Conditions Of Sale
By making the purchase order, the Client declares to have read and accept in full the General Terms set out below.
District Eight reserves the right to amend or change the general conditions of sale, the materials and finishes used, and the designs and prices of products included in this pricelist at our discretion at any time, without obligation to provide any prior notice or compensation.
These terms of sale cancel and replace all previous terms and regulate all sale contracts entered into by District Eight.
PRICE LIST
- The prices indicated in this price list are NET in USD. The rates in this price list are VAT excluded.
- The sale is always made in the prices indicated in the price list and under the terms in force at the date of the order confirmation.
- Receipt of this price list does not constitute a contract. In the event of complaints arising concerning the quality of products, these may be taken into consideration exclusively according to our standard claim procedure.
ORDERS
- Each order is subject to acceptance by District Eight. District Eight is not obliged to accept an order and may also subject the acceptance or processing of the order to payment of part of or the entire fee due or the submission of suitable guarantees to support that payment.
- In the event of non-acceptance of a purchase order, nothing shall be due to the Client by way of reimbursement, compensation, indemnity or for any other reason, notwithstanding the obligation for District Eight to return to the Client the portion of fee that may have been paid in advance for the products subject to the refused order.
- Orders must be made in writing and must specify the respective product codes as indicated in our price list.
- Changes to the order may be accepted up to 3 days from the date of order confirmation. After that period, District Eight reserves the right to accept or reject any requests for changes or cancellations of the order, and or to adjust delivery times or purchase price.
- In the event of cancellation, District Eight will claim the reimbursement of eventual costs.
- The purchase order becomes binding only at the discretion of District Eight.
PRODUCT DESTINATION AND USAGE
- District Eight reserves the right to make technological and aesthetic improvements to its models, including changes to the sizes and materials, without notice.
- The designs included in the list do not define the details of the product; the measurements shown are indicative and may undergo changes.
SPECIAL PRODUCTS
- For any request for special products (e.g. customized finishes or made-to-measure aspects) Clients should contact District Eight.
- Clients herein accept that for special products a price increase determined by District Eight will be paid.
TOLERANCES
- All sizes and dimensions of products (excluding upholstery) are subject to a ±5 mm tolerance and ±40mm tolerance for upholstered products.
- All packaging details are subject to ±10% in weight and ±25mm in dimensions tolerance.
- The dimensions indicated close to the designs or in the description of the single model are in centimeters. The dimensions are subject to use tolerance when they refer to padded and/or upholstered parts of the product. The indication left or right used in describing some models is as when viewed from the front.
- The upholstery materials (fabrics, velvets, leather) applied to the products may present variations in tone from one batch to another. Some materials present variations which are more accentuated since they are natural materials, as in the case of various types of leathers or fabrics left in their natural state or only partially dyed.
- From time to time the surface of the leathers have marks and imperfections such as: scars, wrinkles, diversity in luster or tonality of colors, spots, etc.
- Exposure to direct sunlight of the products upholstered in fabric or leather is not recommended as it will alter the colors.
- The folds that may occur with use are normal and do not constitute grounds for complaint. Regular maintenance is recommended.
- Any color swatches or swatches of wood can only be considered as a guide. District Eight cannot be held responsible for any differences between the swatches and the delivered goods, as color changes occur naturally over time. Variances are not considered to be defects. Wear and tear due to normal everyday use on upholstery, surfaces etc. are not considered to be defects. The colors of the samples are understood to be indicative.
- By confirming the order, the Client accepts possible color tolerances.
DIMENSIONS
The dimensions relating to the padded parts are subject to usage tolerances over time caused by the normal adjustment of the padding.
WOOD
- The wood finishes may undergo, over time, color changes due to the light and the aging of the wood itself.
- In the case of completion and combination between different products, there is no guarantee of uniformity between the grain and the color.
FABRICS - LEATHERS - THICK LEATHER
- The special characteristics of District Eight’s leathers are the distinctive sign of the natural quality of the material. Small imperfections, such as insect bites, scars, streaks, roughness, or even a slight variation in color and shine are, on our leathers, the synonym for the natural beauty. Swatches of colors are given for guidance only.
- The upholstery may change shade from one batch to the next.
FABRIC CATEGORIES
Customer own Material (C.O.M.)
- Orders for products to be upholstered in fabric or leather supplied by the customer are only accepted for models where the price is indicated with the mention C.O.M.
- Refer to C.O.M Terms & Conditions.
DELIVERY
- The delivery time indicated upon acknowledgement of an order represents the best estimate of a date at which the order can be dispatched. It does not, however, constitute a commitment on our part, unless otherwise communicated by us in writing. The delivery terms, including those indicated in the order confirmation shall not be considered binding. No compensation shall be granted for any delay in delivery.
- In the absence of written agreements, the goods are sold ex works at District Eight factory. The delivery, even if organized by District Eight at the request or in the interests of the Client, is always at the cost and expense of the latter.
- Any liability for District Eight is excluded for delays in delivering the products. In any case, any liability for District Eight is excluded for delivery errors or delays due to the transportation or customs clearance of products or, in any case, to events not directly attributable to District Eight.
- Any request to delay the delivery of the products after the same have been prepared shall not entitle the Client to delay the respective payment beyond the terms set out in the order confirmation. District Eight also reserves the right to transfer the prepared products to an external warehouse, at the risk and expense of the Client.
- Storage charges are not covered by District Eight. All deliveries are affected by courier or by forwarding agent. The purchaser is in all cases responsible for verification of weight, number of packages and the state of the packaging before acceptance and make eventual written reservations to the courier or forwarding agent.
- All delivered goods must be considered property of the District Eight until complete fulfillment of payment of referring invoices according to terms suggested in our proforma invoice.
- For orders which foresee the use of fabric or other material supplied by the Client, the validity of our order acknowledgement is dependent upon our judgment concerning the suitability of the material itself for use on the model ordered. In the case of an order for products to be upholstered with client’s own material, the price list in effect at the time of our receipt of the upholstery material will be applied, unless the material reaches us within three weeks of the starting date of a new price list. The buyer undertakes to promptly collect or otherwise accept delivery of the merchandise via our nominated carriers without delay.
PACKING
Packing in cardboard boxes is included in the price. Packing in wooden crates if required will be charged extra at cost.
PAYMENTS
- The payment methods and respective terms are specified in the order confirmation.
- Any acceptance of credit instruments by District Eight occurs always subject to collection, without novation of the underlying relationship and without change to the Court with Jurisdiction. Any non-compliance with the payment terms involves the application of default interest at the commercial rate in force in Vietnam.
CLAIMS
- Claims regarding obvious defects in quality will be taken into consideration only if presented within 8 days from the receipt of merchandise by our Client, and in any case prior to them being used or altered in any way.
- When recognizing a complaint as justified by a defect in quality, District Eight will have the option of either refunding, repairing or replacing the defective product, without any responsibility beyond that, like responsibility for loss of profits or incidental or consequential damages or expenses. No returns will be accepted without prior written authorization by the producer. District Eight doesn’t accept withdrawing goods if not properly packaged.
- Where a product defect is covered by warranty and District Eight is obliged to take responsibility for it on the basis of the terms set out in the Warranty, District Eight will decide at its own discretion whether to repair the product or to replace it, in whole or in part.
- Any type of indemnity for related costs or damages is excluded.
GENERAL PROVISIONS
- The General Terms operate in any case where they are not expressly derogated by written deed by District Eight.
- Any failure to exercise the rights of District Eight set out in these General Terms shall not constitute acquiescence and shall not involve any waiver of those rights.
- Any communication to District Eight should be made in writing to the following address:
District Eight headquarters: TĐX Ice Factory -19/45 Tran Dinh Xu, Cau Ong Lanh Ward, HCMC, Vietnam
1. PRECAUTIONARY MEASURES
- District Eight is entitled to suspend supplies, when the economic conditions of the Client are found to be such as to render the payment unsafe. In the case of deferred payments, any non-compliance with the due dates entitles District Eight to claim the immediate payment of the entire residual price.
2. RETENTION OF TITLE
- The transfer of ownership of the products from District Eight to the Client occurs upon full, irrevocable, and unconditional payment of the fee due from the Client to District Eight for those products. Up until the payment has been made, the products remain under the ownership of District Eight. However, all risks will be assumed by the purchaser upon delivery of the product.
- Failure to pay one or more of the instalments of the agreed price shall result in the debtor forfeiting the benefit of the credit terms, with District Eight consequently reserving the right to request the remaining balance immediately and to suspend active orders, even if not related to the payment in question; in any case District Eight may take action to recoup instalments not paid by their due date.
- Should the contract be cancelled following the Client’s failure to meet payments, those instalments already paid shall be retained by District Eight in compensation for damage suffered but shall not compensate for further damage.
3. INTELLECTUAL PROPERTY RIGHTS
- The intellectual property rights are under the full and exclusive ownership of District Eight and their communication or use as part of these Terms of Sale shall not create, in relation thereto, any right or claim for the Client. The Client undertakes not to complete any act that may be incompatible with the ownership of the intellectual property rights and, therefore, by way of example, shall refrain from using or registering similar trademarks or those that may be confused with the District Eight trademarks, shall not remove or alter the District Eight trademarks and shall use them exclusively in compliance with the instructions received from the same and for the sole purposes set out in these Terms of Sale.
4. PERSONAL DATA PROTECTION
- The data provided by the Client will be stored and processed by District Eight (processing controller) in paper and computer databases, with the purpose of complying with legal obligations, also of an accounting and tax nature, as well as for statistical and commercial purposes, in full compliance with Vietnamese law. By sending the purchase order, the Client consents to the data processing, for the purposes identified above.
5. APPLICABLE LAW AND COURT WITH JURISDICTION
- The location for fulfilment of the obligations upon the Client is identified with the registered headquarters of District Eight in Vietnam.
- All disputes that may arise from the supplies will be passed over to the exclusive jurisdiction of the Court of Vietnam.