GENERAL TERMS AND CONDITIONS OF THE CONTRACT

ARTICLE 1 INTRODUCTION

1.1 These General Terms and Conditions and relative Annexes are an integral and substantial part of the Contract for the supply of services provided by Vip Club, as better specified in article 4 of the general terms and conditions (hereinafter “Subscription”) between the Client (hereinafter also “Subscriber”) and the company G. F.R. S.r.l. (hereinafter also “Company”), with registered office in Corso Italia 207, 32043 Cortina Ampezzo, BL Italy, and are concluded with the signing of the subscription form, attached to these General Terms and Conditions.

ARTICLE 2 CONCLUSION OF THE CONTRACT

2.1 The present terms and conditions are an integral and substantial part of the Subscription contract concluded with the Company, where Subscriber is understood to be the person of legal age who, by virtue of the Subscription contract signed, is entitled to access and use the services of the VIP CLUB (hereinafter also referred to as the Club).
2.2 Also integral to the contract are the internal rules of conduct and any information posters placed on the premises for the use of the various services, which, by signing this contract, the Subscriber declares to be informed of and to accept in full, as well as all the Club rules of operation that may be issued from time to time and which shall be communicated to the Subscriber by means of clearly visible posters on the premises themselves or by means of publications on the communication media available to the Subscriber (email, website, newsletters, blogs, etc.).
2.3 In any case, the Company reserves the right to make unilateral changes to the aforementioned documents, after informing its Subscribers through the above means of communication.
2.4 The Subscription is strictly personal, nominal and non-transferable to third parties either by deed between living persons or mortis causa. Breach of the aforementioned clause may result in the suspension of the Subscription by the Company and even termination of the contract.
2.5 The Subscription becomes effective when the Subscriber signs the Subscription Forms and these General Terms and Conditions.

ARTICLE 3 MEMBER CARD

3.1 After signing the contract, the Subscriber will be issued with a Member Card which will allow him/her access to the Club’s premises.
3.2 The Member Card is strictly personal and may not be assigned, lent or in any other way transferred to third parties either free of charge or for payment.
3.3 In the event of withdrawal pursuant to Article 10 or termination pursuant to Article 12, the Member Card shall be immediately deactivated, following this deactivation of the card, the Subscriber shall automatically lose all rights arising from the subscription contract and, furthermore, access to and use of the Club’s services.
3.4 In the event of loss and/or damage of the Member Card, the Subscriber must promptly notify the Club Secretary’s office of the loss and/or damage.

ARTICLE 4 ACCESS

4.1 The Company shall inform Subscribers of the commencement and duration of closures, including partial closures, at least 7 (seven) days in advance by means of an email to the address provided at the time of registration or a message in the personal account.
4.2 Access is granted to persons over 18 years of age, both subscribers and guests and/or any accompanied minors.
4.3 Access to the Club shall be regulated through the booking system described in greater detail in the Internal Regulations delivered to the Subscriber at the time of registration and governed in accordance with Article 6 of the General Terms and Conditions.

ARTICLE 5 CORPORATE PURPOSE

5.1 Following the issue of the Member Card the Subscriber is entitled to access the premises of the Club and to use the services offered by the Club in accordance with the terms and conditions specified in this contract and regulations.
5.2 In particular, the services included in the annual subscription fee are: bar and restaurant, musical entertainment, organisation of cultural, artistic and musical events, as well as events relating to sporting activities linked to the mountain area, which will be held throughout the year at the Club.
5.3 The Club may also organise and participate in conferences and courses through any means of communication and any medium, such events may paid or free of charge.

ARTICLE 6 INTERNAL REGULATIONS

6.1 The Company reserves the right to adopt and issue instructions and rules of conduct to the extent that may be necessary to guarantee the orderly conduct of activities, order, safety and respect for the internal regulations on the premises, and to which the Subscriber is duly obliged to comply.

ARTICLE 7 VIP CLUB PERSONNEL

7.1 The Company’s personnel are authorised to issue instructions and rules of conduct to the extent that may be necessary to ensure the correct and orderly conduct of activities, order, safety and compliance with the internal regulations on the premises, with which the Subscriber must comply.

ARTICLE 8 ANNUAL FEE AND ITS INTEGRATION

8.1 The Subscription, the various offers and types of which are indicated on the Registration forms, entitles the Subscriber to access and attend the Club during its opening hours under the conditions provided for by the specific Subscription formula signed and attached to these Contract General Terms and Conditions, unless otherwise agreed between the Parties.
8.2 In any case, the Company reserves the right to propose further Subscription formulas and to vary the rates of annual subscriptions, in compliance with the Subscriber’s right of withdrawal.
8.3 All Subscribers are required to pay the Subscription fee for the purposes of accessing and using the Club services specified in Article 4.
8.4 The subscription fee does not therefore include any products purchased on the premises.
8.5 The subscription fee must be paid at the time of signing the registration form, under the various terms that will be indicated and agreed with the Company.
8.6 Once the 14 (fourteen) days have elapsed for the exercise of the right of withdrawal referred to in article 10, if the Subscriber fails to pay the annual fee, the Company shall proceed to remind the Subscriber to pay the amount.
8.7 If there is no response to the first formal reminder and the arrears persist, the Company, after 30 (thirty) days from the signing of the contract, may proceed to satisfy its credit in the time and manner it deems appropriate.
8.8 In the event of non-payment of the fee, the Subscriber will not be able to access and frequent the Club or benefit from the services and privileges deriving from the contract signed. 8.9 It is hereby specified that failure to use the services deriving from the contract during its period of validity, for any reason whatsoever, does not entitle the Subscriber to a refund, even partial, of the amounts paid, and does not exempt him/her from the financial commitments agreed upon.

ARTICLE 9 DURATION, TERMINATION AND MODIFICATION OF THE SUBSCRIPTION

9.1 The duration of the Subscription is from 1st December to 30th November of the following year.
9.2 Tacit renewal of the Subscription is not permitted or envisaged, and it shall be formally agreed upon each year on expiry.
9.3 The Company may, at its sole discretion, grant temporary suspension of the Subscription only and exclusively in the following cases: hospitalisation, job transfer and pregnancy. The Subscriber must provide the Club Secretary office with all the documentation demonstrating the validity of the request for suspension which, in any case, can never exceed 6 (six) months. When requested, each Subscriber shall complete and deliver to the Club Secretary office, a valid direct debit mandate, to be renewed and maintained it at all times, in order to cover the subscription payments and any other charges due by virtue of their membership, these Rules and any regulations or visit to the Club. 9.4 The Company may, at its sole discretion, order the temporary suspension of the Subscription and access to the Club’s premises at any time and in all cases where it considers that the conduct or reputation of the Subscriber or the Subscriber’s guests may be damaging to the image, reputation or interests of the Club and the Company following objections raised against the Subscriber.

ARTICLE 10 WITHDRAWAL

10.1 L’Abbonato avrà diritto di recedere, senza alcun obbligo di motivazione, entro il termine di 14 (quattordici) 10.1 The Subscriber shall have the right to withdraw, without any obligation to state reasons, within 14 (fourteen) days from the date on which he/she signed the subscription contract, by sending a written notice by certified email or by registered letter with return receipt.
10.2 The withdrawal period referred to in the preceding paragraph shall be deemed to have been met if the date of sending of the certified email or the postmark on the registered letter with return receipt containing the notice of withdrawal indicates a date within the fourteenth day on its arrival at the address specified in article 15 below.
10.3 If the Subscriber has already paid the subscription, the Company, in the event of withdrawal within the period referred to in Article 10.1, shall make the refund without undue delay and no later than 14 (fourteen) days after receipt of the notice of withdrawal by the Subscriber.
10.4 The Company shall make the refund using the same means of payment chosen by the Subscriber to pay the fee; in any case, the Subscriber shall not incur any cost as a consequence of the refund, except for the return of the Member card. 10.5 If the Subscriber has started using the Club’s services or facilities within 14 (fourteen) days of renewal and/or signing of the contract, the Subscriber shall pay the Company an amount proportionate to the period of use.

ARTICLE 11 LIABILITY

11.1 La Società vigilerà con la dovuta diligenza, prudenza e perizia affinché nei locali del Club non si verifichino 11.1 The Company shall exercise due diligence, prudence and care to ensure that accidents, injuries, illnesses or any other harmful events do not occur on the Club’s premises and shall also cover the relative risks by means of an appropriate insurance policy, with adequate maximum amounts, from a leading insurance company with the exclusion of accident prevention cover.
11.2 The Company shall be liable to the Subscribers and their guests (if any) for any damage they may suffer during their stay in the Club that is the consequence of an act or omission that is wilful or grossly negligent on by the Company and/or its employees or appointed agents.
11.3 On the other hand, the Company shall not be liable under any circumstances to Subscribers or their assignees or their guests for any damage resulting from:
i) conduct of the Subscriber and/or guests of the same that is in violation of the law, these General Conditions, the Internal Regulations or the normal rules of prudence and moral conduct required for the exercise of activities carried out within the Club;
ii) actions or omissions of third parties with respect to the Company and/or the Club;
iii) causes arising from unforeseeable circumstances or force majeure.
11.4 Furthermore, the Company and/or the Club shall not be liable for theft, loss or damage to money or property belonging to Subscribers or their guests (if any) brought into the Club, not even if the goods are kept by the cloakroom service.
11.5 Specifically, it should be noted as of now that the Company does not carry out any safekeeping of objects left inside the Club premises and therefore, no liability can be invoked against the Company by the latter pursuant to Article 1783 of the Civil Code.

ARTICLE 12 EXPRESS TERMINATION CLAUSE

12.1 The Company reserves the right to terminate this Contract pursuant to article 1456 of the Italian Civil Code by simply notifying the Subscriber, without prejudice to the right to compensation for damages:
i) in the case of violation of article 2;
ìì) in the event of non-payment of any amount owed by the Subscriber to the Company and/or the Club—by virtue of the subscription contract or of additional services requested and obtained by the Subscriber—within 30 (thirty) days of the payment due date;
ììì) in the case of violation of the Rules of Conduct and any other provision given by the Company and/or the Club;
iiii) in the case of violation of Article 13 (Customer conduct) iv) in the case of criminal conduct; v) in the case of violation of Article 14 (prohibited activities).
12.2 In such cases, pursuant to and for the purposes of Article 1456 of the Italian Civil Code, in the event of default by one of the parties, the other party shall give written notice of its wish to use the express termination clause: Following receipt of such notice, the contract shall be deemed to be lawfully and automatically terminated, without prejudice to the right to compensation for any damages.
12.3 It is understood that tolerance, even repeated tolerance, of the above-mentioned reasons shall never be considered an acquiescence and waiver of the right cite them as reasons for termination.
12.4 Following the exercise of the Company’s right of express termination, the Subscriber shall not be entitled to a refund of amounts already paid and shall in any event be required to pay all sums due to the Company and/or the Club for any reason whatsoever.
12.5 As an alternative to express termination, the Company has the right, at its sole discretion, before exercising its right to terminate the contract, to suspend and not allow the Subscriber access to the Club and the adjoining areas for the entire period in which the breach and/or the fact that legitimises the suspension should persist.

ARTICLE 13 CUSTOMER CONDUCT

13.1 In addition to the provisions of these General Terms and Conditions of Contract, the Subscriber must scrupulously observe the Internal Regulations, the content of which is understood as written in their entirety and referred to herein, as well as any and all further provisions issued by the Company and/or the Club made known and communicated to the Subscriber as provided for in these conditions. In particular, the use of the premises and spaces within the Club, including the various equipment, shall be subject to the good sense and diligence of the Subscriber.
13.2 Members and their guests shall dress in a clean and tidy manner when in the Club, respecting the dress code published on the Club’s website at www.vipclubcortina.it
13.3 Subscribers also undertake to respect and ensure that their guests respect, in addition to the rules of the Regulations, any other provisions issued by the Company and/or the Club and guarantee and be personally answerable for payment to the Company and the Club for any amounts owed by them.
13.4 In any case, inside the Club it is forbidden to:
c) introduce weapons;
d) introduce and make use of narcotic substances;
e) smoke inside the premises or outside of the areas that may be designated for this purpose;
f) cede, transfer and/or sell the Subscription to third parties free of charge or by payment.
13.4 All damages, even of a reputational nature, that may be caused to the Company, as well as to the Club’s structure and assets by the violation of the rules provided for in these conditions, by the regulations and by any other provision shall be borne by those who have caused them pursuant to and for the purposes of the law.

ARTICLE 14 PROHIBITED ACTIVITIES

14.1 It is prohibited for any person to use the Company’s trademark, logo and insignia or other identifiers of the Club and any other Club related to the Company without the prior written permission of the Company’s legal representative.
14.2 Each Subscriber expressly acknowledges that the trademark, logo and insignia of the Company and the Club are the valid, sole and exclusive property of the Company.
14.3 No Subscriber shall remove, alter, damage or destroy any image, item of furniture or other article (including, without limitation, books, magazines and newspapers) belonging to the Company and/or the Club that is on the Premises.
14.4 It is also prohibited to engage in morally reprehensible conduct within the Club.

ARTICLE 15 COMMUNICATIONS

15.1 Each Subscriber shall notify and promptly inform the Club Secretary of any change in their details indicated on the membership/registration form relating, in particular, to their residence, usual email address and/or certified email address, or other contact details. In the event of a change of bank, a new Direct Debit Mandate must be completed and submitted.
15.2 Any communication and/or notification to the Company must be made by registered letter or equivalent, to the following addresses: • Corso Italia n. 207, 32043 Cortina d’Ampezzo (BL), – Certified pec email address gfrsrl@pcert.it – email address info@vipclubcortina.it
15.3 Any changes to the above addresses shall be made public through publication on the Club’s website www.vipclubcortina.it or communicated in writing by ordinary email.

ARTICLE 16 AMENDMENTS TO THE REGULATIONS

16.1 The Company reserves the right to unilaterally amend and/or supplement the aforesaid General Terms and Conditions, as well as the Regulations in force. Any amendments shall be binding on Members 14 (fourteen) days after their communication and/or publication on the website, during which period Subscribers may exercise their right to withdraw.
16.2 The Company shall also be entitled to modify the internal structures or subdivisions as well as replace furniture, instruments and/or equipment within the premises and spaces of the Club at its discretion.

ARTICLE 17 GENERAL PROVISIONS

17.1 This Contract does not create any relationship of partnership, joint venture, association, control or representation between the Parties. Any possible gap in interpretation cannot, therefore, be bridged by an analogy with any of the relationships excluded above.
17.2 The invalidity or nullity of one or more clauses of this contract shall not affect the validity of the contract as a whole; any doubts as to interpretation shall be resolved in the light of the original intention of the contracting parties, safeguarding as far as possible the validity, even if reduced compared to the original wording, of the clauses themselves in order to guarantee the related legal effects.
17.3 Any waiver and/or acquiescence by either Party, at any time or under any circumstances, of any provision, right or obligation under the Contract shall not result in the disapplication and/or waiver of the same or any other provision, right or initiative at any other time or under any other circumstances.
17.4 Anything not expressly provided for in this Contract shall be governed by the provisions of the Civil Code and applicable law.