Online terms and conditions of sale and delivery for consumers and business customers

1. Information about us and how to contact us

1.1 We are il circolo V.O.F. a company registered in The Netherlands. Our company registration number is KvK 74704257  and our registered office is at Tacituslaan 7, 3584AP Utrecht. Our registered VAT number is NL809998502B01.

1.2 You can contact us using any of the methods set out in clause 15.

2. General

2.1 These Terms and Conditions will apply when you order Products from il circolo via the Webshop.

2.2. These Terms and Conditions only apply to consumers and business customers who purchase the Products for their own consumption. If you are a business looking to purchase Products for resale purposes, please refer to our reseller terms and conditions.

2.3. In some areas you will have different rights under these Terms and Conditions depending on whether you are a consumer or business customer. You are a consumer if you are an individual and you are buying Products from us wholly or mainly for your personal use (not for use in connection with your trade, business, craft or profession).

2.4. If you are a business customer, these Terms and Conditions constitute the entire agreement between us in relation to your purchase of Products. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in these Terms and Conditions and that you shall have no claim for innocent or negligent misrepresentation (or negligent misstatement) based on any statement in these Terms and Conditions.

2.5. If you place an order with il circolo, you have to confirm that you agree to il circolo’s Terms and Conditions. The Terms and Conditions will be made available to you by means of a digital link. il circolo has the right to amend these Terms and Conditions – please ensure you check them regularly.

2.6. If you receive Products that you have not ordered or find inaccuracies in a delivery, please inform il circolo as soon as possible and no later than within fourteen (14) days of receipt of the Products, by sending an email to [email protected]

3. Our contract with you

3.1. Our acceptance of your order will take place when we email you to accept it, at which point a contract will come into existence between you and us.

3.2. If we are unable to accept your order, we will inform you of this in writing and will not charge you for the Product. This might be because the Product is out of stock, because of unexpected limits on our resources which we could not reasonably plan for, because we have identified an error in the price or description of the Product or because we have reasonable grounds for suspecting that you intend to resell the Products.

3.3. Products from il circolo may not be used for any unlawful purpose whatsoever. il circolo has the right to refuse your order if you intend to use the Products for unlawful activities.

4. Price/shipping costs

4.1. The prices of all Products that can be ordered via the Webshop are inclusive of sales tax (VAT).

4.2. The shipping costs are based on the total weight of the order and the number of Products. The Webshop calculates the total weight and indicates the corresponding amount for shipping and transport costs. For orders exceeding 150kg please contact us at [email protected]

4.3. The prices of Products stated in the Webshop are subject to change, at the discretion of il circolo.

5. Delivery

5.1. Generally, all Products  are deliverable from stock but the delivery times stated by il circolo are indicative only. Exceeding a delivery period does not entitle you to any compensation.

5.2. You will receive a message containing a Track & Trace code as soon as the Products are ready for shipment.

5.3. il circolo will execute accepted orders as soon as possible and in principle within five (5) working days. If the delivery is delayed, either because it is (temporarily) out of stock or delayed for other reasons, or if a delivery cannot be executed or can only partially be executed, you will be notified no later than five (5) working days after placing the order. In that case, you have the right to cancel the order within five (5) working days without incurring any costs.

6. Your rights to end the contract

6.1 You can always end your contract with us. Your rights will depend on what you have bought, whether there is anything wrong with it, how we are performing and whether you are a consumer or business customer.

6.2 If you are a consumer or business customer you have a right to end your contract with us because of something we have done or are going to do. In this case, we will refund you for any Products which have not yet been provided. The reasons are:

6.2.1. we have told you about an upcoming change to the Product or these Terms and Conditions which you do not agree with;

6.2.2. we have told you about an error in the price or description of the Product you have ordered and you do not wish to proceed; or

6.2.3. there is a risk that supply of the Products may be significantly delayed because of events outside our control.

6.3 If you are a consumer you may have a right to end the contract if what you have bought is mis-described or damaged. We are under a legal duty to supply Products that are in conformity with this contract. If you wish to exercise your legal rights to reject Products you must post them back to us. We will pay the costs of postage. Please contact us using the details at clause 16 for a return label.

6.4 If you are a consumer, you have the right to change your mind about Products you have purchased within fourteen (14) calendar days of delivery of the Product and then to return the Product within fourteen (14) days of termination. If you exercise the right to change your mind:

6.4.1. you must  inform il circolo of this decision by email within the aforementioned fourteen (14) calendar days. You are not obliged to state the reason of the termination. After termination, you will receive an email from il circolo containing instructions about how to  return the Product;

6.4.2. as soon as possible, but within fourteen (14) calendar days of termination of the contract, you must  return the Product to il circolo. The risk and the burden of proof for the correct and timely exercise of the right of withdrawal lies with you;

6.4.3. we will only accept return shipments if the Product is (in the original packaging and) undamaged. The basic principle here is that you may only handle and inspect the Product as you would be allowed to do in a store. Return shipments must be properly packaged. Any shipping costs for returns are to be borne by you – we will not accept your return otherwise.

6.4.4. After receipt of the Product, il circolo will send you a confirmation of receipt. Within fourteen (14) calendar days of receipt of the return shipment of the Product, il circolo will reimburse the payment of the Product to you, including delivery fees.

7. Payment

You must pay the price and any other amounts due under the contract, in advance by means of the digital payment methods available in the Webshop.

8. Product recall

il circolo has the right to recall Products at its own discretion, for example  to prevent unsafe Products from reaching the market. In case of such a recall, il circolo will take the necessary measures to inform you of the recall. il circolo will publish any recall  on social media and will put a message on the website of il circolo. In that case, il circolo will ask you for your cooperation with such a product recall.

9. Intellectual property rights

il circolo is the owner or licensee of all intellectual property rights on its website, including the word mark il circolo. You may not use any of il circolo’s intellectual property rights without our permission.

10. Communication

il circolo is not liable for incorrect or delayed transmission of order details and communications as a result of the use of the internet or any other means of communication in the transactions between you and il circolo, or between il circolo and third parties, insofar as they relate to the relationship between you and il circolo.

11. Force majeure

Without prejudice to its other rights, in the event of force majeure il circolo has the right, at its own discretion, to suspend the execution of an order or to terminate the contract  after 30 (thirty) calendar days by informing you in writing and without il circolo being obliged to compensate for any damage.

12. Exclusion of the creation of precedents

Should il circolo permit tacit or otherwise deviations from these terms and conditions for a short or longer period of time, this shall not affect its right to demand immediate and strict compliance with these terms and conditions. The consumer can never claim a right based on the fact that il circolo applies these terms and conditions flexibly.

13. Governing law

The contracts concluded between il circolo and consumers are governed by Dutch law to the exclusion of UN sales law and conflict of laws. The non-exclusive jurisdiction is at the headquarters of il circolo. If you are a consumer within the meaning of § 13 of the German Civil Code or the corresponding regulations of your country of residence with a habitual residence in the EU, the mandatory provisions of the law of your state of residence also apply. You may submit claims in connection with these online sales and delivery conditions arising from consumer protection standards, either in the Netherlands or in the EU Member State in which you live.

14. Miscellaneous

14.1. We will only use your personal information as set out in our Privacy Policy.

14.2. Each of the paragraphs of these Terms and Conditions operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.

14.3. No failure or delay by us to exercise any right or remedy provided under this contract or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy. For example, if you miss a payment and we do not chase you but we continue to provide the Products, we can still require you to make the payment at a later date.

15. Contact

If you have any questions about these Terms and Conditions or if you wish to get in touch with us for any reason, please do so using one of the following methods:

il circolo V.O.F.

Tacituslaan 7

3584AP Utrecht

The Netherlands

Telephone:  +31 30 2512003

E-mail:  [email protected]

Online terms and conditions of sale and delivery for retailers

1. Information about us and how to contact us

1.1 We are il circolo V.O.F. a company registered in The Netherlands. Our company registration number is KvK 74704257  and our registered office is at Tacituslaan 7, 3584AP Utrecht. Our registered VAT number is NL809998502B01.

2.1 You can contact us using any of the methods set out in clause 17.

2. General

2.1. These Terms and Conditions will apply when you order Products from il circolo via the Webshop for resale purposes.

2.2. If you place an order with il circolo, you have to confirm that you agree to il circolo’s Terms and Conditions. il circolo has the right to amend these Terms and Conditions, so please ensure you check them regularly.  If you receive Products that you have not ordered or find inaccuracies in a delivery, please inform il circolo immediately and no later than within five (5) working days of receipt of the Products, by sending an email to [email protected]

2.3. These Terms and Conditions only apply to independent resellers. If you are a supermarket please contact us.

3. Our contract with you

3.1. These Terms and Conditions apply to the order by you and supply of Products by us to you (Contract). No other terms are implied by trade, custom, practice or course of dealing.

3.2. This Contract is the entire agreement between us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.

3.3. Each order is an offer by you to buy the Products specified in the order, subject to these Terms and Conditions.

3.4. Our acceptance of your order takes place when we send the email to you to accept it, at which point the Contract between you and us will come into existence.

4. Price/shipping costs

4.1. The prices of all Products that can be ordered via the Webshop are inclusive of sales tax (VAT).

4.2. The prices are based on the total weight of the order and the number of Products. The Webshop calculates the total weight and indicates the corresponding amount for shipping and transport costs. For orders exceeding 150kg please contact us at [email protected]

4.3. The prices of Products stated in the Webshop are subject to change, at the discretion of il circolo.

5.  Delivery

5.1. Generally, all Products are deliverable from stock but the delivery times stated by il circolo are indicative only. Exceeding a delivery period does not entitle you to any compensation.

5.2. Delivery of the Products is on an Ex-Works basis (Incoterms 2010). You will receive a message containing a Track & Trace code as soon as the Products are ready for shipment

5.3. il circolo will execute accepted orders as soon as possible and in principle within five (5) working days. If the delivery is delayed, either because it is (temporarily) out of stock or delayed for other reasons, or if a delivery cannot be executed or can only partially be executed, you will be notified no later than five (5) working days after placing the order. In that case, you have the right to cancel the order without costs.

5.4. At all times, il circolo, for its own reasons, reserves the right to refuse orders. Products from il circolo may not be used for any unlawful purpose whatsoever. il circolo has the right to terminate the service if you use the Products for unlawful activities.

5.5. If we fail to deliver the Products, our liability is limited to the cost of obtaining replacement products of a similar description and quality, less the price of the Products. However, we will not be liable to the extent that any failure to deliver was caused by a force majeure event, or because you failed to provide adequate delivery instructions or any other instructions that are relevant to the supply of the Products.

5.6. We do not deliver to addresses outside the EU. You may place an order for Products from outside the EU, but this order must be for delivery to an address in the EU.

6. Complaints and liability

6.1. The customer is obliged to check whether the products correspond to the agreement upon delivery. If this is not the case, he must inform il circolo in writing within five (5) working days. After expiry of this period, acceptance of the products by the customer shall be deemed to have taken place.

6.2. If it is determined that the products do not comply with the agreement, il circolo has the option of replacing the products concerned with new products or returning the invoice value upon return and receipt. If a product does not conform to the agreement, the customer must return the product to il circolo within eight (8) calendar days of delivery. Returns will only be accepted if the product (in the original packaging) is undamaged. The returns must be properly packed. The costs for the return are at the expense of the customer. If products are proven to be damaged or delivered incorrectly, il circolo will bear the cost of the return.

6.3. Products that are returned without payment will not be accepted by us, without prejudice to the deadline referred to in Article 6.2.

6.4. il circolo excludes all liability for indirect and consequential damages, with the exception of the provisions of Article 9.2. If and to the extent that il circolo is required to pay damages and has not replaced the products, the total liability of il circolo for any attributable breach of contract or for any other reason shall be limited to direct damages up to the total amount of the corresponding order / order if applicable, the amount per transaction which may be eligible for compensation in the event of a recall pursuant to Article 9.2. In no event shall the total liability of il circolo for damages of any kind exceed the amount which the insurer would pay in this case under the liability insurance concluded by il circolo plus the amount of the deductible il circolo will incur under this insurance in this case.

7. Payment

7.1. In case of payment in advance, you must pay the price and any other amounts due under the Agreement, in advance by means of the digital payment methods available in the Webshop.

7.2. If you have opted for a payment condition of fourteen (14) calendar days, you will receive a digital invoice that must be paid within fourteen (14) calendar days.

8. Storage conditions and Product care

8.1. il circolo devotes great attention to the packaging of its Products. The wraps contain essential information about, inter alia, nutritional value, ingredients and allergens. You are not, under any circumstance,  allowed to remove wraps from Products, or to replace or adjust wraps or to render them unreadable in any way whatsoever (in whole or in part). If you breach this clause 8.1,  you are liable for any damage incurred by il circolo and you indemnify il circolo against any claims by third parties in this respect.

8.2. You will not use in your own name or as a trade name, the name ‘il circolo’ or any variation that is likely to be confused with this name.

8.3. You will not remove or alter any trademarks or any other marking or notice that appears on the Products or their packaging.

8.4. You shall ensure that Products are not displayed or sold past their expiry date.

9. Product recall

9.1. il circolo has the right to recall Products at its own discretion. You shall at all times cooperate with such a Product recall and comply with all reasonable instructions from il circolo.

9.2. In the event that il circolo is liable for a product recall and this recall has not been caused by your acts or omissions, il circolo’s liability will be limited to the purchase value of the recalled Products plus a maximum of [EUR 25 (twenty-five euro)] per store involved in the product recall. If the costs per store are lower than the aforementioned amount, this amount will be considered the maximum amount. In this case, you must demonstrate the costs per store.

10. Retention of Title

Title in the  Products delivered by il circolo will remain the property of il circolo until you have paid for them in full. The risk in the Products will pass at the time of delivery.

11. Intellectual property rights

il circolo is the owner or licensee of all intellectual property rights on its website, including the word mark il circolo. You may not use any of il circolo’s intellectual property rights without our permission. 

12. Communication

il circolo is not liable for incorrect or delayed transmission of order details and communications as a result of the use of the internet or any other means of communication in the transactions between you and il circolo, or between il circolo and third parties, insofar as they relate to the relationship between you and il circolo.

13. Force majeure

13.1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Force Majeure Event).

13.2. If a Force Majeure Event takes place that affects the performance of our obligations under the Contract:

13.2.1. we will contact you as soon as reasonably possible to notify you; and

13.2.2. our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Force Majeure Event. Where the Force Majeure Event affects our delivery of Goods to you, we will arrange a new delivery date with you after the Force Majeure Event is over.

13.3. In the event that a Force Majeure Event continues for more than 30 days, either of may cancel the contract by giving written notice to the other. If you opt to cancel, you will have to return (at your cost) any relevant Products you have already received and we will refund the price you have paid, including any delivery charges.

14. Communications between us

14.1. When we refer to “in writing” in these Terms, this includes email.

14.2. Any notice or other communication given under or in connection with the Contract must be in writing and be delivered personally, sent by pre-paid first class post or other next working day delivery service, or email.

14.3. A notice or other communication is deemed to have been received:

14.3.1. if delivered personally, on signature of a delivery receipt;

14.3.2. if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second working day after posting; or

14.3.3. if sent by email, at 9.00 am the next working day after transmission.

14.4. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to the specified email address of the addressee.

14.5. The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.

15. Governing law and jurisdiction

This Contract is governed by English law and each party irrevocably agrees to submit all disputes arising out of or in connection with this Contract to the exclusive jurisdiction of the English courts.

16. Miscellaneous

16.1. If we do not insist that you perform any of your obligations under the Contract, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you or that you do not have to comply with those obligations. If we do waive any rights, we will only do so in writing, and that will not mean that we will automatically waive any right related to any later default by you.

16.2. Each paragraph of these Terms and Conditions operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.

16.3. The Contract is between you and us. No other person has any rights to enforce any of its terms.

16.4. We may assign or transfer our rights and obligations under the Contract to another entity but will always notify you in writing if this happens. You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.

il circolo V.O.F.

Tacituslaan 7

3584AP Utrecht

The Netherlands

Telephone:+31 30 2512003

Email:  [email protected]

BTW: NL809998502B01

KvK 74704257

IBAN NL 50 RABO 0342 9399 39