1.1 Identification: This website is owned and operated by Stockist - Vertunex OU ("Stockist"), located at Via Pietro Mascagni, 20030 Senago, Milan, Italy.

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1.2 B2B Only: Transactions on this site are strictly Business-to-Business (B2B). By registering, you certify that you are a professional trader, wholesaler, or retailer acting for purposes relating to your trade, business, or profession. Consumer laws (such as the "Right of Withdrawal" for private individuals) do not apply.

2.1 Account Approval: Access to product pricing and stock details is restricted. Registration does not guarantee access; "Stockist" reserves the right to vet all applicants based on company validity and market suitability.

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2.2 Confidentiality: You acknowledge that the pricing information on this platform is commercially sensitive. You agree to keep your login credentials secure and not to disclose pricing or inventory lists to third parties (including competitors of Stockist) without written consent.

2.3 Account Termination: We reserve the right to suspend accounts that are inactive for more than 12 (twelve) months or are suspected of data scraping.

3.1 Products and "Visto e Piaciuto" (Seen and Liked)

• 3.1.1 Stocklot Nature: The Buyer acknowledges that goods are sold as "Stocklots" (surplus, end-of-season, or clearance).

• 3.1.2 "As Is" Condition: Goods are sold on a "Visto e Piaciuto" (Seen and Liked) basis. While Stockist guarantees the authenticity of the goods, we do not warrant that every single item is free from minor cosmetic defects or packaging damage typical of stocklot handling.

• 3.1.3 Samples: Samples may be provided upon request at the Buyer’s expense. Sample costs are non-refundable unless agreed otherwise in writing.
   

3.2 Orders and Prices

• 3.2.1 MOQ: A Minimum Order Quantity (monetary or volumetric) applies to all orders. If the MOQ is not specified on the stocklot page, it will be communicated to the user upon contact with Stockist employees. 

• 3.2.2 Validity: Prices are Ex Works (EXW) Milan unless otherwise stated. Prices do not include VAT, transport, or insurance.

• 3.2.3 Contract Formation: An order is only binding once Stockist issues a formal Pro-Forma Invoice.

3.3 Payment and Retention of Title

• 3.3.1 Terms: Payment must be made via Bank Transfer (Bonifico Bancario) to the coordinates provided in the Pro-Forma Invoice.

• 3.3.2 Retention of Title: Ownership of the goods remains with Stockist until full payment has been received in cleared funds (pursuant to Art. 1523 of the Italian Civil Code).

3.4 Shipping and Logistics 

• 3.4.1 Logistics Partner: Stockist partners with IFA S.r.l. (www.ifaitaly.com) to provide specialized logistics solutions.

• 3.4.2 Shipping Options:

  • Managed Shipping: Buyers may opt to use Stockist’s partner (IFA) for air, sea, rail, or land transport. Services may include customs formality management and "Door-to-Door" delivery where available (Middle East, Gulf Area, etc.).

  • Own Carrier: Buyers may choose to organize their own transport. In this case, the Incoterm is strictly EXW (Ex Works) Milan.

• 3.4.3 Incoterms: All international trade terms shall be interpreted in accordance with Incoterms® 2020 (or 2010 if specifically requested). Common terms used include EXW, FOB, CFR, and CIF.

• 3.4.4 Customs & Duties:

  • EU Buyers: Must provide a valid VIES VAT number for Intra-Community Supply.

  • Non-EU Buyers: The Buyer is the importer of record. Unless using a DDP (Delivered Duty Paid) service via IFA, the Buyer is responsible for all import duties, taxes, and clearance in the destination country.

  • Proof of Export: For EXW shipments leaving the EU, the Buyer must return the MRN (Movement Reference Number) or customs exit proof within 90 days. Failure to do so will result in the Buyer being charged Italian VAT (22%).

3.5 Claims and Returns

• 3.5.1 Notification: Claims regarding quantity discrepancies or gross material defects must be made in writing within 5 business days of receipt of goods.

• 3.5.2 No Returns on Unsold Stock: We do not accept returns for goods that the Buyer fails to sell in their own market.

4.1 Authenticity Warranty: The Seller warrants that all goods offered to Stockist are 100% authentic, original, and free from any liens or third-party claims.
 

4.2 Intellectual Property: The Seller indemnifies Stockist against any claims of trademark infringement arising from the sale of the goods.
 

4.3 Documentation: The Seller must provide a sanitised invoice or "release letter" confirming that the goods are free for resale within the EU (or specified markets) and do not violate any brand restriction agreements.
 

4.4 Payment: Stockist will pay the Seller according to the agreed terms (e.g., immediate payment upon inspection) only after goods have been verified at the Milan warehouse.

5.1 Governing Law: These Terms and Conditions shall be governed by and construed in accordance with the laws of Italy.

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5.2 Jurisdiction: Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the Court of Milan.