General Terms and Conditions of Online Sale to Businesses

(B2B WEB T&Cs) OF EUROSEP

For orders placed online at https://www.eurosep.com/gb/

Effective as of: May 21, 2026

1. DEFINITION

Under these General Terms and Conditions of Sale, the following terms in CAPITAL LETTERS:

1. B2B WEB T&Cs refers to the SELLER’s current general terms and conditions of online sale;
2. SELLER refers to the company EUROSEP, as identified in Article 2 of the B2B WEB T&Cs;
3. BUYER refers to the business entity that places an order with the SELLER via the SITE, and with whom the SELLER may conclude the SALE;

Any natural or legal person acting for purposes related to their commercial, industrial, artisanal, professional, or agricultural activity is considered a business entity within the meaning of these B2B WEB Terms and Conditions.

4. SITE refers to the SELLER’s online store accessible via the Internet at the following address: https://www.eurosep.com/fr/
5. PARTY(IES) refers to the SELLER and/or the BUYER;
6. SALE refers to the order placed online by the BUYER, these B2B WEB T&Cs, and any document to which these T&Cs expressly refer;
7. PRODUCT(S)*, refers to all goods and/or services offered by the SELLER on its SITE;
8. LRAR means a registered letter with acknowledgment of receipt from the postal service or a letter delivered by a private courier company;

2. IDENTIFICATION OF THE SELLER

The company responsible for this offer is:

EUROSEP INSTRUMENTS
A single-member simplified joint-stock company,
Registered with the Saint-Étienne Commercial Register under number 432 230 811,
With its registered office located at 47 rue Gauthier Dumont, 42100 Saint-Etienne Loire, France
VAT: FR34432230811
Phone: +33 4 77 22 65 05
Email: eurosep@eurosep.com or via the contact form available on the Website.

3. APPLICABILITY AND ENFORCEABILITY OF THE B2B WEB TERMS AND CONDITIONS

3.1. The purpose of these B2B Web Terms and Conditions is to govern the terms under which the SELLER sells its PRODUCTS to BUYERS via the SITE in connection with their business activities.

3.2. These B2B Web Terms and Conditions apply, without restriction or reservation, to all SALES concluded by the SELLER with BUYERS via its WEBSITE.

3.3. The B2B Web Terms and Conditions therefore apply to the exclusion of all other terms and conditions, including, in particular, the SELLER’s general terms and conditions of sale applicable to non-online sales.

3.4. These B2B Web Terms and Conditions are available for viewing and download from every page of the SITE.

3.5. By placing an order with the SELLER on the SITE, the BUYER acknowledges having read these B2B Web Terms and Conditions and having accepted them. The BUYER also acknowledges that these B2B WEB Terms and Conditions, together with the documents to which they expressly refer, constitute, together with the order, the entirety of the contractual documents governing the rights and obligations of the PARTIES, to the exclusion of any other provisions contained in any other document whatsoever.

3.6. The SELLER’s acceptance of the BUYER’s order shall in no way constitute acceptance of any contractual terms and conditions of the BUYER, even if a clause to the contrary is stipulated therein.

3.7. The fact that the SELLER does not invoke these B2B Web Terms and Conditions at a given time does not constitute a waiver of the right to invoke any of said terms at a later date.

4. FORMATION OF THE CONTRACT

4.1. The BUYER is informed that sales on the SELLER’s website are limited to a specific list of products and are available only to the countries indicated on the SITE.

The BUYER may place an order after creating an account.

4.2. Creating an Account

4.2.1. To enter into a contract online with the SELLER, the BUYER must create a business account by completing the form provided for this purpose on the SITE, and the SELLER must, for its part, have accepted the creation of this account.

4.2.2. The BUYER agrees to provide accurate and complete information and to update this information should any changes be necessary.

4.2.3. The SELLER reserves the right to suspend or terminate the account of any BUYER who has violated these B2B Web Terms and Conditions (including, but not limited to, cases where the Customer has provided incorrect information during registration and account creation, or in the event of payment issues with previous orders) upon simple notification sent electronically.

4.2.4. The SELLER reserves the right to suspend or delete the account of any BUYER in the event of a deterioration in the BUYER’s creditworthiness, as evidenced in particular by payment issues, the enforcement of security interests by creditors, a downgrade of the BUYER’s credit rating by credit insurance agencies, or the initiation of corporate restructuring proceedings brought to the SELLER’s attention.

4.3. Placing an Order

4.3.1. By placing an order after creating a business account, the BUYER declares that they are acting as a business entity for the purposes of their business, whatever that may be, and not as a consumer.

4.3.2. While browsing the Site, the BUYER may view the Products’ specifications, availability, and prices.

4.3.3. The BUYER may select the Products of their choice, in the quantities they have chosen, by adding them to the shopping cart as they browse. It is hereby specified that the SELLER therefore reserves the right to refuse orders for a set of PRODUCTS whose quantities it deems abnormal.

4.3.4. The BUYER may view, modify, or cancel the shopping cart at any time.

4.3.5. After completing the online forms required for delivery, billing, and issuance of the order confirmation, after reading and accepting these B2B Online Terms and Conditions, and after selecting a payment method, the BUYER may confirm the order by clicking a second time to confirm their intention to place the order.

This clause constitutes a derogation from the provisions of Article 1127-1 of the Civil Code, pursuant to Article 1127-3, paragraph 2, of the same code.

4.3.6. Following the previous step, the SALE between the PARTIES is concluded.

4.4. Order Confirmation

The SELLER agrees to send the BUYER an email confirming the order.

5. PRICE

5.1. The prices agreed upon with the BUYER are those listed in the BUYER’s order as confirmed by the SELLER.

5.2. These prices are quoted in euros and are:

• Exclusive of all taxes (e.g., sales or customs taxes),
• Excluding shipping costs, insurance costs, and installation or training costs,
• Including the eco-contribution tax (a flat-rate financial contribution by the BUYER toward the collection, sorting, and recycling of a product), except for furniture and household electrical and electronic equipment,

5.3. In addition to this price, the SELLER will invoice the various costs it incurs in accordance with the INCOTERMS® (2020) DAP.

5.4. All orders are payable exclusively in Euros (€).

5.5. The SELLER reserves the right to modify its prices at any time; however, the PRODUCTS will be invoiced based on the rates in effect at the time the orders are placed.

6. PAYMENT TERMS AND DEADLINES

6.1. The price of the order is payable within the time frame specified on the invoice, which may not exceed 45 days from the end of the month following the invoice date, for any order placed using a previously created customer account.

The SELLER offers the BUYER the option to pay for their order using the following credit cards: Carte Bleue, Visa, and MasterCard.

6.2. When the BUYER chooses to pay by credit card, they are informed that the SELLER connects them directly to its online payment service provider listed on the WEBSITE.

The payment information provided by the BUYER (e.g., credit card number) is transmitted solely to the payment service provider; the SELLER has no knowledge of this information and does not retain it.

This payment service provider was selected by the SELLER due to its very high level of security in protecting payment methods.

Consequently, connections with this payment service provider are secured by the HTTPS protocol.

This HTTPS protocol encrypts the information during the BUYER’s connection.

As an additional security measure implemented by this provider, online credit card payments are validated by entering a one-time security code (3D Secure), which is sent to the BUYER via the method agreed upon between the BUYER and their bank. The SELLER is only notified by its payment service provider if the payment has been authorized by the BUYER and accepted by the BUYER’s bank, or if it has been rejected or failed (e.g., time limit expired).

6.3. The invoice corresponding to the order placed by the BUYER is available in the BUYER’s customer account.

6.4. Any delay in payment beyond the contractual due dates:

6.4.1. shall result, following prior formal notice by registered letter with return receipt, in a late payment penalty calculated by applying the statutory interest rate in effect in France, plus 10 percentage points, to the outstanding amounts, in addition to a flat-rate indemnity of €40 for collection costs. The delivery of a commercial paper or check implying an obligation to pay does not constitute payment; rather, payment is deemed to have been made only upon the actual collection of the price on the agreed-upon due date.

6.4.2. will result in the irrevocable forfeiture of any contractual warranty provided by the SELLER on the unpaid goods.

6.4.3. shall result in all outstanding invoices becoming immediately due and payable, as well as the suspension of all pending orders with the SELLER, without prejudice to any other remedies.

6.4.4. may result, upon simple notification by the SELLER via certified mail with return receipt requested, in the termination of the sale covered by the unpaid invoice, as well as, at the SELLER’s discretion, the termination of all other outstanding CONTRACTS.

6.4.5. In such a case, the BUYER may not claim any amounts whatsoever, on any grounds whatsoever, from the SELLER in connection with such termination(s). In addition to returning the PRODUCTS, the BUYER must compensate the SELLER for all damages resulting from such termination(s).

6.5. Any late payment will be applied first to the invoices that have been outstanding the longest.

7. DELIVERY

7.1. The PRODUCTS are delivered to the location defined by the Incoterms® (2020) specified in the order confirmation, or, failing that, in accordance with the Incoterms® (2020) stipulated in Section 5.3.

7.2. The PRODUCTS sold by the SELLER are delivered with a printed and/or digital user manual, as applicable. The BUYER agrees to notify the SELLER if this user manual is not provided upon delivery of the PRODUCTS.

7.3. For each delivery, the SELLER shall issue and provide a delivery receipt.

7.4. The delivery times communicated by the SELLER are calculated from the SELLER’s business locations and are provided for informational purposes only, without any obligation.

7.5. The BUYER may not refuse delivery or request cancellation of the sale on the grounds of a delay if such delay does not exceed 30 days. After this 30-day delay period has elapsed, the BUYER may notify the SELLER by certified mail with return receipt of its decision to cancel the sale. Under no circumstances may the BUYER claim late delivery penalties and/or damages for failure to meet the estimated delivery dates.

7.6. In the event of a failed delivery attributable to the BUYER (incorrect delivery address, BUYER’s absence, inaccessible delivery location):

7.6.1. The SELLER will send an email to the BUYER offering to make a second delivery of the order, the shipping costs for which will be borne by the BUYER and will amount to the same cost as the shipping for the initial order, and will inform the BUYER that if the BUYER does not accept this offer within 15 days of the email being sent, the SALE will be automatically terminated.

7.6.2. If the BUYER accepts, via email and within the time limits specified in Section 7.6.1, the SELLER’s proposal to make a second delivery, such delivery will take place only after the SELLER has received payment from the BUYER for the second delivery charges specified in the SELLER’s email.

If the second delivery fails for a reason attributable to the BUYER, the SALE shall be terminated upon notification to the BUYER by any means.

7.6.3. In the event of termination of the SALE pursuant to Sections 7.6.1 and 7.6.2, the SELLER shall retain 50% of the amounts paid by the BUYER as compensation.

7.7. Without prejudice to the provisions of Article 8.3, the BUYER has a period of 3 calendar days from the date of arrival of the PRODUCTS at their destination to inspect them and notify the SELLER in writing of any reservations regarding missing items and/or apparent non-conformities affecting the PRODUCTS.

After this period, the BUYER irrevocably waives the right to file any claim, raise any objection, or bring any action, whether in principal or under warranty, against the SELLER for missing items or apparent non-conformities.

8. TRANSFER OF RISK - TRANSPORTATION RISKS

8.1. The PRODUCTS are delivered in accordance with INCOTERMS® (2020) DAP.

8.2. The transfer of risk to the BUYER therefore occurs: IN ACCORDANCE WITH INCOTERMS® (2020) DAP, that is, as soon as the PRODUCTS are made available on the means of transport, ready for unloading at the place of delivery agreed upon with the BUYER (Incoterms® (2020) DAP “Delivery at Place agreed upon with the BUYER”).

8.3. Regardless of whether the BUYER assumes the risks of transportation or pays the shipping costs, if the BUYER, upon arrival of the PRODUCTS, notices any missing items or damage, the BUYER must immediately note such reservations on the shipping documents provided by the carrier.

The BUYER must confirm these reservations to the carrier:

• For shipments within France, by registered letter with return receipt no later than three (3) days, excluding holidays, following delivery,
• For shipments to other countries, immediately for visible damage, and within seven (7) days for non-visible damage, excluding Sundays and holidays, following delivery.

Please note that the phrase “subject to unpacking” or any other similar statement does not constitute a valid reservation of rights with respect to the carrier and does not suspend the time limits for filing a claim against the carrier.

The BUYER must send a copy of the letter of reservation addressed to the carrier to the SELLER.

If the BUYER signs the delivery receipt and/or the shipping document presented by the carrier at the time of delivery without reservation, the BUYER may no longer file any claim or dispute, nor may the BUYER bring any action, whether in principal or under warranty, against the SELLER for any damage, loss, or shortage affecting the PRODUCT(S).

9. RETENTION OF TITLE

9.1. Without prejudice to the provisions of Articles 8.2 and 8.3, the SELLER retains full ownership of the delivered PRODUCTS until full payment of the SALE price, including principal, fees, and incidental charges, has been made.

9.2. In the event of a garnishment or any other third-party action involving the PRODUCTS, the BUYER must immediately notify the SELLER to enable the SELLER to oppose such action and protect its rights.

9.3. The BUYER shall not grant any rights whatsoever to the PRODUCTS, and in particular shall not offer them as collateral or security for any debt, until full payment of the SALE price, including principal, fees, and incidental charges, has been made.

9.4. In the event of total or partial default on payment of the SALE price, the SELLER may, pursuant to this clause, reclaim ownership of the PRODUCTS to obtain their return, notwithstanding the SELLER’s right to seek additional compensation for all damages incurred.

9.5. The BUYER hereby unconditionally authorizes the SELLER to take inventory of and/or seize the unpaid PRODUCTS in the BUYER’s possession.

10. SCOPE AND LIMITATION OF LIABILITY

10.1. The PRODUCTS sold by the SELLER comply with current French law and the standards applicable in FRANCE. In the event of a sale abroad, it is the BUYER’s responsibility to verify with local authorities the possibilities for importing and using the PRODUCTS the BUYER intends to order.

The SELLER shall not be held liable by the BUYER, either in principal or under warranty, in the event of non-compliance with the laws of the country where the PRODUCT is sold.

10.2. The photographs, plans, diagrams, and drawings appearing in commercial, advertising, or product presentation materials—regardless of the medium—or on the SELLER’s WEBSITE are for illustrative purposes only and are not contractually binding.

The BUYER is hereby informed that the information contained in the documents mentioned above may change over time.

Only the information contained in the CONTRACT and the PRODUCT descriptions in effect on the SITE at the time of its conclusion shall determine the content and scope of the SELLER’s obligations to the BUYER. In this regard, the product descriptions and/or the order confirmation specify whether the PRODUCT is covered by a contractual warranty from the manufacturer and/or the SELLER. In the absence of such a statement, the PRODUCT is not covered by any contractual warranty but only by statutory warranties.

10.3. In the event that the PRODUCT is covered by a contractual warranty from the manufacturer, the SELLER agrees, with respect to such warranty, to forward to the manufacturer any requests from the BUYER to invoke the warranty, provided that such requests are made within the applicable time limits.

10.4. If the PRODUCT is covered by a contractual warranty from the SELLER, the terms of that warranty—including its duration—are specified in the Contractual Warranty Policy attached to the order confirmation and published on the SELLER’s website at www.eurosep.com.

10.5. Unless otherwise stipulated in writing in the SALE, any variation in the PRODUCT’s characteristics from those specified in the CONTRACT, provided such variation falls within the tolerances set forth in the CONTRACT—or, in the absence thereof, within the applicable regulations, professional standards, or rules of the trade in France—shall not give rise to any claim or action by the BUYER against the SELLER, whether in principal or under warranty.

10.6. If the delivered PRODUCT differs in certain characteristics from those specified in the CONTRACT—for example, due to modifications made by a supplier of the SELLER—the BUYER may only raise a complaint if such modifications relate to an element that was a determining factor in the BUYER’s consent. Otherwise, the BUYER may not file any claim or bring any action, whether in the principal claim or under warranty, against the SELLER.

10.7. In the event of nonconformity regarding a material aspect of the BUYER’s consent, the SELLER shall be liable only for refunding the purchase price and for retrieving, at its own expense, the nonconforming PRODUCT, provided that it is in perfect condition and in its original packaging.

10.8. The SELLER’s liability or any legal or contractual warranty is excluded in the event of a defect, malfunction, or damage to the PRODUCT resulting from normal wear and tear, an unforeseeable event, a force majeure event, improper installation, intentional or accidental damage, negligence, failure to monitor, maintain, or store the PRODUCT properly, misuse or improper use, or any modification of the PRODUCT made after the sale, when such modification is the cause of the alleged defect.

10.9. The SELLER’s liability and/or statutory warranty is limited:

With respect to apparent nonconformities and defects, to 3 days from the date of delivery of the PRODUCTS to the BUYER or its representative. After this period, the BUYER may no longer file any claim or dispute, nor take any legal action against the SELLER for apparent non-conformities or defects;

With respect to latent defects, to 2 months from the date the defect becomes apparent;

After this period, the BUYER may no longer file any claim or dispute, nor take any legal action against the SELLER for hidden defects or flaws.

10.10. If the BUYER invokes the SELLER’s liability and/or statutory warranty within these time limits, the BUYER must comply with Article 11.

10.11. If the SELLER is held liable and/or subject to statutory warranty, and even if damages (personal injury, property damage, consequential damages, direct or indirect, whether or not resulting from the products) have been caused by the delivered products:

10.11.1. such liability shall be limited, with respect to defective products (Articles 1386 et seq. of the Civil Code), solely to bodily injury, i.e., to the exclusion of property damage and non-pecuniary damages (loss of business, loss of profits, financial loss, etc.);

10.11.2. In any event, with respect to contractual matters, liability shall be excluded for direct or indirect, consequential or non-consequential non-pecuniary damages.

10.11.3. In any event, with respect to contractual matters, liability for property damage—whether direct or indirect, consequential or otherwise—shall be limited, at the SELLER’s discretion, to either:

• i. repair of the PRODUCTS,
• ii. refund for the PRODUCTS,
• iii. replacement of the PRODUCTS.

11. PROCEDURES FOR ASSERTING LIABILITY, STATUTORY WARRANTY, OR CONTRACTUAL WARRANTY

11.1. In the event that the Buyer invokes the contractual warranty within the time limits specified in the warranty charter, or invokes liability or the statutory warranty within the time limits set forth in Section 10.9, the BUYER must notify the SELLER in writing via the email address: eurosep@eurosep.com, as soon as the alleged defects, non-conformities, or faults occur and/or are discovered, and provide full evidence of their existence and extent.

11.2. Any use of the product despite the existence of a malfunction, defect, or nonconformity—and, consequently, any damage caused to and/or by the product as a result of such continued use—shall be the sole responsibility of the PURCHASER.

11.3. The BUYER is required to provide, upon the first report, the serial or lot number of the PRODUCT in question, as well as a copy of the invoice for said PRODUCT.

11.4. The BUYER must provide all supporting documentation and allow the SELLER every opportunity to verify these defects, nonconformities, and faults, and to remedy them.

11.5. The BUYER shall refrain from taking action itself or engaging a third party for this purpose without the SELLER’s prior authorization.

11.6. If the SELLER deems it necessary, it will ask the BUYER to return the product.

11.7. In this case, the SELLER will send the BUYER a return form.

The sending of the return form does not, under any circumstances, constitute an acknowledgment of liability or an agreement to cover the cost under the contractual warranty or the statutory warranty.

11.7.1. The return form is pre-filled by the SELLER with the information provided by the BUYER when the issue was first reported. It is the BUYER’s responsibility to verify the accuracy of the pre-filled information and to notify the SELLER if any corrections are needed. The SELLER will determine whether or not to include such corrections on the return form.

11.7.2. For certain products, the SELLER will also provide the BUYER with a decontamination certificate, which will also be noted on the return form.

Pursuant to this decontamination certificate, the BUYER is informed of its obligation to decontaminate the product in question if necessary.

Any breach of this obligation or any false statement may result in the BUYER being held liable.

11.7.3. The BUYER is hereby notified that no returns will be accepted:

• i. without the SELLER’s prior written consent;
• ii. without submission of the return form, duly completed, dated, and signed by the BUYER;
• iii. without submission of the decontamination certificate, dated and signed by the BUYER, if such a certificate was previously provided by the SELLER.

11.7.4. The BUYER shall then be responsible for returning the product(s) in question, at its own expense and risk (Incoterms® 2020 DDP), within a maximum of fifteen (15) calendar days following the SELLER’s submission of the return form.

Failure to return the product within the above timeframe will result in the irrevocable forfeiture of any warranty by the BUYER.

11.8. If the SELLER determines that the conditions for holding it liable or for invoking its statutory or contractual warranty have not been met (product not covered by warranty, warranty period expired, issue falling under one of the exclusions, reported issue does not exist):

11.8.1. It will notify the BUYER in writing.

11.8.2. In the same written notice, the SELLER will request instructions from the BUYER regarding the returned product, namely:

• Either to pick it up at the SELLER’s premises,
• Or to authorize the SELLER to dispose of it.

11.8.3. If the BUYER does not provide instructions or does not collect the returned product within 30 calendar days following the SELLER’s request for instructions and 30 calendar days after a reminder sent by certified mail with return receipt requested, such inaction shall be deemed, for contractual purposes, to constitute authorization for the SELLER to destroy the returned product that is the subject of the warranty claim.

11.9. If, conversely, the SELLER determines that the conditions for holding it liable or for invoking its statutory or contractual warranty have been met:

11.9.1. it shall notify the BUYER in writing of its decision regarding the nature of the remedy it agrees to provide pursuant to Article 10.11.3 of Section 5 of the Warranty Policy (repair, replacement, refund).

11.9.2. If the SELLER opts to repair the PRODUCT, it shall repair the product free of charge and shall notify the BUYER in writing upon completion of the repair work and when the repaired PRODUCT is available for pickup at its premises.

11.9.3. If the SELLER opts for a refund in the form of a credit, it shall issue this credit to the BUYER as soon as possible.

11.9.4. If the SELLER chooses to replace the PRODUCT, it shall notify the BUYER that the replacement product is available at its premises.

11.9.5. If the BUYER fails to pick up the repaired or replaced PRODUCT within 30 calendar days after receiving a reminder from the SELLER via certified mail with return receipt requested, this inaction on the part of the BUYER:

• Shall be deemed a contractual waiver by the BUYER of its claim to hold the SELLER liable or to invoke the SELLER’s statutory or contractual warranty;
• Shall constitute authorization granted to the SELLER to destroy the PRODUCT that is the subject of the claim if it has been returned.

12. MEANS OF COMMUNICATION AND EVIDENCE

The BUYER agrees that the exchange of information between the parties at any stage, including the pre-contractual stage, may take place electronically, including, but not limited to, via email. The BUYER agrees that the computer records of the SELLER or its IT service providers shall constitute conclusive evidence between the parties, in particular regarding their communications, orders, commitments, and payments.

13. INTELLECTUAL PROPERTY

13.1. The entire structure and content of the SITE (software, design and graphic elements, images, sounds, photographs, logos, trademarks, designs, videos, text and visual elements, tools, documents, data, and databases—hereinafter collectively referred to as “the ELEMENTS”) are the exclusive property of the SELLER or its service providers.

13.2. The SELLER is therefore the sole owner of the intellectual property rights associated therewith (copyrights, related rights, trademark rights, database rights, and software rights), except for those belonging to its service providers.

13.3. By accessing the SITE, the BUYER is granted only the right to use the SITE’s services.

13.4. Any use, display, reproduction, publication, transmission, modification, or extraction of all or part of the CONTENT, in any manner whatsoever (including, but not limited to, the use of a “spider” type data-scraping robot or web scraping), without the SELLER’s prior written authorization, is prohibited.

13.5. Any violation of this prohibition shall result in civil and/or criminal liability for the violator, in particular for infringement and unfair competition.

14. FORCE MAJEURE

14.1. Neither party shall be held liable for any delay in the performance of, or failure to perform, all or part of its obligations if such delay or failure is due to the occurrence of a force majeure event.

14.2. In addition to those specified by statutory provisions as interpreted by case law, for the purposes of these terms and conditions, force majeure includes any event beyond the control of the parties that hinders normal operations and is of such significance that its consequences cannot be mitigated by the means available to the parties. If they meet the above definition, the following, for example, constitute cases of force majeure: strikes and other labor disputes, fires, explosions, floods, natural disasters, wars, damage to IT systems, server or production machinery failures, internet outages, the inability to use one’s IT system as a result of a cyberattack, terrorist attacks or insurrections, transportation shutdowns, disruptions or shortages in the supply of raw materials and energy affecting the PARTIES’ sites, as well as those of their suppliers, subcontractors, or carriers, and epidemics and pandemics.

14.3. After having exhausted all means at its disposal to fulfill its obligations, and within a maximum of 72 business hours from the occurrence of an event constituting force majeure, the party affected by the force majeure event shall notify the other party, specifying the reasonably foreseeable effects of such event on the performance of the contract.

14.4. If the total duration of a force majeure event exceeds three months from the date of notification, the party that has not invoked force majeure may terminate this contract with immediate effect by certified mail with return receipt requested, without the other party being entitled to claim any damages as a result of such termination.

15. AMENDMENT AND ASSIGNMENT OF THE CONTRACT

15.1. Any amendment to or deviation from the SALE may only result from a written amendment signed by the legal representatives or authorized agents of the PARTIES expressing their express intent to amend, deviate from, or replace it in whole or in part.

15.2. The BUYER shall not assign or transfer all or part of the SALE through any legal transaction whatsoever without the prior written consent of the SELLER.

16. PERSONAL DATA

16.1. The SELLER processes personal data provided to it by the BUYER or collected in connection with the BUYER’s use of the SITE and its dealings with the BUYER.

16.2. The BUYER’s personal data is processed in accordance with the SELLER’s Privacy Policy, available on the SITE.

17. GOVERNING LAW - JURISDICTION

17.1. The law governing the SALE is French law, both with respect to procedural rules and substantive rules.

17.2. ALL DISPUTES, DISPUTES, AND CLAIMS BETWEEN THE PARTIES ARISING FROM OR RELATED TO THESE B2B WEB TERMS AND CONDITIONS, INCLUDING, WITHOUT LIMITATION, THOSE ARISING FROM OR RELATED TO THE CONTRACT REFERRED TO IN ARTICLE 4 OF THESE B2B WEB TERMS AND CONDITIONS, REGARDLESS OF THE SUBJECT MATTER, INCLUDING, WITHOUT LIMITATION, THE VALIDITY, INVALIDITY, MISPERFORMANCE, BREACH, NON-PERFORMANCE, OR TERMINATION OF THESE B2B WEB TERMS AND CONDITIONS OR THE CONTRACT, SHALL FALL WITHIN THE EXCLUSIVE JURISDICTION OF THE COMMERCIAL COURT OF SAINT-ÉTIENNE (FRANCE), EVEN IN THE EVENT OF MULTIPLE DEFENDANTS OR THE JOINING OF A THIRD PARTY, NOTWITHSTANDING ANY PROVISIONS TO THE CONTRARY.

17.3. IT IS SPECIFIED THAT IN THE EVENT OF A DISPUTE RELATING TO THE TERMINATION OF COMMERCIAL RELATIONS BETWEEN THE PARTIES, THE COMPETENT COURT SHALL BE THE COMMERCIAL COURT OF LYON (RHÔNE – FRANCE).

18. APPLICABLE LANGUAGE

Since the Terms and Conditions are written in several languages, the French version available on the SELLER’s WEBSITE shall prevail in the event of any disagreement regarding the translation.

19. INVALIDITY

The possible invalidity of any provision of the SALE shall not render the entire SALE invalid.

Should this occur, the PARTIES shall negotiate to replace the invalid provision with a valid one, maintaining, to the greatest extent possible, the original contractual balance.

20. SURVIVING PROVISIONS

The invalidity, termination, or completion of the SALE shall not affect the existence, validity, and/or enforceability of the PARTIES’ rights and obligations that are intended to remain in effect beyond the invalidity, termination, or completion of the SALE, including, but not limited to, the provisions regarding liability, governing law, and jurisdiction.

21. EFFECTIVE DATE

These Terms and Conditions of Sale are effective as of the date indicated in the header and supersede the previously applicable version of the Terms and Conditions of Sale.

These Terms and Conditions of Sale apply only to SALES concluded after the effective date indicated in the header.

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