General Terms
Standard Conditions
General Terms and Conditions of Sale
(Annex N1)
1. Definition of Terms
Unless otherwise defined by the Agreement or deriving from its context, the terms used within the scope of the Agreement shall have the following meanings:
1.1. Dashboard - the Company's system, to which it grants access to the User.
1.2. Day - a calendar day;
1.3. Integration - systemic connection of the Company's networks, on the basis of which the entered products will be automatically reflected on the Platform;
1.4. Statutory Guarantee - has the meaning provided for by the Georgian Law "On Protection of Consumer Rights";
1.5. Legislation - current legislative and subordinate normative acts of Georgia and international treaties and agreements included in the system of normative acts of Georgia;
1.6. Company/T-SHIRT - LLC "T-SHIRT" (ID 405708060, registration address: Tbilisi, Al. Kazbegi 34);
1.7. Confidential Information - has the meaning provided for in paragraph 8.1 of the Agreement.
1.9. User - a natural or legal person who visits or is registered on the Platform.
1.10. Party - Company T-SHIRT
1.12. Platform - electronic trading platform tshirt.ge. Website www.tshirt.ge and T-SHIRT application;
1.13. Working hours - the period from 10:00 to 19:00, Monday to Friday, excluding public holidays provided for by law;
1.14. Terms and Conditions - Platform's Terms and Conditions:
https://tshirt.ge/pages/terms-and-conditions
1.16. Agreement - this Agreement, agreement, annexes and future agreements/annexes related to the Agreement.
2. Basic Terms
2.1. T-SHIRT shall place its products on the Platform for their subsequent sale. In case of a product order by the User on the Platform, it shall deliver it to the User in accordance with T-SHIRT's terms and conditions.
3. Product and Information Placement on the Platform
3.1. Products offered to the User through the Platform must meet the following conditions:
3.1.1. The product must be free from legal and material defects. It must not have defects, damages, flaws, etc.
3.1.2. The product must fully correspond to its official characteristics (product factory documentation, instructions and other official documents, if any) and image.
3.1.3. The product must be valid, its validity period must not have expired.
3.1.4. The product must not be falsified, the serial, model or identification numbers, labels and/or other trade characteristic symbols or any characteristics of the goods must be genuine and must not infringe any patent, design, utility model, copyright, trademark or any third party rights;
3.1.5. The product must comply with Georgian legislation, its sale must not violate legislative and/or regulatory requirements.
4. Product Price
4.1. The price of the product is variable and is updated by updating the product annex or, if the parties have integration, through integration in accordance with the agreement of the parties and the Agreement. Until the product price is updated, the old product price applies.
4.3. The Company is authorized to offer various discounts/promotions to users (including Company partner promotions, daily deals, promo codes, etc.).
5. Payment Terms
5.1. Payment shall be made by cashless payment using the bank details specified in the Agreement.
5.2. If the payment date coincides with a non-working day, the payment shall be made on the next working day.
6. Product Return
6.1. The parties acknowledge that the User has the right to return the product within 14 (fourteen) days from its purchase, in accordance with the Georgian Law "On Protection of Consumer Rights", except for cases explicitly provided for by law.
7. Warranty
7.1. The parties acknowledge that, in accordance with the Law of Georgia "On Protection of Consumer Rights", the User has the right to exercise the statutory guarantee.
8. Confidentiality
8.1. The terms of this Agreement, as well as the correspondence between the parties, information exchanged on the basis of written or other forms of communication, including, but not limited to, information about the user and his/her order, are considered confidential information, and the parties do not have the right to disclose it to any third party.
8.3. The obligations provided for in this article do not apply to information that: (1) is generally known, (2) became public, except when disclosure occurred due to a breach of this article by a party, (3) disclosure is required by law, court decision or other act.
9. Data Processing and Storage
9.1. On the basis of this Agreement and legislation, T-SHIRT is obliged to process the data transferred to it only within the scope, for the purpose and in the form necessary to achieve the objectives provided for in this Agreement and in accordance with the requirements established by the current legislation, including the Georgian Law "On Personal Data Protection". The counterparty is obliged to ensure data security and take appropriate technical and organizational measures to prevent risks accompanying data processing, which will allow the counterparty to (a) protect and ensure the confidentiality, integrity and accessibility of personal data and personal data processing; and (b) prevent unauthorized use of data processing, unauthorized access or other breach of personal data protection security.
10. Representations and Warranties of the Parties
10.1. Each party represents and warrants that:
10.1.1. At the time of concluding/signing the Agreement and throughout the term of the Agreement, it is and will be - legally capable (including being established in accordance with the procedure established by law).
10.1.2. All necessary consents, permits or powers of attorney have been obtained by it for the purpose of concluding/signing and performing the Agreement and/or any annex to the Agreement, and will be maintained throughout the term of the Agreement;
10.1.3. The Agreement and/or any annex to the Agreement is concluded and performed by it voluntarily, without the use of violence, threat, deception, error and/or any other circumstances by the other party or a third party;
10.1.4. Its conclusion and/or performance of the Agreement does not contradict the legislation, international norms, its own charter, decisions, founding and/or other documents (if any), does not lead to a breach of obligations assumed/defined by other contractual relations and does not give rise to the right of a third party(ies) to challenge the Agreement;
10.1.5. At the time of concluding/signing the Agreement, it is not aware of the existence of any circumstance that would make it impossible for the parties to fully and properly fulfill the obligations assumed by the Agreement, and, in case of the occurrence of such a circumstance after concluding/signing the Agreement, it will immediately notify the other party thereof;
10.2. The party shall immediately notify the other party of (1) all circumstances that may contradict its stated representations and warranties or/and cause their breach, (2) in case it is threatened with liquidation or insolvency.
11. Liability of the Parties
11.1. In case of non-fulfillment of the rights and obligations assumed by the Agreement, the parties shall be liable in accordance with the procedure established by the current legislation of Georgia.
11.2. The party whose negligent or wrongful action/inaction resulted in damage is responsible for compensating such damage.
11.3. T-SHIRT is responsible for the conformity of the product and the information to be published with the Agreement and legislation.
12. Term and Termination of the Agreement
12.1. The Agreement is valid for 1 (one) year from the signing of the relevant agreement by the parties, unless otherwise provided by the agreement.
12.2. If neither party gives written notice of termination of the Agreement 2 (two) weeks before the expiration of the Agreement, it will automatically be extended for the next 1 (one) year under the same terms. Such prolongation is unlimited.
12.3. The Agreement may be terminated:
12.3.1. By agreement of the parties.
12.3.2. At any time by the initiative of one of the parties, on the basis of sending a written notification to the other party 30 (thirty) calendar days in advance.
12.3.3. Immediately at the initiative of a party, if the other party grossly violates the Agreement, provided that it notifies the other party of the termination of the Agreement at least 3 (three) calendar days in advance.
13. Governing Law and Jurisdiction
13.1. This Agreement and any dispute or claim (including non-contractual disputes and claims) arising out of or in connection with the Agreement or its subject matter shall be governed by and construed in accordance with the legislation.
13.2. Each party agrees that any dispute arising out of or in connection with this Agreement shall be referred to and finally resolved by the courts of Georgia.
14. Final Provisions
14.1. If any article or part of an article of the Agreement is invalid, unlawful or unenforceable, it shall be changed slightly so that the said article becomes valid, lawful and enforceable. If such a change is not possible, the specific article or part of the article shall be deleted. The deletion of any article or part thereof in accordance with this article shall not lead to the invalidity or unenforceability of the remaining Agreement.
14.2. In cases not provided for by the Agreement, the parties shall be guided by the norms regulating the relevant relations established by the legislation of Georgia and/or additional agreed terms.
14.3. The provisions of the articles, paragraphs and subparagraphs of the Agreement shall fully apply to the annexes to the Agreement. Furthermore, in case of contradiction or inconsistency between the terms of the Agreement and an annex to the Agreement, the terms of such annex shall prevail in matters for the regulation of which such annex was concluded.
14.4. The annexes to the Agreement (if any) are numbered for convenience and this fact is not of significance for the interpretation and/or validity of the Agreement. Furthermore, the existence of an annex with a certain numbering does not imply that an annex numbered with the previous numbering necessarily exists. The parties additionally agree that the annexes to the Agreement do not constitute essential terms of the Agreement for the purposes of concluding the Agreement.
14.5. The Agreement, with its obligations and rights, extends to and is binding on the successors in title, heirs/legal successors of the parties, unless the Agreement and/or legislation provides otherwise.
14.6. Unless otherwise provided by the Agreement, neither party has the right to transfer or assign any obligation assumed or right granted by the Agreement (including its annexes) to a third party without the prior consent of the other party. Furthermore, this provision does not imply a reservation that the party must personally fulfill the obligations and does not exclude the party's right to accept performance offered by a third party, regardless of whether the relevant party agrees or not.
14.7. Despite the fact that the Agreement describes the identity and data of the authorized representative signing the Agreement, each party is authorized to sign the Agreement through another authorized representative. In such a case, the authorized representative of the relevant party, together with the signature, indicates the name, surname and identification/personal number.