-delivery of goods caused by customs procedures, import restrictions, missing documentation, incorrect data, non-payment of import charges or non-cooperation by the Customer.
14. Refusal of customs clearance in Extra-EU sales
If the Customer refuses delivery, refuses or fails to pay customs duties, import VAT, brokerage fees or clearance charges, fails to provide documents required for customs clearance, fails to cooperate with the carrier or customs authorities, or otherwise prevents delivery of an Extra-EU shipment, the goods may be returned to Bioskin Italia, abandoned, destroyed, seized or held by the carrier or customs authorities.
Such circumstances do not constitute a valid exercise of the right of withdrawal and do not automatically entitle the Customer to a refund.
For B2B Professional Customers, in the event of forced return due to customs refusal, non-payment, non-cooperation, incorrect data or failure to clear the goods, any refund, where granted, will be calculated after deduction of all costs incurred, including outbound shipping, return shipping, customs duties, import VAT, re-import charges, clearance fees, brokerage fees, storage fees, administrative costs, handling costs and any loss in value of the goods.
If the goods are abandoned, destroyed, seized, retained by customs or otherwise not returned to Bioskin Italia for reasons not attributable to Bioskin Italia, no refund will be due to B2B Professional Customers.
For B2C Consumers, any deduction, limitation or exclusion of refund in such cases will be applied to the maximum extent permitted by applicable mandatory consumer law.
15. Delivery and passing of risk
The Customer is responsible for the accuracy and completeness of billing and delivery data.
For B2B purchases, unless otherwise agreed in writing, Bioskin Italia fulfils its delivery obligation by handing the goods over to the carrier or freight forwarder. From that moment, the risks related to transport are borne by the B2B Professional Customer, to the maximum extent permitted by law.
For B2C purchases, the passing of risk takes place in accordance with applicable mandatory consumer law, in particular Article 63 of the Italian Consumer Code.
Upon delivery, the Customer must check that the number of parcels corresponds to the transport documents and that the packaging is intact, not damaged, not wet, not opened and not tampered with.
In case of damaged, wet, opened, tampered or otherwise irregular packaging, the Customer must accept the delivery with a specific written reservation, clearly describing the issue on the delivery document, for example “damaged packaging”, “open parcel”, “wet box” or “product potentially damaged”.
A generic reservation may not be sufficient. Acceptance without a specific reservation may prevent or limit any subsequent complaint for transport damage, without prejudice to mandatory consumer rights.
16. Returns and right of withdrawal
Returns, right of withdrawal, replacements, non-conforming products and return procedures are governed by the Returns and Right of Withdrawal policy, which forms an integral part of these Terms and Conditions.
For B2C Consumers, the statutory right of withdrawal applies where provided by law, in accordance with Articles 52 et seq. of the Italian Consumer Code and within the limits and exclusions set out in the Returns and Right of Withdrawal policy.
For B2B Professional Customers, the consumer right of withdrawal does not apply.
B2B purchases are final and cannot be cancelled, returned, exchanged or refunded due to change of mind, ordering error, incompatibility with the Customer’s needs, lack of use, incorrect technical or commercial assessment, failure to resell, duplicated purchase, change of plans or any other reason not directly related to an actual non-conformity of the product with the description published on the Website at the time of purchase.
Any return must be previously authorised in writing by Bioskin Italia. Unauthorised returns, returns sent cash on delivery, carriage forward or with costs charged to Bioskin Italia will not be accepted.
17. Extra-EU returns
Extra-EU returns involve customs formalities and may generate significant costs. For this reason, no Extra-EU return may be shipped without prior written instructions from Bioskin Italia.
The Customer is responsible for ensuring that the return shipment is correctly documented as a return of goods, where applicable, and does not generate customs duties, import VAT, clearance costs, penalties, brokerage fees, storage fees or other costs for Bioskin Italia.
Any customs duties, import VAT, clearance fees, brokerage fees, storage charges, return shipping costs, re-import costs, penalties or administrative costs charged to Bioskin Italia as a result of an Extra-EU return may be deducted from any refund or charged to the Customer, to the maximum extent permitted by applicable law.
For B2B Extra-EU purchases, all costs and risks connected with the return are borne exclusively by the B2B Professional Customer unless Bioskin Italia has expressly agreed otherwise in writing.
18. B2B complaints, defects and non-conformity
For B2B Professional Customers, complaints relating to wrong product, wrong quantity, visible damage, discrepancy from the product description, recognisable defects or other non-conformities must be notified to Bioskin Italia in writing as soon as possible and in any case within 8 days from delivery or discovery of the defect, pursuant to Article 1495 of the Italian Civil Code, unless a different mandatory legal term applies.
The complaint must include order number, invoice number, product code or name, detailed description of the alleged non-conformity, photographs of the packaging, shipping label, product, lot number and serial number where available, and any useful technical documentation.
If a complete written complaint is not submitted within the above time limits, the product shall be deemed accepted by the B2B Professional Customer, without prejudice to mandatory provisions of law.
Opening a support, return or replacement request does not constitute acknowledgement of any defect, non-conformity or liability by Bioskin Italia.
19. Warranty
For B2C Consumers, the legal guarantees provided by applicable mandatory consumer law apply.
For B2B Professional Customers, the provisions of the Italian Civil Code on sales and warranty for defects apply, where relevant, within the limits and according to the procedures provided by law and these Terms and Conditions.
Any commercial, conventional or manufacturer warranty applies only within the limits, duration, exclusions and procedures indicated by the manufacturer or by the party offering the warranty.
To the maximum extent permitted by law, the warranty does not cover defects or damage resulting from wear and tear, improper use, negligence, impact, fall, tampering, incorrect installation, insufficient maintenance, use of incompatible consumables or accessories, unsuitable environmental conditions, unauthorised third-party interventions or failure to follow the manufacturer’s instructions.
20. Use of products and Customer responsibility
Some products sold by Bioskin Italia may cause damage to persons or property if used improperly, by unqualified persons, without adequate training, without required professional supervision or in breach of the manufacturer’s instructions.
The Customer is responsible for the correct, safe and lawful use of the purchased products and for verifying his or her professional, technical and legal suitability to use them.
Bioskin Italia is not liable for damage resulting from improper use, use outside the intended purpose, use by unqualified persons, failure to follow the manufacturer’s instructions, incorrect installation, improper maintenance, product alteration, use with incompatible accessories or breach of applicable law.
21. Website content
All information, including texts, images, graphics, links, product sheets, descriptions, technical documents and other materials on the Website, is provided “as is” and “as available”.
Bioskin Italia endeavours to keep Website content accurate and up to date, but does not guarantee that the Website will always be free from errors, omissions, interruptions or outdated information.
Bioskin Italia reserves the right to correct errors, inaccuracies or omissions and to modify or update information at any time, including after an order has been submitted, where necessary to correct obvious errors or incorrect information.
22. User content
The user guarantees that any content, information, reviews, messages, documents or materials submitted through the Website are lawful, truthful, relevant, not misleading, not harmful and do not infringe third-party rights.
The user is solely responsible for any content submitted and for the consequences of its transmission, publication or use.
23. Intellectual property
The Website, software, structure, graphics, texts, images, trademarks, logos, databases, product sheets, content and all other materials published on the Website are protected by intellectual and industrial property laws.
Any reproduction, distribution, modification, copying, extraction, reuse, publication or exploitation of Website content without written authorisation from Bioskin Italia or the relevant rights holder is prohibited.
24. Third-party links and content
The Website may contain links to third-party websites, pages, content, software or services. Such links do not imply endorsement, control or guarantee by Bioskin Italia.
Bioskin Italia is not responsible for third-party content, information, services, products, software, terms, privacy policies or activities.
25. Limitation of liability
To the maximum extent permitted by law, Bioskin Italia shall not be liable for indirect, consequential, punitive, special or incidental damages, loss of profit, loss of data, loss of business opportunity, business interruption, reputational damage or other losses arising from the use of the Website, inability to use it, purchase or use of products, delay in delivery, customs procedures or return procedures, except in cases of wilful misconduct, gross negligence or mandatory liability under applicable law.
For B2B Professional Customers, the total liability of Bioskin Italia, where established, shall not exceed the price of the product giving rise to the specific claim, except in cases of wilful misconduct, gross negligence or mandatory liability under applicable law.
26. Indemnity
The user and the Customer undertake to indemnify and hold Bioskin Italia harmless from any claim, damage, cost, sanction, liability, expense or third-party request arising from unlawful use of the Website, breach of these Terms and Conditions, false declarations, improper use of products, purchase or use by unqualified persons, infringement of third-party rights or breach of applicable law.
27. Suspension or closure of the Website
Bioskin Italia reserves the right to suspend, modify, restrict or discontinue the Website, its functions, services, content or account access, in whole or in part, at any time for technical, organisational, commercial, security or legal reasons.
28. Governing law and jurisdiction
These Terms and Conditions are governed by Italian law.
For disputes with B2C Consumers, the competent court shall be the court of the Consumer’s place of residence or domicile, where mandatorily provided by applicable consumer law.
For disputes with B2B Professional Customers, the Court of Bologna, Italy, shall have exclusive jurisdiction, unless otherwise agreed in writing.
29. Invalid clauses
If any provision of these Terms and Conditions is declared invalid, void or unenforceable, it shall be replaced, to the extent permitted by law, by a valid and enforceable provision that comes as close as possible to the legal and economic purpose of the original provision.
The invalidity, nullity or unenforceability of one clause shall not affect the validity and enforceability of the remaining provisions.
30. No waiver
Failure by Bioskin Italia to exercise any right under these Terms and Conditions or applicable law shall not constitute a waiver of that right.
Any waiver shall be valid only if made in writing and signed by an authorised representative of Bioskin Italia.
31. Legal references
These Terms and Conditions are drafted taking into account, among others, the following provisions:
- Italian Legislative Decree No. 206/2005, Consumer Code, Article 3, definitions of consumer and professional;
- Italian Legislative Decree No. 206/2005, Consumer Code, Articles 52 et seq., consumer right of withdrawal in distance contracts;
- Italian Legislative Decree No. 206/2005, Consumer Code, Articles 56 and 57, obligations of the trader and consumer in case of withdrawal;
- Italian Legislative Decree No. 206/2005, Consumer Code, Article 59, exceptions to the right of withdrawal;
- Italian Legislative Decree No. 206/2005, Consumer Code, Article 63, passing of risk in consumer contracts;
- Italian Civil Code, Articles 1490 et seq., warranty for defects in sales contracts, where applicable;
- Italian Civil Code, Article 1495, time limits and conditions for reporting defects;
- Incoterms 2020, where expressly referred to for Extra-EU shipments.