These Terms and Conditions govern the sales of products on the logoprojecteyewear.com website and regulate their use. The Seller reserves the right to make changes to these Terms and Conditions of Sale, as well as to the Privacy Policy, in order to adapt them to current regulations and legislative provisions. The changes will be communicated to Users via a notice published on the Site and will remain visible for a period of 10 (ten) days from the date of the change. The Terms and Conditions of Sale applicable to all products sold on the Site are set out below.

ART. 1 DEFINITIONS

For the purposes of this agreement, the following definitions shall apply:

Seller: Vision Up & Logoservice Srl with headquarters in Rome, province of RM, CAP 00198, via Po n. 102, Fiscal Code/VAT number 08532230961.

Terms and Conditions or Contract : the set of these contractual clauses that determine and define the relationships between the Parties.

Platform or Site : the site logoprojecteyewear.com

Users : any person who accesses the Site and continues to browse it.

Customer: any individual, natural or legal person, holder of a VAT number, who acts in the exercise of his/her entrepreneurial activity and purchases the products sold through the Site.

Products: customizable private label eyeglass frames, reserved for the exclusive purchase of VAT-registered Customers.

Accessories : the products available on the Site in the “Accessories” category, such as, for example: covers, logo blocks or displays.

Purchase Order or Order : consists of the selection of customized products for purchase. The selection is made through the procedures of the Site and completed with payment via the cart.

Order Confirmation : consists of an email sent by the Seller to the Customer, containing the order summary and confirmation that the payment has been successfully completed.

ART. 2 OBJECT

These Terms and Conditions govern the methods of purchasing the products offered on the website, regulating the contractual relationship between Vision Up & Logoservice Srl (“Vision Up”) and the Customers. Vision Up & Logoservice Srl is a manufacturer, importer and offline and online retailer, which operates on an e-commerce platform, selling exclusively to VAT holders from all over the world.

Using the Shopify platform, Vision Up manages three different markets (Europe, USA and Extra EU), with transactions in Euro and Dollar currency. The site deals exclusively with the sale of optical devices under the E-Commerce regime, specifically: frames for eyeglasses and sunglasses, for men and women. Accessories are also available, such as displays, logo blocks and eyeglass covers. All products can be customized with the Customer's brand and are sold under the private label regime. The Customer can select and compose a collection of products, proceeding with the customization that consists in the affixing of their own logo, in order to create a collection of glasses that can be resold through their own sales channels. The products are available in different color variations, materials and sizes, and comply with European CE standards. The images on the site are to be considered purely illustrative and may present slight differences compared to the actual product. Any significant discrepancies can only be contested within 7 days of receiving the product. The accessories cannot be purchased separately from the frames, nor in quantities greater than the latter. Any changes to the conditions of sale may be requested by the Customer, but Vision Up reserves the right to accept them at its discretion. No verbal changes will be considered binding without written confirmation, which will be made by the signature of both parties on a pre-filled form provided by Vision Up. The Customer is solely responsible for the truthfulness and accuracy of the data provided, as well as the choices made regarding the printing of the logo, packaging and shipping. Vision Up declines all responsibility for inaccurate statements or incorrect specifications provided by the Customer.

No returns or refunds are provided for errors or inaccurate choices by the Customer, including cases where the customized product does not correspond to subjective expectations in terms of color, logo, design or other customizations.

ART. 3 SUPPORT FOR THE CREATION OF A LOGO

In case the Customer wishes to create a customized logo, the Vision Up team will send an email.

Together with the email, the Customer will receive a questionnaire aimed at collecting all the information necessary to define the style and objectives of the logo. The entire procedure described below will take place through an exchange of communications between the seller and the Customer, not directly on the site.

Creative process

After receiving the completed questionnaire, the Vision Up team will develop three logo proposals that will be sent in digital format to the Client.

The Customer may:

1) choose one of the three proposals

2) request 1 change on one of the three proposals

3) request a fourth proposal (which will not be subject to further changes)

Timings

• 7 working days for the realization of the first three proposals (starting from the receipt of the completed questionnaire).


• 5 working days for any changes and/or submission of the fourth proposal

The responsibility for the correctness, appropriateness and final aesthetic appearance of the logo falls entirely on the Customer. Vision Up does not accept complaints regarding logos approved by the Customer via email, including:

• Colors perceived differently than in the graphic representation;


• Customizations that do not conform to the Customer's personal expectations.

With respect to the logo uploaded independently, the Client acknowledges and accepts that once uploaded to the site, the logo is considered confirmed. While in the case of a logo created ad hoc, confirmation always occurs via email.

The logo confirmed by the Customer and any other material created specifically for him, once delivered, can no longer be modified and/or reworked by the seller. Therefore, requests for modifications will not be accepted after confirmation. After having delivered the logo and all the customized material to the Customer, the related intellectual property rights are also transferred. The Customer will therefore be free to use the logo in any way (e.g. he can use the logo to register the brand, to affix it as a sign in a physical location, to affix it on other material that is not necessarily glasses), and so also all the material that has been created specifically for him.

Returns and Refunds

All customized products, including logos, are made to the Customer's specifications and cannot be returned or refunded for any reason. No returns or refunds are provided for errors or inaccurate choices by the Customer, including the case in which the customized product does not correspond to subjective expectations in terms of color, design or other characteristics.

ART. 4 REGISTRATION AND PURCHASE

The Customer who navigates the site in guest mode can view the catalog and other available pages. If you wish to consult the prices and/or proceed with the purchase, you must register by creating an account and provide the following data: name and surname, role in the company, company name, type of company, email address, telephone contact and VAT number. To view the prices and place orders, you must register an account with a valid VAT number, which will be verified. Vision Up reserves the right to accept or close an account without notice, simply informing the user. Opening an account allows access to a reserved area, where you can consult exclusive content, special collections and advantageous prices. The user who intends to register on the site is responsible for the truthfulness, correctness and updating of the information provided at the time of registration.

In particular, by registering, the user guarantees to:

• Meet the requirements for registration;


• Comply with all applicable laws and contractual provisions contained in these Terms and Conditions;


• Enter your business information accurately, truthfully and up-to-date.

The email address provided at the time of registration will be used by the Seller to send communications relating to the Services, Products and the Site. The Seller reserves the right to refuse or revoke registration if irregularities or violations of these Terms and Conditions are detected.

All data transmitted will be processed in compliance with the Privacy Regulation 679/2016. The data will be used exclusively to complete orders and, with the explicit consent of the user, may be used to provide information on initiatives, promotions, news and special discounts.

All products offered for sale on the site are described in the relevant information sheets and can be purchased by following the procedures provided on the site itself. The Customer can print the selection of frames added to the cart and share it with their team to proceed with any customization.

The Customer can choose:

• Where to insert the logo on the frames and how to print it (laser or printed)


• Choose the color of the print


• Upload the logo, decide whether to upload it later or have it created ad hoc by Vision Up

The Customer acknowledges and accepts that, if he chooses to upload the logo at a later time, he must communicate this within 5 working days from the order confirmation. In case of failure to upload within the established deadline, Vision Up reserves the right to suspend or otherwise manage the order.

Finally, the Customer can add accessories such as a cover, display or logoblock and access the final checkout for the purchase. The contract between the seller and the Customer is considered concluded with the sending of an email by the seller.

ART. 5 PRICES

The prices of the Products are shown in euros and are reported in the product sheet itself. Instead, the delivery costs will be calculated in the final phase of the purchase process. The Seller undertakes to constantly verify that all the prices indicated on the Site are correct, without however this being able to guarantee the absence of errors. In the event that an error is found in the price of a product, the seller will allow the Customer the possibility of purchasing the product at the correct price or canceling the order.

ART. 6 PAYMENT METHODS

Orders must be paid in advance by bank transfer or electronic payment. The transfer must be made within 5 working days from the date of order confirmation to the following IBAN IT93E0838139420000000022334 Bic/Swift ICRAITRRAL0, in the name of Vision up & Logoservice srl.

We recommend that you promptly notify the Seller via email customerservice@logoproject.it, attaching the receipt.

In this case, the Order is considered completed when the Seller receives the actual credit on his bank account, which must occur within 3 working days from its execution. After this deadline, the Order will be automatically considered cancelled.

ART. 7 ORDER PREPARATION, SHIPPING AND DELIVERY TIMES

1.Order Processing
The Seller manages the sales and shipments of its products globally, offering the possibility of choosing between shipments by express courier or by its own means. Orders are processed on working days (Monday to Friday, excluding holidays). Orders placed during the weekend (Saturday and Sunday) will be processed starting from the following Monday.

2. Shipping costs and additional costs
Shipping costs are the responsibility of the Customer and must be paid at the time of ordering. Any additional costs, such as customs fees or customs clearance costs, are also the responsibility of the Customer. The Seller assumes no responsibility for problems related to customs clearance operations or delays resulting from such procedures.

3. Preparation, processing and delivery times
From the moment of receipt of payment, the order goes to the validation of the printing specifications and the logo received and/or developed for the Customer. This phase, in addition to the implementation of the customizations, has a variable duration, based on the complexity of the product and the customizations requested. Therefore, the preparation of the order can take up to 15 working days, barring unforeseen circumstances.

The Seller will not accept complaints for delays in processing the order, up to 30 working days from the date of receipt of the Customer's logo.

4. The courier is at the customer's expense
The Customer may choose to use their own courier by selecting this option during the order process. In this case, the Customer is solely responsible for receiving the goods. The Seller is not liable for delays, failed collections or other problems resulting from a lack of communication or coordination between the Customer and the courier. The collection must be made within 60 days of notification of availability. After this period, the goods will be disposed of without the possibility of reimbursement.

5. Force majeure and delays
Seller shall not be liable for unforeseeable delays or causes of force majeure, including, but not limited to: work stoppages, strikes, supplier delays, energy shortages or transport suspensions.

Under normal conditions, delivery will take place within a maximum of 30 days from shipping confirmation. This term is indicative and not essential. Any changes will be communicated to the Customer by email. The Seller is not required to recognize compensation or indemnity for delays or suspensions not dependent on its will.

6 .Shipping and delivery notification
Upon shipment, the courier will send the Customer an email with the tracking number, allowing them to monitor the status of the shipment. The Customer, or a person delegated by him, must be present at the time of delivery. The Seller is not responsible for failed collections due to the absence of the Customer or delegate.

7 .Check upon delivery
Upon receipt of the goods, the Customer is required to verify that:

• The number of packages delivered corresponds to that indicated in the transport document.
• The packaging is intact and shows no damage or signs of alteration in the sealing materials.

Any anomalies must be reported immediately to the courier and communicated promptly to the Seller.

Art. 8 IMPORT DUTIES AND TAXES

The products purchased may be subject to import taxes and/or customs duties depending on the country of destination. The amount of these charges varies and cannot be predicted in advance, therefore they are entirely the responsibility of the Customer.

In the case of shipments to countries outside the European Union, any customs duties are the sole responsibility of the Customer, who must inform himself in advance about local regulations and ensure he complies with them.

Customs duties are not included in the shipping costs and are not covered by the Seller. In case of incorrect customs declarations or import restrictions that prevent delivery, the Seller will not be responsible.

The Seller declines all responsibility for:

• The detention of goods at customs;


• The impossibility of delivering the products;


• Refund of the amount or return of the goods.

The Customer is responsible for providing correct and compliant information for customs clearance.

ART. 9 RIGHT OF WITHDRAWAL

The right of withdrawal does not apply to Customers with a VAT number, since purchases made in the context of a business or professional activity are not covered by the legislation for consumers. Furthermore, the right of withdrawal is excluded for products customized at the request of the Customer since each Vision Up frame is unique and created to measure for the Customer, therefore returns are not possible for any reason. Vision Up is available to answer any questions or requests for assistance.

ART. 10 LEGAL GUARANTEE

All products are covered by a 1-year warranty, valid for any manufacturing defects found during this period. In the event of a defect, the Customer must send the product, at his own expense, to the Seller's logistics office located in Via Remigio de Paolis snc, San Vito Romano RM 00030, Italy. The product will be subjected to a thorough evaluation to verify the nature of the defect. Any decision regarding repair, replacement or other form of liquidation will be made at the sole discretion of the Seller.

ART. 11 INTELLECTUAL AND INDUSTRIAL PROPERTY

The Site, the Logoproject Eyewear trademark and the domain name are the exclusive property of the Seller and are protected by national and international regulations on intellectual and industrial property.

With regard to products marketed under private label, the Seller transfers to the Customer all rights relating to industrial property, allowing the Customer to use and exploit the products as his own, in accordance with the agreements stipulated between the parties.

ART.12 DISCLAIMER

Customer Responsibility for Data and Declarations : The Customer is responsible for the truthfulness, accuracy and completeness of the data and declarations provided. In particular, for printing, packaging and shipping specifications, the Customer assumes full responsibility for the choices made. Vision Up will not be held responsible for inaccurate or incorrect declarations provided by the Customer.

Customization Guarantee : The Customer guarantees that the requested customizations do not violate third party intellectual or industrial property rights, nor other applicable regulations, including trademarks, copyright or laws against unfair competition.

Indemnity and Indemnity : The Seller is exempt from any liability relating to the use of the aforementioned materials and will not be held responsible for any disputes, claims or requests for compensation made by third parties. In the event of such claims, the Customer undertakes to indemnify and hold harmless the Seller from any damages, costs or expenses (including legal fees) arising from such disputes, without limit of amount.

Responsible Use of Site Tools : The Customer is invited to use the tools and resources made available on the site correctly and responsibly. Improper use of such tools may result in the suspension or closure of the account, without this entailing liability on the part of the Seller.

Liability for the Use of Private Label Products : The Customer is responsible for the use and distribution of the products received in private label mode. The Seller will not be held liable for damages, complaints or requests for compensation arising from improper or unauthorized use of the products by the Customer or third parties.

Regulatory Compliance : The Customer undertakes to comply with all applicable regulations regarding the labelling, marketing and distribution of its own-brand products, exonerating the Seller from any liability in the event of violations of such regulations.

Private label Product Verification : The Seller does not guarantee that the products supplied under private label are suitable for the Customer's specific purposes, unless expressly agreed in writing. It is the Customer's responsibility to verify that the products comply with their needs and are suitable for the intended use. The Seller assumes no liability in the event of non-conformity.

Disclaimer for Damage During Transport and Delays : The Seller shall not be held liable for any damage to the goods during transport, nor for delays in deliveries, regardless of the cause, including unforeseen events or force majeure. The Seller's liability ceases upon delivery of the product to the appointed courier. Any complaints relating to damage during transport or delays must be addressed directly to the courier or shipping service chosen by the Customer. The Seller undertakes to provide the Customer with the necessary information for any complaints to the courier, but assumes no responsibility for problems relating to shipping.

Severability Clause: The Parties acknowledge that, in the event that one or more clauses of this contract are declared null, voidable or ineffective, such nullity or ineffectiveness will not affect the overall validity of the contract and will not affect the others. The clauses declared null or ineffective will continue to be considered as commitments undertaken by the Parties in good faith, within the limits of the applicable legal provisions.

ART. 13 PROCESSING OF PERSONAL DATA (PRIVACY)

The Personal Data provided or acquired will be processed in accordance with the principles of correctness, lawfulness, transparency and protection of confidentiality, in compliance with current regulations on the protection of personal data.

For Users located within the European Union, data processing is governed by EU Regulation 679/2016 (GDPR) and applicable national legislation. The Seller, as Data Controller, processes the Personal Data of Users by adopting appropriate security measures to prevent unauthorized access, disclosure, modification or destruction of the data.

The processing is carried out using IT and/or telematic tools, with organizational and logical methods strictly related to the purposes indicated, which include:

• The execution of pre-contractual measures;


• Fulfillment of obligations arising from the contract entered into;


• Registration for the purpose of purchasing the Products;


• The management of specific requests addressed by the User to the Owner;
• Sending promotional communications relating to Products similar to those already purchased (soft spam) without the need for express consent, as provided for by art. 130, paragraph 4, of the Privacy Code as amended by Legislative Decree no. 101 of 2018.

For users located outside the European Union, the processing of personal data will be carried out in accordance with the legislation applicable in the country of destination. Users are advised to check local regulations to understand their rights and obligations. The Seller guarantees that any data transferred and processed within the European Union will be managed in accordance with EU Regulation 679/2016 (GDPR). However, the specific rights guaranteed by the GDPR may not apply to users located outside the EU, unless expressly provided for by local legislation. The Customer is invited to read the Privacy Policy available on the Site, made pursuant to the GDPR for EU Users, and the Cookie Policy, with the related consent to processing where required.

ART. 14 APPLICABLE LAW AND JURISDICTION

These Terms and Conditions, as well as the contracts stipulated online between the Professional Customer and the Seller, are entirely governed by Italian law.

Any dispute relating to the validity, interpretation, execution or termination of such contracts shall be devolved to the exclusive jurisdiction of the Court of Rome.

ART.15 COMMUNICATIONS

For further information of any kind, you can contact the Seller at the following addresses: customerservice@logoproject.it

Pursuant to articles 1341 and 1342 of the Italian Civil Code, the Customer declares to have carefully read and accepted all the clauses of these Terms and Conditions of Sale and in particular those of articles 2 ( Object ), 3 ( Support for the creation of a logo ), 9 ( Right of Withdrawal ), 10 ( Legal Guarantee ), 11 ( Intellectual and Industrial Property ), 12 ( Exemption from Liability ), 14 ( Applicable Law and Competent Court )