These general terms and conditions (“T&C”) govern the service offered by B2Book S.r.l. (“B2Book”), with head office in Rome, Via Giuseppe Zanardelli, n° 5 – 00186, VAT 14312071005, through its own online platform (“Platform”) reachable at the following address: www.b2book.net (“Site”) that allow any legal and/or natural person owning and/or managing properties ('Seller') to publish a listing on the Platform in order to obtain reservations on such property by a legal person which carries out activities such as travel agency and/or tour operator and/or travel packages promoter or any other tourism, travel and/or hospitality related activities (“Service”).
These T&C shall be accepted by the Seller upon the registration to the Service on the Platform.
B2Book reserves the right to modify these T&C at any time in whole or in part, by giving to the Seller through the Site a thirty (30) days prior notice.
The Seller is therefore required to periodically consult the Site in order to be always aware of the conditions applied.
The Seller without charge or additional costs shall be entitled to withdraw from the Service within thirty (30) of the publication on the Site of any changes of the T&C, provided that continued use of the Services after any such changes have been made shall constitute the Seller consent to such changes.
1.1 For the purposes of these T&C, the following the following definitions shall apply:
“Accommodation”: means the property owned and/or managed by the Seller and listed on the Platform;
"Account": means the account created by the Seller upon completing the registration to the Service on the Platform;
“Agreement”: means the agreement between B2Book and the Seller governed by these T&C;
“Buyer”: means a legal entity carrying out activities such as travel agency, tour operator and/or travel packages promoter or any other tourism, travel and/or hospitality related activities that intends to make a Reservation of Accommodations;
“Buyer Fee”:means the fee set by the Buyer at the time of creating the Account corresponding to the fee that the Buyer intends to receive from the Guests relating to each Reservation; on the basis of the fee, that the Seller intends to grant to the Buyer, set by the Seller at the moment of publishing a Listing, the Buyer will display in the search results pages on the Platform exclusively the Accommodations satisfying the Buyer Fee; the Buyer is entitled to change the Buyer Fee in any moment by setting different percentages according to which it will be displayed on the search pages of the Platform exclusively the Accommodations satisfying the Buyer Fee;
“B2Book Fee”:means the fee due to B2Book charged to the Buyer, corresponding to a percentage of Buyer Fee to the extent from time to time set out on the Platform;
“Contents”: means the contents of the Listing;
“Credentials”: means the e-mail address and password chosen by the Seller when registering to the Service;
'Force Majeure Event': means any of the following events that involve the Seller: extraordinary events, volcanic eruptions, disasters or natural disasters, fires, wars or act of wars, hostilities or all kinds of local or national emergencies, invasions, compliance with all kinds of order or demands from a national, provincial or public of any kind port authority, acts or decisions of government, military operations, civil wars, acts of terrorism, explosions (biological, chemical, nuclear or other types), rebellions, riots, uprisings, strikes, civil disorders (or the sole material or substantial threat or justified prediction of any of the up mentioned events), disruption of transport services, closure of airports or all those events, circumstances or exceptional and catastrophic emergencies, which make it impossible or illegal for the Seller to make the Accommodation available to Guests;
“Guest”: means the end-user on behalf of whom the Buyer makes the Reservation;
“Instant Reservation”: means the automatic reservation’s procedure set by the Seller at the time of publishing the Listing not requiring the approval by the Seller of the availability request received by the Buyer; this reservation method provides the possibility for the Seller of activating or not the Option;
“Listing”: means the Accommodation listed by the Seller on the Platform for the purpose of the Reservation by the Buyer;
“On-demand Reservation”: means the reservation’s procedure set by the Seller at the time of publishing the Listing requiring the approval by the Seller of the availability request, received by the Buyer, within the Reservation Approval Term on the basis of the effective availability of the Accommodation; this reservation method implies the automatic activation of the Option by the Platform;
“Option”: means the feature that can be activated at the discretion of the Seller at the time of publishing the Listings relating to the Instant Reservation; with regard to the On-demand Reservation, the Option is automatically set by the Platform;
“Option Status”: means, if the Option is active, the Accommodation status automatically set by the Platform upon (i) the approval of the On-demand Reservation by the Seller within the Reservation Approval Term, or (ii) the submission of the Instant Reservation, which blocks any other Reservation until the confirmation of the On-demand Reservation or the Instant Reservation by the Buyer within the Option Validity Term;
“Option Validity Term”: means, if the Option is active, the term set by the Seller at the time of publishing the Listing within which the Buyer shall confirm the On-demand Reservation or the Instant Reservation;
“Payment Method”: means the method for sending payment chosen by the Seller at the time of publication of the Listing such as, but not limited to, Paypal, bank account for credit transfer, or (if applicable) tools for the electronic funds transfer (EFT) or credit card;
“Platform”: means the online platform owned by B2Book which allows the provision of the Service to the Seller and Buyer;
“Price”: means the price per night related to the Accommodation exclusively determined and set by the Seller as indicated in the following Article 3.3, net of the Buyer Fee;
“Reservation”: jointly the Instant Reservation and On-demand Reservation deemed successful with the consequent conclusion of the deal between the Seller and the Buyer;
“Reservation Approval Term”: means the term of 24 hours from the receipt of the On-demand Reservation by the Seller within which the Seller may decide whether to approve or not the On-demand Reservation on the basis of the effective availability of the Accommodation;
“Seller”: means the legal person or natural person aged over 18 owning or managing one or more Accommodations and intends to use the Service in order to publish one or more Listings on the Platform;
'Service': means the Service provided by B2Book thorough the Platform which allows the Seller to publish on the Platform one or more Listings related to the Accommodations in order to make them available to the Buyer who will offer such Listings to the Guests;
“Total Price”: means the total price that the Seller shall collect, corresponding to the Price multiplied by the number of nights covered by the Reservation;
“Travel Issues”: means the following travel issues found by the Guest shortly before and/or during the stay at the Accommodation:
(a) the Seller:
(i) cancels a Reservation shortly before the check-in date;
(ii) fails to provide the Guest with keys or security code or any other tool necessary for the Guest to access to the Accommodation;
(iii) is not available at the arrival of the Guest with consequent inability to access to the Accommodation for the Guest;
(b) the description of the Accommodation given in the Listing is not true with regard to the following information:
(i) size and general features of the Accommodation (i.e. number and size of the rooms, of bathrooms and/or of the kitchen or of other rooms) ;
(ii) lack or malfunctioning of service and additional and special features of the Accommodation, i.e. porch, pool, hot tub, bathrooms (wc/shower/tub), kitchen (sink/stove/fridge or other domestic appliances), light, heating or air conditioning;
(iii) geographical location of the Accommodation;
(c) at the check-in date or during the stay the Guest notes that the Accommodation:
(i) is dirty or otherwise not properly cleaned;
(ii) Poses dangers to the safety and / or health of the Guest;
(iii) is not provided with clean sheets or towels for the use of the Guest;
(iv) contains animals not specified in the Listing;
(v) is not free from people and at exclusive use of the Guest;
(vi) is not provided with kitchen and stove.
“Users”: collectively and indiscriminately the Seller and Buyer;
1.2 Any other following capitalised term hereafter stated in these T&C shall have the meaning attributed below.
2.1 The registration to the Service is free and allows the Seller to create its own Account for using the Service (“Registration”).
2.2 Upon the Registration to the Service the Buyer shall be requested to enter in the Registration form (“Form”) the Credentials. In order to register on the Platform as Seller it is also necessary to submit all the documentation that will be required from time to time during the Registration process on the Platform.
2.3 The Form submission constitutes a proposal of membership to the Service. Subsequently, B2Book will confirm the activation of the Account by sending an email to the address indicated by the Buyer. In any case the contract between B2Book and the Seller is reached with the confirmation of the activation of the Account.
2.4 B2Book allows the Seller to create solely one Account and, as a consequence, prohibits the creation of Accounts different from the Account originally created by the same individual or entity, without a specific written authorisation provided by B2Book. The creation of multiple Accounts in conflict with the provision of the present Article shall determine the suspension without notice of the Account and the Service.
2.5 The Credentials allow the Seller to access to the Service. The Seller commits to not transfer the Credentials, even temporarily, to third parties and to carefully preserve them and keep them confidential under its responsibility, as they represent the unique means of identification of the Seller and validate its access to the Service. The Seller is therefore informed that any action carried out through the use of Credentials shall be ascribed and will take effect in its regards.
2.6 The Seller ensures that the personal information provided during the Registration process and the publication of the Listing are complete and truthful and the Seller agrees to release, defend, indemnify, and hold B2Book harmless from and against any damage and/or claim for compensation and/or sanction resulting from and/or in any way related to the breach by the Seller of the provisions of the present Article 2.
3.1 The Platform connects the Seller and the Buyer and allows the Seller to publish on the Platform one or more Listings related to Accommodations in order to make them available to the Buyer who will offer such Listings to the Guests.
3.2 The Seller, accessing to the Service in order to publish a Listing, shall enter on the Platform the information requested by B2Book, such as, but not limited to:
- general information about the Accommodation (i.e. name, square feet, bedroom, bathrooms);
- address of the Accommodation;
- additional services available at the Accommodation, when offered;
- photo of the Accommodation;
- conditions of the Reservation, specifying in particular whether the Accommodation is subject to the On-demand Reservation or the Instant Reservation; in the latter case the Seller is also requested to decide whether to activate or not the Option;
- cancellation policies;
- check-in information (which will be automatically sent to the Buyer once the Reservation is confirmed);
- Price (including any applicable tax, surcharges and compensations);
- the fee that the Seller intends to grant to the Buyer;
- any links to external platforms where Buyer may know more details about the Accommodation and their reviews;
3.3 The Seller guarantees B2Book to set a Price equal to or less than the price eventually published on other online platforms with regard to the same Accommodation. In case of breach of the above provision B2Book reserves the right to terminate the present Agreement with subsequent cancellation of the Account.
3.4 Relating to the execution of the Agreement and in order to improve the services provided through the Platform, the Seller grants to B2Book, a free, worldwide, royalty-free and no sublicenceable licence to copy, store, reproduce, integrate, modify, adapt, arrange derivative works, analyse, develop on a statistical basis, transmit and communicate to the public even in reworked way and exploit in any other way all the Contents published on the Platform or voluntarily provided to B2Book, including, data, concepts, solutions, ideas, feedbacks and comments. It being understood that with the cancellation of the Account, B2Book will interrupt the publishing of Contents by ensuring their cancellation from its archives, without prejudice to particular constraints justifying the storage of information for a longer time according to the protection of B2Book’ rights.
3.5 The Seller undertakes to publish on the Platform Contents which do not result offending or illegal, representing, among others: Disturbance to private or public nuisance; Offence or direct or indirect damage to the rights of other; Violations of intellectual property; Defamatory, violent, pornographic or child abuse related contents (or, in any case, not permitted to minors of under 18 years or suitable only for an adult audience); Gambling related contents; Any other content in violation of laws from time to time existing and applicable. The Seller undertakes to not interfere with or damage the Site and the Platform, through the use of virus, worm, Trojan, malawere or any other similar methods or technology.
In case the Seller breaches the provisions of this Article 3.5, B2Book reserves the right to suspend or remove the Listing related to the Seller and in the most severe cases to terminate the present Agreement with subsequent cancellation of the Account.
3.6 B2Book does not provide any warranty about the placement or ranking of Listing in search results pages on the Platform (“Placement”). Placement takes place automatically and depend on a series of factors that, B2Book, at its discretion, identifies as search parameters, including, but not limited to, responsiveness of the Seller, the historical Reservation data and other factors determined from time to time by B2Book
4.1 The Seller by publishing a Listing shall select one of the booking method for the Accommodation between Instant Reservation and On-demand Reservation.
4.2 In case the Seller has selected the Instant Reservation, this reservation method will be intended successfully completed with the subsequent conclusion of the deal between the Seller and the Buyer at different times depending on the activation or not of the Option by the Seller, as follows: a) if the Seller has not activated the Option, the Instant Reservation will be considered successfully completed with the subsequent conclusion of the deal between the Seller and the Buyer upon the submission by the Buyer of the Instant Reservation to the Seller without any prior approval by the Seller and any subsequent confirmation by the Buyer; b) if the Seller has activated the Option, after the submission of the Instant Reservation by the Buyer, the Platform will automatically set the Option Status of the Accommodation that allow the Buyer whether to confirm or not the Instant Reservation within the Option Validity Term; it is understood that if the Buyer does not confirm the Instant Reservation within the Option Validity Term, the Instant Reservation will be automatically considered without effect; to the contrary, if the Buyer confirms the Instant Reservation within the Option Validity Term, the Instant Reservation will be considered successfully completed with subsequent conclusion of the deal between the Seller and the Buyer.
4.3 If, on the contrary, the Seller has selected the On-demand Reservation, this reservation method will be intended successfully completed with the subsequent conclusion of the deal between the Seller and the Buyer upon the confirmation of the On-demand Reservation by the Buyer within the Option Validity Term, after the approval of the On-demand Reservation by the Seller within the Reservation Approval Term. It is understood that if the Seller does not approve the On-demand Reservation within the Reservation Approval Term, the On-demand Reservation will be automatically considered without effect as well as if the Buyer does not confirm the On-demand Reservation within the Option Validity Term, the On-demand Reservation will be automatically considered without effect.
4.4 Upon the conclusion of the deal between the Buyer and the Seller: - the Seller will receive a communication, at the e-mail address provided during the Registration process and at the mobile number eventually provided, in which B2Book will give all the information related to the Buyer and the Guest including, but not limited to, name, surname, nationality, email, telephone number; and - the Platform will display a messaging area in which the Buyer and the Seller may freely communicate to each other; any message received by the Buyer and the Seller in the messaging area will be also notified to the corresponding e-mail address.
5.1 The Seller may cancel a confirmed Reservation by using the appropriate feature available on the Account’s pages (“Cancellation”). In this case B2Book shall immediately inform the Buyer.
5.2 In case of Cancellation by the Seller, B2Book will refund the Buyer with the total amount eventually paid by the Buyer as Total Price charging the Seller with eventual extra costs, duly documented, incurred by the Buyer for supporting Guest in finding an alternative Accommodation. In any case B2Book shall be entitled to receive the B2Book Commission provided for the Reservation covered by the Cancellation.
5.3 If the Seller fails to attend the check-in at the day and time agreed with Guest (“Check-in Date”) relating to the Accommodation covered by the Reservation, (“Missed Check-In”), the Buyer shall be entitled to report the fact to B2Book within 24 hours from the Check-in Date (“Report”).
B2Book shall immediately notify the Report to the Seller and suspend any payment due to the Seller relating to the Reservation until B2Book, at its sole discretion, decides whether to refund or not the Buyer with the whole amount eventually paid as Total Price for that Reservation.
If B2Book’ evaluations on the Report show that the Missed Check-in is due to the Seller, B2Book will refund the Buyer with the whole amount eventually paid as Total Price for the Reservation charging the Seller with eventual additional costs, duly documented, incurred by the Buyer for supporting Guest in finding an alternative Accommodation. In this case B2Book will be entitled to receive, anyway, the B2Book Commission provided for the Reservation covered by the Cancellation.
To the contrary, if B2Book’ evaluations on the Report show that the Missed Check-in is due to a Force Majeure Event, B2Book will refund even in this case the Buyer with the whole amount eventually paid as Total Price for the cancelled Reservation, without charging the Buyer with the additional costs incurred by Buyer for supporting Gust in finding an alternative Accommodation. In this case B2Book is not entitled to receive the B2Book Commission for the Reservation relating to the Missed Check-In.
6. Refund Request
6.1 When a Travel Issue occurs the Buyer shall submit to B2Book within five (5) days from the check-out date a claim for Travel Issue (“Refund Request”). B2Book shall immediately submit the Refund Request to the Seller who shall provide B2Book with an answer regarding such Refund Request within three (3) days following the receipt.
In case of acceptance of the Refund Request by the Seller, B2Book shall pay to the Buyer the amount relating to the Refund Request by deducting such amount from the amount due by B2Book to the Seller for the following Reservations.
In case of denial or other objection relating to the Refund Request, B2Book reserves the right to evaluate the Refund Request at its sole discretion.
7. Financial Terms
7.1 B2Book shall pay to the Seller, in execution of the mandate of representation received by the Buyer in accordance with the agreement concluded with him, the Total Price and eventual extra charges collected by the Buyer, through the Pay-out Method selected by the Seller within 48 hours from the time agreed with the Guest for the check-in at the Accommodation.
7.2 In case the Seller intends to receive the payment of the Total Price in a currency other than EURO, USD or GBP, the related transaction fee shall be charged to the Seller in EURO according to the fixed amounts provided by the B2Book payment service provider.
7.3 B2Book is entitled to receive the B2Book Commission for each successfully completed Reservation.
7.4 In the description of any Listing the Seller shall specify whether is requesting or not a security deposit for the Accommodation, indicating the specific amount (“Security Deposit”).
B2Book has no liability to manage the Security Deposit which shall be directly provided by the Guest to the Seller at the Check-in Date.
8.1 The Users may through the Platform review the Seller and the Buyer by assigning a score from a minimum to a maximum and by entering a written review (“Feedback”). B2Book owns the exclusive rights to use the Feedbacks published on the Platform. In this regard the Users grant to B2Book a free, perpetual, royalty-free and sublicenceable right to copy, store, reproduce, integrate, modify, adapt, arrange derivative works, analyse, exploit, even commercially, all the Contents published on the Platform.
8.2 In any case the Feedback feature will have the sole aim to enable Users to truthfully represent its experience, providing other Users with useful element for judging and contributing to the general improvement of the reliability and the quality of all kinds of services provided through the Platform. Is therefore prohibited to use the Feedback feature to publish illegal or not relevant content or information, such as, link towards websites of third parties, photo or video of underage, sensitive data, personal information in violation of others’ privacy, brutal, offensive, violent contents etc..
8.3 The Feedbacks entered into the Platform shall always respect the formal requirement of objectivity with the explicit prohibition of publishing defamatory, sexual, gross judgements which should encourage violence or, in any way, violate the human dignity.
8.4 In case of breach of the provisions set out in this Article 8, B2Book is entitled to report the fact to competent Authorities, preserving its right, even without any prior notice, to remove the prohibited contents and suspend or delete the User’s Account, with the exception of any other remedy expressed in these T&C or by law.
8.5 It being understood that the Contents published on the Platform, even if relevant to the aim of the Platform, are not under B2Book’s control; B2Book, therefore, is not liable for their lawfulness, truthfulness and / or fairness.
9. Obligations of the Seller
9.1 The Seller specifically represents and guarantees:
(i) that the Accommodations comply with all local, state, provincial, national or other applicable law or regulations that governing the rental of properties of any kinds and are legally licensed, if provided by the above mentioned law or regulations; (ii) to be the legal owner and/or in possession of all rights related to the Accommodation for the purposes of the publication of the Listings and the acceptance or denial of the Reservations; (iii) that all the information provided to B2Book during the Registration process and publication of the Listings are punctual, updated and truthful; (iv) that any single Listing shall include only one Accommodation; (v) that the calendar related to each Listing shall be constantly updated in accordance with the effective availability of the Accommodation at the time of the Instant Reservation or On-demand Reservation.
The Seller undertakes to promptly communicate to B2Book any change to the above mentioned representation and warranties. The Seller is aware that B2Book does not operate any prior or post control on the truthfulness of the representation and warranties of the Seller who remains liable for untrue or incomplete statements.
9.2 Is specifically prohibited to the Seller to:
- violate any local, state, provincial, national or other applicable law or regulation, including, but not limited to, zoning restrictions and fiscal laws; - use the Site, the Platform or the Service for any other commercial purpose or other purposes that are not expressly permitted by these T&C; - damaging the image and/or reputation of B2Book; - copy, store, access or use any information contained in the Site, Platform or Service or the Contents for purposes that are not expressly permitted by these T&C; - interfere with or damaging the Site, Platform and/or Service, including, without limitation, through the use of, i.e., virus, cancelbot, trojan, harmful codes, flood ping, denial-of-service attacks, backdoor, IP packages or IP spoofing, counterfeit routing or information regarding the email address or similar methods or technology; - use the Site, the Platform or the Service with the intention of “spamming”; - complete the Reservation process outside the Platform with Guest approached through the use of the Site, Platform or Service.
10.1 B2Book provides technological services related to the use of Platform and related features. Therefore, B2Book undertakes to maintain and manage the Platform using its best efforts in order to guarantee the efficiency. In particular, B2Book undertakes to monitor the ongoing functioning of the technical devices necessary for providing the Service, by reducing, to the extent possible, interruptions, suspensions, malfunctioning and any other technical issue subsequent to the use of the Service, considering that the Platform is provided on “as is” basis and without any warranty of any kind. In this regard, B2Book will not be held liable for any damage including, but not limited to, indirect, consequential, special, incidental damages, nor for eventual damages and/or anomalies that are not under the direct control of B2Book including, but not limited to, disfunctions of the management of telematics networks or malfunctioning due to errors in the use of the tools that are necessary to access to the Platform, or misuse of the Platform.
10.2 B2Book, according to the existing legislation, is exclusively liable for damages deriving from the breach of contract representing an exclusive, immediate and direct consequences of behaviours determined by fraud or gross negligence in providing the Service described in these T&C.
10.3 In any case, B2Book or any other subject appointed to the creation or maintenance of the Service shall be held responsible for any loss of profits that may concern the Seller or third parties. The limitation of liability here provided is not valid in case of B2Book’s fraud or gross negligence.
10.4 Excepting for case of fraud or gross negligence, the liability for damage of B2Book in the regard of the Seller, with respect to the services provided through the Platform, must be proportionate to the relating Reservation and, in any way, it could not overcome the amount paid by B2Book to the Seller relating to the same Reservation.
11.1 The Seller will keep B2Book and its officers, directors, employees and agents waived from any claim, liability for damage, losses and costs, including, but not limited to, reasonable legal and accounting fees resulting from or in any way related to:
(a) the Contents; (b) the use of the Site, Platform and Service by the Seller; (c) violation by the Seller of these T&C; (d) the stay of the Guest at the Accommodation;
12. Term, Withdraw and Termination
12.1 The Agreement shall be for indefinite period.
12.2 The Seller is entitled to withdraw from the Agreement at any time and without costs, by using the proper feature on the Platform for the cancellation of the Account, being understood that all the successfully completed Reservations must be carried out by the Seller.
B2Book is entitled to withdraw from the Agreement at any time and for any reason by sending a written communication at the email address provided by the Seller during the Registration process on the Platform with a prior written notice of at least thirty (30) days. In this case all Reservations, already confirmed by the Buyer, for a stay in a period after the expiry of the above mentioned notice periods, will be deemed operating and therefore as such will be completed.
12.3 In case the Seller fails to meet the obligations provided in the above Articles 2.5), 2.6), 3.3), 3.5), 7.4), 8.3), 9.1), 9.2), 11.1), 13.1), 13.2), 16.1), B2Book reserves the right to terminate the Agreement by sending a written communication at the email address provided by the Seller during the Registration process, without prejudice to the right to compensation for damage and any other remedy provided by the law or these T&C.
12.4 In any case of termination of the present Agreement for any reason, the Seller’s Account will be cancelled; the Seller declares here and now to have nothing to claim in this regard against B2Book.
13. Intellectual Property
13.1 By entering into this Agreement the Seller duly acknowledges the B2Book’s intellectual property rights over the Service and undertakes not to change, adapt, translate, decompile, decode, disassemble the Service or not to attempt to extract the source code in another way, or not to create or attempt to create a substitute or similar service or product by using or accessing the Service or proprietary information related thereto.
13.2 Excepting for the Contents, the B2Book’s trademarks, symbols, distinctive marks and any other content in the form of text, database, graphic, pattern, sound, music, front-end etc … on the Platform must be considered of sole property of B2Book, with the result that their use for purposes that are not in connection the services related to the Platform is strictly prohibited without the B2Book’s written authorization.
14. Modifications to Platform Features
14.1 B2Book reserves the right to modify, improve and delete at any time the features of the Platform, without any right of indemnification or compensation for the Seller; as far as possible B2Boook will ensures to the Seller with appropriate information regarding the changes operated on the main features of the Platform.
15. Processing of Personal Data
15.1 B2Book ensures the Seller to operate in compliance with the legislation regarding the processing of personal data, governed by the Privacy Code in D.Lgs. 196/2003.
15.3 The data controller is B2Book. Any complaint shall therefore be addressed to the following e-mail address: [email protected]
15.4 Upon the Registration the Seller may be required to consent to receiving commercial information, including newsletters, and for communicating data to third parties for their business information. In such cases, the Seller will be free whether to give or not its consent.
16.1 In view of the strictly personal nature of the Seller's Account, it is expressly forbidden for the Seller to transfer this Agreement to third parties, or the rights and obligations arising out of it.
16.2 The Seller hereby authorizes B2Book, without the need for a specific consent, to transfer this Agreement or its rights and obligations to other companies of the same group, even resulting from mergers, divisions or incorporations, or to subjects whom the business would be eventually transferred or leased.
16.3 These T&C and the documents referred to herein represent the entire Agreement between B2Book and the Seller and supersede all other agreements or arrangements, whether oral or written, express or implied.
16.4 Any eventual tolerance to the violation of one or more clauses can never be understood as silent renunciation of the rights resulting from the violated provisions.
16.5 If any clause of these T&C has become illegal, invalid or otherwise unenforceable under the law of any jurisdiction, this shall not affect the legitimacy, validity or performance of any other clause of these T&C.
16.6 Nothing in these T&C creates a partnership or established a relationship of principal and agent or any other fiduciary relationship between the B2Book and the Seller. This Agreement is not intended to confer rights on third parties..
17. Applicable law and Jurisdiction
17.1 These T&C are governed and interpreted in accordance with the Italian law.
17.2 Disputes arising out of this Agreement, including but not limited to, its validity, interpretation, fulfilment, effects and consequences, may be resolved under the exclusive jurisdiction of the Court of Rome.