Nell’Essenziale by Rosa Curci (company number , VAT number IT ) whose registered office is at Viale Trieste snc, Marina di Ginosa (TA) Italy (“we” or “us”)
STANDARD TERMS AND CONDITIONS FOR THE SUPPLY OF GOODS
Your attention is particularly drawn to the exclusions and limitations of liability at Condition 9.
1. DEFINITIONS AND INTERPRETATION
In these Conditions:
1.1 the following words and expressions have the following meanings and, in addition, any words and expressions defined in any Condition will have the same meaning when used in any other Condition:
“Business Day” a day that is not a Saturday, Sunday or public or bank holiday in italy.
“Delivery” has the meaning given in Condition 5.7.1
“Dispatch Confirmation Email” e-mail from us to you (at the email address notified by you to us from time to time) confirming receipt of the Order, specifying the details of the Order and constituting our written acceptance of the Order
“Goods” has the meaning given in Condition 2.1
“Minimum Order” has the meaning given in Condition 5.1
“Liability” liability arising out of or in connection with the Contract, whether in contract, tort, misrepresentation, restitution, under statute or otherwise, including any liability arising from a breach of, or a failure to perform or defect or delay in performance of, any of a party’s obligations under the Contract and/or any defect in any of the Goods, in each case howsoever caused including if caused by negligence
“Order” your order for the supply of goods by us and the completion of any credit application form
“Prices” the prices for the Goods set out in our price list in force on the date on which the Dispatch Confirmation Email is issued by us, as those prices may be varied from time to time in accordance with Conditions 7.4 and 7.5
“RRP” recommended retail price
“Warranty Period” has the meaning given in Condition 8.1
“Website” means nellessenziale.com
“you” the person named as the customer in the Order
1.2 all headings are for ease of reference only and will not affect the construction or interpretation of these Conditions;
1.3 references to a “person” include any individual, body corporate, association, partnership, firm, trust, organisation, joint venture, government, local or municipal authority, governmental or supra-governmental agency or department, state or agency of state or any other entity (in each case whether or not having separate legal personality);
1.4 references to any statute or statutory provision will include any subordinate legislation made under it and will be construed as references to such statute, statutory provision and/or subordinate legislation as modified, amended, extended, consolidated, re-enacted and/or replaced and in force from time to time; and
1.5 any words following the words “include”, “includes”, “including”, “in particular” or any similar words or expressions will be construed without limitation and accordingly will not limit the meaning of the words preceding them; and
1.6 the rule known as the ejusdem generis rule will not apply and accordingly the meaning of general words introduced by the word “other” or a similar word or expression will not be restricted by reason of the fact that they are preceded by words indicating a particular class of acts, matters or things;
1.7 references to “in writing” or “written” include facsimile and e-mail but not other methods of electronic messaging; and
1.8 any reference to:
1.8.1 time of day is to Rome time;
1.8.2 a day is to a period of 24 hours running from midnight to midnight; and
1.9 an obligation on a party to procure or ensure the performance or standing of another person will be construed as a primary obligation of that party.
2. CONTRACT FORMATION
2.1 The Order constitutes an offer by you to purchase the goods set out in the Order (“Goods”) from us on these Conditions. A contract for the supply of Goods by us to you on these Conditions will be formed when we accept the Order by issuing a Dispatch Confirmation Email to you. For the avoidance of doubt, we are under no obligation to accept the Order.
2.2 These Conditions and the documents referred to in them are the only terms and conditions on which we will supply goods to you and will apply to the exclusion of all other terms and conditions including any terms and conditions which you purport to apply under any purchase order, confirmation of order or similar document (whether or not such document is referred to in the Contract) and any terms and conditions which may otherwise be implied by trade, custom, practice or course of dealing.
2.3 Delivery will be deemed conclusive evidence of your acceptance of these Conditions.
3. THE GOODS
3.1 We will be entitled at any time to:
3.1.1 vary the design, finish or specification of Goods and/or their packaging; and/or
3.1.2 substitute any materials or parts which are used in Goods and which are unavailable for any reason with alternative materials or parts if:
- this does not materially affect their quality or performance; or
- this is necessary to comply with any health and safety or other legal requirements, we will use reasonable endeavours to give you prior written notice of any such variation or substitution.
3.2 With the exception of the specification, all samples, drawings, descriptive and illustrative matter and advertising issued or published by us whether in catalogues, brochures, websites, other promotional material or otherwise are for the sole purpose of giving an approximate idea of the relevant Good.
4. CUSTOMER OBLIGATIONS
4.1 You are permitted to resell the Goods on your own eCommerce website and, with our prior written consent , which we may grant or withhold at our sole discretion. Third party platforms such as Ebay and Amazon are not admitted in any way, if this clause is not respected we reserve the right to suspend the contract and request immediate removal of our products from third party platforms.
If you resell the Goods on your own eCommerce website you must:
- Include ‘Nell’Essenziale’ in the product name i.e. ‘Nell’Essenziale Oven covere’ or ‘Shabby oven cover | Nell’Essenziale’;
- Where the platform allows values for ‘manufacturer’ and ‘brand’, populate this with ‘Nell’Essenziale’. The Goods must not be attributed to any other brand or manufacturer;
- Where applicable, use any barcodes/Universal Product Codes supplied by us to you. The Goods must not be re-listed on any third party platform using any new barcode or Universal Product Code;
- Ensure Goods are listed free of spelling and/or grammatical error.
4.2 For the avoidance of doubt, you are prohibited from:
- listing the Goods for sale on third party platforms outside of Europe;
- 4.2.2 reproducing any of our product descriptions, in part or whole, provided by us to you on third party platforms, eCommerce websites and any other website. Such descriptions are there to offer guidance when purchasing the Goods from us and should not be replicated anywhere else;
- 4.2.3 using location shots provided by us and contained on our Website (for example where a product is shown in context or with a background);
- 4.2.4 making any modification to individual product images supplied to you by us for use on third party platforms, eCommerce websites and any other website.
- 4.3 We reserve the right to request removal of any listings that are in breach of this Condition 4.