l’Opificio - B2B Terms of Sale
The offer and sale of l’Opificio/Seller products on the website b2b.lopificio.com are governed by these Terms of Sale.
For any other legal information, please consult the Privacy Policy section (https://shop.lopificio.com/it/privacy-policy).
The Customer is requested to carefully read these Terms of Sale before making a purchase. Placing a purchase order implies that the Customer is fully aware of and expressly accepts the following Terms of Sale regarding the Purchase Order.
Once the online order is completed, the Customer is requested to print and retain these Terms of Sale and the related accepted order.
The products offered are sold directly by Opificio Serico Fiorentino Srl (hereinafter l’Opificio), with its registered office in Italy, Corso Duca degli Abruzzi, 2 10128 Turin, VAT number 07605650014, Share Capital 100,000.00 Euros.
Products may only be sold and shipped to the countries listed below: Germany, Austria, Belgium, Bulgaria, Croatia, Denmark, Spain, Estonia, Finland, France, Greece, Hungary, Ireland, Italy, Luxembourg, Malta, Netherlands, Portugal, Czech Republic, Romania, Slovenia, Slovakia, Sweden. Any orders received from countries not listed will be automatically rejected by the system. In such cases, please email b2b@lopificio.it.
The Terms of Sale are available in Italian and English.
1. Our Commercial Policy
1.1 The goods displayed on the website are offered for sale exclusively to B2B customers (“business to business”), subject to registration and approval, who purchase the goods for purposes related to their entrepreneurial, commercial, or professional activities.
These Terms of Sale exclusively govern and regulate purchase transactions made and concluded between businesses, within the scope of their entrepreneurial activities, through the website b2b.lopificio.com. It is not permitted to conclude purchase transactions for Products via this website by individuals acting outside their entrepreneurial activities and who, under applicable law, would be classified as “Consumers.”
1.2 The B2B customer may resell, rent, or transfer the products purchased from the website for any commercial or professional purpose.
1.3 The B2B customer is expressly prohibited from entering false, invented, or fictitious names during the online ordering process and other communications. l’Opificio reserves the right to pursue any violation or abuse.
1.4 Furthermore, by accepting these Terms of Sale, the Seller is exempted from any liability arising from the issuance of incorrect fiscal documents due to errors in the data provided during the online order placement, as the customer is solely responsible for their accurate entry.
1.5 In light of our commercial policy, we reserve the right not to process orders from entities other than B2B customers or orders that do not comply with our commercial policy. If l’Opificio has reason to believe that an order (or an order proposal) violates this provision, it may suspend and/or cancel the order (or order proposal) and inform the competent Authorities.
1.6 These Terms of Sale may be modified at any time. Therefore, you will be required to accept only the Terms of Sale in force at the time of the relevant purchase.
1.7 Please read these Terms of Sale carefully, as they can be consulted and downloaded at any time.
1.8 Using this e-commerce platform and/or submitting an order proposal through it implies your acceptance of the Terms of Sale and the Data Protection Policies. Therefore, we recommend that you do not use the website b2b.lopificio.com and/or submit any order proposals through it if, for any reason, you disagree, even partially, with (and do not intend to adhere to) the provisions of the Terms of Sale and/or the Data Protection Policies and/or the referenced documents, or if you are acting as a Consumer.
1.9 The Terms of Sale apply exclusively when the sale of Products displayed on the e-commerce platform is finalized between the parties (i.e., Seller and Buyer) in full compliance with the terms, conditions, and methods outlined in the following points. Therefore, any sales of Products displayed on the e-commerce platform that are concluded under terms, conditions, or methods different from those contemplated by the Terms of Sale must be considered, unless otherwise agreed in writing by the Seller and the Customer, ineffective and invalid for the purposes of the Terms of Sale.
2. Conclusion of the Contract
2.1 To conclude the purchase contract, you must complete the Order Form following the related instructions. The e-commerce platform displays the essential characteristics and the price of each product listed. The information and details contained on the e-commerce platform do not constitute a public offer but are merely an invitation to submit a contractual proposal (“order proposal”).
Before submitting an order proposal via the e-commerce platform, the Customer must carefully read all the instructions provided during the purchase procedure, as well as these Terms of Sale.
2.2 The contract is considered concluded upon our receipt, via electronic means, of the Order Confirmation within 48/72 business hours, including availability and shipping costs, following verification of the correctness of your data. Once the contract is concluded, we will process your order. The order will only be binding if the entire purchase procedure has been completed correctly and successfully.
The conclusion of the purchase contract for the Products is subject to the Seller’s explicit acceptance of the order proposal submitted by the Customer through the e-commerce platform, according to the purchase procedure indicated therein.
2.3 The quotation request/order form includes a link to the Terms of Sale, a summary of the information, an image of each product, and the corresponding price (including all applicable taxes and duties).
2.4 Although l’Opificio has taken measures to ensure that the photographs on the website are faithful reproductions of the original products, including the use of all possible technical solutions to minimize inaccuracies, there may always be differences due to the technical characteristics and resolution of the computer in use. Consequently, l’Opificio shall not be held liable for any discrepancies in the images of the products on the website for the technical reasons mentioned above, as these images are for illustrative purposes only.
2.5 Before proceeding with the purchase, we invite you to carefully read the Terms of Sale, print a copy, and save or reproduce a copy for your personal use.
2.6 Before submitting the order form, you are invited to identify and correct any data entry errors.
2.7 The order form will be stored in our website’s database for the period necessary to process the orders and in any case within the terms established by law.
2.8 The order cannot be processed if it is incomplete, incorrect, or if solvency guarantees are deemed insufficient.
2.9 By submitting the order, you acknowledge and declare that you have reviewed all the information provided to you during the purchase procedure and that you fully accept the Terms of Sale and the Privacy Policy.
2.10 If the Customer fails to provide all the information necessary for the proper execution of the contract, l’Opificio will not be able to process the order proposal. In such a case, no liability can be attributed to l’Opificio.
2.11 By placing an order through the e-commerce platform, the Customer also guarantees that they are of legal age (18 years or older) and have the legal capacity to enter into binding contracts.
2.12 The contract concluded via the e-commerce platform is finalized when the Customer receives the Order Confirmation from the Seller by email, which constitutes acceptance of the proposal. The Seller sends the Customer the Order Confirmation following the positive verification of product availability in stock, including conditions and shipping costs.
2.13 It is understood that the Customer’s submission of the order proposal, in compliance with the Product purchase procedure provided on the e-commerce platform, does not in any way bind the Seller to accept the proposal, and the Seller is free to decide whether to proceed. All order proposals are subject to the Seller’s approval. The approval of the order proposal is confirmed by sending the Customer an email with the Order Confirmation from the Seller. The Products for which the purchase is considered finalized are exclusively those indicated in the Order Confirmation sent by the Seller. The place of conclusion of the purchase contract is the registered office of Opificio Serico Fiorentino Srl, as indicated at the beginning of these Terms of Sale.
3. Characteristics, Prices, and Availability of Products
3.1 The l’Opificio products offered for sale are exclusive, high-quality models, the result of the finest Italian craftsmanship. Irregular products are not offered. The products available for purchase by the customer are exclusively those displayed in the specific sections of the e-commerce platform at the time the order proposal is submitted.
3.2 For each selected product, the essential characteristics are highlighted: photographic images of the item, the unit price, the color, and the different dimensions.
3.3 You may select items and add them to the Cart, where the name and image of the product will ensure accurate representation. Please verify the accuracy of the Cart’s contents before confirming the order by completing the purchase form and confirming that you have read and accepted these Terms of Sale.
3.4 The prices of the products are expressed on the Website in € (Euro) and include all applicable taxes or duties. Shipping costs are excluded and will be indicated subsequently in the Order Confirmation.
3.5 The total amount shown in the Cart does not include shipping costs, which will be indicated subsequently in the Order Confirmation.
3.6 Product prices may be subject to updates. Always check the final sale price before submitting your request.
3.7 All products come with an identification tag attached with a single-use seal. Please do not remove the tag or the seal from the purchased products, as they are an integral part of the items.
3.8 All products are subject to availability at the time. If the ordered products are no longer available, we will promptly inform you.
3.9 Failure to Process an Order
The Seller reserves the right, at its sole discretion, to remove any Product from the e-commerce platform. No liability shall be attributed to the Seller in relation to the failure to execute an order in case of Product removal from the e-commerce platform. The Seller commits to processing confirmed orders with due diligence. However, exceptional circumstances may arise that prevent the processing of orders after the order confirmation has been sent.
Should such exceptional circumstances occur, making it impossible to process the order, the Seller will refund any amounts paid by the Customer for the Products. No liability shall be attributed to the Seller in relation to the failure to process the order, except in cases of willful misconduct or gross negligence.
4. Payment Methods
4.1 Upon receipt of the Order Confirmation from the Seller, you can make the payment for the price of the products and the related delivery costs, without any additional charges, by credit card or bank transfer.
For the proper processing of the order, l’Opificio must receive the payment within 30 days from the date of the offer. After this time limit, every offer will be automatically canceled.
The accepted credit cards are Visa and MasterCard. You must be the holder of a valid credit card at the time of the online order, and the name on the card must match the name indicated on the invoice. If these requirements are not met, it will not be possible to proceed with the order.
4.2 The order will be shipped only after verifying the credit card details. The transaction will be charged to your credit card only after the credit card details have been verified, authorization has been received from the credit card issuing company, the product’s availability in stock has been confirmed, and the order is ready to be processed.
4.3 Financial information will be forwarded via a secure encrypted protocol to Banca Sella, ensuring that third parties cannot access it in any way. This information will only be used to complete the purchase and to process any refunds in case of withdrawal.
4.4 At no point during the purchase process does l’Opificio have access to the credit card data (such as the credit card number or expiration date), which is sent directly to the entity managing electronic payments through a secure encrypted connection. The data is not stored by l’Opificio in any computer archive.
4.5 Therefore, l’Opificio cannot, under any circumstances, be held liable for any fraudulent or improper use of credit cards by third parties.
5. Transport and Delivery
5.1 All products are shipped directly from Italy.
5.2 Each shipment contains:
• The ordered product
• Any informational or marketing material.
Shipping costs are indicated together with the product price in the Order Confirmation.
5.3 Any damage to the packaging/pack of the products must be immediately reported by you through a written reservation on the delivery receipt. It is understood that, once the delivery document is signed without any reservation, you will no longer be able to raise objections regarding the external characteristics of the delivered items.
5.4 For security reasons, an adult who has reached the age of majority will be required to sign for the delivery. Deliveries to P.O. boxes will not be made.
5.5 All purchases will be delivered via UPS Standard or DHL couriers or other trusted couriers and/or freight forwarders of the Seller, unless otherwise agreed in writing between the Parties and duly signed. Orders will be processed and delivered from Monday to Friday, excluding public holidays, national holidays, and summer (August) or Christmas closure periods. l’Opificio is not responsible for unforeseeable delays, but barring cases of force majeure, the products will be delivered within a maximum of 30 (thirty) business days from the day following receipt of payment.
5.6 According to the “EX WORKS INCOTERMS 2010” delivery term, the risk of loss or damage to the goods, not attributable to us, passes to the Customer when the Products leave the warehouse of Opificio Serico Fiorentino Srl.
5.7 Upon delivery of the goods, your presence or that of a representative is required to check the condition of the packaging and the product.
5.8 For now, it is only possible to order products from the following countries: Germany, Austria, Belgium, Bulgaria, Croatia, Denmark, Spain, Estonia, Finland, France, Greece, Hungary, Ireland, Italy, Luxembourg, Malta, Netherlands, Portugal, Czech Republic, Romania, Slovenia, Slovakia, Sweden. Any order received from countries not listed will be automatically rejected by the system. In such cases, please email b2b@lopificio.it.
5.9 The delivery of the goods will take place at the location indicated by the Buyer in the order proposal or, alternatively, at another location agreed in writing between the Parties (this specific agreement must also be signed).
5.10 The agreed delivery term is “EX WORKS INCOTERMS 2010.”
5.11 In any case, the risk of loss of the products transfers to the Customer when the Products leave the warehouse of Opificio Serico Fiorentino Srl and are handed over to the first appointed carrier until the actual delivery of the Products to the Customer (or to the third party appointed by them to receive the delivery).
5.12 Loss or damage to the Products occurring after the transfer of risk to the Customer does not release them from the obligation to pay the price.
5.13 Delivery delays may occur for various reasons, such as product customization, unforeseen circumstances, fortuitous events, force majeure, or factors related to the delivery area.
5.14 If, for any reason, the Seller is unable to meet the delivery terms, the Customer will be promptly informed.
6. Inability to Deliver
6.1 If it is not possible to complete the delivery of the Products, the Seller will attempt to identify a safe location to deposit them, promptly notifying the Customer so that they can arrange for collection.
6.2 If the above is not feasible, the Products ordered by the Customer will be sent to the Seller’s warehouse. In such cases, a notice will be sent to the Customer specifying the location of the Products and providing instructions on how to arrange a new delivery.
6.3 If the delivery cannot be completed for reasons not attributable to the Seller, after 30 days from the date the Products are available for delivery, the purchase contract for the Products will be considered terminated.
6.4 The transportation of the Products resulting from the termination of the contract may incur additional costs, which will be borne solely by the Customer. “Transportation of the Products” refers to the transport carried out from the Opificio Serico Fiorentino Srl warehouse in Italy to the delivery location, whether in Italy or elsewhere in the world.
7. Liability and Warranties
7.1 Unless otherwise provided in these Terms of Sale, any obligation to compensate (or indemnify) arising from the Seller’s liability regarding the Products purchased on the e-commerce platform shall in no case exceed the value of the Products from which the obligation originated, as expressed in terms of price at the time of the order proposal.
7.2 The Seller shall not be held liable for:
(i) loss of profits;
(ii) loss of business volume;
(iii) missed earnings or loss of contracts;
(iv) loss of anticipated savings.
7.3 The Seller provides only the statutory warranties on the conformity of the Products. Products are deemed conforming if:
(i) they match the description provided on the e-commerce platform and possess the qualities presented therein;
(ii) they are suitable for the intended use of such Products;
(iii) they exhibit qualities and characteristics that are typical and expected in Products of the same type.
7.4 Within the limits of the law, no additional warranties are provided.
8. Differences in Dye Lots and Fabric Defects
8.1 Technical reasons prevent absolute and perfect reproduction of the color shades in different dye lots of the offered fabrics. Dye lots may show deviations from a reference value identified through the code 555. Consequently, there may be color differences between fabric pieces belonging to different production batches, as well as between the delivered fabric piece and the Customer’s sample, or between pieces delivered at different times.
8.2 For subsequent deliveries of fabrics, the Seller does not guarantee the same dye lot as previous ones. Such differences are inevitable and cannot be considered defects.
9. Role and Responsibilities of the Customer
9.1 The Customer is responsible for the accuracy and truthfulness of the data entered in the e-commerce platform to proceed with the purchase of Products.
9.2 The Customer agrees to indemnify and hold the Seller harmless from any loss, damage, liability, cost, or expense, including legal fees, arising from any violation of the previous clause.
10. Intellectual Property
The Customer acknowledges and agrees that all copyright, trademarks, and any intellectual property rights on the Products and the content presented as part of the e-commerce platform are owned by the Seller.
11. Force Majeure
11.1 The Seller shall not be held liable for any failure or delay in performing its obligations (even individually considered) under the Terms of Sale if such failure or delay is caused by events beyond reasonable control—so-called “Force Majeure Events.”
11.2 Force Majeure Events are defined as any act, event, non-occurrence, omission, or accident that is unforeseeable and beyond reasonable control, including but not limited to the following:
1. Strikes, lockouts, or other industrial actions.
2. Riots, uprisings, invasions, terrorist attacks or threats of terrorist attacks, wars (declared or undeclared), or threats of war.
3. Fires, explosions, storms, floods, earthquakes, landslides, epidemics, or other natural disasters.
4. Inability to use railways, shipping, air transport, motor transport, or other public or private means of transport.
5. Inability to use public or private telecommunication networks.
6. Acts, decrees, laws, regulations, or restrictions of any government.
7. Any strike, disaster, or incident involving maritime, postal, or other relevant means of transport.
11.3 The performance of obligations under the Terms of Sale shall be suspended for the duration of the Force Majeure Events. The Seller will be granted an extension equal to the duration of the Force Majeure Event to fulfill its obligations. During the Force Majeure Events, the Seller will make all reasonable efforts to find a solution to meet its contractual obligations.
12. Complaints
12.1 Upon delivery of the Products, the Customer must inspect and verify the condition of the Products received to ensure they match the description in the delivery document, noting any visible defects on the delivery note/CMR.
12.2 Any other defects must be reported by the Customer within 8 days of delivery by emailing b2b@lopificio.it. Using the goods constitutes immediate forfeiture of any warranty.
The compensation owed by the Seller, if liability is found for defects in the Products, shall not exceed the value of the Products in question.
12.3 Once the defect is verified, the Seller may, at its discretion, either replace the goods or refund their value.
13. Returns
13.1 Product returns will only be accepted if previously authorized by the Seller.
13.2 To request a return, the Customer must submit a request within their reserved area on the e-commerce platform in the “My Orders > Request Return” section, within 14 days of the Product delivery date.
13.3 Return requests received more than 14 days after the Product delivery date will not be considered.
13.4 Only Products for which the return request has been explicitly approved by the Seller may be returned.
13.5 Products must be returned to the headquarters of Opificio Serico Fiorentino Srl via courier. A representative of the Seller will provide the Customer with the code for the authorized courier to be used.
13.6 Products must be returned in good condition, carefully packaged, and, where possible, in their original packaging.
13.7 If the Customer withdraws from the Contract, all payments made to the Seller, excluding shipping costs, will be refunded without undue delay and in any case no later than 14 days from the day the Seller is informed of the decision to withdraw from the Contract. Refunds will be made via bank transfer to the bank details provided by the Customer or through other payment methods explicitly agreed upon by the Parties.
13.8 The refund may be withheld until the Products are received by the Seller or until the Customer provides proof of having shipped the Products, whichever comes first.
14. Applicable Law and Jurisdiction
14.1 These Terms of Sale are governed by Italian law. For any disputes arising from or related to the use of the e-commerce platform b2b.lopificio.com, the exclusive jurisdiction shall be the Court of Turin.
14.2 The Customer explicitly accepts the jurisdiction of Italian courts.
15. Express Termination Clause
Without prejudice to further damages and/or the applicability of statutory default interest against the defaulting Party, the Contract shall be automatically terminated pursuant to Article 1456 of the Italian Civil Code in case of violations of the following articles:
• Article 3 (Sales Prices);
• Article 4 (Minimum Amount and Payment Methods);
• Article 9 (Customer Responsibilities).
16. Scope
The Terms of Sale may be supplemented by specific agreements explicitly agreed upon in writing and signed by the Parties. In case of discrepancies or conflicts between the Terms of Sale and specific agreements, the latter shall prevail for the corresponding parts only if approved by the Parties in writing and signed. Without written form and signature by the Parties, specific agreements shall have no effect and shall be considered null.
17. Amendments and Updates
l’Opificio reserves the right to make changes to these Terms of Sale and the Privacy Policy at any time. Changes will apply to all purchase orders submitted after the date of publication on the website.
18. Acceptance of the Terms of Sale
Pursuant to Articles 1341 and 1342 of the Italian Civil Code, the Customer declares to have carefully read and expressly approves the following articles and/or clauses:
• Article 5 (Delivery);
• Article 4 (Payment Methods);
• Article 7 (Liability and Disclaimer);
• Article 9 (Customer Responsibilities);
• Article 17 (Right to Amend Terms);
• Article 15 (Express Termination Clause);
• Article 12 (Complaints);
• Article 13 (Returns).
19. Privacy and Security
Security Measures
We adopt appropriate security measures to minimize the risks of data destruction or loss, unauthorized access, or treatment not allowed or not in compliance with the purposes stated in our Privacy Policy.
You can obtain information about how we process your personal data by accessing the Privacy Policy.