MANIITA LACITTA BRAND WHOLESALE PURCHASE AGREEMENT
version dated January 1, 2024
1. Definitions
The terms used in the Regulations mean:
1.1 Regulations – the hereby Regulations, which are a wholesale order offer agreement.
1.2 Online Shop (Shop) – the Internet website accessible at https://www.maniitalacitta.eu/ that offers Goods, which can be included in the order of the Wholesaler.
1.3 Goods – products presented in the Online Shop.
1.4 Civil Code – Latvian Civil Code.
1.5 Wholesaler – a natural person, a legal person or an organizational unit not being a legal person with legal capacity granted by a separate law placing an Order for Goods for purposes of further resale who has formally acquired such a status.
1.6 Purchase Agreement – a sale agreement of Goods, as defined in the Civil Code, concluded between SIA LACITTA and the Wholesaler.
1.7 Order – a declaration of will of the Wholesaler leading directly to entering a Purchase Agreement and specifying, in particular, the type and quantity of the Goods.
2. General provisions
2.1 The hereby Regulations determine the rules of placing an Order and selling Goods to the Wholesaler by SIA LACITTA located at Antonijas iela, 26-6, Riga, Latvia, LV-1010, reg.num. 40203339209, VAT LV40203339209, e-mail address: hello@maniitalacitta.eu, hereinafter referred to as the Seller.
2.2 The hereby Regulations refer to the Act on Providing Services by Electronic Means.
2.3 In order to purchase the Goods, the IT system used by the Wholesaler has to fulfil the minimal requirements:
- a. optional web browsers: Internet Explorer, Firefox, Mozilla, Google Chrome, Opera, Safari;
- b. the minimal screen resolution 1024 x 768;
- c. Java Script.
2.4 To place the Order, the Wholesaler shall, in his own capacity, obtain access to a computer station or an end device, with Internet connection.
2.5 The Wholesaler has the right to access the hereby Regulations at any time via the link located at https://www.maniitalacitta.eu/pages/wholesaleregulations, download and print it.
2.6 The information about the Goods provided on the website of the Online Shop, in particular, their descriptions, technical and utility parameters and prices, are an invitation to submit a purchase offer to conclude a purchase agreement.
2.7 The Seller is the owner of all content contained within the Online Shop, including product images, graphics, logos, descriptions of the products available in the Shop, and has full copyright. The Seller has also the appropriate licenses to the images used in creating advertising content. The use, without the Seller’s permission in any way, including copying, modifying, sharing, publishing and using any content contained within the Shop in order to sell products, including product images, graphics, logos, descriptions of the products available in the Shop, images used in creating advertising content of the Seller is forbidden and is subject to criminal liability. The Seller does not allow to use, disseminate and distribute them without his knowledge and written consent under penalty claims for copyright infringement, committing theft of intellectual property and damages. After making a purchase, the wholesaler gets access via a link to Google Drive with images and brand materials: logo, standards, etc. The image is allowed to be used only on online resources. It is prohibited to use any images in any printed form (advertising, brochures, coupons, advertisements, etc.).
3. The procedure of concluding a purchase agreement and order realization
3.1 Only the Wholesaler may conclude the Purchase Agreement in order to resell the Goods.
3.2 In order to purchase the Goods as the Wholesaler, it’s required to place the Order by filling the form and submitting a registration form available at the https://www.maniitalacitta.eu/ or by sending a registration e-mail to hello@maniitalacitta.eu indicating the following information: full name of the Wholesaler, personal details of a contact person, delivery address, VAT (Tax ID Number), phone number/e-mail, Goods that the Wholesaler wants to order, their quantity and submitting the statement referred to in section 3.4.
3.3 To place the Order successfully, it’s required to read and accept the hereby Regulations, make a statement about the Wholesaler’s obligation of not using, without the Seller’s permission in any manner, including copying, modifying, sharing, publishing and using any content contained within the Shop in order to sell products, including product images, graphics, logos, descriptions of the products available in the Shop, images used to create advertising content of the Seller under penalty claims for copyright infringement, committing theft of intellectual property and damages.
3.4 The confirmation of acquaintance and approval of the hereby Regulations and submitting the statement referred to in section 3 of the hereby Regulations is made through the registration form by checking the appropriate box, in the registration e-mail by submitting the following statements:
1) I declare confirming that I have read and accepted the hereby Regulations;
2) I declare not to use, without the Seller’s permission, in any manner, including copying, modifying, sharing, publishing and using any content contained within the Shop in order to sell products, including product images, graphics, logos, descriptions of the products available in the Shop, images used in creating advertising content under penalty claims for copyright infringement, committing theft of intellectual property and damages.
3.5 After the Order has been placed, the Seller verifies the availability of the ordered Goods and sends an e-mail to the Wholesaler with the order confirmation with the following details:
1) the availability of the ordered Goods on the order date, provided that the availability of the ordered goods may change until accounting the payment referred to in Chapter VII, section 3 or until the date of the advance payment, referred to in Chapter VII, section 3, as defined in Chapter VII, section 4;
If the goods were ordered not through the wholesale order form on the website, then an information will be sent:
2) subject of the order;
3) unit and total price of ordered products and delivery costs;
4) discount amount;
5) selected payment method;
6) delivery address;
7) selected delivery method;
8) delivery time;
9) the need of order confirmation.
3.6 If the goods were ordered not through the wholesale order form on the website - Upon receiving by the Wholesaler the order confirmation via e-mail sent by the Seller, to execute the Order, the Wholesaler is to send an e-mail to hello@maniitalacitta.eu confirming the Order in which he makes an obligation to pay.
3.7 If the goods were ordered not through the wholesale order form on the website - After the final confirmation of the Order, the Wholesaler shall receive from the Seller an e-mail confirming the order realization.
3.8 Any questions regarding the Order shall be directed to the e-mail address hello@maniitalacitta.eu .
3.9 The confirmation e-mail sent by the Wholesaler or or placing an order on the website https://www.maniitalacitta.eu/ is a declaration of intent to conclude the Purchase Agreement with the Seller, in accordance with the hereby Regulations.
3.10 The Purchase Agreement is concluded in English, in accordance with the hereby Regulations.
3.11 Consolidating, securing, sharing and confirming to the Wholesaler the relevant provisions of the Purchase Agreement of Goods shall take place by sending to the given e-mail address of the Wholesaler and by attaching the VAT invoice to the order.
3.12 The Seller is entitled to deprive the Wholesaler of the right to order the Goods immediately in the event of infringement of the hereby Regulations by the Wholesaler, and in particular when the Wholesaler: has broken the obligation referred to in Chapter 3, section 4 or 5 of the hereby Regulations;
3.13 The Wholesaler, who has been deprived of the right to order the Goods, is no longer able to register again without the Seller’s prior permission.
3.14 The Wholesaler is obliged, in particular:
1) not to share or transmit the content prohibited by law, such as content promoting violence, defamation or violating personal rights and any other rights of third parties;
2) to place the Order in a way that does not interfere with its operation, in particular by using specified software or devices;
3) not to take any action, such as: sending or inserting, within the order process, unsolicited commercial information (spam);
4) to place the Order in a way that is undisruptive for other Wholesalers and the Seller;
5) to use content contained within the Shop only for personal use;
6) not to use, without the Sellers permission in any manner, including copying, modifying, sharing, publishing and using any content contained within the Shop in order to sell products, including product images, graphics, logos, descriptions of the products available in the Shop, images used in creating advertising content under the penalty claims for copyright infringement, committing theft of intellectual property and damages.
7) to place the Order in accordance with the provisions of law applicable on the territory of the Republic of Latvia, the provisions of the hereby Regulations, as well as the general rules of Internet usage.
4. Personal data
4.1 The database administrator of the Wholesalers is the Seller.
4.2 Accepting the hereby Regulations is unequivocal to allowing processing of the personal data given in the registration form or registration e-mail, in order to execute the Purchase Agreement and to transfer it to third parties, with whom the database administrator has entered into an agreement for delivering the ordered Goods to the extent necessary for the Purchase Agreement execution.
4.4 Every Wholesaler shall have the right to access the provided information and to correct it through the www.maniitalacitta.eu and via e-mail after the verification procedure of the Wholesaler. Contact details are available in the Contact subpage on www.maniitalacitta.eu. In addition, the Wholesaler is entitled to control the processing of personal information provided by him in accordance with the rules set out in the above law, including in particular the right to bring, in the cases mentioned herein, a written motivated request to cease processing of his data due to his particular situation and has the right to object to processing of his data in the cases mentioned herein. More information: https://www.maniitalacitta.eu/policies/privacy-policy
4.5 During registration or later, the Wholesaler has the right to agree, by checking [X] "I want to receive an e-mail newsletter", to send him commercial information by electronic means, which is unequivocal to the consent of processing of personal data by the Seller, to carry out direct marketing of own products. The mentioned permission can be revoked at any time.
5. Intra-community acquisition of goods for EU VAT taxpayers
5.1 The action/transaction is considered as intra-community acquisition of goods when all of the following conditions are fulfilled:
1) the Goods are exported from the country, understood as the territory of the Republic of Latvia, pursuant to provisions of of the Tax Law applicable in a member state other than the territory of the Republic of Latvia;
2)the transaction has been made to the contractor, who is a VAT payer identified for the purposes of intra-community acquisition of goods within the EU.
5.2 The contractor, within the meaning of intracommunitary transaction, is either a VAT taxpayer identified for the purposes of the intracommunitary transaction on the EU territory (i.e. has a valid EU VAT number) or a natural or legal person not being a VAT taxpayer identified for the purposes of the intracommunitary transaction on the EU territory (i.e. has a valid EU VAT number).
5.3 In order to make an intra-community acquisition of goods, please select or indicate in the additional field to the order: 'Company' in the buyer details part, choose the destination country and select the option 'I am a EU VAT taxpayer. I order without VAT and commit to pay it on the territory of my country'. After positive verification of the details of the contractor, including EU VAT number, the invoice will be issued with 0% VAT or prices on the website will be recalculated without VAT before payment in accordance with the law.
6. Delivery
6.1 The delivery of Goods is made to the countries given on this https://www.maniitalacitta.eu/policies/shipping-policy , to the address specified by the customer while placing the order.
6.2 The delivery of ordered Goods is made by the means of DPD courier service on the territory of the Republic of Latvia, the delivery to other countries within the European Union is made by DHL and PPL courier services and by DHL outside the European Union.
6.3 Delivery is carried out at the buyer's expense. If you order through the wholesale order form on the website, the delivery cost will be calculated after payment for the order and will be issued as a separate invoice. The time and costs of delivery of the Goods depend on the form of delivery chosen by the Wholesaler and the terms and conditions of the courier service chosen by the Wholesaler among the ones made available by the Seller.
7. Prices and payment methods
7.1 The prices of Goods are given in Euro, include VAT (with specified rate) and do not include information on delivery costs, which the Wholesaler is provided with by the Seller in the e-mail confirming the order referred to in Chapter III, section 5, p.3 of the hereby Regulations.
7.2 The Wholesaler is entitled to make the payment in EUR:
1) via bank transfer: BE77967224649942;
2) via credit cards: Visa, Mastercard. The credit card is charged on the following day of placing the Order.
7.3 Cash on delivery orders are not acceptable by the Seller.
7.4 The payment date is the day of accounting the price of the ordered Goods and delivery costs and other possible costs on the bank account or the day of charging the credit card referred to in section 2, p.3.
7.5 In the event when by the end of the day of making the payment, referred to in section 4, the availability of the ordered Goods will change, the Seller shall inform the Wholesaler about this fact via e-mail including the availability of the ordered Goods, the unit price, the total price of the products and delivery costs.
7.6 In the case referred to in section 5, when the Wholesaler has paid the full price for the Goods, the Seller shall reimburse the Wholesaler the excessive amount paid for the ordered Goods, which is the difference between the paid price and the price for the eventually available Goods, within 14 days since making the payment by the Wholesaler in accordance with section 4.
7.7 We recommend that all partners adhere to suggested retail prices (MSRP) on their online stores, social networks and any other pages and portals on the Internet. In offline retail, you can count on your target audience and wishes for profit.
7.8 We recommend that all partners maintain an open discount of no more than 15% in their online stores, social networks and on any other pages and portals on the Internet. In offline retail, you can count on your target audience and the desire to make a profit.
8. Exclusion of warranty
8.1. Liability of the Seller for the warranty of Goods toward the Wholesaler is excluded as a made-to-order product and a b2b transaction.
9. Complaints regarding the provisions of services by electronic means
9.1 The Seller undertakes actions in order to provide the proper work of placing Orders, to the extend of the current technical knowledge and shall amend all irregularities reported by the Wholesalers, in a reasonable time.
9.2 The Wholesaler is obliged to inform the Seller promptly about any irregularities concerning placing an Order.
9.3 Irregularities associated with placing an Order can be submitted by e-mail to: hello@maniitalacitta.eu .
9.4 In a complaint, the Wholesaler should give his first and last name, address for correspondence, the description and date of occuring of the irregularities concerning placing an Order.
9.5 The Seller is obliged to examine each complaint within 14 days or inform the Wholesaler about a new date of examination if the primary happened to be impossible.
10. Final provisions
10.1 Settlement of any disputes arising between the Seller and the Wholesaler is subject to proper courts regarding the location of SIA LACITTA headquarters.
10.2 In matters not regulated herein, the provisions of the Civil Code, the provisions of the Act on Providing Services by Electronic Means and other provisions of Latvian law shall be applied.
For more information about our privacy practices or if you would like to make a complaint, please contact us by email at hello@maniitalacitta.eu