General terms and conditions for remote sales

PREAMBLE

The present general terms and conditions shall be applicable to all orders placed by a private or professional client, located in France, Germany, Austria, Spain, the United Kingdom, Italy for hardware (including accessories and consumables) and/or services of which the characteristics, references and prices appear on the SAGEMCOM DOCUMENTS SAS online store, accessible at [http://multicooker.com], (hereinafter referred to as the "Website").

The present terms and conditions shall govern all orders placed on the Website, as well as by other remote communication methods (telephone, fax, email, etc.).

Placement of an order shall lead to full and unreserved acceptance by the client of the present general terms and conditions of sale.

Any special conditions indicated in client documentation (including in the order) may not take precedence over the present terms and conditions of sale without the prior written consent of SAGEMCOM DOCUMENTS SAS.

All clauses or conditions appearing in client documentation (including in the order) and which run contrary to the present general terms and conditions of sale shall be expressly excluded.

SAGEMCOM DOCUMENTS SAS is not bound by any declaration or indication not included on its Website, nor by any stipulation not expressly accepted by it in writing.

The present general terms and conditions of sale may not have the object or consequence of depriving consumers from the aforementioned European Union countries and Switzerland from fundamental legal provisions in force in their own country. In such instance as any of the present terms and conditions should run contrary to any fundamental legal provision from which a consumer may benefit under national legislation, said provision shall not be enforceable on these consumers and all other valid provisions shall continue to remain in force.

1. Orders

Orders can be placed with SAGEMCOM DOCUMENTS SAS either directly on the Website, or by letter, fax, email or telephone.

It is hereby indicated that prior to placing any order, the client has been notified to read, on the Website, the fundamental characteristics of the goods or services and all steps to follow so as to conclude the contract of sale in line with the remote communication method selected.

Orders placed on the Website:

To place an order on the Website, the client should follow the various order stages appearing on the Website.

Attention of the client is notably drawn to the method for accepting orders placed on the Website. A "double click" and the tick box method for acceptance of the content of the general terms and conditions of sale shall be valid methods for confirming an order. These shall constitute unreserved acceptance of an order by the client.

Order information shall be confirmed by email, on a sustainable medium, in due course and prior to delivery along with communication of the general terms and conditions of sale on the Website. A digital invoice shall additionally be sent by email to the client on a sustainable medium.

Orders placed by telephone, fax, letter:

Orders can be placed by telephone by using telephone number specified on the Website.

Orders placed by telephone should be confirmed in writing by the client prior to being accepted by SAGEMCOM DOCUMENTS SAS.

Orders may additionally be placed by letter, fax or email (see details under the contact section).

Orders placed by letter, fax or email, or confirmed in writing when placed by telephone, must indicate the following:

• the exact references of the hardware and/or service ordered, and the unit price, as appearing on the Website at the date on which the order is placed,
• the quantity,
• the total order amount,
• the payment method, which must comply with the terms and conditions proposed by SAGEMCOM DOCUMENTS SAS, as outlined hereunder,
• the delivery address (the address must be within one of those countries appearing in the preamble),
• the VAT number of the client (only if the client is VAT registered)

Notwithstanding those instances where clients are legal entities, which are already clients of SAGEMCOM DOCUMENTS SAS having opted, at the time of placing an order, for payment upon receipt of invoice, payment of the full order price should reach SAGEMCOM DOCUMENTS SAS by the very latest within eight (8) days following receipt of the order by SAGEMCOM DOCUMENTS SAS

Failing this, the order shall be refused by SAGEMCOM DOCUMENTS SAS and the corresponding contract shall not be concluded.

Upon receipt of the order and payment, order information, including the general terms and conditions of sale, shall be confirmed by email, on a sustainable medium, or by letter if requested by the client, in due course, and prior to delivery.

In all instances for order placement methods: Notwithstanding any proof to the contrary, all data recorded by SAGEMCOM DOCUMENTS SAS shall constitute proof of all transactions placed between itself and its clients.

Information sent by the client at the time of placing an order (notably name and delivery address) shall be binding on the client. Consequently, the liability of SAGEMCOM DOCUMENTS SAS may under no circumstances whatsoever be sought in such instance as any error made at the time of placing an order should prevent or delay delivery.

SAGEMCOM DOCUMENTS SAS hereby reserves the right to refuse any order placed by a client with which there exists or has existed any dispute as to the payment of any previous order.

2. Delivery

The delivery deadline indicated on the Website at the time of the order shall begin to run:

• either immediately following payment of the full order price, if payment is made at the time of order,
• or immediately following receipt of the order in the event of payment upon receipt of the invoice, and for orders placed by telephone, immediately following receipt of the written order confirmation sent by the client.

If seven (7) days following expiry of this delivery period the hardware has still not been delivered (excluding any case of force majeure), the client shall be entitled to cancel the order without any cost by notifying its decision, within 60 working days following the delivery deadline indicated in the order, to SAGEMCOM DOCUMENTS SAS at the following address:

SAGEMCOM DOCUMENTS SAS

31 / 33 rue des Beaux Soleils

95520 OSNY - France,

The client shall then be reimbursed by transfer for the total amount already paid for acquisition of the hardware (including shipping costs) within thirty (30) days following receipt of the recorded delivery letter with acknowledgement of receipt by the client.

In the event of an order being placed for several products, SAGEMCOM DOCUMENTS SAS hereby reserves the right to deliver separately.

SAGEMCOM DOCUMENTS SAS shall be released of its obligations for delivery within the deadline indicated in the following instances (and the client shall not be entitled to claim any penalty or compensation from SAGEMCOM DOCUMENTS SAS):

a) Default in payment or incomplete payment accompanying the purchase order,

b) Omission or inaccuracy concerning the information to be provided by the client at the time of order,

c) Technical difficulties not attributable to SAGEMCOM DOCUMENTS SAS,

Force majeure and exceptional circumstances.

In such instance as SAGEMCOM DOCUMENTS SAS is unable to supply the product ordered, SAGEMCOM DOCUMENTS SAS shall inform the client and offer the choice of reimbursement within thirty (30) days of all amounts already paid for the order, or delivery of an equivalent product.

Delivery shall be made by the supply of the equipment to the delivery address indicated by the client. Delivery shall lead to a transfer of risks to the client.

It shall be incumbent upon the client upon receipt of the equipment to inspect the condition of the packaging and content thereof at the time of delivery and, where necessary, to indicate on the delivery note issued to the shipping agent or on the bill of lading any duly motivated reservations pertaining to apparent damages and/or defaults.

For all deliveries made in France, reservations should be confirmed with the shipping agent within three (3) days following the delivery date, by recorded delivery letter with acknowledgement of receipt.

For all deliveries in any European Union country indicated in the Preamble and in Switzerland, reservations concerning any non apparent damages and/or default should be confirmed with the shipping agent within seven (7) days following the delivery date, by recorded delivery letter with acknowledgement of receipt.

In all instances, reservations should be confirmed with SAGEMCOM DOCUMENTS SAS by the latest within eight (8) days following the delivery date by recorded delivery letter with acknowledgement of receipt. Failing this, claims and complaints shall not be accepted.

3. Installation – Use

It shall be incumbent upon the client to install the hardware pursuant to the accompanying notice. Under no circumstances whatsoever may SAGEMCOM DOCUMENTS SAS install the hardware.

The client hereby undertakes to use the hardware pursuant to the user manual and not to duplicate or disclose to third parties any knowledge, expertise or documentation acquired from SAGEMCOM DOCUMENTS SAS or any software programmes built in to the hardware. It hereby undertakes moreover to respect and to ensure respect by users of all software licence agreements for software programmes built in to the hardware.

4. Price - Payment terms

Pursuant to regulations in force, and notably fiscal regulations pertaining to remote sales for private clients and intracommunity shipments for commercial clients, prices displayed on the Website for private clients shall be understood as inclusive of VAT and the prices displayed on the Website for professional clients shall be understood as exclusive of VAT.

The prices indicated on the Website are subject to change at any time and without notice by SAGEMCOM DOCUMENTS SAS.

The client should pay the full order price, without any reduction of any sort; the total order price should correspond to the price of the hardware and/or service ordered in addition to packaging and shipping costs, as these prices and costs are indicated on the Website at the date of order, with it being indicated however that for professional clients in France, these prices and costs indicated on the Website will be subject to French VAT at the rate in force at the time of order.

Payments should be made to SAGEMCOM DOCUMENTS SAS as indicated on the Website, and must be made in Euros, by cheque (if drawn from a French bank account), transfer, or bank card, with it being indicated that cards issued by banks outside of France must be international, with the exclusion of all other payment methods,

- Either at the time of order,

- Or upon receipt of the invoice, in such instance as the client is a legal entity and is already a client of SAGEMCOM DOCUMENTS SAS and if it has opted, at the time of placing its order, for payment upon receipt of the invoice, with it being indicated that SAGEMCOM DOCUMENTS SAS hereby reserves the right in line with the risks incurred (previous payment issues or unfavourable financial record, for instance) to request payment in full prior to performance of the order received.

All of the potential costs and taxes due for use of the hardware (notably subscription costs and usage) shall be payable solely and exclusively by the client.

Any delay in the payment of an invoice on the agreed due date shall lead, without prejudice for order cancellation, to application of late payment interest amounts equal to three (3) times the legal interest rate in force in mainland France, on the day immediately following the payment date appearing on the invoice and until actual payment; penalties shall be payable upon receipt of the debit instruction sent by SAGEMCOM DOCUMENTS SAS. This clause shall be generally applicable in all instances of late payments of invoices issued by SAGEMCOM DOCUMENTS SAS pursuant to the present general terms and conditions.

All amounts paid in advance do not constitute down payments; SAGEMCOM DOCUMENTS SAS does not offer any discount.

5. Reservation of ownership

SAGEMCOM DOCUMENTS SAS HEREBY EXPRESSLY RESERVES OWNERSHIP OF HARDWARE DELIVERED UNTIL FULL PAYMENT OF THE PRICE.

All intellectual and industrial property rights pertaining to the hardware are and shall remain, in all instances, the full property of SAGEMCOM DOCUMENTS SAS (or of the third party author, where applicable).

6. Termination of the contract

In such instance as the client should default in any of its contractual obligations, the order shall be terminated by rights and without any legal proceedings or formalities if deemed fit by SAGEMCOM DOCUMENTS SAS fifteen (15) days following notice having been served by recorded delivery letter with acknowledgement of receipt remaining without remedy. The client should then immediately return, at its cost and risks, to SAGEMCOM DOCUMENTS SAS all hardware sold to any placed in France as indicated by SAGEMCOM DOCUMENTS SAS. In such instance as the hardware is damaged, the client should pay for repair costs or compensation valued at the price of new hardware on the date of sale if repair appears impossible or too costly or if return of the hardware is not possible. The present clause shall not hinder SAGEMCOM DOCUMENTS SAS from seeking additional compensation for all prejudice suffered.

7. Retraction - Reimbursement – Exchange

Insofar as the client is a consumer, the latter shall be entitled, within a period of fifteen (15) days following the date of delivery of the hardware, to exchange or be reimbursed for any hardware which is not suitable under the condition that this is returned to SAGEMCOM DOCUMENTS SAS as new in its original packaging, with the invoice, and under the condition that this is not an item of bespoke hardware made to consumer specifications or customised.

Concerning software programmes, the consumer is unable to exercise any right of exchange or reimbursement within the aforementioned period of 15 days if said software has been opened. The return costs and risks of shipment shall be borne by the client, with all returns with postage due being refused. The entitlement to exchange or claim reimbursement shall additionally concern services concluded by consumers, albeit under the express conditions that these services have not been performed with the consent of the consumer within the aforementioned period of 15 days.

In order to exercise his/her right of retraction, the client may use the template retraction form which is sent by email or letter along with the order confirmation, also available to download from the Website. To exercise his/her right of retraction, the client shall fully complete and sign the retraction form and send it by registered letter with acknowledgement of receipt, within the aforementioned period of 15 days, to SAGEMCOM DOCUMENTS SAS at the following address:

SAGEMCOM DOCUMENTS SAS

31 / 33 rue des Beaux Soleils

95520 OSNY - France,

Returns should be made to SAGEMCOM DOCUMENTS SAS at the address indicated on the delivery note.

Any hardware returned which is incomplete, damaged, without packaging and/or without the invoice shall neither be accepted nor reimbursed or exchanged by SAGEMCOM DOCUMENTS SAS.

Insofar as a consumer exercises its right of retraction, the latter shall receive reimbursement of all amounts already paid for purchase of the hardware concerned (notwithstanding return costs which shall be payable by the client) and by transfer within a period of fourteen (14) days following the date on which it has exercised its right of retraction with SAGEMCOM DOCUMENTS SAS in line with those terms and conditions set forth hereinabove.

8. Technical specifications

The technical characteristics of hardware indicated on the Website may be amended in line with technical developments, even following receipt or confirmation of the order, without however the fundamental characteristics of the hardware, nor those to which the client has expressly conditioned its commitment, being affected, and without there being any increase in the price for the client nor any alteration to the quality.

9. Warranty

Contractuel Warranty

The hardware (accessories excluded) shall be under warranty (parts and labour) provided by SAGEMCOM DOCUMENTS SAS covering any manufacturing defect for a period of one year following the date of delivery. During this period any defective hardware shall be exchanged or repaired at no cost, with the choice being that of SAGEMCOM DOCUMENTS SAS, (with the exclusion of repairing any other prejudice), and the client must return, at its own cost, the defective hardware to the address notified by the after-sales service of SAGEMCOM DOCUMENTS SAS of which the telephone number is indicated on the delivery note. Repair may under no circumstances whatsoever be undertaken on client premises.

Legal Warranty

Independently from the information indicated hereinabove, hardware sold shall benefit on the one hand from any course of action available by virtue of the warranty for compliance of the asset with the contract and, on the other hand, the warranty covering latent defects pursuant to the provisions set forth under articles 1641 et seq of the Civil Code. Consequently, any person duly empowered by law may claim enforcement of the following provisions:

Art. L.211-4 of the Consumer Code: the seller shall be bound to deliver a product which complies with the contract and to respond to any defaults in compliance existing at the time of delivery. It shall additionally respond to any defaults in compliance resulting from packaging, assembly instructions or installation where this has been requested within the contract or performed under its own liability.

Art. L.211-5 of the Consumer Code: so as to comply with the contract, the product should: 1. Be fit for the use typically expected thereof from a similar product and, where applicable, correspond to the description issued by the seller and have all of those qualities as presented to the buyer in the form of samples or as a template; present the qualities which a buyer should legitimately expect in light of the public declarations made by the seller, producer or its representative, notably in publicity or labelling. 2. Or present the characteristics defined mutually between the Parties or be fit for any special use sought by the buyer, and informed to the seller and accepted thereby.

Art.L.211-12 of the Consumer Code: any action resulting from a default in compliance shall have a statute of limitations of two years following delivery of the product.

Art.L.1641 of the Civil Code: the seller shall be bound by the warranty for all hidden defects on the sold product which make it unfit for the intended use, or which reduce this use significantly, and which would have led the buyer to refrain from purchasing or from paying less if it had been aware thereof.

Art.1648 al1 of the Civil Code: any action resulting from latent defects should be initiated by the buyer within two years following discovery of said defect.

The warranty shall be applicable in line with normal conditions of use. Where applicable, the client should, at its own cost, and prior to any intervention, save all personal data stored on the hardware.

Hardware repaired or exchanged during the aforementioned warranty period shall be covered (parts and labour) by SAGEMCOM DOCUMENTS SAS until the latest of the two following dates: expiry of the warranty period indicated above or three (3) moths following the intervention of SAGEMCOM DOCUMENTS SAS.

Services rendered by SAGEMCOM DOCUMENTS SAS shall be covered by a warranty (parts and labour) for a period of three (3) months following the date of performance of said services.

In the framework of the legal warranty for compliance, costs for return of hardware due to any default in compliance accepted and observed by SAGEMCOM DOCUMENTS SAS shall be reimbursed to the client by the latter, as soon as possible, upon presentation of receipts for all costs incurred.

Extended Warranty

For certain types of hardware, SAGEMCOM DOCUMENTS SAS may offer the client, in return for payment of a price supplement at the time of order, the opportunity to conclude, for a fixed period of one or two years following delivery of the hardware, an extended service contact (CSE). In the framework thereof, SAGEMCOM DOCUMENTS SAS shall exchange defective hardware on the premises of the client within twenty four working hours following a call by the client registered with SAGEMCOM DOCUMENTS SAS, when logged prior to four o'clock in the afternoon by calling the telephone number appearing on the delivery note. Calls will be answered between 9am and 6pm Monday to Thursday, and 9am to 5.30pm on Fridays (excluding public holidays). Call outs shall take place from Monday to Friday (excluding public holidays) from 8.30am to 12.30pm and 1.30pm to 5pm (and 4.30pm on Fridays).

The warranty and extended service contracts shall exclude the following:

· any breakdowns or defects due to default in respect of installation instructions or instructions for use, to any cause not related to the hardware (lighting, fire, blow, water damage of all kinds, inappropriate power output, vandalism, malicious acts, etc.), modifications made to the hardware without the written consent of SAGEMCOM DOCUMENTS SAS, any default in maintenance, as described in the documentation issued with the hardware, in supervision or care, improper storage conditions or environment in which the hardware is used (notably related to temperature and humidity for the hardware and consumables, the consequences of variations in electrical power, parasites coming from the electricity network of the earth), or any repair, intervention (opening or attempt to open the hardware) or maintenance performed by people not having been authorised by SAGEMCOM DOCUMENTS SAS.

• normal wear and tear of the hardware and of its accessories.
• damage caused by any inadequate packaging and/or poor packaging of the hardware returned to SAGEMCOM DOCUMENTS SAS.
• the supply of new software versions.
• any interventions on hardware or software having been modified or added without the written consent of SAGEMCOM DOCUMENTS SAS.
• any defect or default which is not attributable to the hardware or software used on user workstations to access services offered by the hardware.
• Communication problems related to a poor environment, and notably:

- problems related to access and/or connection to the Internet such as interruption to the access networks, defect of the line of the subscriber or its correspondent,

- any default in transmission (poor geographical coverage by radio electrical emitters, interference, disturbance, defect or poor quality of phone lines, etc.),

- any default to the local network (cabling, file server, user workstations) and/or default in the transmission network

- any change in parameters of the cellular network after sale of the hardware

• General adjustment works (as indicated in the user manual accompanying the hardware) as well as any defects following default in performance of these works with it being indicated that the cost of these works shall be borne by the client in all instances.
• Any defects or damage caused following the use of products, consumables or accessories which does not comply with hardware.
• Common exploitation works: delivery, implementation or exchange of consumables, etc.
• Defects resulting from hardware provided or selected by the client or any design imposed thereby.

In those instances for the exclusion of the warranty indicated hereinabove and upon expiry of the warranty period, the client shall ask SAGEMCOM DOCUMENTS SAS for an estimate which it should accept prior to the return of any hardware to the after-sales team at SAGEMCOM DOCUMENTS SAS. Repair and shipping costs (outward and return) shall be invoiced to the client.

Enforcement of the warranty shall be subject to full payment of amounts payable for hardware and/or services, at the time of making the request for intervention.

10. Limitation of liability

Hardware offered for sale on the Website shall comply with legislation in force in the country in which they are delivered, as in force at the date of delivery; SAGEMCOM DOCUMENTS SAS shall relinquish all liability if the client uses the hardware and/or service outside of this country and if said hardware and/or service does not respect the legislation in the country in which it is used. It shall be incumbent upon the client to ensure compliance, at its own cost, with all laws and regulations in force in the country of use or delivery of the hardware.

Subject to fundamental legal provisions, notably concerning Product Liability legislation, the total and accumulated liability of SAGEMCOM DOCUMENTS SAS, whatever the cause, shall be limited to the total amount paid by the client to SAGEMCOM DOCUMENTS SAS for the order concerned. This stipulation shall not be applicable to consumer clients.

Under no circumstances whatsoever, shall any entitlement to compensation by SAGEMCOM DOCUMENTS SAS be applicable for any indirect and/or imhardware or moral prejudice, namely financial or commercial prejudice such as loss of profit, loss of orders, operating losses, loss of data, loss of earnings, any harm to reputation and image, suspension to service, and any prejudice of similar nature resulting from legal action for compensation directed against SAGEMCOM DOCUMENTS SAS by the client due to any damages suffered by a third party.

Moreover, SAGEMCOM DOCUMENTS SAS shall be released from any commitment to intervene within the indicated timeframe in the event of force majeure or exceptional circumstances (notably strikes, riots, etc.).

The liability of SAGEMCOM DOCUMENTS SAS may not, moreover, be incurred in the event of any damage whatsoever being occasioned to the programmes or data of the client, with the latter being responsible for performing backups thereof at its own cost. Programmes and data shall under no circumstances whatsoever be re-installed by SAGEMCOM DOCUMENTS SAS on hardware in the event of loss.

11. Spare parts

SAGEMCOM DOCUMENTS SAS hereby undertakes, for a period of three years following the end of manufacture of the hardware, to provide spare parts to the client which are fundamental for the use thereof. The price applicable to the client shall be that in force at the date of order of said parts.

12. Applicable law – Dispute resolution

The legislation applicable to the present terms and conditions for orders shall be French law, with the exclusion of the Vienna Convention on International Sales of Goods Contracts.

The Parties hereby undertake to seek to amicably resolve any disputes between them arising from the present terms and conditions and orders.

Any claims or complaints pertaining to the present terms and conditions and orders shall be, failing any amicable agreement, referred to the Paris Courts, with the exception of disputes with consumers for whom rules concerning legal jurisdiction apply.

13. Order Monitoring / Exercising the right of retraction / Implementing the commercial warranty, Claims and complaints

Clients wishing to have more information concerning performance of their order, to implement their right of retraction within the deadline and conditions outlined above, make a claim or complaint or implement the commercial warranty granted by SAGEMCOM DOCUMENTS SAS may make contact directly with the relevant department at SAGEMCOM DOCUMENTS SAS by calling the following number, with calls being charged at standard rate: 0800 35 36 37.

14. “Loi Informatique et Libertés”

Pursuant to the “Loi Informatique et Libertés” dated 6 January 1978, clients have a right to access, amend and object to any data held about them.

All information collected by SAGEMCOM DOCUMENTS SAS from the client shall be processed electronically and will be used to process the order placed online and for all subsequent contractual obligations, such as warranties.

This data may be used for commercial canvassing and promotion solely and exclusively for activities performed by SAGEMCOM DOCUMENTS SAS, and may be sent to service providers of SAGEMCOM DOCUMENTS solely for the purposes of processing orders.

Clients may receive letters, emails, faxes or telephone calls from SAGEMCOM DOCUMENTS SAS including offers concerning hardware offered by SAGEMCOM DOCUMENTS SAS.

Clients wishing to exercise their right to access or amend date, or wishing to no longer receive offers from SAGEMCOM DOCUMENTS SAS should notify SAGEMCOM DOCUMENTS SAS online or by writing to:

SAGEMCOM DOCUMENTS SAS

31 / 33 rue des Beaux Soleils

95520 OSNY FRANCE.

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SAGEMCOM DOCUMENTS SAS
A Simplified Joint Stock Company with share capital of €8,479,978
509 448 841 RCS NANTERRE
Registered office: 250, route de l'Empereur

92500 Rueil Malmaison - FRANCE