General Terms and Conditions of Sale

Effective Date: 27 November 2025

 

Article 1 – Definitions and Scope

1.1 “Seller” means Carmela Group Limited, a company registered in Hong Kong.

1.2 “Buyer” means the professional wholesale customer whose business registration has been approved on the Website.

1.3 These General Terms and Conditions of Sale (“Terms”) apply to all transactions concluded via carmelafashion.com. Unless otherwise agreed in a separate written contract signed by both parties, these Terms constitute the entire and exclusive agreement between the parties.

 

Article 2 – Orders and Contract Formation

2.1 An order placed by the Buyer constitutes a binding offer.

2.2 The sales contract is formed when the Seller sends an order confirmation email and the goods are dispatched. The Seller reserves the right to refuse any order without giving reasons.

 

Article 3 – Price and Payment

3.1 Prices are quoted in USD and exclude French VAT (TVA) and any other import duties or taxes.

3.2 DAP (Delivered at Place) Incoterms® 2020 apply: the Seller bears cost and risk until goods are placed at the Buyer’s named place in France; import clearance, duties, TVA and taxes are the Buyer’s responsibility.

3.3 Payment must be made in full at the time of ordering via Shopline Payment.

3.4 Late payment incurs interest at 1.5% per day on the outstanding amount.

 

Article 4 – Delivery

4.1 All goods are shipped from warehouses in Mainland China via SF International.

4.2 Freight is calculated at RMB 71 per kg or volumetric weight (L×W×H cm ÷ 5000), whichever is higher.

4.3 Estimated delivery time is approximately 10 working days from dispatch (excluding French customs clearance) and is indicative only.

4.4 Risk passes to the Buyer once goods are placed at the named destination in France.

 

Article 5 – B2B Wholesale – No Returns

5.1 As this is a business-to-business wholesale platform, all sales are final (vente ferme et définitive).

5.2 No returns, exchanges or order cancellations are accepted except in cases of serious manufacturing defects or major discrepancy with the order.

5.3 Damage or loss in transit must be claimed directly from SF International.

 

Article 6 – Origin and Compliance

6.1 All products are designed and manufactured in Mainland China.

6.2 The Buyer is solely responsible for ensuring imported goods comply with French and EU regulations (including REACH, textile labelling, gemstone origin, etc.).

 

Article 7 – Intellectual Property

The Buyer may not use product images, designs or trademarks for any unauthorised purpose.

 

Article 8 – Force Majeure

The Seller shall not be liable for failure to perform due to events beyond its reasonable control.

 

Article 9 – Confidentiality

The Buyer shall keep wholesale prices and other commercial information confidential.

 

Article 10 – Governing Law and Jurisdiction

10.1 These Terms are governed by the laws of Hong Kong.

10.2 Any dispute shall be submitted to the exclusive jurisdiction of the courts of Hong Kong.

 

Article 11 – Miscellaneous

11.1 Chinese and English versions are equally authentic; in case of conflict, the English version prevails.

11.2 The Seller may amend these Terms at any time; amendments become effective upon publication on the Website.

 

Contact: contact@carmelafashion.com Tel: +852 5115 7176 (Hong Kong) / +33 6 10 98 43 05 (France)