GENERAL TERMS AND CONDITIONS OF SALE – B2

GENERAL TERMS AND CONDITIONS OF SALE – AZAREY B2B PLATFORM

BROTHERS A&A INTERNATIONAL SHOES S.L.
C/ Tales de Mileto, nº 5 – 03203 Elche (Alicante), Spain
CIF: B-54.797.824
Email: info@azarey.es

1. SCOPE OF APPLICATION

These General Conditions govern sales made through AZAREY's B2B platform, accessible from https://azarey.es, owned by BROTHERS A&A INTERNATIONAL SHOES S.L. (hereinafter, "AZAREY").

These conditions apply exclusively to professional clients (B2B) and shall prevail over any other conditions, unless expressly agreed otherwise in writing.

Placing an order implies full and unreserved acceptance of these conditions.

These conditions are adapted to current regulations regarding e-commerce, data protection and consumer and user defense, including Law 34/2002 (LSSI-CE), Royal Legislative Decree 1/2007 and Regulation (EU) 2016/679 (GDPR).

2. CLIENTS

The platform is exclusively aimed at:

• Wholesalers
• Authorized distributors
• Legally constituted companies

AZAREY reserves the right to accept or reject the registration of any professional client.

3. REGISTRATION AND USE OF THE PLATFORM

Access to the platform requires prior registration.

The client declares that:

• The data provided is truthful
• They have the legal capacity to contract
• They are acting in the exercise of their professional activity

The following are expressly prohibited:

• Placing false or fraudulent orders
• Using the content for unlawful purposes
• Performing actions that may damage or affect the operation of the platform

AZAREY reserves the right to cancel accounts without prior notice in case of non-compliance.

4. ORDERING SYSTEM

Orders are placed through the online platform using a shopping cart system.

To make a purchase, the user must be registered in the virtual store. Azarey must approve each user's registration so that they can access wholesale prices and make a purchase.

The user can send us their order using the "shopping cart" in the virtual store; the purchase process is very simple, and the user will be guided throughout the process. The stages of the purchase are as follows:

1.- Choose a product category.

2.- View the product you are interested in. By clicking on each item, you can expand the information with more images, description, features, colors, availability, etc.

3.- Select and add the item to the cart. Then you can choose to continue shopping or proceed to checkout.

4.- If you want to continue shopping, repeat the process. To access the purchase, you must register as a user by entering your data. If you are already registered on the website, you only need to enter your email and password, as the system will retrieve your data.

5.- Review your shopping cart through the previous option or from any page, by clicking on "cart" in the upper right part of the screen. You will see a detailed list of the chosen items, and you can add or remove any you wish. The total purchase amount, including shipping costs, will be displayed, along with buttons to add other shipping methods.

6.- Check that the data you entered is correct and click "buy".

7.- Select a payment method

10.- Confirm the order.

11- You will receive an email confirming your order.

The order will not be considered final until expressly validated by AZAREY.

AZAREY reserves the right to reject orders for commercial, financial or availability reasons.

5. PRODUCT AND INFORMATION

AZAREY makes every effort to offer truthful and updated information.

However:

• Colors may vary slightly from the actual product
• Some of the information may be provisional
• Typographical errors may occur

In case of error, AZAREY reserves the right to cancel the order, notifying the client in advance, without any cost.

6. PRICES

• The prices indicated are wholesale prices
• They do not include VAT or transport costs, unless expressly indicated
• AZAREY reserves the right to modify prices before order confirmation
• All expenses derived from duties, taxes, and customs clearance at destination shall be entirely assumed by the client.

7. MINIMUM ORDER

There is no general minimum order.

However, replenishments may be subject to specific conditions which will be communicated to the client.

8. PAYMENT TERMS

Payment terms will be previously agreed upon with each client and may include:

• Payment by credit card
• Bank transfer
• Deferred payment at 60 days (subject to a minimum order of €1,000 and approval of coverage by an insurance company)

Failure to meet payment deadlines may result in:

• Suspension of shipments
• Cancellation of pending orders
• Claim for resulting financial and/or bank charges

9. SHIPPING AND DELIVERY

National orders:

• Peninsula and Balearic Islands: estimated delivery time of 24 to 72 hours
• Ceuta, Melilla, and Canary Islands: estimated delivery time of 7 to 14 days

International orders:

• Estimated delivery time of 7 to 14 days

Delivery times are indicative and do not constitute a contractual commitment.

AZAREY will not be responsible for delays due to causes beyond its control, such as logistical incidents, transport, weather conditions or force majeure.

Shipping costs:

National orders:

• Peninsula and Balearic Islands: free
• Ceuta, Melilla, and Canary Islands: at the client's expense

International orders:

• At the client's expense

The client must verify the condition of the merchandise at the time of delivery.

Any incident must be reported within a maximum of 14 days from receipt.

10. RETENTION OF TITLE

The merchandise shall remain the property of AZAREY until full payment of the invoice.

11. RETURNS AND CLAIMS

• Returns will not be accepted without prior authorization from AZAREY. If accepted, the transport costs derived from the return will be borne by the client, except when it concerns defective products or errors attributable to AZAREY, in which case these costs will be assumed by the company.
• Claims must be notified within a maximum of 14 days from receipt
• Used, tampered with, or products in conditions other than their original state will not be accepted

12. BRAND AND ONLINE SALES POLICY

The client undertakes to:

• Respect the image and positioning of the AZAREY brand
• Maintain the minimum recommended retail price (RRP) on online channels

Failure to comply with these conditions may lead to the revocation of distribution authorization.

13. INTELLECTUAL PROPERTY

All content (images, designs, texts, trademarks and logos) are the property of AZAREY or authorized third parties.

Their use without express authorization is prohibited.

14. LIABILITY

AZAREY will not be responsible for:

• Information provided by third parties
• Technical failures or interruptions of the platform
• Improper use by the client

15. FORCE MAJEURE

AZAREY shall not be liable for non-compliance or delay in its obligations when these are due to causes of force majeure or circumstances beyond its reasonable control.

16. DATA PROTECTION

Personal data will be processed in accordance with Regulation (EU) 2016/679 (GDPR) and current Spanish regulations (LOPDGDD).

The user accepts the privacy policy by registering on the platform.

17. CUSTOMER SERVICE

For any query or incident:

• National orders: info@azarey.es
• International orders: exp-imp@azarey.es

18. JURISDICTION

The parties expressly submit to the Courts and Tribunals of Elche (Alicante), waiving any other jurisdiction that may correspond to them.