General terms & conditions of sale

GENERAL TERMS AND CONDITIONS OF SALE

Article 1 – Identification of the Seller

The website www.brentinyparis.com (the “Website”) is published by BRENTINY PARIS, a simplified joint-stock company with share capital of €7,500, whose registered office is at 44 rue des Combalettes, OYONNAX 01100, France, registered under unique identification number 798 836 458 with the RCS of BOURG-EN-BRESSE, intra-Community VAT number FR327 988 364 58, telephone: 04 81 68 07 92.

Article 2 – General Provisions

2.1. Purpose

These general terms and conditions of sale (the “GTC”) apply exclusively to online sales of ready-to-wear products and related accessories of BRENTINY PARIS (the “Seller”) on the Website, access to which is open and free of charge.

2.2. Scope

The GTC govern online sales contracts for the Seller’s products to purchasers who qualify as Consumers, understood as natural persons acting for personal purposes (the “Consumers”), and together with the online order constitute the paper and/or electronic writings formalizing the distance sales contract between the parties, to the exclusion of all other documents.

The GTC apply exclusively to products delivered to Consumers located in France and/or in a member country of the European Union.

2.3. Availability and Binding Nature

The GTC are made available to Consumers on the Website for free consultation and as a step in placing an order.

The GTC are binding on the Consumer, who acknowledges by ticking the box provided for this purpose when ordering, as specified in Article 6 below, that they have read and accepted them before placing the order.

Validation of the order by confirmation constitutes adherence to the GTC in force on the day of the order, the retention and reproduction of which are ensured by the Seller in accordance with Article 1127-2 of the French Civil Code.

2.4. Nullity – Waiver

The nullity of a contractual clause does not entail the nullity of the GTC, except where the clause is an essential and determining condition of the parties’ consent.

Failure by the Seller to enforce any clause of the GTC shall not be construed as a waiver thereof, unless there is a positive and unequivocal act.

Article 3 – Products

3.1. Characteristics

The products offered for sale on the Website are the subject of a description. Photographs are not part of the offer, provided they are not misleading.

3.2. Stock Availability

Products are offered and delivered subject to availability. In the event the ordered product is unavailable, the Seller shall inform the Consumer and may offer a product of equivalent quality and price or, failing that, a voucher for the amount of the order to be used on a future order.

In the event of disagreement, the Seller shall refund the sums paid within fourteen (14) days. The Seller shall not be liable for any cancellation indemnity.

Article 4 – Price

4.1. Sale Price

The sale price is that in force on the day of the order.

The sale prices, in accordance with Article L. 112-1 of the French Consumer Code, are indicated for each product listed in the electronic catalogue, in euros including all taxes, excluding delivery and transport fees, which are indicated before order validation and invoiced in addition.

The total amount due by the Consumer is indicated on the Website’s order confirmation page (see Article 6 below).

4.2. Changes

The Seller reserves the right to change its prices at any time, without prejudice to the application, in any case, of the price in force on the day of the order.

4.3. Fees

Additional transport, delivery or postage fees (together with any other costs borne by the Seller), of which the customer may have been aware prior to ordering, are set out on the order form.

Article 5 – Offer

5.1. Geographic Scope of the Online Sales Offer

The online sales offers presented on the Website are reserved for Consumers residing in France and/or in a member country of the European Union and for deliveries within these same geographic areas.

5.2. Duration

The online sales offers presented on the Website are valid, unless a specific duration is indicated, as long as the products appear in the electronic catalogue and subject to stock availability.

5.3. Acceptance

Acceptance of the offer by the Consumer is validated, in accordance with the double-click process, by confirming the order, as follows.

Article 6 – Order with OBLIGATION TO PAY

6.1. Steps to Conclude the Contract

1. To place an order, the Consumer must create an account.

2. The Consumer fills the virtual cart by indicating the selected products and desired quantities, then clicks the “order” button on the cart icon. A “summary” page lists the selected product(s) and quantities.

3. Before clicking again on the “order” button, the Consumer can check the details of the order and its total price and return to previous pages to correct any errors or modify the order.

4. Then, they provide delivery information (place and method of delivery through two steps).

5. Order confirmation then implies, at the time of validating shipping, acceptance of the GTC by ticking the box provided for this purpose, thus forming the contract, it being specified that the GTC can be viewed by clicking the link “Read the general terms and conditions of sale”.

6. Payment is then made by credit card or via PayPal subject to an additional charge of two euros (2 EUR).

7. Before choosing the means of payment, the Consumer may again view the order summary and return to previous pages to correct any errors or modify the order.

6.2. Order Modification

Any order modification by the Consumer after confirmation of the order is subject to the Seller’s acceptance.

The Seller reserves the right to make changes to the ordered product related to technical developments under the conditions provided for in Article R. 212-4 of the French Consumer Code.

6.3. Order Validation

The Seller reserves the right to refuse any order for legitimate reasons and particularly if the quantities of products ordered are abnormally high for purchasers qualifying as Consumers.

6.4. Acknowledgment of Receipt of the Order

The Seller acknowledges receipt of the order electronically.

Article 7 – Contract

7.1. Formation

The sales contract is formed when the Consumer sends confirmation of the order.

7.2. Archiving and Evidence

Archiving of communications, order forms and invoices is carried out on a reliable and durable medium to constitute a faithful and durable copy in accordance with Article 1366 of the French Civil Code and Article L. 213-1 of the French Consumer Code. These communications, order forms and invoices may be produced as evidence of the sales contract.

7.3. Termination

The order may be terminated by the Consumer by registered letter with acknowledgment of receipt or by a writing on another durable medium in the event of:

• delivery of a non-conforming product;

• delivery exceeding the deadline set out in the order form or, failing such a date, within thirty days following conclusion of the contract, after the Seller has been formally requested, under the same conditions and without result in the meantime, to make delivery within a reasonable additional period in accordance with Article L. 216-2 of the French Consumer Code;

• a price increase not justified by a technical modification of the product imposed by public authorities.

The Seller shall refund the sums paid within fourteen (14) days from the date on which the contract was terminated.

It is specified that, in accordance with Article L. 241-4 of the French Consumer Code, where the professional has not refunded all such sums within the said period of fourteen (14) days, those sums shall automatically be increased by 10% if the refund occurs no later than thirty days beyond that term, by 20% up to sixty days and by 50% thereafter.

In all such cases, the buyer may demand a refund of the deposit paid, increased by interest calculated at the legal rate from the date the deposit was cashed.

The order may be terminated by the Seller in the event of:

• the buyer’s refusal to take delivery;

• non-payment of the price (or balance of the price) at the time of delivery.

In all such cases, the deposit paid with the order remains acquired by the Seller as compensation.

Article 8 – Payment

8.1. Due Date

The price is payable in full after order confirmation.

With the exception of sums paid that are refunded in the event of unavailability of the ordered product under the conditions set out in Article 3-2 of the GTC, any sum paid in advance towards the price yields interest at the legal rate upon expiry of a period of three months from payment until delivery of the product or, failing that, the return of the sum paid when ordering, in accordance with Article L. 214-2 of the French Consumer Code.

Payment is made immediately upon ordering by bank card or, on a deferred basis upon delivery, by direct debit, cheque or bank transfer.

8.2. Payment Security

The Website is equipped with an online payment security system enabling the Consumer to encrypt the transmission of their banking data.

The Website indicates the accepted means of payment.

8.4. Retention of Title Clause

Where applicable, the Seller retains ownership of the products until full payment of the price.

Article 9 – Delivery

9.1. Delay

When the ordered product is not delivered upon expiry of the period stated on the order form or, failing that, the supplementary legal period of thirty days, the Consumer may, after unsuccessfully putting the Seller on notice to perform delivery within a reasonable additional period, terminate the contract by registered letter with acknowledgment of receipt or by a writing on another durable medium.

9.2. Place of Delivery

Products are delivered to the address indicated by the customer on the order form.

9.3. Delivery Terms

Delivery is made by direct handover of the product to the Consumer at the address indicated when the order is placed online. It is the Consumer’s responsibility to check, in the presence of the carrier, the condition of the delivered product and, in the event of damage or missing items, to make reservations on the delivery note or transport receipt, and, where appropriate, to refuse the product and inform the Seller.

Failing direct handover, the Seller sends a notice of availability to the Consumer, who must collect the ordered product within fifteen (15) days from the notice. If collection is not made within this period, the Seller may, after a formal notice remains without effect, lawfully terminate the order and retain the deposit paid and the product as compensation.

9.4. Delivery and Transfer of Risk

The risks of loss of or damage to the goods are transferred to the Consumer when they, or a third party designated by them, physically take possession of the goods.

Where the product is delivered to the Consumer by a carrier chosen by the Seller, the goods travel at the Seller’s risk.

Where the product is delivered to the Consumer by a carrier chosen by the Consumer, the goods travel at the Consumer’s risk from the handover of the goods to the carrier.

Article 10 – Legal Guarantee of Conformity and Guarantee Against Hidden Defects

10.1. Information for the Consumer

It is recalled that all products supplied by the Seller benefit from the legal guarantee of conformity provided for in Articles L. 217-4 et seq. of the French Consumer Code, or from the guarantee against hidden defects provided for in Articles 1641 to 1649 of the French Civil Code.

10.2. Implementation of the Guarantee of Conformity

In accordance with Article L. 217-4 of the French Consumer Code, “the Seller shall deliver goods in conformity with the contract and is liable for any lack of conformity existing at the time of delivery. The Seller is also liable for any lack of conformity resulting from the packaging, assembly instructions or installation where the latter has been made its responsibility by the contract or carried out under its responsibility.”

In accordance with Article L. 217-5 of the French Consumer Code, “To be in conformity with the contract, the goods must:

1° Be fit for the purpose usually expected of similar goods and, where applicable:

• correspond to the description given by the Seller and possess the qualities presented to the buyer in the form of a sample or model;

• present the qualities that a buyer may legitimately expect having regard to public statements made by the Seller, the producer or their representative, particularly in advertising or labelling;

2° Or present the characteristics defined by mutual agreement by the parties or be fit for any special use sought by the buyer, made known to the Seller and accepted by the latter.

In accordance with Article L. 217-12 of the same Code: “Action resulting from lack of conformity is time-barred two years after delivery of the goods.”

When acting under the legal guarantee of conformity, the Consumer:

• has a period of two years from delivery of the goods to take action;

• may choose between repair or replacement of the goods, subject to the cost conditions provided for in Article L. 217-9 of the French Consumer Code;

• is exempted from providing proof of the existence of the lack of conformity of the goods during the twenty-four months following delivery of the goods.

In accordance with Article L. 217-16 of the same Code: “Where the buyer requests the seller, during the course of the commercial guarantee granted to them upon acquisition or repair of movable goods, to restore the goods to working order covered by the guarantee, any period of immobilization of at least seven days shall be added to the remaining guarantee period. This period runs from the buyer’s request for intervention or the making available of the goods for repair, if this availability is subsequent to the request for intervention.”

10.3. Implementation of the Guarantee Against Hidden Defects

In accordance with Article 1641 of the French Civil Code, “The Seller is bound by a guarantee in respect of hidden defects in the item sold which render it unfit for the use for which it is intended, or which so diminish such use that the buyer would not have acquired it, or would only have given a lesser price for it, had they known of them.”

In accordance with Article 1648 of the French Civil Code, “Action resulting from redhibitory defects must be brought by the purchaser within two years of discovery of the defect.”

The Consumer may decide to implement the guarantee against hidden defects of the item sold within the meaning of Article 1641 of the French Civil Code. In such a case, they may choose between rescission of the sale or a reduction in the sale price in accordance with Article 1644 of the French Civil Code.

Independently of the commercial guarantee, the Seller remains bound by the legal guarantee of conformity mentioned in Articles L. 217-4 et seq. of the French Consumer Code and by the guarantee relating to defects of the item sold, under the conditions provided for in Articles 1641 to 1648 and 2232 of the French Civil Code.

Article 11 – Right of Withdrawal

11.1. Conditions, Period and Terms of Exercise

You have the right to withdraw without giving any reason within fifteen (15) days after the day on which you, or a third party other than the carrier and designated by you, physically take possession of the goods or, where applicable, of the last lot or the last piece.

To exercise the right of withdrawal, you must notify us of:

• your name, your geographic address and, where available, your telephone number and email address;

• as well as your decision to withdraw by means of an unambiguous statement (letter, email).

11.2. Model Withdrawal Form and Information Notice

You may use the model withdrawal form at the end of the document, but this is not mandatory.

An information notice is also included in the annex at the end of the document.

11.3. Effects

In the event of withdrawal, we will refund all payments received from you, including delivery costs (except for any additional costs arising if you chose, where applicable, a type of delivery other than the least expensive standard delivery method we offer) without undue delay and, in any event, no later than fourteen days from the day we are informed of your decision to withdraw.

We will make the refund using the same means of payment that you used for the initial transaction, unless you expressly agree to a different means; in any event, such refund will not incur any fees for you.

It is recalled that the customer’s liability, in the event of withdrawal after using the goods, is engaged with respect to any depreciation of the goods resulting from handling other than that necessary to establish the nature, characteristics and proper functioning of the goods.

The Seller reserves the right to defer the refund until receipt of the goods subject to the order, or until the customer has provided proof of dispatch of such goods, the relevant date being that of the first of these events.

16.3. Return – Return Costs

In the event of withdrawal by the customer, the customer must return or hand over the goods to Brentiny Paris, 44 rue des Combalettes, OYONNAX 01100, without undue delay and in any event no later than fourteen (14) days from communicating the withdrawal.

The consumer SHALL BEAR THE RETURN COSTS in the event of withdrawal and, for distance contracts, the cost of returning the goods when, due to their nature, they cannot normally be returned by post.

Article 12 – Intellectual Property

The Website and the elements reproduced on the Website, including the BRENTINY® trademark, are the exclusive property of the Seller, protected by copyright, trademark law and patent law. Any reproduction or distribution of these elements without the prior written authorization of the publisher exposes infringers to legal proceedings.

Article 13 – Processing of Personal Data (declaration 2102558 v 0)

The Seller collects and processes Consumers’ personal data for the following purposes: (i) operations relating to the day-to-day management of customers regarding contracts and orders, (ii) the provision of products and services on the Website, (iii) management of returns and the exercise of the right of withdrawal, (iv) management of payments, invoicing, unpaid amounts and disputes.

Consumers who do not wish to provide the information necessary for use of the services offered on the Website and, where applicable, necessary for the creation of a personal space, will be unable to use the services offered by the Seller or place orders on the Website.

In accordance with the French Data Protection Act, you have the right to access, rectify and, subject to applicable legal provisions, delete data concerning you; the data controller is Yasin GUNES.

If you have previously agreed, you may receive marketing emails or SMS from the Seller, from which you can unsubscribe— for emails by clicking the unsubscribe link at the bottom of each email received, and for SMS by replying STOP to each SMS received. It is also specified that a customer who does not wish to receive commercial telephone solicitations may register free of charge on the Bloctel opt-out list at the website bloctel.gouv.fr.

If you do not wish your contact details to be reused for commercial purposes, please inform the department responsible for processing.

Article 14 – Mediation

14.1. Prior Complaint

In the event of a dispute, you must first contact customer service by any means.

14.2. Request for Mediation

If the complaint to the Consumer Service is unsuccessful or if this service fails to respond within two months, the Consumer may submit the dispute relating to the order form or these GTC with the Seller to a mediator who will attempt, in complete independence and impartiality, to bring the parties together to reach an amicable solution.

The parties to the contract remain free to accept or refuse mediation and, in the event of mediation, to accept or refuse the solution proposed by the mediator.

The Consumer may in particular contact the Centre Interprofessionnel de Médiation et d’Arbitrage de LYON: CIMA, 32 Quai Perrache, 69002 Lyon, tel: 04 78 28 26 70, email: [email protected].

Article 15 – Competent Court

Failing an amicable agreement, you may bring the matter before the court for any dispute relating to the existence, interpretation, conclusion, performance or termination of the contract as well as any documents related to this contract.

The competent court shall be that of the defendant’s domicile (Article 42 of the French Code of Civil Procedure) or that of the place of actual delivery of the goods (Article 46 of the same Code).

Article 16 – Applicable Law

This contract and the GTC governing it are subject to French law.

INFORMATION NOTICE REGARDING THE EXERCISE OF THE RIGHT OF WITHDRAWAL

1. Right of Withdrawal

You have the right to withdraw from this contract without giving any reason.

The withdrawal period expires fourteen days after the day on which you, or a third party other than the carrier and designated by you, physically take possession of the goods, or of the last good if the sale concerns several goods ordered under a single order and delivered separately.

If this period expires on a Saturday, Sunday or public holiday, it is extended until the next working day.

To exercise the right of withdrawal, you must notify us of your decision to withdraw from this contract by means of an unambiguous statement (e.g., a letter sent by post, fax or email).

You may use the model withdrawal form, but this is not mandatory.

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

2. Effects of Withdrawal

If you withdraw from this contract, we will reimburse all payments received from you, including delivery costs (except for any additional costs arising from your choice, where applicable, of a delivery method other than the least expensive standard delivery method we offer) without undue delay and, in any event, no later than fourteen days from the day on which we are informed of your decision to withdraw from this contract. We will make the reimbursement using the same means of payment that you used for the initial transaction, unless you expressly agree otherwise; in any event, this reimbursement will not incur any costs for you.

1. Instructions to complete the information:

1. Insert your name, your geographic address and, where available, your telephone number and email address.

2. You may also complete and submit the model withdrawal form or any other unambiguous statement on our Website.

3. You must return the goods to BRENTINY PARIS, 44 rue des Combalettes, OYONNAX 01100, without undue delay and, in any event, no later than fifteen days after you have communicated your decision to withdraw. This deadline is deemed to be met if you return the goods before the fifteen-day period has expired.

4. You will have to bear the direct cost of returning the goods.

Your liability is only engaged with respect to any depreciation of the goods resulting from handling other than that necessary to establish the nature, characteristics and proper functioning of the goods.

WITHDRAWAL FORM

(Please complete and return this form only if you wish to withdraw from the contract.)

To the attention of BRENTINY PARIS, a simplified joint-stock company with share capital of €7,500, whose registered office is at 243 Route d’Arfontaine, OYONNAX 01100, France, registered under unique identification number 798 836 458 with the RCS of BOURG-EN-BRESSE;

I/We (*) hereby notify you of my/our (*) withdrawal from the contract for the sale of the goods described below:

Ordered on: ___________________

Received on: ___________________

Name of Consumer(s): ___________________

Address of Consumer(s): ___________________

Email address of Consumer(s): ___________________

Date: ___________________

Signature of Consumer(s) (only if this form is notified on paper)

___________________

(*) Delete as appropriate.

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