TERMS AND CONDITIONS

Governing Law: Republic of Italy & European Union

Preamble

These Terms and Conditions (“Terms”) govern your access to and use of the New Goi Gems website located at https://newgoigems.com (“Website”), operated by New Goi Gems (“Company,” “we,” “us,” or “our”), a gemstone and diamond trading company with its registered office in Milan, Italy.

New Goi Gems is engaged in the wholesale supply of diamonds and precious gemstones — including emeralds,
rubies, sapphires, aquamarine, tanzanite, and other fine stones to jewellery manufacturers, trade wholesalers,
and qualified international gemstone buyers.

By accessing, browsing, or using this Website in any manner, you acknowledge that you have read, understood,
and agree to be legally bound by these Terms in their entirety. If you do not accept these Terms, you must
immediately cease using the Website.

These Terms shall be read in conjunction with our Privacy Policy, available at https://newgoigems.com/privacypolicy, which is incorporated herein by reference.

LEGAL INFORMATION

Quick Reference - Section Summary

1. Website Usage

Your use of this Website is subject to the following conditions, which you accept upon accessing any part of the Website:

You may use the Website for lawful purposes only and in a manner consistent with all applicable Italian, EU, and international laws and regulations.
You must not use the Website in any way that causes, or is likely to cause, the Website or access to it to be interrupted, damaged, or impaired in any way.
You must not use the Website to transmit, distribute, or upload any material that is defamatory, offensive, misleading, unlawful, or that infringes any third-party intellectual property, privacy, or other rights.
You must not attempt to gain unauthorised access to any part of the Website, its servers, databases, or other systems connected to the Website.
You must not use automated tools, bots, scrapers, or similar mechanisms to extract, harvest, or otherwise collect data from the Website without our prior written consent.
You must not misrepresent your identity, affiliation, or professional status when using the Website or communicating with us through it.

We reserve the right to restrict, suspend, or permanently withdraw access to the Website for any user who breaches these Terms, without prior notice and without liability.

We reserve the right to modify, update, or discontinue the Website or any part of its content at any time and without notice. We shall not be liable to you or any third party for any such modification, suspension, or discontinuance

2. Eligibility to Use the Website

This Website is intended exclusively for use by trade professionals operating in the gemstone, diamond, and jewellery industry. By accessing or using
the Website, you represent and warrant that:

You are at least 18 years of age and have the legal capacity to enter into binding agreements under the laws of your jurisdiction.
You are accessing the Website in your capacity as a business professional, jewellery manufacturer, wholesale gemstone buyer, or other qualified trade entity,
and not as a private retail consumer.
You are accessing and using the Website in full compliance with all applicable laws and regulations in your jurisdiction, including any applicable import/export controls, licensing requirements, and anti-money laundering obligations.
Where you are accessing the Website on behalf of a company or other legal entity, you have full authority to bind that entity to these Terms.

New Goi Gems does not solicit or direct its goods, services, or website content to private retail consumers. The products and pricing information presented on this Website are intended for qualified wholesale trade buyers only.

3. Product Information Disclaimer

3.1 General Disclaimer

New Goi Gems endeavours to provide accurate, current, and complete product information on this Website. However, the nature of the gemstone and diamond trade is such that individual stones possess unique characteristics. Accordingly:

All product descriptions, specifications, grades, colour classifications, clarity assessments, carat weights, and quality descriptions presented on the Website are provided in good faith and for indicative and informational purposes only.
Actual product characteristics may differ from those described on the Website due to variations inherent to natural and laboratory-grown gemstones, photographic conditions, display calibration differences, and the artisanal nature of gemstone grading.
Photographic representations of gemstones and diamonds on the Website are for illustrative purposes only. Colour, lustre, clarity, and dimensions as shown in images may not precisely reflect the actual appearance of individual stones.
Photographic Some photographs used in the website are borrowed representations of gemstones and diamonds on the Website are for illustrative purposes only. Colour, lustre, clarity, and dimensions as shown in images may not precisely reflect the actual appearance of individual stones.
Any references to gemological certifications or laboratory reports on the Website are indicative only. Specific certification details applicable to individual lots or stones will be confirmed in writing at the time of trade inquiry or order.

3.2 Gemstone-Specific Considerations

Precious gemstones, including but not limited to emeralds, rubies, sapphires, aquamarine, and tanzanite, are natural products exhibiting variations in colour, inclusion patterns, and physical properties that are inherent to their formation. Such variations do not constitute defects.
Colour grading and quality classifications for gemstones are subjective assessments that may vary between gemological laboratories and individual graders. New Goi Gems applies recognised international grading standards, but clients are encouraged to conduct their own verification prior to purchase.
Any descriptions referring to treatments, enhancements, or origins of gemstones are based on information available to us at the time of listing and should be independently verified by the buyer prior to purchase.

Nothing in this Section limits or excludes any warranty or liability that cannot be excluded under Italian law or applicable EU consumer protection regulations.

4. Pricing and Availability Disclaimer

All prices and valuations displayed or referenced on the Website are denominated in [INSERT DEFAULT CURRENCY — e.g., EUR / USD] unless otherwise stated, and are exclusive of applicable value added tax (VAT), customs duties, import taxes, and any other charges that may be applicable in the destination country.
Gemstone and diamond prices are subject to international market fluctuations. Prices displayed on the Website are indicative only and are subject to change without notice.
The price applicable to any confirmed trade transaction will be that agreed in writing at the time of order confirmation, and will supersede any price displayed on the Website.
New Goi Gems does not guarantee the availability of any product or lot listed on the Website. Product availability is subject to current stock, prior sales, and market conditions.
In the event of a manifest pricing error or typographical error on the Website, New Goi Gems reserves the right to correct such error and, if applicable, cancel any order placed at the incorrect price, notifying the buyer accordingly.
Promotional pricing, special offers, or volume discounts, where offered, are subject to the specific terms applicable to such offers and may be withdrawn or modified at any time.

5. Intellectual Property Rights

All content published on or through this Website, including but not limited to text, product descriptions, gemological information, photographs, images, videos, graphics, logos, trade marks, brand names, layout, design, software, and source code (“Content”), is the exclusive intellectual property of New Goi Gems or its duly licensed content providers and is protected under:

Italian copyright law (Legge 22 aprile 1941, n. 633, and subsequent amendments)
Italian trade mark law (Codice della Proprietà Industriale, Legislative Decree No. 30/2005)
EU Directive 2019/790 on Copyright in the Digital Single Market
EU Trade Mark Regulation (EU) 2017/1001
All other applicable Italian, EU, and international intellectual property laws and treaties

You are expressly prohibited from:

Reproducing, copying, distributing, republishing, uploading, posting, or transmitting any Content from the Website without our prior written consent.
Using any Content for commercial purposes without obtaining an express written licence from New Goi Gems.
Modifying, adapting, creating derivative works from, or reverse engineering any part of the Website or its Content.
Using our trade marks, brand names, logos, or trade dress in any manner that is likely to cause confusion or that suggests an association with or endorsement by New Goi Gems without our prior written authorisation.
Removing, obscuring, or altering any intellectual property notices or ownership attributions on the Website.

Third-Party Content & Image Credits: While the majority of the imagery on this Site represents our unique inventory, some photographs, icons, or lifestyle images are sourced from third-party providers or stock libraries for illustrative purposes. These remains the property of their respective owners and are protected by international copyright laws.

Limited, personal, non-commercial use of Website content for the purpose of viewing and evaluating our products and services is permitted, provided such use does not infringe any intellectual property rights and is not used for any commercial or competitive purpose. All rights not expressly granted in these Terms are reserved.

6. Orders and Enquiries

6.1 Nature of Enquiries

This Website is currently a trade information and product showcase platform. Accordingly:

Any inquiry, expression of interest, or request for quotation submitted through the Website, by email, or by telephone does not constitute a legally binding offer or confirmed order unless and until it has been accepted in writing by an authorised representative of New Goi Gems.
Product listings, descriptions, and pricing information on the Website constitute an invitation to treat under Italian contract law and not a binding offer capable of acceptance.
New Goi Gems reserves the right to accept, decline, or conditionally accept any enquiry or request for quotation at its sole and absolute discretion, without providing a reason for its decision.

6.2 Order Confirmation

A binding commercial agreement for the supply of gemstones or diamonds will only be created upon the execution of a written order confirmation, proforma invoice, or separate sales agreement signed or accepted in writing by both parties
Any special conditions, certifications, treatment disclosures, or delivery specifications agreed between the parties will be documented in the relevant order confirmation or sales contract.
New Goi Gems reserves the right to cancel or withdraw from an agreed transaction at any time prior to dispatch in the event of a material pricing error, stock discrepancy, or unforeseen regulatory constraint, providing written notice to the buyer

6.3 Custom and Bespoke Orders

Where a client requests a bespoke lot, specific sourcing, or custom cutting arrangement, all specifications, timelines, and associated costs will be agreed in a separate written agreement prior to any work commencing.
Deposits may be required for bespoke or large-volume orders and will be specified in the relevant order documentation.
New Goi Gems reserves the right to cancel or withdraw from an agreed transaction at any time prior to dispatch in the event of a material pricing error, stock discrepancy, or unforeseen regulatory constraint, providing written notice to the buyer

7. Payment Terms

Payment terms for all commercial transactions entered into with New Goi Gems are governed by the specific provisions set out in the applicable order confirmation, proforma invoice, or separately executed trade agreement. The following general principles apply unless otherwise agreed in writing:

All invoices are payable in the currency specified in the relevant commercial documentation. New Goi Gems accepts payment via international bank transfer (SWIFT/SEPA), letter of credit, or other agreed instruments. We do not accept cash.
Payment terms for each transaction, including deposit requirements, payment milestones, and settlement deadlines, will be confirmed in writing at the time of order acceptance.
Title to goods shall not pass to the buyer until full payment of the purchase price and all applicable charges has been received and cleared by New Goi Gems
(“reservation of title” / riserva di proprietà under Article 1523 of the Italian Civil Code).
In the event of late payment, New Goi Gems reserves the right to charge statutory interest on overdue amounts in accordance with Italian Legislative Decree No. 231/2002 implementing EU Directive 2000/35/EC on combating late payment in commercial transactions.
New Goi Gems reserves the right to suspend the fulfilment of any pending order in the event of non-payment or default on any outstanding invoice.
Payments are to be made free of any deductions, withholding taxes, or set-off unless expressly agreed otherwise in writing.

8. Shipping and Delivery

8.1 General Shipping Terms

Shipping and delivery arrangements for all orders are subject to the specific terms agreed between the parties at the time of order confirmation. The following general conditions apply:

Gemstones and diamonds are dispatched using specialist, fully insured courier and logistics services experienced in the handling of high-value goods.
Incoterms applicable to each shipment (such as EXW, FOB, CIF, or DDP) will be specified in the relevant commercial documentation and shall govern the allocation of costs, risk, and responsibility between the parties.
New Goi Gems reserves the right to accept, decline, or conditionally accept any enquiry or request for quotation at its sole and absolute discretion, without providing a reason for its decision.
Risk of loss or damage to goods shall pass to the buyer in accordance with the agreed Incoterms or, in the absence of specific agreement, upon delivery to the agreed point of handover.

8.2 Delivery Timelines

Estimated delivery timelines will be communicated at the time of order confirmation. All delivery estimates are provided in good faith but are not guaranteed. New Goi Gems shall not be liable for delays caused by logistics providers, customs authorities, force majeure events, or other circumstances beyond our reasonable control.
New Goi Gems shall not be liable for any indirect or consequential losses arising from delivery delays.

8.3 Customs, Duties, and Import Compliance

International buyers are solely responsible for ensuring compliance with all applicable import regulations, obtaining any required import licences or permits, and for payment of all customs duties, import VAT, and any other charges levied by the destination country.
New Goi Gems will provide all commercially standard export documentation, including invoices, packing lists, certificates of origin, and gemological certificates where applicable.
New Goi Gems accepts no liability for delays or costs arising from customs clearance processes or the failure of the buyer to comply with applicable import regulations.

9. Returns and Exchanges

9.1 General Policy

Given the unique nature of individual gemstones and diamonds, and the bespoke character of the wholesale gemstone trade, all sales are generally final. Returns and exchanges will only be considered in the following circumstances and are subject to the conditions set out below:

The goods supplied are materially different from the specifications agreed in the written order confirmation or proforma invoice.
The goods are found to have a significant quality defect not disclosed by New Goi Gems prior to sale.

9.2 Non-Returnable Items

The following items are non-returnable except in cases of verified manufacturing defect or material misdescription:

Bespoke, custom-cut, or specially sourced gemstones or diamonds procured to specific client requirements.
Goods that have been modified, set into jewellery, or otherwise processed following delivery.
Goods returned outside the applicable return notification window.

Nothing in this Section affects any statutory rights that may apply under mandatory Italian or EU commercial law.

10. Limitation of Liability

To the fullest extent permitted by applicable Italian law and EU regulations, the following limitations of liability shall apply:

10.1 Exclusion of Indirect Losses

New Goi Gems shall not be liable, whether in contract, tort (including negligence), misrepresentation, or otherwise, for any:

Loss of profit, loss of revenue, or loss of anticipated savings
Loss of goodwill or damage to reputation
Loss of business opportunity or loss of contracts
Loss of data or loss of use of any system
Indirect, incidental, special, punitive, or consequential losses of any nature Even if New Goi Gems has been advised of the possibility of such losses.

10.2 Cap on Liability

In any event, New Goi Gems’s total aggregate liability to you arising from or in connection with these Terms or any commercial transaction shall not exceed the total value of the specific order giving rise to the relevant claim.

10.3 Website Availability and Accuracy

New Goi Gems makes no warranty that the Website will be available on an uninterrupted, timely, or error-free basis.
We do not warrant that the Website is free of viruses, malware, or other harmful components, though we take reasonable steps to ensure Website security.
The information and content on the Website is provided “as is” without any warranty of any kind, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non-infringement.

10.4 Mandatory Rights

Nothing in these Terms limits or excludes any liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot be excluded or limited under Italian law, EU consumer protection law, or other applicable mandatory legislation.

11. External Links Disclaimer

This Website may contain hyperlinks to third-party websites, gemological laboratories, trade associations, industry publications, or other external resources. These links are provided for informational and convenience purposes only.

New Goi Gems does not operate, control, or endorse any third-party website, and we make no representations or warranties regarding the accuracy, completeness, reliability, or legality of any content on such websites.
The inclusion of any external link on our Website does not imply a recommendation, endorsement, affiliation, or business relationship between New Goi Gems and the third-party website operator.
New Goi Gems accepts no responsibility or liability for any loss or damage that may arise from your use of, or reliance upon, any content, products, or services on third-party websites.
You access third-party websites at your own risk and subject to their own terms of use and privacy policies, which you should review independently.

12. Governing Law

These Terms and Conditions, and any dispute, controversy, or claim arising out of or in connection with them or the use of this Website (including non-contractual disputes), shall be governed by and construed in accordance with:

The laws of the Republic of Italy, including without limitation the Italian Civil Code (Codice Civile), the Italian Consumer Code (Codice del Consumo, Legislative Decree No. 206/2005 as amended), the Electronic Commerce Code, and all applicable Italian commercial legislation.
The law of the European Union, including but not limited to EU Directive 2000/31/EC on Electronic Commerce, EU Regulation (EU) 2016/679 (GDPR), and all other directly applicable EU regulations and directives.

As New Goi Gems operates as a business-to-business (B2B) wholesale supplier, the Italian Consumer Code provisions applicable exclusively to consumer contracts shall not apply to transactions or relationships governed by these Terms, save to the extent that mandatory statutory provisions cannot be excluded.

13. Dispute Resolution

13.1 Good-Faith Negotiation

In the event of any dispute, controversy, or claim arising out of or in connection with these Terms, the use of the Website, or any commercial transaction with New Goi Gems, the parties shall first endeavour to resolve such dispute through good-faith negotiations. Either party may initiate this process by providing written notice to the other identifying the nature of the dispute and the resolution sought.

The parties agree to negotiate in good faith for a period of no less than thirty (30) calendar days from the date of the written notice before resorting to formal dispute resolution proceedings.

13.2 Mediation (Optional)

Where the parties are unable to resolve a dispute through direct negotiation, they may, by mutual agreement, refer the dispute to mediation administered by a recognised mediation body in Italy, such as the Milan Chamber of Commerce Arbitration and Mediation Service (Camera Arbitrale di Milano), before initiating court proceedings.

13.3 Jurisdiction

Subject to Section 13.1, any dispute that cannot be resolved by negotiation or mediation shall be submitted to the exclusive jurisdiction of the competent courts of Milan, Italy. Each party irrevocably submits to the personal jurisdiction of such courts and waives any objection to the laying of venue in Milan on the grounds of inconvenient forum or otherwise.

This jurisdiction clause is without prejudice to the rights of any party to seek urgent injunctive or interim relief from any court of competent jurisdiction.

13.4 International Buyers

For clients based outside the European Union, the parties may, by express written agreement at the time of contracting, elect to refer disputes to binding arbitration under the Rules of Arbitration of the International Chamber of Commerce (ICC), with the seat of arbitration in Milan, Italy, and the proceedings conducted in English or Italian as agreed.

14. Changes to These Terms

New Goi Gems reserves the right to revise, amend, or replace these Terms at any time and at its sole discretion. Changes may be made to reflect, among other things:

Amendments to applicable Italian or EU law or regulatory requirements
Changes to our business model, services, or Website functionality
Updated industry standards or best practices in the gemstone and diamond trade
Court decisions or regulatory guidance affecting these Terms

Any revised Terms will be published on the Website with an updated “Last Updated” date. Where changes are material in nature — for example, changes that significantly affect your rights or obligations — we will provide reasonable advance notice, where practicable, via a notice on the Website or by email to registered contacts.

Your continued use of the Website after the publication of any revised Terms constitutes your binding acceptance of those revised Terms. If you do not agree to any revised Terms, you must immediately cease using the Website and notify us accordingly

We recommend that you review these Terms periodically to ensure that you remain aware of the terms under which you are using the Website.

15. Contact Information

For any questions, concerns, or correspondence relating to these Terms and Conditions, or to our commercial activities, please contact us using the details below:

By using the New Goi Gems website, you confirm that you have read, understood, and agree to be bound by these Terms and Conditions in their entirety.

These Terms are governed by Italian law and the law of the European Union