These Terms and Conditions of the Belle & Yell Marketplace (the “Marketplace Terms“) are between you (“you” or “User”) and Belle&Yell France, a French simplified joint-stock company (SAS) registered under number 940 867 757 RCS Paris with its registered office at 46 bis avenue du Maine 75015 Paris (“Belle & Yell” or “we”) and contain the terms  and conditions that govern and apply to your access and use of the Belle & Yell marketplace (the “Service”).

By accessing or using the Service, you agree to be bound by all of the terms and conditions described in these Marketplace Terms and the Terms of Use of www.belleandyell.com (the “Site”), which can be reviewed at https://belleandyell.com/legal-mentions/, and acknowledge that you have read the terms and conditions of our privacy policy, which are published at https://belleandyell.com/data-protection/ (the “Privacy Policy“). If you do not agree to all of these terms and conditions, do not use our Service.

The Marketplace Terms are composed of three parts:

1. General Terms of Service, applicable to all Users of the Service, whether they are Consumers or Partners. The General Terms of Service describe the functioning of the Platform, our role and responsibilities, as well as yours;
2. Partner Specific Terms and Conditions, applicable exclusively to Partners. These terms govern the specific obligations, rights, and responsibilities of Partners when using the Service; and
3. Standard Terms and Conditions of Sale, governing the orders placed by Consumers for products and/or services offered by Partners, where the Partner has not provided any such terms.

GENERAL TERMS OF SERVICE

These General Terms of Service are applicable to all Users of the Service, whether you are a Consumer or a Partner. The General Terms of Service describe the functioning of our Platform.

1. SERVICE DESCRIPTION AND OUR ROLE

The Service enables eligible businesses (the “Partners“) to create a profile and list their products and/or services for sale. Consumers (the “Consumers“) can order these products and/or services from the Partners. The Service facilitates interactions between Consumers and Partners, including the conclusion of sales or service agreements.

We do not sell any products or services through the Service and are not responsible for any products or services sold by the Partners to the Consumers. Our role is limited to providing the Service and facilitating interactions between Users. We are not a party to any contracts for the sale of products or services between Partners and Consumers.

All offers, prices, and descriptions of products and services are provided exclusively by the Partners.

The provisions of the Civil Code relating to obligations and civil liability (accessible here) apply to contractual relations between French Consumers and Partners.

2. ACCESSING THE SERVICE

To access the Service, Users must create an account. Users agree to provide accurate, truthful, and up-to-date information and to regularly check their data for accuracy.

Each User can create only one account.

Users are responsible for maintaining the confidentiality and security of their login information. Users must notify us immediately if they suspect their credentials have been lost, stolen, or compromised. Users are responsible for all activities on their account, unless such activities were not authorized and the User was not negligent (e.g., by failing to report unauthorized use or loss of credentials).

In case of loss, misappropriation, or fraudulent use of login information, Users must immediately notify our Customer Service.

Access to the Service by Consumers is reserved for strictly personal use. Consumers declare that they are acting in a private capacity when using the Service.

Registration as a Consumer is permitted only for individuals aged eighteen (18) or older, who have reached the age of majority in their country of residence, and who guarantee that they are consumers within the meaning of the regulations.

Consumers may unsubscribe and close their account at any time by unsubscribing directly on the Site.

Access to Service is free of charge for Consumers (Internet connection costs remain the responsibility of the Consumer).

3. PERMITTED USE AND RESTRICTIONS

When using the Service, each User undertakes not to disrupt public order, to comply with all applicable laws and regulations, to respect the rights of third parties, and to adhere to the stipulations of the Marketplace Terms.

As such, each User shall:

• Behave in a loyal and lawful manner towards us and third parties;
• Be honest and sincere in the information provided to us and, where applicable, to other Users;
• Use the Service in accordance with its intended purpose as described in the Marketplace Terms;
• Not divert the purpose of the Service to commit crimes, offenses, or violations punishable by law;
• Not make any substantial or repeated extraction of the Service’s content in violation of our database producer rights;
• Respect the privacy of third parties and the confidentiality of communication;
• Respect our intellectual property rights related to the elements of the Service and, where applicable, the intellectual property rights of other Users;
• Not seek to undermine the automated data processing systems implemented on the Site, particularly through practices such as scraping;
• Not modify the information published online by us or another User;
• Not use the Service to send unsolicited mass messages (advertising or other);
• Not disseminate any data that would diminish, disorganize, slow down, or interrupt the normal operation of the Service.

In addition, each User agrees not to share via the Service:

• Content or opinions that are offensive, inappropriate, obscene, threatening, abusive, violent, rude, racist, insulting, defamatory, slanderous, disparaging, misleading, discriminatory, intended to harass, threaten or embarrass others, pornographic or child pornographic in nature, constituting an apology for crimes against humanity, likely to incite racial, religious, or ethnic hatred, violence or terrorism, to violate human dignity or the privacy of others, illegal or contrary to the laws in force;
• Content that infringes the intellectual property rights of third parties;
• Content likely to be qualified as embezzlement, fraud, breach of trust, or any other criminal offense;
• Content whose purpose is to disseminate commercial, advertising, promotional, or propaganda messages and/or to solicit payments or donations online;
• Hypertext links referring or linking to external sites or linking to information containing computer viruses or bypassing technical protection devices or enabling any act of piracy or hindering or disrupting access to and use of the Service;
• In general, any content contrary to the Marketplace Terms, the law, or public order.

The User is and remains solely responsible for the content they share and for its compliance with current laws and regulations, and we are in no way liable for such content. In this respect, Users are informed that their content is not verified by us prior to being published online. 

4. SERVICE AVAILABILITY

We do not guarantee the availability or uninterrupted accessibility of the Service. We may restrict the availability of all or part of the Service or certain of its functionalities without notice at any time and for any reason related to the general operation of the Service, including to maintain the security or integrity of the Service or to perform maintenance operations. We may also decide to modify the features and functionalities of the Service.

5. LIABILITY

In no event can we be considered the seller of products or provider of services purchased through the Service. Only the Partner, whose identity is indicated on the product/service listing, is the contractual counterparty to the Consumer for the sale of products/services.

Consequently, you acknowledge and agree that our liability is limited to our role as an online marketplace operator. In particular, we shall not be held responsible for:

• Any incorrect information provided by the Users;
• Any failure or improper performance of the contract concluded with any Partner through the Service;
• Any damage suffered by the Consumer in the execution of such a contract;
• Any technical, computer, or compatibility issues with the Service and any equipment or software belonging to the Consumer;
• Any intrinsic defects of the Internet, including the lack of reliability and the lack of security of information circulating on it;
• Any force majeure events.

6. PERSONAL DATA

• Processing Carried Out by Us

The information collected through the use of the Service is processed by us. For complete information on how we handle your personal data, please refer to our  .

• Processing Carried Out by Partners

The Partner may collect and process the personal data of Consumers who have placed an order with it solely for the purpose of fulfilling such order. The Partner may also retain the data of Consumers to meet its legal obligations, particularly fiscal and accounting obligations, or to manage any disputes with Consumers.

In this context, the Partner assumes the role of data controller within the meaning of the GDPR for the processing it carries out on its own behalf from the personal data it receives. As such, the Partner is solely responsible for compliance with personal data regulations.

The Partner guarantees that it processes such data in compliance with applicable data protection laws, including Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 (the “GDPR“).

The Partner expressly refrains from using Consumers’ data for commercial solicitation purposes without the prior express consent of both us and the Consumer, unless it has collected data relating to a Consumer by means other than the Service.

7. APPLICABLE LAW AND DISPUTES

The Marketplace Terms are governed by French law, except in cases where the law of the Consumer’s country of residence requires a higher level of protection that cannot be derogated from by agreement, in which case such law shall apply.

• Disputes Between Us and Consumers

In the event of a dispute or claim against us relating to the Service, the Consumer is invited to contact us to seek an amicable solution.

Consumers may refer any dispute to the competent courts at any time.

• Disputes Between Us and Partners

In the event of a dispute or claim against us relating to the Service, the Partner must first contact rebel@belleandyell.com to seek an amicable solution.

If an amicable agreement cannot be reached, any dispute between the parties relating to the existence, validity, interpretation, performance, or termination of the Marketplace Terms shall be submitted to the competent courts within the jurisdiction of the Paris Court of Appeal (France).

8. CUSTOMER SERVICE

For any information or potential complaints regarding the Service, you can contact our Customer Service at the following contact details: rebel@belleandyell.com.

9. MODIFICATION OF THE MARKETPLACE TERMS

We reserve the right to update the Marketplace Terms at any time, with changes effective only for the future. We will inform you of any significant changes by posting a prominent notice on the Site.

If you disagree with any updates to the Marketplace Terms, your only recourse is to discontinue using the Site.

PARTNER SPECIFIC TERMS AND CONDITIONS

The following terms and conditions apply exclusively to the relationship between us and our Partners. In case of conflict between Sections A (General Terms of Service) and B (Partner Specific Terms and Conditions), Section B shall prevail.

1. LEGAL COMPLIANCE AND RESPONSIBILITIES 

The Partner is solely responsible for complying with the applicable legal provisions regarding the conditions of practice for the sale of its products or the provision of its Services (particularly concerning the protection of consumer rights), as well as for the proper completion of all administrative, fiscal, or social formalities and all payments of contributions, taxes, or duties of any kind which are incumbent upon it in relation to its use of the Service. To this end, the Partner undertakes to obtain all required approvals, permits, or homologations before listing a product or service, and to declare its activities and income to all competent bodies. We cannot be held liable in any way in this respect.

By using the Service, the Partner declares that it has complied with all formalities relating to its activity with the relevant authorities.

While not exhaustive, the Partner is prohibited from offering through the Platform stolen items, products promoting racial hatred or discrimination based on sex, religion or race, disability; stolen goods; weapons; drugs and live animals.

The Partner bears sole responsibility for the sale of products and/or services offered through the Service. The Partner shall only sell products they legitimately own or have the legal right to sell. They shall ensure that these products comply with all relevant laws, regulations, and standards and that they do not infringe upon the rights of third parties.

This includes refraining from selling any products deemed infringing under intellectual property laws or subject to regulation under legislative, regulatory, or contractual provisions, such as those related to selective distribution networks; and selling products no longer available.

2. TAX AND SOCIAL SECURITY OBLIGATIONS

Partners are hereby informed that the use of the Service may give rise to legal, tax, social, and administrative obligations that must be fulfilled in accordance with the applicable rules.

The Partner is solely responsible for all declarations and formalities required for its activity and must meet all obligations incumbent upon it, where applicable, under the legislation on which it depends, and in particular for the payment of social security contributions due by self-employed workers and for the payment of VAT and taxes relating to any products/services sold via the Service, where applicable.

In accordance with our obligations as an online platform operator, we invite Partners to obtain information from the relevant authorities.

In particular, French Partners may find relevant information by following the links below:

• On impots.gouv.fr, about tax obligations: Tax Obligations
• On urssaf.fr, concerning social obligations: Social Obligations

The following information sheets for French Partners are also available at the following addresses:

• Tax Obligations for Sale of Goods
• Social Contributions for Sale of Goods

3. AUTONOMY AND INDEPENDENCE

We and the Partner carry out our activities in complete autonomy and independence, each bearing the risks of our own activity. The Partner is not and has never been an employee of ours. There is no relationship of subordination between the Partner and us. We are neither a recruiter, an employer, a temping agency, nor a temporary employment agency. We have not received a mandate from the Partner to directly search for Consumers, and vice versa.

The Partner is free to use the Service as much as it wishes. Upon receipt of an order, the Partner is free to accept it, refuse it, or not to proceed with it, without providing any reason.

Each Partner is free to set the price of its products and/or services and to organize its offerings as it sees fit.

The Partner is not subject to any exclusivity obligation with us, and we do not guarantee the Partner any minimum level of business. The Partner is free to use other platforms, to develop its business by any other means, or to provide services to its own customers.

4. PUBLICATION AND MANAGEMENT OF SERVICE OFFERS

The Service provides tools enabling the Partner to easily configure and manage its offers. We provide the Partner with a dedicated dashboard, enabling the Partner to communicate its terms and conditions to Consumers. The Partner may use this dashboard to provide Consumers with information prior to the sale of a product or the provision of a service, in accordance with applicable law.

The Partner’s offer must include complete and accurate information about the products and/or services, as well as its own applicable terms and conditions. The Partner is responsible for its own acts and omissions, as well as for the updating and accuracy of the information contained in the offer and its content (such as photos) at all times.

5. COMMISSION

For each order, we will receive a commission from the Partner that will be negotiated individually (the “Commission“).

For each order, the Consumer will receive a price reduction (the “Reduction”) from the Partner that will be negotiated individually.

The Reduction will be automatically deducted from the price paid by the Consumer to the Partner, inclusive of all taxes.

6. BILLING MANDATE

The Partner, as principal, wishes to entrust us, as agent, with the preparation and issuance of its invoices, in compliance with applicable economic and tax regulations.

• Purpose of Billing Mandate

If applicable, the Partner expressly authorizes us, and we accept, to issue original invoices (initial and/or corrective) in its name and on its behalf for the products and/or services provided to Consumers, in accordance with current tax and economic regulations.

Invoices issued under this billing mandate will be issued in electronic form in accordance with applicable law (in France, with the conditions set out in sections V, VI, and VII of Article 289 of the French General Tax Code).

• Duration of Billing Mandate

This billing mandate, which takes effect upon acceptance of the Marketplace Terms, is concluded for an indefinite period.

It may be terminated at any time by either the Partner or us, without any particular reason, by registered letter with acknowledgment of receipt. The revocation will take effect upon receipt of this registered letter on the date indicated therein.

• Our Obligations

We undertake to issue invoices for the Partner’s products and/or services, in accordance with the information provided by the Partner, in the name and on behalf of the Partner. The Partner undertakes to ensure that the original invoices issued by us in the name and on behalf of the Partner are in the same form as if they had been issued by the Partner itself, particularly with regard to the mandatory information required by applicable tax and economic regulations.

We also undertake to ensure that original invoices issued by us bear the words “Invoice issued by the Partner in the name and on behalf of [identification of the Partner].”

The Partner will have access, via their account on the Site, to a summary of the number of products and/or services invoiced and the corresponding invoices issued by us, as well as the total amount of the corresponding sums. A report will also be sent to the Partner in the event of termination of the contract for any reason between the Partner and us.

• Obligations of the Partner

The Partner retains full responsibility for its legal and tax obligations with regard to invoicing under the original invoices issued in its name and on its behalf by us pursuant to these terms and conditions, particularly with regard to its VAT obligations.

In the performance of our intermediation services, we cannot be held liable for any failure by the Partner to comply with its tax obligations, it being specified that we cannot be held jointly and severally liable for the payment of VAT and any penalties or fines due by the Partner.

The Partner retains full and complete responsibility, where applicable, for any information relating to its status as a beneficiary of the basic VAT exemption.

In this context, the Partner expressly undertakes to:

• Declare to the tax authorities, at the time of eligibility, any VAT collected in respect of the products and/or services performed;
• Pay to the Treasury the VAT mentioned, where applicable, on the invoices issued by us under this contract;
• Retain a copy of the invoice as issued by us;
• Immediately claim the duplicate invoice if it has not been provided by us;
• Immediately notify us in writing of any changes to be made (i) to the VAT system applicable to it, (ii) to the information required on invoices (e.g., change of address, corporate form, etc.);
• Inform the tax authorities that we have been mandated to issue invoices and of its invoicing obligations, particularly with regard to invoice content and VAT consequences.

• Claims

Invoices issued hereunder shall not require formal authentication by the Partner. The Partner has a period of fifteen (15) days from the date of issue to contest the content of the invoice issued in its name and on its behalf by us. If no objection is made within this period, the Partner shall be deemed to have accepted the invoice issued in its name and on its behalf.

7. DATA ACCESS

Partners have access to personal and other data in their Partner account, which are provided by the Partner, their Consumers, or generated by the use of the Service, and are necessary for the provision of their products and/or services.

In this respect, Partners undertake to comply with the obligations set out in Article 6.2 of the General Terms of Service.

8. INTELLECTUAL PROPERTY

The Partners may present photographs, trademarks, logos, designs, and other models belonging to them or to third parties in their offers (the “Content”).

The Partner grants us a royalty-free, non-exclusive, assignable, transferable, sub-licensable, worldwide license, for the duration of the agreement between us and the Partner, to use, analyze, reproduce, represent, display, format, publish, and distribute such Content in connection with the provision of the Service. This includes performing any other act or activity related to such display, analysis, reproduction, representation, formatting, use, publication, and/or distribution, necessary or useful in connection with the provision of the Service, on any media (including any physical or digital medium, in any press or financial release or file, presentation medium, promotional and/or advertising material, website), by any means, without limitation in the number of copies, for internal, storage, advertising, promotional, marketing, communication, public relations purposes, and for the purposes of establishing partnerships or sponsorships with our partners. The Partner acknowledges that any use of its Content made by us prior to the Partner’s deregistration, account deletion, or termination of these Marketplace Terms may not be challenged by the Partner.

The Partner guarantees that it has all the rights and authorizations required to use the Content and grant us the above-mentioned license.

9. INDEMNIFICATION

The Partner shall defend, indemnify and hold us harmless from and against any and all claims, damages, obligations, losses, liabilities, costs, debt and expenses (including attorneys’ fees) arising from our use of the Content in accordance with the Marketplace Terms, as well as from the Partner’s violation of any third party right, including intellectual property rights, including those of a Consumer, regardless of whether the loss results from the sale of products, the provision of services, the Partner’s use of the Service, or any other act for which the Partner may be responsible.

10. LIABILITY

We shall be held liable to the Partner only for losses that are directly attributable to us. We shall not be liable for indirect damage, including loss of an opportunity to sell products or services in the event of unavailability of the Service. We shall not be held liable due to misuse of the Service by the Partner.

We disclaim any liability with regard to sales made between Partners and Consumers through the Service. Any complaint concerning products/Services brought to our attention shall be forwarded to the relevant Partner who shall assume full and sole responsibility.

In any case, our liability may not exceed, for any reason whatsoever and regardless of the legal basis invoked or retained, all losses combined and cumulated, the higher of (i) the amount exclusive of tax (excluding VAT) of Commissions received over the last twelve (12) months preceding the occurrence of the loss.

11. TERM, RESTRICTION, SUSPENSION AND TERMINATION

Access to the Service is granted for an indefinite period from the time we validate the Partner’s registration on the Site.

The Partner may terminate the contract at any time by unsubscribing directly on the Site.

We may restrict, suspend, or terminate the entire provision of the Service in the event of a breach by the Partner of its obligations, particularly in the following cases:

• Breach of the Marketplace Terms by the Partner;
• Breach of our fairness and inclusivity principles as defined in our manifesto.

In the event of suspension or restriction of the provision of the Service, we shall send the Partner a statement of the reasons for this decision on a durable medium before or at the time the restriction or suspension takes effect.

In the event of termination of the entire provision of the Service, we shall send the Partner a statement of the reasons for this decision on a durable medium at least 30 days before the termination takes effect. However, we are not bound by this notice period and may send the statement of reasons without undue delay if we:

• Are subject to a legal or regulatory obligation to terminate the provision of the entire Service in a manner that does not allow us to comply with this notice period;
• Exercise a right of termination for an imperative reason provided by national law in conformity with European Union law; or
• Can prove that the Partner has repeatedly breached the Marketplace Terms.

We are also not required to provide a statement of reasons when we are subject to a legal or regulatory obligation not to provide the specific facts or circumstances or reference to the applicable reasons, or when we can provide evidence that the Partner has repeatedly breached the Marketplace Terms.

12. MODIFICATION OF THE MARKETPLACE TERMS

We will notify the Partners by e-mail of any proposed changes to the Marketplace Terms (the “Notification“), with fifteen (15) calendar days’ notice (the “Advance Notice“). We may grant a longer notice period if necessary to enable the Partners to make the technical or commercial adaptations required to comply with the changes.

The Partner shall have the right to terminate the contract with us before the expiry of the notice period. Such termination shall take effect within fifteen (15) days of receipt of the Notification.

The Partner may, by means of a written declaration or a clear positive act, waive the Advance Notice at any time after receipt of the Notification.

During the Advance Notice period, the offer of new products and/or services on the marketplace is considered a clear positive act of renunciation of the Advance Notice, except in cases where the Advance Notice period is longer than fifteen (15) days due to changes to the Marketplace Terms, which require the Partner to make significant technical modifications to the products and/or services. In such cases, the waiver of the Advance Notice is not considered automatic when the Partner offers new products and/or services on the marketplace.

The Advance Notice does not apply when we:

• Are subject to a legal or regulatory obligation to change the Marketplace Terms in a way that does not allow us to comply with the Advance Notice; or
• Must exceptionally change the Marketplace Terms to address an unforeseen and imminent danger to protect the Service, Consumers, or Partners against fraud, malware, spam, data breaches, or other cybersecurity risks.

STANDARD TERMS AND CONDITIONS OF SALE

The Service allows Consumers to place orders for products and/or services offered by Partners.

All orders shall be governed by the Partner’s own general terms and conditions of sale.

If the Partner has not provided any such terms, the Partner and the Consumer both agree that these Standard Terms and Conditions of Sale shall apply to their relationship.

We recommend that Consumers carefully read these Standard Terms and Conditions of Sale before placing an order.

1. PRODUCT AND SERVICE DESCRIPTION

All offers are created and filled by the Partners, who are solely responsible for the descriptions provided, the conformity of the products and/or services, and the determination of the sale price. 

2. ORDERING

To place an order with a Partner, the Consumer must:

Either:

1. Select the product/service and add them to the shopping cart. Before confirming the order, the Consumer can review the details, correct any errors, or remove one or more products/services;
2. Provide his/her billing and delivery address;
3. Enter his/her credit card number or bank account
4. Read and unconditionally accept the Marketplace Terms;
5. Proceed to pay for the order.

Once payment has been made, the Consumer cannot modify the order.

The order will be considered final only after the Consumer receives an email confirmation of the order acceptance.

The Consumer must verify the completeness and accuracy of all information provided when placing the order.

The Partner may refuse to fulfill an order if it appears abnormal, abusive, or contrary to the provisions of the Marketplace Terms. Additionally, the Partner may limit the quantity of products that can be purchased, in accordance with applicable law.

Click on the affiliate link to order directly on Partner website.

3. PRODUCT AVAILABILITY

The offers and prices listed on the marketplace are valid as long as they remain visible on the marketplace and subject to available stock. Information regarding product availability is provided to the Consumer at the time the order is placed. If a product is found to be unavailable after the Consumer has validated the order, we will inform the Consumer. In such cases, the unavailable items will be automatically canceled and the Consumer will be refunded for the unavailable products if the Consumer’s bank account has been debited. The refund will be processed within fourteen (14) days.

4. PRICE AND PAYMENT

The applicable prices are those in effect at the time the order is placed. The prices of products and/or services listed on the marketplace may be changed by the relevant Partner at any time with future effect.

Prices are expressed in euros (€) inclusive of all taxes. Any applicable delivery charges are billed in addition and will be indicated before the final validation of the order.

The final amount to be paid by the Consumer, including delivery charges (as applicable), is indicated in the order summary before the Consumer validates and pays for the order.

Any order from a Consumer who has not fully or partially paid for a previous order or with whom a payment dispute is currently unresolved may be refused by us.

For managing payments between the Consumer and the Partner and collecting our service fees, we use the payment solution provided by the third-party provider Stripe. This provider manages the various payments and financial flows, disbursing the amounts due to each user and to us in the context of the Service’s operation and in accordance with applicable conditions. We do not handle or ever have possession of the funds paid or due to users, except for the service fees that are due to us.

5. PRODUCT DELIVERY

The fees and methods for delivering products and/or services are detailed at the time of order.

• Claims Upon Receipt of the Order

Upon receiving your order, you must check the general condition of the package (interior and exterior appearance, number of items, condition of the products, conformity of the order, etc.).

In the case of personal delivery by a courier, you must immediately inform the courier of any issues regarding the condition of the order and refuse to accept it. You must confirm the reasons for your refusal in writing by contacting the Partner within 48 hours.

In the case of delivery to a mailbox, you must contact the Partner within three (3) days of receipt to notify your reservations to the courier and the Partner, including any supporting documentation for the non-conforming delivery.

In any case, when you take possession of the product, you have the option to make reservations on the delivery note, especially in case of non-conformity of the product or lack of the user manual or installation instructions, etc. The absence of reservations made by the Consumer at the time of receipt does not exempt the Partner from the warranty of conformity owed to the Consumer.

• Delivery Delay

In the event of a delivery delay, the Consumer may terminate the contract by registered letter with acknowledgment of receipt or by writing on another durable medium if, after instructing us, under the same terms, to make the delivery within an additional reasonable period, we have not executed within this period, except in cases where the delivery delay is due to force majeure. In this case, the Consumer will be refunded all sums paid, no later than fourteen (14) days following the date the contract was terminated.

• Retention of Title and Transfer of Risk

The Partner retains full ownership of the products sold until full payment is received from the Consumer. Failure to pay may result in the termination of the sales contract and the return of the products.

Notwithstanding the retention of title clause stated above, the risk of loss or deterioration of the products is transferred to the Consumer upon delivery to the Consumer or to a third party designated by them. When the Consumer entrusts the product to a carrier other than the one proposed by us, the risk of loss or damage to the product is transferred to the Consumer upon the product being handed over to the carrier.

6. RIGHT OF WITHDRAWAL

• Right of Withdrawal

Consumers have the right to withdraw from this contract within 14 days without giving any reason.

The withdrawal period will expire after 14 days from the day:

• In the case of a service contract or a contract for the supply of digital content which is not supplied on a tangible medium: of the conclusion of the contract.
• In the case of a sales contract: on which the Consumer acquires, or a third party other than the carrier and indicated by the Consumer acquires, physical possession of the goods.
• In the case of a contract relating to multiple goods ordered by the Consumer in one order and delivered separately: on which the Consumer acquires, or a third party other than the carrier and indicated by the Consumer acquires, physical possession of the last good.
• In the case of a contract relating to delivery of a good consisting of multiple lots or pieces: on which the Consumer acquires, or a third party other than the carrier and indicated by the Consumer acquires, physical possession of the last lot or piece.
• In the case of a contract for regular delivery of goods during a defined period of time: on which the Consumer acquires, or a third party other than the carrier and indicated by the Consumer acquires, physical possession of the first good.

To exercise the right of withdrawal, the Consumer must inform the Partner of the decision to withdraw from this contract by an unequivocal statement (e.g. a letter sent by post, fax or e-mail). The Consumer may use the attached model withdrawal form, but it is not obligatory.

To meet the withdrawal deadline, it is sufficient for the Consumer to send the communication concerning the exercise of the right of withdrawal before the withdrawal period has expired.

• Effects of Withdrawal

If the Consumer withdraws from this contract, the Partner shall reimburse to the Consumer all payments received from the Consumer, including the costs of delivery (with the exception of the supplementary costs resulting from the Consumer’s choice of a type of delivery other than the least expensive type of standard delivery offered by the Partner), without undue delay and in any event not later than 14 days from the day on which the Partner is informed about the Consumer’s decision to withdraw from this contract. The Partner will carry out such reimbursement using the same means of payment as the Consumer used for the initial transaction, unless the Consumer has expressly agreed otherwise; in any event, the Consumer will not incur any fees as a result of such reimbursement.

In the case of sales contracts in which the Partner does not offer to collect the goods in the event of withdrawal, the Partner may withhold reimbursement until it has received the goods back or the Consumer has supplied evidence of having sent back the goods, whichever is the earliest.

If the Consumer has received goods in connection with the contract, the Partner shall inform the Consumer of the conditions to return the goods.

The Consumer is only liable for any diminished value of the goods resulting from handling other than what is necessary to establish the nature, characteristics, and functioning of the goods.

• Exceptions

The right of withdrawal cannot be exercised in certain circumstances, in particular for contracts:

1. For the supply of goods made to the Consumer’s specifications or clearly personalized;
2. For the supply of goods that are liable to deteriorate or expire rapidly;
3. For the supply of goods that have been unsealed by the Consumer after delivery and cannot be returned for hygiene or health protection reasons;
4. For the supply of goods which are, after delivery, according to their nature, inseparably mixed with other items;
5. For the supply of audio or video recordings or computer software when they have been unsealed by the Consumer after delivery;
6. the supply of digital content which is not supplied on a tangible medium if the performance has begun with the consumer’s prior express consent and his/her acknowledgment that he thereby loses his/her right of withdrawal.

7. LEGAL GUARANTEES

The following section only applies to the supply of goods to French Consumers.

In accordance with their legal obligations, Partners are responsible for any lack of conformity that appears on the goods ordered under the following conditions:

The Consumer has a period of two years from the delivery of the goods to obtain the implementation of the legal guarantee of conformity in case of a lack of conformity. During this period, the Consumer is only required to establish the existence of the lack of conformity and not the date of its appearance.

When the sales contract for the goods provides for the continuous supply of digital content or a digital service for a period of more than two years, the legal guarantee applies to that digital content or digital service throughout the entire supply period. During this period, the Consumer is only required to establish the existence of the lack of conformity affecting the digital content or digital service and not the date of its appearance.

The legal guarantee of conformity obliges the professional, where applicable, to provide all necessary updates to maintain the conformity of the goods. The legal guarantee of conformity entitles the Consumer to have the goods repaired or replaced within thirty days of the request, without any cost or major inconvenience to the Consumer.

If the goods are repaired under the legal guarantee of conformity, the Consumer benefits from a six-month extension of the initial guarantee. If the Consumer requests the repair of the goods but the Partner imposes replacement, the legal guarantee of conformity is renewed for a period of two years from the date of replacement of the goods.

The Consumer may obtain a reduction in the purchase price by retaining the goods or terminate the contract and receive a full refund in exchange for returning the goods, if:

1° The professional refuses to repair or replace the goods; 2° The repair or replacement of the goods occurs after a period of thirty days; 3° The repair or replacement of the goods causes a major inconvenience to the Consumer, especially if the Consumer permanently bears the cost of returning or removing the non-conforming goods, or if they bear the cost of installing the repaired or replacement goods; 4° The non-conformity of the goods persists despite an unsuccessful attempt by the Partner to bring them into conformity.

The Consumer is also entitled to a reduction in the price of the goods or the termination of the contract when the lack of conformity is so severe that it justifies an immediate price reduction or termination of the contract. In such cases, the Consumer is not required to request the repair or replacement of the goods beforehand.

The Consumer is not entitled to terminate the sale if the lack of conformity is minor.

Any period during which the goods are immobilized for repair or replacement suspends the remaining guarantee period until the repaired goods are delivered.

The aforementioned rights result from the application of Articles L. 217-1 to L. 217-32 of the Consumer Code. A Partner who obstructs the implementation of the legal guarantee of conformity in bad faith is subject to a civil fine of up to 300,000 euros, which can be increased to 10% of the average annual turnover (Article L. 241-5 of the Consumer Code).

The Consumer also benefits from the legal guarantee against hidden defects under Articles 1641 to 1649 of the Civil Code, for a period of two years from the discovery of the defect. This guarantee entitles the Consumer to a price reduction if the goods are retained or a full refund in exchange for returning the goods.

8. OPPOSITION TO COLD CALLING

Consumers are informed of their right to register, free of charge, on the national anti-solicitation list (if any). In France, Consumers may register on www.bloctel.gouv.fr.

9. CONTRACT RETENTION

We always keep and archive contracts with a value of 120 euros or more for 10 years and guarantee Consumers access to them.

Consumers may exercise their right of access by contacting Customer Service.

10. APPLICABLE LAW AND DISPUTES

The Standard Terms and Conditions of Sale are governed by French law, except where the law of the Consumer’s country of residence requires a higher level of protection that cannot be derogated from by agreement, in which case such law shall apply.

In the event of a dispute, the Consumer is invited to contact the Partner to seek an amicable solution. Any dispute arising between the Consumer and the Partner shall be dealt with primarily between them, with the Partner remaining solely responsible for the execution of the order.

We are not involved in the contract concluded between a Consumer and a Partner and are therefore not obligated to intervene in any disputes that may arise between them. However, if no solution is found for the Consumer, the Partner expressly authorizes us to intervene to resolve the dispute. In such cases, our Customer Service will contact the Consumer directly.

If an amicable resolution cannot be reached, and after the Consumer has sent the Partner a written complaint, the Consumer may have recourse, free of charge, to a consumer mediator to amicably resolve the dispute with the Partner. The Partner is responsible for informing the Consumer of the relevant mediator.

The Consumer may also access the online dispute resolution platform in accordance with Article 14 of Regulation (EU) No. 524/2013. This platform, established by the European Commission, facilitates the independent out-of-court settlement of online disputes between consumers and professionals in the European Union.

Recourse to consumer mediation is optional for the Consumer, who may refer the matter to the local competent courts at any time.