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BASETALY TERMS AND CONDITIONS

These general terms and conditions (hereinafter, "Terms and Conditions") govern the modality and the terms with which Biesse Invest s.r.l. (hereinafter, "Biesse Invest", based in Florence 50129, Piazza dell'Indipendenza, 21 CF/VAT number 06924590489, Rea FI 666601, email: admin@biesseinvest.com) realizes and markets online financial analysis reports on selected Italian small and mediumsized enterprises (hereinafter, "Services" or "Service").

Biesse Invest's Services are exclusively aimed at individuals who carry out business or professional activities (hereinafter, "Customer" or "Customers") who, by accepting these Terms and Conditions, expressly declare themselves as such.

Art. 1 Customer equipment

  1. 1.1 To purchase in the online shop of the site www.basetaly.com (hereinafter, "Online Shop") and use the related Services, Customers must independently equip themselves with the necessary tools, connections, hardware equipment and software.
  2. 1.2 Biesse Invest is not responsible for the supply of the aforementioned tools, equipment and connections, nor for any defects or malfunctions of the same that may affect the correct use of the Services and the making of purchases in the Online Shop.

Art. 2 Object of the contract and report

  1. 2.1 Registration is not required to purchase in the Online Shop, except for what will be said below with reference to services available under subscription (hereinafter, "Subscription services").
  2. 2.2 The Online Shop has reports available (hereinafter, the "Reports") of Italian jointstock and/or limited companies appropriately mentioned on a list. The Reports provide financial information relating to the Company’s business and shareholding structure, its reference market and competitive arena, its historical economic and financial performance, as well as including any public news and information. The Reports do not provide data of financial reliability of the Companies, nor do they contain assessments of their rating or related risk classes.
  3. 2.3 In the event that a Customer needs Reports on Companies different from those named in the list and/or indepth analysis of the existing Reports (hereinafter, "Customized Reports") Biesse Invest reserves the right to evaluate the specific requests of the Customer, which must be forwarded to the email address admin@biesseinvest.com. These Terms and Conditions and the specific and economic conditions autonomously agreed from time to time by the parties, apply to the Customized Reports.
  4. 2.4 The prices indicated in the Online Shop are VAT excluded. The amounts due for VAT are shown, together with the overall price of the Report, during the checkout and subsequent payment.
  5. 2.5 Payment in the Online shop can be made using the main credit and debit cards or using the Paypal account to which the Customer is redirected from the purchase procedure during the payment phase.
  6. 2.6 In the checkout procedure, the Customer must provide his own email address to which Biesse Invest will send the purchased Report and all the data necessary for billing, required by the procedure. The contract is concluded with the payment of the fee and the receipt by the Customer of the email confirming the order placed (hereinafter, "Order confirmation").

Art. 3 Subscription services

  1. 3.1 The Customer can purchase the Reports through the Subscription Services (hereinafter, "Report Packages") which consists of full access to certain categories of Reports (e.g. "Company Profile", "Market Multiples", etc.) for a certain period of time.
  2. 3.2 The price of each Report Package is shown excluding VAT. The amounts due for VAT are highlighted, as indicated above in art. 2 for purchases of single Reports.
  3. 3.3 To purchase Report Packages and, therefore, to use the Subscription services, the Customer must register. By registering, a personal identification code (username) and a keyword (password) (hereinafter both "Authentication credentials") are assigned which shall be used to access his reserved area (hereinafter, "Reserved area"). At first access, the Customer will be asked to change the automatically generated password and to keep the new password guaranteeing its confidentiality.
  4. 3.4 Access to the Reserved area and the Authentication credentials are personal and cannot be transferred. Customers are required to keep their Authentication credentials, under their sole responsibility, with the utmost diligence and undertake to immediately notify Biesse Invest of any theft, loss, loss or appropriation, to any title, by unauthorized third parties, also for the purposes of any data breach communications, pursuant to articles 33 and 34 European Regulation 2016/679. Customers remain responsible towards Biesse Invest and third parties for any damage they may suffer and / or for violations of their personal data, depending on the loss of confidentiality, as a result of the foregoing.
  5. 3.5 Customers are responsible for the correct use of Authentication credentials and for the activities that are carried out in the Reserved area.

Art. 4 Exemption from liability

  1. 4.1 The Customer is aware and accepts that the information covered by the Reports are acquired from public sources and / or publicly or generally accessible by anyone and are retrained through additional information extracted from the web, from newspapers, from press releases and processed through processes automated by Biesse Invest and professional contributions from skilled professionals in the private equity and investment banking sector. The Customer accepts the exclusion of any liability of Biesse Invest for any incompleteness and / or erroneousness and / or defects not attributable to Biesse Invest’s willful misconduct or gross negligence.
  2. 4.2 Likewise, the Customer also acknowledges and accepts that any commercial, financial, economic and / or credit decision relating to his company, business or professional activity - although based on data and information covered by the Reports - remains his exclusive relevance, competence and responsibility.

Art. 5 Biesse Invest intellectual and industrial property rights

  1. 5.1 Biesse Invest is the exclusive owner of the trademarks and other distinctive signs published in the Online Shop. It is also the exclusive owner of the rights on the software and databases that integrate it and that integrate the Reports.
  2. 5.2 The purchase of the Reports and / or the Report Packages provides a license to the Customers on the use of the Services within the limits of what is strictly necessary so that the Customer - and only the Customer - becomes informed of the data reported therein. Therefore, any further use of the Reports and / or the online Shop with respect to said purposes is prohibited, unless previously and specifically authorized in writing by Biesse Invest.

Art. 6 Permitted uses of the Reports

  1. 6.1 All the Reports purchased by the Customer in the Online Shop and the Customized Reports are objects of copyright and / or related rights of Biesse Invest and / or its successors in title and can be used exclusively in the context of the entrepreneurial or professional uses of the Customer.
  2. 6.2 Reports and Customized Reports cannot be transferred, shared or resold to third parties, nor can they be published and / or disseminated in any way and in any form.
  3. 6.3 The Customer is responsible towards Biesse Invest for any use of the Reports purchased in the Online Shop and the Customized Reports that are not permitted and / or carried out in violation of the aforementioned provisions.

Art. 7 Suspension and / or interruption of Services

  1. 7.1 The Biesse Invest Online Shop, which can be used with a direct connection via the Internet, is available every day of the week and at any time, except for maintenance, updating or rescue interventions that Biesse Invest communicates to Customers with a notice of 48 (fortyeight) working hours, unless it implies the execution of maintenance interventions or modifications and / or maintenance which are not foreseen and / or not programmable and technically indispensable.
  2. 7.2 Without prejudice to the notice referred to in the previous art. 7.1, Biesse Invest undertakes to restore the Services as soon as possible.
  3. 7.3 Biesse Invest is not liable in any case for interruptions and therefore declines any responsibility towards Customers for delays, malfunctions, and / or interruptions in the provision of Services caused by:
    1. a) unforeseeable circumstances, catastrophic events and/or force majeure;
    2. b) malfunction or nonconformity of the connection tools that the Customers have or, in any case, those used by the Customers themselves;
    3. c) tampering or interventions carried out by Customers or by third parties not authorized by Biesse Invest;
    4. d) incorrect or noncompliant use, with reference to the Terms and Conditions, of the Online Shop by Customers;
    5. e) justified reasons of security and / or confidentiality;
    6. g) any other cause not attributable to serious negligence or willful misconduct by Biesse Invest, including cyber attacks by third parties to the Online Shop and to the other IT tools and telematic connections that integrate it.
  4. 7.4 Customers acknowledge and accept that, in all the cases listed above and in any other case in which a suspension and / or interruption of the Services occurs that is not dependent on gross negligence or willful misconduct attributable to Biesse Invest, the latter is not responsible for the unavailability of the Service. Therefore Customers acknowledge and accept that they cannot make any claims for damages, reimbursement or indemnity against Biesse Invest for the suspension and / or interruption of the Services and release it from any liability about it.
  5. 7.5 In all other cases of suspensions and / interruptions other than those indicated in art. 7.3 and 7.4 that exceed the duration of 72 hours, in the case of a Subscription service, the original duration of the Service is automatically extended by a period equivalent to the duration of the suspension and / or interruption.

Art. 8 Customer care via email and complaints

  1. 8.1 Biesse Invest provides Customers with customer care assistance via email at admin@biesseinvest.com. The telephone customer care service provided to customers is available from Monday to Friday (excluding Italian national holidays) from 9.00 to 16.00.
  2. 8.2 Unless otherwise stated in these Terms and Conditions, any complaint or claim can be sent by email, using the contact details listed in art. 11.

Art. 9 Amendments to the Terms and Conditions

  1. 9.1 Changes to these Terms and Conditions and to the prices of the Reports and Report Packages will be communicated with a specific notice published on the pages of the website www.basetaly.com and, as such, will be considered as known by the Customers.
  2. 9.2 The changes will in any case only be effective from the purchase of Reports and / or from the activations of the Report Packages by the Customers after their communication.

Art. 10 Confidentiality and protection of personal data

  1. 10.1 The parties declare that they have mutually communicated the information referred to in artt. 13 and 14 of the European Regulation 2016/679, regarding the processing of personal data provided for the signing and execution of the contract itself and to be aware of the rights they are entitled to by virtue of art. 15 and following of the aforementioned Regulation.
  2. 10.2 For anything not specifically provided for in this article, the privacy policy and cookie policy of the website www.basetaly.com are applicable.

Art. 11 Communications between the parties

  1. 11.1 For the purposes of the communications referred to in these Terms and Conditions the parties, unless otherwise provided by law or contained in these Terms and Conditions, elect their domicile:
    1. a) with regard to Biesse Invest, at its headquarters in Florence, Italy, (50129), Piazza dell’Indipendenza, 21, admin@biesseinvest.com;
    2. b) with regard to the Customer, at the office indicated during checkout or registration.
  2. 11.2 The parties shall promptly communicate, in the case of Subscription Services, any changes to their contact details. In case of failure to communicate the change, all communications that will be made on the basis of the addresses indicated above will be fully effective and valid.

Art. 12 Applicable law / Competent court

  1. 12.1 These Terms and Conditions are governed by Italian law, to which reference is made for anything not expressly provided for.
  2. 12.2 For any dispute relating to these Terms and Conditions and the contract signed between the parties, the Court of Florence will have exclusive jurisdiction.

The parties declare that the approval of these Terms and Conditions and the aforementioned clauses, pursuant to art. 1341 and 1342 of the Italian Civil Code, through the practice of the socalled “point and click”, satisfies the requirement of the written form.

Pursuant to artt. 1341 and 1342 of the Italian Civil Code, the Customer declares to expressly approve the content of the following clauses: Art. 4 Exemption from liability; Art. 7 Suspension and / or Interruption of Services and Art. 12 Applicable law / competent court

Latest version May 2022