The following Terms and Conditions (hereinafter “Terms”) regulate the use of the “U-First” system through the website www.ufirst.com and/or through its computer application for mobile devices.
The following Terms constitute a binding agreement between each registered user to U-first (hereinafter the “User” or “You” or “Your/s) and U- First s.r.l., whose registered office is located in Via Giovanni Amendola no. 46 – 00185 Rome – with a share capital of Euro 179,100.00 fully paid-in, registered in the Companies Register of Rome, with registration number and VAT number 12753241004, R.E.A. n° RM-1397673, (hereafter, the “Company”)
- In addition to the terms and expressions that are defined elsewhere in the following Terms, we define:
The “App” as the computer application named “U-First”, owned by U-First s.r.l.;
The “Pass” as a document, in any form, which allows the Users to purchase priority passes entitling them to (i) gain priority in the access to the premises of companies participating in the “U-first” system or in the use of goods or services supplied by such companies, or (ii) use services offered by such companies in relation to which a prior reservation is required, as specified from time to time on the Website, on the App and on the Pass.
An “Operator” as any company participating to the U-first system, where a Pass can be used. The Operator is specifically identified each time during the purchasing phase of the Pass on the Website and/or on the App;
The “Website” as www.ufirst.com owned by U-first;
“U-First” as an IT system that allows the User to purchase a Pass on the Website and/or on the App , and obtain the specific rights conferred by the Pass;
- By accepting the following Terms, You are authorized to use the Website and/or the App in order to purchase one or more Passes through the App and, if technically allowed by the Company, through the Website, within the limits and in compliance with the Terms.
- By purchasing a Pass on the Website and/or on App, You (i) undertake to pay to the Company the amount that is indicated each time on the Website and/or on the App, through the payment modalities permitted by the Company and chosen by You and (ii) obtain the specific rights conferred by the Pass, as each time specified on the Website and/or on the App and/or on the Pass itself.
- You recognize and accept that:
(i) the Pass confers priority and reservation rights but it does not guarantee in anyway the effective possibility of entering to the premises of the Operator and/or using the goods and services supplied by the Operator, as this possibility is exclusively subject to the authorization of the Operator, also with respect to Your compliance with the terms, conditions, regulations and policies applied and practiced by the Operator itself to its public or customer base.
(ii) the purchase of the Pass confers to the User exclusively the rights incorporated in the Pass itself, being understood that the User will anyway have to pay the expected amounts owed to the Operator for the access to its premises and/or for the use of the goods or services of the latter and comply with all terms, conditions, regulations and policies applied and practiced by the Operator itself towards its public or customer base; therefore, the amount payed by You to the Company for the purchase of a Pass is to be added to the amount owed to the Operator by You and shall not replace it.
(iii) the use of the Pass is subjected to specific terms and conditions, as well as to the specific limitations of use (hereinafter the “Disclaimer“) that are published on the Website and/or on the App from time to time, also through a so called pop-up that You accept and undertake to comply with.
- You undertake to comply with any primary or secondary legislation that is applicable to the use of the Pass, and undertake not to make any use of U-first, both direct or indirect, that results in breach of any law, of the Terms or which can be detrimental to third parties.
- REPRESENTATION AND WARRANTIES OF THE USER
- You represent and warrant:
(i) to be able to legitimately accept the Terms and use U-first according to the relevant applicable law;
(ii) that the personal data and other information communicated to the Company during Your registration on the Website and/or on the App or, in general, within the context of the use of U-first, are correct, truthful, and updated; U-first holds the right to verify in any moment and in any way the provided information, also by asking You all eligible documentation. Furthermore, in case of violation of the present art. 3.1(ii), U-First may close or suspend Your account;
(iii) to use personally Your account on the Website and/or on the App, thus preventing its use by third parties;
(iv) that the use of U-first, of the App, of the Website and of the Passes is permitted by the relevant laws which are applicable, from time to time, to You. Furthermore, You represent and warrant that You are not subjected to any kind of restriction or action that prohibits or limits the use of U-first, of the App, of the Website and of the Passes in any jurisdiction;
(v) that, while using the Website and/or the App and/or any other website owned by U-First, whether managed by the Company or by other third parties, You shall not use, publish, or submit any material (A) which is in violation of the applicable law, which could result in the violation any third party right or which is libelous against the Company or which violates any of its rights and/or (B) that might be obscene, offensive, violent, libelous, personal dignity damaging and could potentially, as a mere example but without limitation, claim to the inferiority or superiority of a certain race, population or culture despite to another, contain racist assertions, crime defenses against humanity, incitements to hate and violence, sexually explicit contents, harassments and threats, information or messages that incite to illegal activities or that could cause prejudice to third parties; exhortations to dangerous attitudes or risk of emulation by under ages, exhortations to use drugs, mistreat animals, occult messages, promotional subliminal messages; inappropriate images for under ages.
- REGISTRATION TO U-FIRST
- The User acknowledges and accepts that in order to use U-First and purchase a Pass it is necessary to register to U-First by creating an account on the Website and/or through the App, as required by the Company and fill in the data required in the specific registration form. The registration to the Website and/or App is completely free from charge, being understood that You shall bear all costs related to the use of the internet for the access to the Website and/or App, according to the tariffs, terms and conditions of Your Internet provider.
- The creation of the account is subjected to Your prior full and unconditional acceptance of the Terms. This can be done by selecting and clicking on the specific box requesting the acceptance of the Term on the Website and/or on the App. The Terms can be agreed upon either in Italian, in English or in any other language available on the Website and/or on the App. The Terms are available for download in PDF format. You undertake to save a copy thereof on your own device.
- During the registration process on the Website and/or on the App, You shall indicate your own email address and choose a password. The password shall include at least 8 characters and shall comply with the criteria specified on the Website and/or on the App. You undertake to ensure the confidentiality of the password associated to Your account and You are responsible of all actions carried out through the said account. You are liable for all unauthorized uses of the said account. You accept to promptly notify U-First, in writing, should any unauthorized use of the password or violation of its security occur. To the maximum extent permitted by the applicable law, the Company shall not be liable for any loss or damage due to the fact that You did not secure properly your password nor notified to the Company its loss or theft and You shall indemnify and hold harmless the Company or the Operator(s) from any loss and/or damage deriving from an unauthorized use of Your account.
- Once you have completed the registration form and accepted the Terms by clicking on the relevant box, You will receive an email to the address indicated during the registration process. The email will contain the instruction to validate the email address so to complete the registration process. If the validation has been successful, the User will receive an email confirming the completion of the registration process and enclosing a copy of the Terms. The Company shall keep track, in any form whatsoever, of the Terms that You have accepted and You may, at any time, request a copy by contacting the Company in the modalities specified in section 16.
- In order to use the App, You have to download the App from the Website and/or from the so called “App Store” that distribute the App, as each time authorized by the Company, and allow the installation of the App on Your device. The download and installation of the App is completely free, except for specific cases, when a payment is specifically required by the Company and communicated each time to the User. The purchase of a Pass through the App entails an obligation for the User to pay the relevant price to the Company. The access to the App and its functionalities requires the authentication by the User with his/her username and password (if the User has already created an account on the Website, if permitted) or the creation of a new account on the App, prior acceptance of the Terms and validation of the email address indicated by the User, according to section 4.4 above.
- The User undertakes to: (i) verify that the technical specification of the App are consistent with the ones of his/her device; (ii) update the App when required; (iii) not to modify the App and/or use any software that might interfere with the correct functioning of the App. To the extent permitted by law, the Company shall in no way be liable vis a vis the User for any use of the App which is in violation of the Terms.
- PURCHASE OF THE PASS
- The Pass will be offered for purchase by the Company through the App and/or, where expressly provided for by the Company, also in the Website. The App and/or the Website and/or the Pass will contain all information concerning the Pass and the special conditions applicable thereto, including the limitation of use applicable to the Pass and its expiration time. By confirming the purchase of the Pass, the User declares and acknowledges and expressly accepts such special conditions and limitations of use.
- During the purchase process of a Pass, You shall select a payment method between the ones allowed by the Company: credit card (Mastercard, Visa, American Express) or PayPal. The payment method chosen by the User on his/her first purchase on the Website or the App will be preset as the User’s favorite payment method, without prejudice to the possibility for the User to choose a different payment method before making a new purchase. The User acknowledges and agrees that the payment is managed by third parties authorized intermediates and that, therefore, the Company may not collect nor process any data concerning the credit card used by the User. The User warrants to be the legitimate holder or user of the credit card indicated during the purchase order and that such credit card is valid and has sufficient money in it. If the credit card is not accepted by these third parties authorized intermediates or does not have sufficient money, it will not be possible to proceed with the purchase of the Pass and the User shall use a different payment method.
- The User shall confirm its intention to purchase the selected Pass by clicking on the relevant button on the App and/or on the Website indicating the wording “Buy Now” or other similar wording. Once the User has clicked on such button, the purchase of the Pass is final and the Company is expressly authorized to receive the payment. The effective purchase of the Pass, however, depends on the effective payment of the amount due to the Company for the purchase of a Pass through the selected payment method.
- Once the User has succeeded in the purchase of a Pass, the Company will send him/her a an email confirming the purchase. Such email shall contain a link to these Terms, a sum up of the special conditions and the limitations of use of the Pass. The Company either directly or indirectly through third parties will send to the User, solely via email at the address that the User has indicated during the registration process, a payment receipt or, if required by the relevant law, the invoice. The User acknowledges and accepts that the Company may deliver the invoice or payment receipt within 90 days from the purchase of the Pass by the User.
- The purchased Pass will be delivered to the Used, without any delivery cost, only through electronic means, via the App and through a so called “QR Code”, i.e. a barcode that the User has to show to the Operator or its employees on his/her device in order to be able to use the rights entailed in the Pass. Alternatively, the User may print the Pass he/she has received through email and show it to the Operator on paper support with a high definition so to allow the Code to be read. If the User has not been able to use the Pass within its validity time-period due to an insufficient or low definition, the User shall not have any right to obtain the reimbursement of the price paid for the purchase of the Pass.
- The User acknowledges and accepts that some data concerning the same might be communicated to the Operator and/or to third parties that act on behalf of the Operator in order to benefit form the rights enclosed in the Pass also accoding to the nature of the good and services offered by the Operator, and to comply with the relevant law.
- The User may freely decide to activate on the App a geo-localization function which will allow the Company to identify the location of the User and display in real time the Operators that are close to the User’s position at that particular time, before which the User may purchase a Pass. By activating the said function on the App, the User accepts to communicate to the Company its location.
- USE OF THE PASS
- The User has the right to use the Pass solely before the Operator and in the specific access point indicated in the Pass (so called “Door” on the Website and/or on the App and/or on the Pass), within the limits and the information showed on the Website and/or on the App during the purchase process, including the special condition and the limitations of use applicable to the Pass, including the special conditions and information displayed on the Pass.
- The User Acknowledges and accepts that:
(i) the priority or preference channel through which the User may have access when holding a Pass, is managed solely by the Operator and is subject to the terms ad conditions applied by the Operator on an ordinary basis to its public or customer base.
(ii) with reference to those Passes which confer priority rights, the Company does not warrant that the priority or preference channel that is used by the Operator for the U-first’s Users is uniquely dedicated to the latter and, therefore the User expressly accepts that he/she may share such channel with other U-first’s users as well as with other persons holding a different priority right purchased or in any way acquired by the Operator or by a third party, independently from U-First.
(iii) by using a Pass that grants a priority right, the User may not be the very first one in the relevant queue nor cover a specific position in the queue in the priority or preference channel of the Operator, as the Pass only grants the right to gain access to such channels without any order of preference.
(iv) by using a Pass that grants a priority right, the User is granted only an access to the priority channels without any warranty that such priority channel will permit a faster access compared to the ordinary access channel that, at the moment of the purchase of the Pass, may have a shorter and faster queue. Therefore the User has to evaluate each time, on the basis of the real circumstances, the convenience of the purchase of the Pass, in order to have an access to the priority channels instead of the ordinary channels.
- You acknowledge and accept that each Pass may be used only within the validity time period indicated on the Website and/or on the App once the Pass has been purchased and that once the Pass has expired without it being used and showed to the Operator, it may not be used anymore. Therefore, the Operator may legitimately refuse to accept the expired Pass without the Company or the Operator having to incur in any liability vis a vis the User.
- If the User purchase a Pass entailing a priority right, he/she undertakes to show up at the specific location and at the specific Door indicated during the purchase on the Website and/or on the App and displayed on the Pass, within the reservation time. The Company may communicate to the Operator the name and the last name of the User in order to finalize the reservation. The consequences of the no-show or delay at the specific reservation time will be disciplined in the special conditions and limitations of use accepted by the User during the purchase of the Pass. The User acknowledges and accepts that:
(i) the Disclaimer may provide for an obligation to pay to the Company a penalty, whose amount shall be specified during the purchase process, in case of no-show at the location, at the Door and at the specific reservation time. Should the penalty apply, it shall be debited by the Company on the credit card used by the User for the purchase of the Pass.
(ii) where expressly provided for in the Disclaimer, during the purchase of the Pass, it may be required for the User to pay a reservation fee. The Company shall keep the fee on behalf of the Operator, through the same payment method used by the User for the purchase of the Pass. Should the User not show up at the Door on the specific date and time indicated on the Disclaimer, therefore violating its obligation to show up, the Company may terminate the underlying contract and keep the reservation fee on behalf of the Operator. Should the User be compliant with its obligation to show up at the Door, the Company may decide, at its own discretion, either to compensate the reservation fee with the amount due by the User to the Operator for the use by the latter of its good and/or services or to credit the reservation fee on the credit card used by the User for the purchase of the Pass, according to the terms and conditions set forth by the credit card issuer. Should the Operator not be compliant with its obligations, the User may terminate the underlying contract and ask for twice the amount of the reservation fee.
- The Pass may be freely assigned by the User to third parties, upon compliance of such third party with the Terms and with the Disclaimer. It is forbidden to assign the Pass upon payment of a fee. The assignment of the Pass to a third party may be done through the specific function on the Website and/or on the App (named: “Give a Pass to a friend”, “Make a gift to a friend” or other similar wording) or by giving to such third party the Code printed on a paper. The options “Give a Pass to a friend”, “Make a gift to a friend” consist in the possibility to indicate, during the purchase of the Pass or at a later time, an email address of the third party to which the User wishes to assign the Pass. By using such functionalities, the Pass will be send by the Company to such third party. However, the payment receipt will be sent by the Company exclusively to the User who purchased the Pass.
- The User declares and warrants that, in case of assignment of a Pass to a third party, such third party shall be previously informed by the User of the content of the Terms and of the special terms and conditions of the Disclaimer. Also in case of assignment of a Pass, the User shall remain the only part contractually bound with the Company. Therefore the Company, to the extend permitted by law, shall not bear any direct liability toward the third party. By virtue of the free assignment of a Pass, the Company and the Operator will recognize the rights enclosed in the Pass to the person that shows that Pass, without having to verify anything, also in the case where the User has notified to the Company or to the Operator that he/she has lost the Pass or lost the control of the latter.
- If on the App and/or on the Website is present a function such as “Invite a friend”, the User may indicate a friend’s email address in order to invite him to download the App and register to U-First. Once the User has inserted the email address, the Company will send the invited friend an email message containing also the identification details (name, last name, email address) of the person that has invited him/her.
- The User acknowledges and accepts that the Company is not the subject providing the good or services in relation to which the Pass grants priority or reservation rights and that, therefore, the Company shall in no case be liable vis-à-vis the User for mis-provision or failure to provide the goods and/or services, as well as for any other damage, cost, burden or expense sustained by the User and caused by the supply of the abovementioned goods or services by the Operator and/or in any way related to it, being the Operator the only contractual party of the User in relation to the provision of the abovementioned goods or services. Furthermore, the Company is not liable in any way for failure to perform or partial performance of its obligations by virtue of force majeure such as, including but not limited to: acts of the State and the Public Administration, acts by Public Authorities, limitations due to legal provisions, fires, floods, explosions, popular mobilizations, riots, strikes, industrial sabotage, lack of primary resources, lack of electricity, interruptions of telephone lines, lack of oil fuels and others (together, “Force Majeure”).
- With the exception of gross negligence, willful misconduct, death or physical damage to the User, as well as damages deriving from the Company’s breach of public order regulations, to the extent permitted by the Legislative Decree no. 206/2005, where the User acts as a consumer, the provisions of which shall prevail in any case over what is prescribed by this clause 7.2: (i) in no case shall the Company be liable with respect to the User for loss of profit, potential damages or loss of opportunity, or other similar forms of damages deriving from the Company’s breach of these Terms; and (ii) the total maximum liability which the Company may in whatever way accrue with respect to the User deriving from the Company’s breach of these Terms or otherwise related to the latter, shall not, in any case, exceed the value of the fees paid by the User to the Company in the 12 (twelve) months preceding the event which caused the damage.
- TERMINATION OF INDIVIDUAL PURCHASES AND REIMBOURSEMENTS
- The User acknowledges and accepts that, in accordance with the provision of section 59 of the Legislative Decree no. 206/2005, You may not withdrawal from a single purchases of the Pass executed from the Website and/or the App.
- The User acknowledges and accepts that he/she may not obtain, in any case, a reimbursement of the fee paid to the Company for a Pass which has expired. Nevertheless, if the Pass has expired due to: (i) malfunctioning of the App and/or the Website, not attributable to the User or the device used by the latter; (ii) gross negligence or willful misconduct of the Operator’s staff in charge of the validation of the Passes; (iii) Force Majeure; the User may request a reimbursement for the purchased Pass which has expired, sending an email to email@example.com, specifying the reasons for the request. Should the reimbursement request be accepted by U-First, the latter shall issue a coupon to be used by the User through U-First, of the same amount as that of the expired Pass. Alternatively, upon express written request by the User, the reimbursement may be performed in cash, through a bank transfer directly to the User’s credit card account, within the time period required by the credit card issuer.
- By accessing its personal profile in the App and/or in the Website, the User may, at any time, correct, rectify or update its personal data.
- INTELLECTUAL PROPERTY
- The Website (including its contents and its graphics), the App (including its contents and its graphics), the U-First system, the “U-First” trademark, the name and the “ufirst.com” domain and all intellectual property rights relating to the above, are the exclusive property of the Company or its licensees, being exclusively reserved for their use and are not and shall not in any case be transferred to the User.
- The Company gives personal license to the User, which is limited, non-exclusive, non-transferable, not permitting of any sub-licensing, free and revocable, to install and use the App exclusively for the purposes of performing the present Terms. To the extent permitted by law, the User commits and warrants to not reproduce, duplicate, copy, sell, transfer, use for commercial purposes, modify, de-code, disassemble, all or in part, the App and/or the Website and/or U-First or create systems deriving from the latter, or attempt to access their source codes in any way.
- By installing the App, the User acknowledges and accepts that the App will be installed on its device and that the Company may access, store and process the User’s personal data and any other content relating to the use of the App, if required by law or if such activities are necessary for the performance of these Terms. The User acknowledges and accepts that U-First’s IT systems may be physically placed in countries outside of the European Economic Area, in accordance with the applicable privacy law provisions.
- The User acknowledges and accepts that the App may automatically report data relating to diagnostics and automatically download software updates in order to update, improve and further develop the U-First system, including the availability and correction a of bugs, patches, advanced functions, plug-ins and new versions. The App, the Website and U-First are provided “as they are”, and they may not be available or may not function properly. The Company does not warrant or guarantee in any way the quality, the functioning, the availability or the performance of the App, the Website or U-First, or of any other content or service accessible through any of the aforementioned.
- DURATION, SUSPENSION AND SEVERABILITY CLAUSE
- The present Terms are effective indeterminately, without limitation as to duration, being understood that any Party may terminate this agreement at any time, providing the other Party with written notice. For the avoidance of doubt, it is nonetheless understood that, in the case of termination by the User, such termination shall have no effect in relation to the Passes already purchased by the User prior to the effective date of the termination, and shall continue to be regulated by the Terms until the complete performance of the Parties’ obligations in relation to such Passes. The closing by a User of its account on the website or the App shall be interpreted as an exercise of that Users right of termination. The closing by the Company of its account on the website or the App shall be interpreted as an exercise of the Company’s right of termination.
- The User acknowledges and accepts that the Company does not warrant in any way that U-First and the access to the App and/or the Website shall be available. Accordingly, the Company reserves its right to suspend or interrupt permanently, at any time, the U-First business and/or the access to the App and/or to the Website, also by suspending or deleting the User’s account, without the obligation to notify the User of such occurrance, without prejudice to the rights acquired by the User in relation to the Passes purchased prior to the suspension or the end of U-First’s business.
- The following sections of the Terms shall remain valid and in force even after these Terms are no longer effective, namely: section 3.1; section 7; section 10.1; section 13; section 16.
- Pursuant to section 1456 of the Italian Civil Code, the Company may terminate these Terms, with immediate effect, by way of written notice to the User, if the User breaches one of the following provisions: section 2.4; section 3; section 4.3; section 10.2. It being understood that such termination shall be without prejudice to any potential claim for damages the Company may be entitled to.
- APPLICABLE LAW AND FORUM SELECTION
- These Terms are entirely regulated by Italian law.
- Any controversy which may arise between the Parties in relation to the validity, interpretation, performance and/or termination of these Terms and/or in any way relating to these Terms, shall be the exclusive competence of the Courts of Rome, with the exclusion of any other forum, whether substitutive or alternative. Notwithstanding the above, where the User acts as a “consumer”, in accordance with the European Directive 2011/83/UE, the competent forum shall be that of the place where the User is resident or its elected domicile within the Italian territory. The User acting as a consumer hereby agrees to look over the provisions of the Title III (Contractual Modalities), Section I (The rights of consumers in contract) of the Legislative Decree no. 206/2005.
- The Company reserves the right to update and amend these Terms at any time. In such case, the Company shall inform Users of the occurred modifications directly on the Website and/or App or through a notice to the User to be done at the email address provided during the registration to U-First. By accepting the amendments to the Terms as notified on the Website and/or the App, or by continuing to use U-First after having received the email notifying the amendments to the Terms, the User declares to accept such amendments. In any case, the amendments to the Terms shall only be effective in relation to the Passes purchased by the User after their notification date. It remains understood that the User shall have the right to terminate these Terms, in accordance with section 11.1 above, should he/she not accept the amendments to the Terms.
- ASSIGNMENT AND SUBCONTRACT
- The User ackowledges and accept that the Company may assign all or part of these Terms to third parties and it may subcontract their performance to third parties, in whole or in part.
- NOTICE AND COMPLAINTS
- Any notice from one Party to the other in pursuance of these Terms shall be performed via email, fax or registered mail to the following addresses:
16.1 Any notice from one Party to the other in pursuance of these Terms shall be performed via email, fax or registered mail to the following addresses:
For the Company: via Giovanni Amendola 46, 00185 Roma; firstname.lastname@example.org; fax +39 0687811473.
For the User: to the address or email communicated to the Company upon registration to U-First, as modified and updated from time to time by the User through its personal area on the Website and/or the App.
- The User may lodge complaints by sending a registered mail to the Company’s address or by sending an email to email@example.com. The Company shall reply to any complaint lodged by Users within 10 (ten) working days.