THE ENGLISH VERSION IS UNDER CONSTRUCTION
NETSAN FURNITURE WHOLESALE PLATFORM
THE ENGLISH VERSION IS UNDER CONSTRUCTION
NETSAN FURNITURE WHOLESALE PLATFORM

DISTANCE SALES AGREEMENT (B2B)

Article 1 – Parties to the Agreement

1.1. Seller
NETSAN AMBALAJ MOBİLYA SAN. VE TİC. LTD. ŞTİ
Address: İndiskoru Köyü Küçükköy Mevkii Küçükköy Küme Evleri No:63 17202 Biga Çanakkale/Türkiye

Website: www.arnettib2b.com
Email: [email protected]
Phone: +90 546 511 73 70

1.2. Buyer
Consumer (BUSINESS CUSTOMER)


Article 2 – Subject of the Agreement

2.1. The Buyer acknowledges and confirms having read and understood all preliminary information concerning the features, price, payment terms, delivery conditions, and the right of withdrawal related to the goods/services. The Buyer affirms acceptance of these terms electronically prior to placing the order.

The individual to whom the invoice is issued is also a party to this agreement and is responsible for providing accurate and complete information. Any damages resulting from incorrect or incomplete data will be the Buyer's liability.

2.2. The preliminary information and invoice on the www.arnettib2b.com payment page constitute integral parts of this agreement.


Article 3 – Date and Force Majeure

3.1. This agreement, issued in duplicate and signed by the Seller, is deemed valid upon the Buyer's signature dated ............ A copy will be sent to the Buyer via email.

Force majeure refers to events not present or foreseeable at the time of signing, which are beyond the parties' control and prevent them from fulfilling their contractual obligations.

3.2. Such events include but are not limited to natural disasters, war, terrorism, civil unrest, changes in legislation, seizures, strikes, lockouts, or significant failures in production or communication systems.

3.3. If force majeure persists for 30 (thirty) days, either party may terminate the contract unilaterally.


Article 4 – Delivery Costs and Performance (Incoterms® 2020)

4.1. Unless otherwise stated by the Seller on its website—such as for promotional offers applicable to orders exceeding a specified amount—all delivery costs shall be borne by the Buyer.

4.2. Delivery shall be carried out as soon as possible following confirmation of payment and verification of product availability. The Seller is obligated to deliver the goods within 30 (thirty) days, with the right to extend the delivery period by an additional 10 (ten) days upon written notification to the Buyer. In the event of non-payment or payment cancellation by the bank, the Seller shall be released from any delivery obligations.

4.3. If the purchase is made under EXW (Ex Works) Incoterms® 2020, the Buyer is solely responsible for arranging transportation from the Seller’s premises, including all costs, risks, and responsibilities associated with loading, customs clearance (if applicable), and onward shipment. The Seller’s responsibility ends once the goods are made available at the designated location.


Article 5 – Seller’s Rights and Obligations

5.1. The Seller is responsible for delivering the product complete, undamaged, and as specified, including any warranty documents or user manuals.

The Seller is not liable if a person other than the Buyer refuses delivery. Returns must be picked up within 14 (fourteen) days of withdrawal notice, and refunds issued within 14 (fourteen) days. The Seller may offer an equivalent product before the delivery deadline.

5.2. If production/delivery becomes impossible, the Seller shall notify the Buyer and refund the payment within 14 (fourteen) days.

Defective goods covered under warranty must be returned by the Buyer for repair as per the warranty conditions.

5.3. The Buyer must be at least 18 years old. The Seller assumes accuracy of the provided age and information.

Failure to pay within 3 (three) days of the order gives the Seller the right to cancel the transaction unilaterally.


Article 6 – Buyer’s Rights and Obligations

6.1. The Buyer agrees to fulfill all obligations unless hindered by force majeure and accepts the agreement terms upon ordering.

6.2. The Buyer must inspect goods upon delivery. Acceptance of damaged items waives the right to claim. The Buyer is responsible for preserving the goods after delivery.

6.3. The Buyer confirms awareness of all relevant notices and policies listed on www.arnettib2b.com.


Article 7 – Specifications of Goods/Services

7.1. The goods’ type, brand, model, quantity, color, and total price including taxes are detailed on the product page and invoice, both of which are part of this agreement.


Article 8 – Price

8.1. The final price, inclusive of all applicable taxes and fees, is detailed in the invoice emailed to the Buyer and included with the shipment.


Article 9 – Order, Payment, and Shipping

9.1. Credit card payments follow the terms and conditions set by the bank.

9.2. For bank transfers/EFT, the processing date is the date funds reach the Seller’s account. Order numbers must be cited.

9.3. Orders are processed after payment confirmation and email approval.

9.4. In case of payment or shipping issues, the Buyer will be contacted. The Buyer may need to consult their bank.

9.5. If the product becomes unavailable, the Buyer is notified and may choose a substitute, wait, or cancel the order. Refunds are processed within 14 (fourteen) days.

Shipping (Under Incoterms® 2020 – DAP/DDP and DHL/UPS Terms)

9.6. Upon payment confirmation and completion of production, the Seller arranges delivery of the goods through an international courier service (such as DHL or UPS) under DAP (Delivered at Place) or DDP (Delivered Duty Paid) terms, as specified in the order. The goods are dispatched within 3 (three) business days, with a possible extension of up to 12 (twelve) additional days in case of unforeseen logistics or customs delays. The Seller shall provide the Buyer with tracking information via email upon handover to the courier.

Under EXW (Ex Works) or FCA (Free Carrier) Incoterms® 2020, the Seller’s delivery obligation is fulfilled once the goods are handed over to the courier or made available at the agreed location.

9.7. Under DAP terms, the Buyer is responsible for any applicable import duties, taxes, or customs clearance procedures unless the sale is concluded under DDP terms, in which case the Seller assumes these costs and responsibilities. In both cases, if the courier is unable to deliver directly to the specified address, the Buyer agrees to collect the goods from the nearest courier branch or designated pickup point.

9.8. Should delivery fail due to incorrect or incomplete address information provided by the Buyer, or due to the absence of the recipient, the Buyer shall bear all resulting costs, including re-delivery fees, storage charges, or return freight costs, as invoiced by the courier.

9.9. Any damage to the shipment must be reported at the time of delivery by requesting and obtaining a formal damage report from the courier. Acceptance of the delivery without such documentation shall be deemed acknowledgment that the goods were received in proper condition, waiving any future claims related to transit damage.


Article 10 – Return and Right of Withdrawal (B2B – Incoterms® 2020 Compliance)

10.1. In B2B transactions, the right of withdrawal is not governed by consumer protection laws and shall only apply if explicitly agreed upon in writing between the parties. If the Seller allows for withdrawal, the Buyer must notify the Seller in writing within 14 (fourteen) calendar days from the date of delivery. Returns must include the original commercial invoice and be in resalable condition. The Buyer bears all return-related costs, including transportation, insurance, customs duties, and taxes, in accordance with the applicable Incoterms® 2020 delivery term (e.g., EXW, DAP, etc.).

10.2. Returned goods must be unused, undamaged, and in their original packaging, accompanied by all accessories, documentation, and original commercial invoice. Any deviation from this may result in the return being rejected or subject to a restocking fee.

10.3. Goods that are produced, customized, or specially ordered to the Buyer’s specifications are non-returnable and non-refundable under any circumstances.

10.4. If the goods show any signs of use, installation, or alteration not permitted under the return agreement, the Seller reserves the right to reduce the refund amount proportionally or reject the return entirely. Any loss in value due to improper handling shall be compensated by the Buyer.

10.5. Products that are damaged, incomplete, or not in their original resale condition upon return will not be accepted. The Seller may, at its discretion, return the product to the Buyer at the Buyer’s expense or dispose of the goods after prior written notice.

10.6. Refunds, where applicable, will be issued only after inspection and acceptance of the returned goods by the Seller. All refunds will be made via the original method of payment. Cash refunds are not permitted. Credit card or bank transfer refunds are subject to standard processing times and the policies of the financial institutions involved.


Article 11 – Warranty Conditions (B2B)

11.1. For commercial transactions, warranty terms, durations, and conditions are those expressly stated on the product detail pages at www.arnettib2b.com or in the sales agreement or invoice. The Buyer acknowledges that all transactions are conducted under commercial capacity, and therefore, provisions of consumer protection legislation (including Law No. 4077) do not apply.

11.2. All warranty obligations shall be governed in accordance with the Turkish Commercial Code and applicable international trade standards. The Seller provides warranties solely against manufacturing defects and only for the duration explicitly stated in writing.

11.3. The Buyer must inspect the goods upon delivery and notify the Seller in writing of any visible defects within 5 (five) business days. Latent (hidden) defects must be reported promptly upon discovery and within the applicable warranty period.

11.4. The Seller reserves the right to inspect and verify any claimed defect before approving repairs, replacement, or refunds. The Buyer is responsible for the cost of returning goods for warranty evaluation, unless otherwise agreed in writing.

11.5. The warranty does not cover damages resulting from improper installation, misuse, unauthorized repairs or modifications, improper storage, handling, or maintenance by the Buyer or third parties.


Article 12 – Confidentiality Obligations (B2B)

12.1. The Seller, operating via www.arnettib2b.com, undertakes to keep all commercial, financial, and contact information received from the Buyer strictly confidential and shall not disclose such information to any third party or institution without the Buyer's prior written consent, unless disclosure is required by law.

12.2. Buyer data shall not be used for statistical, commercial, or marketing purposes by the Seller or third parties outside the scope of the transaction or business relationship.

12.3. The Seller may only disclose confidential information if compelled by applicable law, regulation, court order, or governmental authority. In such cases, disclosure will be limited strictly to the scope of the legal requirement, and the Buyer will be notified unless legally prohibited.

12.4. Both parties agree to implement reasonable measures to protect the confidentiality of shared data and not to use such data beyond the purpose of fulfilling this agreement.


Article 13 – Governing Law and Dispute Resolution (B2B International)

13.1. This Agreement shall be governed by and construed in accordance with the laws of the Republic of Türkiye, without regard to its conflict of laws principles.

13.2. In the event of any dispute, controversy, or claim arising out of or relating to this Agreement, including its validity, breach, or termination, the parties shall first attempt to resolve the matter amicably through good-faith negotiations.

13.3. If an amicable resolution cannot be reached within 30 (thirty) days, the dispute shall be exclusively submitted to the competent courts and enforcement offices of Istanbul (Central), Türkiye, which the parties agree shall have exclusive jurisdiction.

13.4. Alternatively, the Seller reserves the right to initiate proceedings before the competent court in the Buyer’s country of incorporation or business operations, if deemed appropriate.


SELLER:
NETSAN AMBALAJ MOBİLYA SAN. VE TİC. LTD. ŞTİ.

BUYER:

Date: _____________