Page 980 - GESSI - CATALOGO 2022
P. 980

GENERAL SALES CONDITIONS





          4.4. In the event the Buyer does not raise any objection to the delivery and/or to the ordered Products according to the provisions
          of the above Sections 4.2. and 4.3., such delivery and ordered Products shall be considered delivered in expected quantity and
          quality, in a good shape, and the Buyer shall not be entitled to raise any further objections in that regard unless otherwise provided
          for by applicable law. The above is without prejudice to the warranty obligations of Gessi. It is understood that neither these
          General Conditions nor Gessi’s warranty shall prejudice any non-derogable guarantees provided by applicable laws.

          4.5.The Parties agree that if the sale of the Products becomes restricted by the national regulations of the Buyer that Gessi cannot
          control and unless the restriction is withdrawn, Gessi may refund the payment obtained for the Products that become or that the
          Parties discover to be restricted, and/or give credit to the Buyer for the Products that are not restricted, subject to availability.

          5. WARRANTIES OF GESSI

          Gessi warrants that the Products will correspond with their technical specifications subject to such tolerances as are reasonable
          and as are normally accepted in the trade and will be free from defects in material and workmanship at the time of delivery. The
          detailed terms and conditions of the warranty are delivered with each product.

          6. USE OF GESSI’S INTELLECTUAL PROPERTY RIGHTS BY THE BUYERS

          6.1. The Buyer acknowledges that all copyrights, industrial designs, patents, trademarks, service marks, logos, commercial
          names, trade names, domain names and/or slogans, whether registered or unregistered and all other intellectual property rights
          protected under different jurisdictions (the “Intellectual Property Rights”) held or in any case operated by Gessi and/or by its
          subsidiaries and affiliates are owned by or licensed to Gessi and/or its subsidiaries and affiliates, granting them an exclusive right
          to use and benefit from such Intellectual Property Rights and the Buyer does not acquire any such rights hereunder.
          6.2. During the Parties’ business relationship and after its end, the Buyer shall not produce the Products or any other products
          similar to or imitating the Products or in any other way infringe the Gessi’ Intellectual Property Rights and/or act in any other way
          to the detriment of the goodwill of Gessi.
          6.3. The Buyer shall not use letterhead, calling cards, signage (also in the e-mail correspondence with clients and other third
          parties) or other representations in the name of Gessi or any of its subsidiaries or to represent itself as Gessi or as a part of Gessi’s
          team or as any of its subsidiaries without the express, written permission of Gessi.

          6.4. The Buyer shall market, distribute and sell the Products only under the trademarks, logos, commercial names and other
          distinctive signs (the “Trademarks”) of Gessi and not under any other Trademark. The Buyer shall not remove any Trademarks of
          Gessi from the Products and/or their packaging without Gessi’s written consent. Any such removal, distortion and/or change of
          the Trademarks of Gessi or technical data or labels delivered with the Products or otherwise provided by Gessi shall be considered
          an infringement of the Intellectual Property Rights of Gessi.
          6.5. It is understood and agreed by the Buyer that Gessi does not grant to the Buyer any licence to use the Trademarks of Gessi
          or its other materials provided to the Buyer by Gessi otherwise than as necessary for the promotion of the Products and following
          strictly the indications of Gessi.

          6.6.  The  Buyer  shall  not  alter  any  Trademarks  or  Products  of  Gessi without  the  latter’s  prior  written  consent.  The  Buyer
          acknowledges that if, during the effectiveness of this Agreement, changes to the Products, designs, Trademarks, promotional
          materials and/or other Intellectual Property of Gessi become necessary, Gessi will remain, in any case, the exclusive owner of all
          such modified Intellectual Property Rights.

          6.7. The Buyer shall not attempt to register any of the Intellectual Property Rights of Gessi. Furthermore, the Buyer shall not
          attempt to register or even use any other Trademarks or designs confusingly similar to the Intellectual Property Rights of Gessi
          (also if they are not registered).
          6.8. The Buyer shall conduct business in a manner that always reflects favourably on the Products and reputation of Gessi.

          6.9. Any commercial use of the Intellectual Property Rights of Gessi by the Buyer other than strictly permitted under this
          Agreement is prohibited.

          6.10. The Buyer shall immediately report to Gessi any actual or potential infringements of the Intellectual Property rights of Gessi
          and shall cooperate with Gessi in protecting such Intellectual Property Rights according to Gessi’s instructions.

          6.11. Gessi may adopt selective forms of distribution that will first be agreed between the parties.






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