1. These general terms and conditions (the "General Terms and Conditions") apply to all contracts for the sale of exhibition space (the "Spaces") and co-exhibition services (the "Visibility Services") within the Parma Exhibition Centre Fiere di Parma, Viale delle Esposizioni 393A 43126 Parma (PR), to be executed through the e-commerce website https://spsitalia.it.messefrankfurt.com/parma/eoa-it.html (hereinafter the "Site") by Messe Frankfurt Italia s.r.l., with registered office in Corso Sempione, 68 20154 Milan - Italy ("MFI" or the "Promoter") in favour of exhibitors interested in acquiring exhibition space for purposes relating to their commercial, entrepreneurial, artisan or professional activity (hereinafter the "Exhibitors" or the "Exhibitor").
2. The Site is the property of Messe Frankfurt Gmbh and is managed by MFI.
3. These General Terms and Conditions of Sale are drawn up in accordance with the regulations on Electronic Commerce, pursuant to Legislative Decree No. 70 of 9 April 2003.
4. The Site is dedicated to the sale of the Spaces and Visibility Services to persons falling within the category of entrepreneurs pursuant to Article 2082 of the Italian Civil Code and therefore persons falling within the category of consumers, as defined by Article 3 of Legislative Decree No. 206 of 6 September 2005, may not under any circumstances purchase Spaces and Visibility Services through the Site.
5. Any communication from the Exhibitor relating to the purchase of the Spaces and Visibility Services - including any reports, complaints, requests regarding the purchase and/or delivery of the Spaces, etc. - must be sent to Messe Frankfurt Italia S.r.l. by the methods indicated on the Site or by e-mail to email@example.com.[…].
6. Any purchase of the Spaces and Visibility Services made through the Site shall be subject exclusively to these General Conditions in the version that will be published on the Site at the time the order is transmitted by the Exhibitor and these General Conditions shall constitute the only regulations applicable to supplies made through the Site with the express exclusion of the applicability of any general conditions of purchase of the Exhibitors.
7. MFI is free to update, supplement or amend these General Terms and Conditions, with effect for sales concluded after their publication on the Site; publication on the Site of the updated Terms and Conditions of Sale constitutes notification of the changes to Exhibitors, whether or not they are registered on the Site.
8. Reference in these General Terms and Conditions of Sale to statutory provisions does not exclude the applicability of further applicable statutory provisions that are not expressly excluded in these General Terms and Conditions of Sale.
9. These General Terms and Conditions shall also apply to all contracts for the sale of Space and Visibility Services realised via the e-commerce website https://spsitalia.it.messefrankfurt.com/parma/eoa-it.html by a person who performs the registration not on his own behalf but on behalf of a third party. In this case, the conclusion of the contract requires completion in the manner set out in section IV) below.
1. The presentation of the Spaces and Visibility on the Site by MFI does not constitute an offer to the public and/or a binding offer to conclude a purchase agreement and/or a commitment to contract.
2. The Exhibitor's orders are to be understood as irrevocable purchase proposals addressed to MFI for the requested Spaces and Visibility Services, each considered individually, subject to acceptance by MFI.
III. Conclusion of Contract
1. In order to place an order (the "Order") through the Site the Exhibitor must fill in the form to request his stand and indicate his preferences using the "request a stand" button (or in the case of following purchases using the "request another stand" button) which gives access to the individual pages (Stand, Company, Contract, Invoicing, Summary) where the Exhibitor must fill in all fields.
3. Before submitting the order, the Exhibitor may stop the order process at any time by simply closing the browser.
4. In order to complete the Order, the Exhibitor must activate the "Send Request" button, which involves sending an order to MFI for the conclusion of a contract for the purchase of the Space and Visibility Services indicated in the Order.
5. Once the Order has been received, MFI will send the Exhibitor an e-mail confirming acceptance of the Order (the "Order Confirmation") as acceptance of the purchase proposal, it being understood that MFI reserves the right to verify the truthfulness of the indication of the product category made by the Exhibitor and, if it is ascertained that the actual product category does not fall among those indicated under product categories, it reserves the right to cancel the Order.
6. With the Order Confirmation, the Exhibitor shall receive a summary of the general and particular conditions applicable to the contract, information on the essential characteristics of the Spaces and a detailed indication of the price, means of payment and any applicable taxes. Failure on the part of the Exhibitor to pay within the specified deadline shall result in termination of the contract.
7. The Customer's Order, the Order Confirmation, the General Conditions and the Technical Data Sheets of the purchased Spaces (which will be available once the Spaces have been allocated) will be electronically filed by MFI in its computer systems and the Exhibitor may request a copy by emailing firstname.lastname@example.org[…] . These General Conditions may be viewed at any time on the relevant page of the Site.
8. All technical data contained in brochures or similar are valid at the time of printing and may be changed without notice as part of further technical development. The Exhibitor is obliged to use the latest versions, which can be requested from MFI. The images used show purely indicative Spaces and fittings which may not correspond with the Spaces purchased.
IV. Registration on behalf of a third party
1. These General Terms and Conditions shall also apply to all contracts for the sale of Space and Visibility Services realised via the e-commerce website https://spsitalia.it.messefrankfurt.com/parma/eoa-it.html by a person who signs up not on his own, but on behalf of a third party (the 'Third Party').
2. In that case, in addition to the provisions of point III) above:
(i) the person making the registration on behalf of a Third Party shall indicate the nameo of that person in the form referred to in Section III.1;
(iv) the agreement shall come into effect in respect of the Third Party upon receipt of the aforesaid email by MFI.
V. Event location
1. The Spaces and Visibility Services subject of the sale governed by these General Conditions are located in the Exhibition Centre Fiere di Parma Viale delle Esposizioni 393A 43126 Parma (PR).
VI. Prices, payment methods
1. The prices indicated on the Site are the list prices applied by MFI on the day of delivery (the "Prices"). The Prices shown on the Site are net of statutory value added tax and will be detailed on the order summary page of the virtual shopping cart before the Customer sends the Order.
Name: DEUTSCHE BANK SPA
Address: VIA SAN PROSPERO 2, MILAN
Recipient Code: KUPCRMI4.
4. The fee shall be composed of the following items: (i) the application fee indicated in the application form depending on the service requested and (ii) the rental fee for the exhibition area, as well as, (iii) in the case of the purchase of Visibility Spaces the additional fee for the visibility of the represented house. In the calculation of the fee, the display area shall be rounded up to the nearest half or whole square metre. The rental fee does not include ancillary charges.
5. The payment of the price of the Spaces and/or Visibility Services purchased through the Site, unless otherwise indicated in the order summary of the virtual shopping cart and confirmed in the Order Confirmation, shall be made according to the following terms: payment of the deposit due and of the registration fee within the terms indicated on the invoice; payment of the balance upon receipt of the invoice, which shall be sent after the allocation of the space to the Exhibitor and which shall also include any additional fee for the visibility of the represented company.
6. VAT, at the current rate, must be added to all prices.
7. Objections to invoices must be received in writing within a maximum of 14 days after receipt. Offsetting against unacknowledged claims or rights against MFI is not permitted.
8. Confirmation of the stand area is subject to the condition that all payments due to MFI have been fully made. A confirmation of the stand area made despite outstanding payments is subject to the condition that all such payments are made immediately after the confirmation of the stand area.
9. MFI shall be entitled, pursuant to art. 1456 of the Italian Civil Code, to terminate the contract without notice by registered letter sent to the Exhibitor's last known address, it being understood that the Exhibitor shall in any case be obliged to pay the entire rental fee for the exhibition area, in the event that insolvency proceedings have been applied for or opened against the Exhibitor or the Exhibitor has suspended all payments, and in the event that the payment of the rental fee for the exhibition area has not been made or has been made only in part within the established terms. Once the notice of termination has been sent, MFI shall be free to dispose of the stand area in another manner. The Exhibitor may not claim any right of compensation against MFI.
10. Any costs for Internet connection to access the Site according to the rates applied by the operator chosen by the Exhibitor shall be borne exclusively by the Exhibitor.
VII. Date of event,
The date of the event is indicated on the Event Site
VIII. Application, confirmation, contract
1. The application for participation sent using the Site has as its object participation in the next edition of SPS Italia. The application must be submitted within the application deadline indicated on the Exhibition Site (the "Application Deadline").
2. Formalisation of the request to participate in the next edition of SPS Italia is subject to: (i) completion of the special form on the Site, which can be accessed by clicking on the "request a stand" button; (ii) acceptance of these general conditions, which are deemed to be fully known and unconditionally accepted, by the applicant by placing a flag in the relevant acknowledgement and acceptance field on the Site; . The fulfilment of these requirements will allow inclusion in the lists for the allocation of exhibition spaces.
3. MFI shall not be liable for any consequences or damages resulting indirectly or directly from inaccurate, misleading, inaccurate or incomplete data or other information provided by the Exhibitor in his application; MFI reserves the right to disregard applications that contain insufficient or incomplete data or are received after the Application Deadline.
4. The applicant declares that the completion of the application and the subsequent steps to formalise the application will be carried out by persons with authority to bind the applicant.
5. The participation contract is valid exclusively for the registered Exhibitor or, in the case of a collective exhibition area, for the Promoter and its participants. The Exhibitor is not permitted to transfer the stand area, either in whole or in part, even if this is done free of charge. Furthermore, he is not permitted to host or represent other companies on his own stand area without written permission from the Pomoter. An exchange of stand area is only permitted with the prior written permission of MFI. In the event of non-compliance, MFI is entitled to terminate the contract without notice and to have the stand area cleared at the expense of the Exhibitor.
6. The participation contract is valid only for the products specified in the application form and admitted by MFI. In the event that the Exhibitor wishes to change its exhibition programme, it must notify MFI of the products it intends to add and remove sufficiently in advance before the start of the event so that MFI can carry out the necessary checks and take the necessary measures. In the case of notifications received less than two months before the start of the event, MFI cannot guarantee that it will be able to carry out the necessary verifications and thus also admission. In the event that the Exhibitor, without prior approval from MFI, changes its product offering from the data provided in the application form, MFI shall be entitled to terminate the concluded participation contract without notice. The Exhibitor may not claim any right of compensation against MFI.
IX. Conditions for admission, termination without notice of collective exhibition areas
1. Companies whose products fall within the product sectors of the event, as well as publishing houses specialising in the sector, are eligible to exhibit. Other companies will be admitted by MFI insofar as their exhibits represent an essential complement to the offer. MFI reserves, however, the right to admit other companies and/or organisations and/or operators and/or public or private bodies, at its own discretion.
2. The Exhibitor undertakes to provide MFI with all necessary information regarding his company and the products to be exhibited. The products to be exhibited (exhibits, products, merchandise groups, exhibits and exhibits) include, depending on the theme of the event, software products and services that are suitable for an exhibition presentation.
3. MFI decides on the admission of exhibitors with due discretion; the Promoter has the right to reject applications based on the exhibition area available and the nature and structure of the event as defined by MFI. The Exhibitor may not claim or assert any rights from participation in previous events.
4. Participants in a collective exhibition area or exhibitors presenting their products within an exhibition area rented by the promoter of the collective may also be admitted to the events. In such cases, confirmation of the stand area will be sent exclusively to the promoter of this collective exhibition. The latter becomes the sole contractual partner of MFI. In the event that a participant is admitted to a collective stand area without prior approval by MFI, MFI is entitled to terminate the contract with the promoter of the collective stand area without notice and to have the stand area vacated at the expense of the organiser of the collective stand area.
5. For each event, MFI determines in particular the distribution per sector and product groupings, as well as the respective percentage quantity, and is entitled, when deciding on admission, to take into account the distribution of exhibitors according to origin, business structure, economic categories and other objective criteria. MFI is not bound by decisions made for previous events.
6. MFI is entitled to deny admission to companies that have merely acquired company values, such as name and trade mark rights, from exhibitors who participated in previous editions. This rule does not apply in the case of a legal succession of legal relations.
7. MFI has the right at any time to disallow or exclude from the exhibition those products that do not correspond to the objectives it has set for the event.
8. Exhibitors are obliged to comply with species protection regulations and are legally and materially responsible for their participation in the exhibition.
X. Allocation of display area and change of display area
1. The allocation of the exhibition area will follow the chronological order of arrival of applications validated by the payment of the deposit due and the registration fee.
2. Stand areas are allocated according to technical and event-specific criteria at the sole discretion of the Promoter. The Exhibitor may not claim a specific stand space, exhibition area or stand type, regardless of what is indicated on the application form.
3. The allocation of exhibition areas may be made taking into account the product sectors in which the products entered fall; MFI will place the Exhibitor in a specific product grouping. MFI may offer the Exhibitor a selection of display areas of other sizes.
4. MFI is entitled to change the exhibition areas in terms of location or size, even after confirmation, if special circumstances force it to resort to such measures.
5. Such measures do not entitle the Exhibitor to withdraw from participation or to claim compensation from MFI, except in the case of intent or gross negligence. The Exhibitor does, however, have a right of withdrawal in the event that MFI offers him 50% less exhibition space than agreed.
6. Each free side may have a maximum closure of 50%. The imperative need for closure can only be obviated by the construction of transparent walls, which allow a view of the inside of the stand from the passage aisles, or the use of walls/flower walls with a maximum height of 1.00 m from the ground.
7. Set-ups must be strictly contained within the area booked and assigned, identifiable by means of partition walls or adhesive tapes; their standard height is set at 2.50 m; a maximum tolerance of 0.50 m. will be allowed to the above height limit. 0.50 m. and so on for a total of 3.00 m.; Exhibitors intending to avail themselves of this right are not obliged to make a prior request to Fiere di Parma and the Organisers but are obliged to perfectly and decorously finish, including uniform painting, all their walls facing adjoining stands. No lettering, trademarks or other graphic motifs may be displayed on such structures or walls. The Exhibitor is only obliged to submit the stand design if the stand fittings exceed a height of 3.00 m.. In this case the Exhibitor must send the executive project of the stand to the Technical Office of Fiere di Parma at least 60 days before the start of the exhibition.
XI. Withdrawal by the Exhibitor - Penalties
1. If, after the conclusion of the contract, the Exhibitor withdraws from the contract for any reason whatsoever, MFI shall be entitled to the following amounts by way of penalty pursuant to art. 1382 of the Italian Civil Code.(i) in the event of withdrawal communicated in the period between the conclusion of the contractl’invio della Domanda and 31 December of the year prior to the date of the event: an amount equal to the participation fee plus 50% of the price of the exhibition space requested/assigned (ii) in the event of withdrawal communicated in the period between 31 December of the previous year and 31 March of the year of the event an amount equal to the participation fee plus 75% of the price of the requested/assigned stand space (iii) in the event of withdrawal communicated in the period between 1 April of the year of the event and the date of the event itself, as well as in the event of non-participation in the event without prior withdrawal from the Contract: an amount equal to the sum of the participation fee and 100% of the price of the requested/assigned stand space.
2. In the event of the occurrence of one of the cases referred to in item 10.1 above, Messe Frankfurt shall be entitled to retain the amounts already paid by the Exhibitor as consideration up to the amount of the penalty and, if not outstanding, to receive payment of the amount equivalent to the difference between the value of the penalty and the amount paid as consideration.
XII. Address for enquiries
MFI S.r.l. , Corso Sempione, 68 - 20154 Milan - Italy tel. 0039 02 8807781 - email@example.com
XIII. Registration for the SPS Italia Contact Place platform
1. Registration for the SPS Italia edition implies registration to the SPS Italia Contact Place platform. This service is included in the registration fee. The Exhibitor is required to fill in all parts of the relevant online catalogue available in the reserved area of the official website www.spsitalia.it.
2. In the event that MFI does not receive other instructions from the applicant in time, the information contained in the application will be used for the online and hard copy publication of the official documentation.
3. The Exhibitor agrees as of now to accept the regulations of the SPS Italia Contact Place Platform, which will be sent to the Exhibitor as soon as they are available. [To be updated].
XIV. Intellectual property rights/copyrights
The exhibitor warrants that the exhibits and their related packaging and advertising materials do not infringe or violate any third-party rights, including commercial rights, copyrights, designs, names and patents, whether registered or otherwise protected. The organisers shall have the right to prevent exhibitors found guilty of infringing intellectual property rights from participating in future trade fairs.
XV. Postponement of the Event -Cancellation of the Event
1. The Promoter shall have the right, if special circumstances so require, to change the dates of the event. Should the dates of the event be moved to other dates in the same calendar year, the contract shall be considered stipulated for the new date, except for the Exhibitor's right to communicate its withdrawal from the contract within and no later than 15 days from the communication of the change; in this case MFI shall have the right, by way of penalty pursuant to art. 1382 of the Italian Civil Code to the payment of an amount equal to 50% of the total amount due as consideration, or, if the Exhibitor has already paid the consideration, to retain the amounts already paid by the Exhibitor up to the amount of the penalty, returning the residual amount, if any, or, if it does not have the balance, to receive payment of the amount equivalent to the difference between the value of the penalty and the amount paid as consideration.
2. In the event of force majeure or other reasons preventing the event from being held, the Promoter shall have the right to cancel the event. In this case, should the event not be postponed to a new date in the same calendar year, the contract shall be considered stipulated for the following year's edition, without prejudice to the Exhibitor's right to communicate its withdrawal from the contract within and no later than 15 days from the communication of cancellation; in this case the Exhibitor shall have the right to reimbursement of the entire consideration already paid, excluding any other compensation or indemnity.
3. In all cases of postponement or cancellation of the Event as referred to in items 12.1 and 12.2 above, the Exhibitor's right to any reimbursement of any expenses incurred (e.g. booking of transport or accommodation) is excluded.
4. Should the event be suspended after opening due to circumstances beyond the Promoter's control, termination of the contract or the filing of a claim for damages are excluded. The above also applies in the event that the Promoter, due to force majeure or other circumstances beyond the Promoter's control, is obliged to close or vacate certain areas of the event or even the entire exhibition area, either temporarily or for an extended period of time. This also includes any restrictions on the use of or access to the contractual stand area that may be due to reorganisation or reconstruction measures or regulations and instructions issued by the relevant authorities. In such circumstances, the Promoter shall endeavour to seek an alternative solution, although this does not in any way constitute a legal obligation.
XVI. Use and occupation of the exhibition area, damages and liability for non-participation, cancellation without notice
1. During the contractual term, the Exhibitor is obliged to use the stand area in accordance with the conditions of participation and to ensure that during opening hours the stand area is constantly occupied by a sufficient number of personnel.
2. If, for any reason whatsoever, the registered and admitted Exhibitor fails to participate in the event, MFI is entitled to allocate the stand area to others. If MFI is unable to assign the unoccupied stand area to others, it shall be entitled to set up the stand area at the Exhibitor's expense.
3. In the event of a breach of any of the above obligations, MFI is entitled to exclude the Exhibitor from future events. The Exhibitor shall not be entitled to claim any damages.
XVII. Exclusion of exhibitors and reimbursement of exhibition space rental fees
1. In the event that, as a result of a court decision (judgement, etc.), the Exhibitor is prohibited from exhibiting, offering or promoting products or services and the Exhibitor refuses to comply with the court decision prohibiting the exhibiting, offering or promotion of products or services, MFI is entitled to exclude the Exhibitor from the current and/or future event until the decision has been revoked or suspended by a subsequent decision following an appeal procedure. In this case, reimbursement (in whole or in part) of the stand rental fee is excluded. MFI is not obliged to check the accuracy of the court decision.
2. The same provision also applies in the event that the Exhibitor violates Fiere di Parma's internal regulations or there are other reasons that justify the termination of the exhibition space rental contract without prior notice.
3. In the event that a judicial decision is revoked or suspended by a subsequent decision following an appeal procedure, the excluded Exhibitor shall not be able to claim any right of compensation against MFI.
XVIII. Disclaimer clause
1. MFI is expressly exonerated from any liability in respect of persons or property, as well as in respect of any economic losses occurring within the Exhibition Area, including buildings. In particular, the Promoter shall not be liable for damage caused by fire, floods, explosions, violent acts, thunderstorms or other events of force majeure, or by theft, burglary or interruption of energy supplies (e.g. electricity, gas, water, etc.), and other similar causes, as well as for damage caused by the application of safety regulations. The above applies to areas and buildings used in connection with the event outside the Exhibition Grounds.
2. The foregoing shall also apply to damage caused by individual visitors (in particular visitors to the event, other exhibitors or persons acting on their behalf), as well as damage caused by employees of the Promoter and persons acting on behalf of the Promoter, or damage caused by data provided and measures taken by the Promoter, its employees or persons acting on behalf of the Promoter that are based on an error.
1. MFI reserves the right to run utility cables over the exhibition surfaces. The costs of such connections shall be borne by the Promoter. Exhibitors will be notified in writing if cables are located within the exhibition surfaces.
2. All other special provisions or individual regulations, including Art. 1 (Set-ups - Prohibitions - Provisions), 2 (Technical Services), 3 (Fire Prevention) and 4 (Accident Prevention and Safety Regulations) of the General Provisions of Fiere di Parma detailed below and the technical regulations prepared for the regulation of the activities that will take place in the exhibition centre of Fiere di Parma,as they are also an integral part of the general conditions of SPS Italia.
3. MFI may terminate the contract with immediate effect, pursuant to art. 1456 of the Italian Civil Code, for breach by the Exhibitor of the following obligations (even one of them) Breaches of the obligations as per art. 4.6 (transfer of the exhibition area), Breaches of the obligations as per art. 5.2 (failure to provide information), Breaches of the obligations as per art. 16.2 (failure to comply with the technical regulations of the exhibition centre where the event will be held).
4. The Exhibitor assumes, as far as it is concerned, all the duties and responsibilities pertaining to employers, managers and supervisors, pursuant to Legislative Decree no. 81/2008, expressly releasing MFI as of now from any liability in this regard. The Exhibitor shall adopt all measures that are necessary to protect the physical integrity of employees, third parties and property affected by the holding of the Event, hereby relieving MFI from any liability in this regard.
XX. Personal Data
By submitting the Application through the Site, the Exhibitor declares to have read the information notice pursuant to Articles 13 and 14 of the EU Regulation 2016/679 (GDPR) and consents to the processing of its personal data for the purposes and in the manner indicated in the aforementioned information notice
1. All amounts mentioned will be invoiced with VAT legally due.
XXII. Applicable law, place of performance, competent court
1. The contractual relationship between the Promoter and the Exhibitor is governed by Italian law.
2. The contractual parties expressly indicate Milan as the place of performance (Art. 1182 para. 3 Civil Code).
3. The Court of Milan shall have exclusive jurisdiction over any dispute concerning the interpretation and/or validity, execution and termination of the contract