TERMS & CONDITIONS

general terms and conditions

PURPOSE AND DEFINITION
These Terms and Conditions define the collaboration between Wewood – Portuguese Joinery, hereinafter referred to in this document as “Wewood”, and the Reseller or customer.

These Terms and Conditions take precedent over any oral or written agreement, quote, order confirmation, or invoice.

The term Reseller is used in this document to describe a company which buys products from Wewood with the purpose of reselling them to a Customer. Any Reseller must obtain written permission to sell Wewood products. These Terms and Conditions define the Reseller’s non-exclusive rights to sell Wewood products in a limited geographical area as agreed with Wewood. In addition, a written confirmation must be issued by Wewood specifying the right to sell Wewood products online.

Resellers offering Wewood products online are regulated by additional Terms and Conditions for e-commerce as specified in this document.

The term Customer used in this document is intended to describe a person or company purchasing Wewood products from the Reseller or directly to Wewood.

COMMERCIAL RESTRICTIONS
Wewood is a high-end design brand which requires all Resellers to present the brand and our products in accordance with high standards of similar high-end design brands. Wewood will continuously assess the Reseller both qualitatively and quantitatively to evaluate and determine the Reseller’s continued right to represent the brand and sell Wewood products.

The Reseller shall comply with all applicable laws, rules and regulations of government and other bodies, both nationally and internationally, including classifications requirements, laws, rules and any other regulations or policies which apply in the location where the sales, services and operational work is performed by the Reseller.

The Reseller has the right to sell only the products listed in Wewood Price List. Wewood reserves the right to discontinue products at any point in time. See Wewood website for reference.

INTERNATIONAL DISTRIBUTION
The Reseller can actively promote and resell Wewood products internationally only as agreed with Wewood in writing, and only from the country where the Reseller’s legal entity is officially registered.
Resellers are not allowed to actively promote and resell Wewood products in markets serviced by exclusive distributors.

If the Reseller maintains subsidiaries, or establishes or acquire separate legal entities in other countries than the country where the Reseller’s legal entity is officially registered, including third party subcontractors, these new entities have to be separately approved as a Reseller in writing by Wewood before any exhibit, promotion, or resale of Wewood products may occur. Wewood withholds the full right to refuse to accept trade with such entities.

PRICES
Each stated price corresponds to a single piece. The price of Wewood products follow the current Price List at any time. Note that all prices are periodically subject to change.

Unless otherwise stated, all prices in any quotation or order confirmation are exclusive of shipping and VAT. See Wewood Shipping Terms & Conditions for further details.

Where no price has been quoted, or a quoted price is no longer valid, or errors have been made in the quotation or order confirmation, the price listed in Wewood Price List at the time of the order acceptance date will be the valid price of the product.

For more information, please get in touch with our sales department.

ORDER AND ORDER CONFIRMATION
All orders must be sent to Wewood by email, and have the complete information on the selected product(d) and its/their finishing’s.

Once an order/quote request is placed by the Reseller/ Customer, an order confirmation/quote will be sent to the Reseller/Customer no later than two (2) working days after receiving the order in writing. The order confirmation includes item specification, price, name of the Reseller/Customer, payment terms, delivery terms, delivery address and pickup /delivery date. No order is valid until the written order confirmation is issued by Wewood. Any date indicated on any order confirmation is to be considered as an estimate only, and Wewood has no liability related to any change in the indicated delivery dates.

The Reseller/Customer is responsible for verifying all order confirmations issued by Wewood and must inform Wewood of any changes to the order, or errors in the order confirmation, within one (1) working day after receiving the order confirmation, otherwise the order will be effectuated. Specific shipping terms vary depending on which country the order is related to. See Wewood Shipping Terms & Conditions for further details.

The Reseller/Customer is obligated to inform Wewood without any delay if changes occur to any relevant company data, such as company name, registration number, contact details, shipping or payment addresses.

PAYMENT
All orders, unless otherwise agreed upon in writing between the Reseller/Customer and Wewood in advance, are subject to prepayment prior to delivery. A deposit of 50% of the value shall be made in order to start production. Wewood reserves the right to require a 100% advance payment. All items are Wewood property until the total amount of the order is received.

The bank details and other relevant information for payment purposes will displayed at all times at the order confirmation/quote.

PRODUCTION AND LEAD TIME
Wewood will start the production of the order when the agreed amount is effectively paid and confirmed. Although the standard production time for Wewood products is eight (8) weeks, each order confirmation will indicate its particular lead time. Orders with large amounts and/or bespoke pieces may be subject to specific lead times, that shall be negotiated between Wewood and the Reseller/Customer before the order is placed. 

MATERIALS
Wewood products offer a selected range of materials, that can be found on the following link: https://materials.wewood.eu

FABRICS
A. While trying to keep the network of suppliers updated, Wewood can’t be held responsible for any shortage of stock or delays from the fabric suppliers. If any of the situations occur, Wewood will inform the Reseller/Customer immediately and allow for the replacement of the fabric.

B. COM: when the Reseller/Customer decides to use COM (client own material) for the upholstered pieces on Wewood catalogue, a sample of 20x20cm shall be sent to Wewood address for review and approval. Wewood reserves the right to deny working with fabrics that are deemed not suitable for Wewood upholstery standards.

CANCELLATION AND RETURN OF GOODS
No confirmed order by Wewood can be cancelled by the Reseller/Customer without a written approval from Wewood. If no written approval of order cancellation is issued by Wewood, the Reseller/Customer is accountable for the order and shall indemnify Wewood in full against all losses (such as order value, indirect costs, other charges and expenses incurred) as a result of any such cancellation, even if products are not yet delivered.

No product can be returned to Wewood without a written agreement with Wewood. Any product returned by the Reseller/Customer without prior confirmation from Wewood, and through no fault of Wewood’s, will be subject to billing of all related losses (such as order value, indirect costs, damages, other charges and expenses incurred). Returned goods by postal claim to Wewood will not be collected or paid for by Wewood.

Product items made specifically for each client, defined and marked by Wewood as Made-to-order items, as well as any customized items, may not be cancelled or returned under any circumstance.

SHIPPING TERMS & CONDITIONS

PACKAGING
All orders are shipped in a triple wall card box tailer-made for each piece of furniture. Before packing, all the pieces are protected by polyethylene foam. If you wish a premium packaging for your order (Plywood Box), please contact our sales department before placing your order.

SHIPPING COSTS
A. For some particular countries and from some minimum amount, Wewood will offer to ship the goods without any additional costs.

B. For some other countries, Wewood will offer to ship the goods against payment for that service. The cost of that transport will be added to quote and must be paid accordingly by the Reseller/Customer.

C. If the above a) and b) don’t apply to the order, the incoterms applied are EXWORKS. The items will be packed accordingly and shall be collected by the carrier of choice of the Reseller/Customer. When these terms apply, the goods are considered in possession of the Reseller/Customer when the pick-up of order is completed, and therefore Wewood holds no liability for any damages occurred from that moment on, either in transit or unloading at final destination.

D. Additional fees may incur if the Reseller or the Customer require additional documentation or services other than the standard Wewood Order Confirmation/quote, such as, but not limited to, custom packaging or labelling data, or other formats that are not standard to Wewood, or export documents, such as Country of Origin documentation.

E. The order confirmation/quote from Wewood specifies which delivery terms apply for each specific order.

DELIVERY CONDITIONS FOR A) AND B)
The standard delivery (either complimentary or with costs for the Reseller/Customer) is made to ground floor only, and outside of the property.

The physical product must be inspected upon delivery by the Reseller/Customer.

For visible damages, defects, or incorrect type or quantity identified on arrival, the Reseller/Customer is responsible for obtaining a signed damage declaration / deviation report from the transporter for the claim to take effect. Such deviations must also be reported to Wewood no later than two (2) working days after delivery together with a copy of the signed transporter damage declaration.

Wewood is not responsible for any damage or defect caused by the Reseller or Customer after the item is delivered from Wewood, including damages or defects caused in storage, transportation, display, or handling.

For more information, please get in touch with our sales department.

COMPLAINTS
Product errors must be reported immediately after they are identified by the Reseller or the Customer. Photos, damage description and product batch information must always be included in the claims reporting to Wewood.

Local consumer laws regulating warranty and claims may apply.

Wewood undertakes to remedy all defects and deficiencies which are due to production by either repairing or exchanging the goods if such defects become apparent Within one year of the date of delivery to the Reseller/Customer.

Small knots, stripes, colour differences, marked and faint rings of wood grains are signs of genuineness and are not regarded as defects or deficiencies. Inappropriate use and the like are not covered by the right to complain.

Complaints must be made in writing and sent to the e-mail info@wewood.eu and must include a detailed description of the defect/deficiency with accompanying photos. Wewood will assess each individual complaint and may request for this purpose that the product must be returned for assessment for the Reseller/Customer own account. if the complaint is justified, the defect or deficiency will be repaired or the product exchanged.

Failure to comply with these requirements means that the right to complain will be forfeited. The Reseller/Customer bears the risk for the goods being stored under normal storage conditions for furniture and for the condition of the goods during storage.

GUARANTEE
A standard production guarantee of one (1) year applies to all products from Wewood, unless local laws, regulations, or specific agreements regarding particular orders stipulate otherwise.

Warranty conditions apply only to standard products that have not been reworked or modified by the user, the Customer, or the Reseller.

RESTRICTIONS
None of the parties have the authority to act on the other party’s behalf, nor to engage in any commitment toward any third party on the other’s behalf.

Wewood has the right to change construction, materials, weight, and any other measurements of products without any prior notice, as long as this does not significantly change the product. The Wewood website is the point of reference for any correct updated and valid product specifications.

Any typographical, clerical or otherwise, error or omission in any official Wewood sales literature, quotation, Price List, acceptance of offer, invoice, or any other document or information issued by Wewood shall be subject to ongoing correction without any liability on the part of Wewood.

All images, renderings, and descriptions of products, including colours and materials presented by Wewood on any of its platforms are indicative. Variations in colours and material nuances naturally vary over time and in use.

RIGHTS PROTECTION
Products from Wewood, including any drawings, specifications, product or material design elements, patents, trademarks, market related material and/or know-how are owned by Wewood, and shall remain Wewood’s property, throughout and after termination of the business relationship between Wewood and the Reseller.

CONFIDENTIALITY
The parties may not under any circumstance distribute or reveal matters of vital interest or any confidential information to a third party during or after the business relationship between Wewood and the Reseller.

DISPUTES
This contract shall be governed by, and interpreted, in accordance with Portuguese law and the Portuguese courts shall have jurisdiction to resolve any disputes between Wewood and the Reseller/Customer.

Any legal disputes between the parties should be solved through direct negotiations. If direct negotiations do not solve the dispute, legal mediators, Portuguese law, and the Portuguese courts may be used.
 

Additional Terms and Conditions for e-Commerce

Unless otherwise expressly agreed in writing, all sales are subject to the following Terms and Conditions specific to online sales, in addition to the above General Terms and Conditions.

Notwithstanding any other provision of the contract, nothing in the contract confers or purports to confer any right to enforce any of its terms on any person or third party who is not a party to it.

OBLIGATIONS OF THE RESELLER
The Reseller cannot promote or resell Wewood products on any other website than the official Reseller website approved by Wewood. Any website for the distribution of Wewood products must be approved by Wewood prior to launching. The Reseller cannot promote or resell Wewood products on any third-party online store such as eBay, Amazon, or the like.

Wewood expects the Reseller to sustain the same level of brand knowledge, product knowledge, technical knowledge, after service competencies, and to provide the same level of service towards the Customer, as one can expect from any physical Wewood retailer or distribution partner.

The functionality on the Reseller’s website must be at a satisfactory level compared to the industry standard, or other relevant benchmarks. The domain name must correspond to the Resellers brand name so that the Customer can easily identify that the Reseller is the brand owner of the website.

The Reseller can maintain a subdomain branded as a specific Wewood subdomain or Wewood product domain of the Reseller’s website if it is approved by Wewood in writing. Any product names of Wewood products are the property of Wewood alone. The Reseller cannot use these names in a way that it can look like they belong to the Reseller and the name should always be displayed together with and in conjunction to the Wewood brand name and brand logo. Examples of such names are: Scarpa, Bowie, Metis, etc.

The Reseller must continually update websites with the most recent Wewood logo and brand name, all relevant marketing material, product information, prices, product images and product names, reflecting the current product names, product description and technical specifications and an updated presentation of the overall product portfolio.

The Reseller can only display official brand and product images that are supplied by Wewood, unless otherwise has been agreed in writing. All materials not provided by Wewood should be approved by Wewood prior to publishing on the Resellers’ website.

Without compromising the Resellers’ right to set their own prices, Wewood expects that the Reseller follows the Recommended Retail Price List (RRPL) from Wewood at any time.

Whitin the EU, the price different between Resellers in the member-states should be caused only by the different local taxes.

The Reseller cannot present the discount on the product as the main online content. It can’t also proceed with sales, promotions or any decrease on the RRPL without Wewood consent. The Reseller cannot present unjustifiable higher prices than the ones on the RRPL without proper reason and Wewood consent.

The quality and design of the Wewood brand and products shall be the main content in the online presentation and marketing of Wewood products. The Reseller is responsible to comply with any legal requirements, data protection laws, e-commerce laws, and any other current legal requirements protecting the Customer. The Reseller is responsible for protecting the Customers online payment in a way that complies with current online payment security standards.

All market communication, including all claims handling or after sales communication with the Customer, shall be handled by the Reseller only and not by Wewood. Transportation of goods, including transport prices, choice of transport price models, delivery information, and information about delays towards the Customer is solely a matter between the Reseller and the Customer.