General terms and conditions of sale

1 – OBJECTIVES AND FIELD OF APPLICATION

The present document entitled Terms and Conditions of sale of DALVIN a SAS (a simplified joint stock company) with a share capital of €2000, registered with the RCS Lyon (Trade and Companies Register in Lyon) under number 798 162 848, which has its registered office at 82 Rue du Château Gaillard 69100 Villeurbanne France (DALVIN/WOBZ). The general terms and conditions are applicable on the sale of products (cups, customisable cups, sports bottle and glasses) manufactured by DALVIN (the products) as well as to the services (the services) provided to professional and private customers (the customer) via the website www.wobz.com (the website).

All placing of an order implies the customer ́s full and unreserved acceptance of the Terms and Conditions, which take precedence over any contrary stipulations that may appear on the customer's order forms and/or any general terms and conditions of purchase, unless other conditions have been accepted by both parties.

The contract is offered in English and consist of the General Terms and Conditions, the specific conditions (order form), and the acknowledgement of receipt of the order specifying the descriptions and quantity of the products and/or the services, their prices and the terms of delivery and/or the packaging (the contract).

2 – DESCRIPTION OF THE PRODUCTS AND/OR THE SERVICES

The products and services are presented on the website with a product description allowing the customer to be informed of the main specifications, the selling price and any restrictions on sale (minimum or maximum quantity, for example). The descriptions of the products and services are given for information purpose only, WOBZ reserves the right to modify its catalogue at any time, subject to the current contracts.

Concerning the personalised products, the visual processing (the presentation/simulation of the RFP) of the positioning of the visual created by WOBZ, with the content provided by the customer is only indicative and may not be identical to the final product. Thus, in particular regarding the colour reproduction, as a result of the material of the chosen product, the quality of the content provided by the customer, and the screen resolution of the customer used for the visualisation. It is specified that no visual processing is carried out by WOBZ without an order.

3 – ORDER PROCESS

For any order above a certain quantity the order cannot be made online, but only on quotation and by exchange of emails. The quotations made by WOBZ are valid for a period of THIRTY (30) days. Signed quotations sent by the customer by email, are acknowledged by WOBZ as a confirmation of the order. In other cases, a minimum order quantity may apply to certain products.

3.1 - Ordering products and/or services

The customer can choose the product(s) and the desired quantity and add it to his shopping cart in order to place an order: the customer (1) accesses his shopping cart (first click) which summarises the details of his order and the total price including VAT, the customer can verify and correct any errors; the customer then (2) identifies himself or creates a customer account using the registration format provided for this purpose, (3) accessing the summary of the content of the order, the total price including the VAT, the main specifications of the products and/or services (in particular waiver or loss of the rights to withdraw of the services or the personalised products) and is given the opportunity to correct any errors. The customer then expressly accepts the general terms and conditions, the guarantees and WOBZ ́s privacy policy by ticking the box provided for this purpose, which are at his disposal, (4) the customer confirms his order (second click - validating consent and triggering a payment obligation on the part of the customer, which is explicitly reminded and which he acknowledges) and is redirected to the secured website of payment to pay the agreed price.

WOBZ confirms the reception of the order by sending a confirmation of reception which summarises the order by specifying the main specifications of the product and/or the service ordered, the price including VAT, the delivery date and contains a link to the Terms and Conditions which is downloadable and printable for the customer.

For customised products, the order is placed under the validation of the RFP (see article 3.2 below). In case of an order for services, if the customer wishes the execution of the services to begin before the expiry of the FOURTEEN (14) days of withdrawal period, he expressly expresses this request be ticking of the box provided for this purpose (for the effects of this request concerning the right of withdrawal, see below). In addition, the customer is reminded that, in accordance with the terms of Article L.221-28 5° of the French consumer codes, he has no right of withdraw if the products have been unsealed after the delivery, these products cannot be returned for reasons of hygiene and health protection.

3.2 – Validation of the RFP for orders of customised products

For customised products, the customer sends WOBZ the wished content of the customisation. WOBZ reserves the rights to refuse any order of customised products (i) that does not meet the minimum quality standards for manufacturing and/or printing and/or (ii) that is contrary to the laws and regulations. Regarding the content of the customisation, WOBZ can: (i) validate it, (ii) refuse it or (iii) provide a graphic service by applying additional fees. A link to a digital Ready For Print (RFP) is sent to the customer by email within FORTY-EIGHT 48 hours of the transmission of the content, making it possible for the customer to validate the positioning of the customised content on the personalised product, it is specified that the RFP cannot be reproduced identically particularly regarding the colour reproduction.

The customer may request minor modification on the RFP (spelling mistakes, colour changes...), it being specified that more than ONE (1) change will require an additional fee (more information on our FAQ. Any request to modify the RFP results in a postponement of the delivery date. The customer validates the RFP (final RFP) or cancels his order under the conditions below.

The final RFP allows the customer to check the requested content of the customisation as well as the visual appearance (the final product may vary). Consequently, after the validation of the final RFP, WOBZ cannot be held responsible in any way, for any errors made by the customer on the personalised product. The order will only be executed and the delivery date confirmed once the final RFP has been validated. A confirmation of reception of the validation of the final RFP is sent to the customer. The customer is reminded that, in accordance to the terms of Article L. 221-28 3° of the French Consumer Code, he has no right to withdraw from the contract in the case of an order of personalised products.

3.3 - Withdrawal period - Cancellation of order

Apart from the personalised products, the customer benefits from a withdrawal period (the terms of exercise and effects of which are specified below) of FOURTEEN (14) days after the day (i) of conclusion of the contract for services and (ii) where the customer or a third party other than the carrier indicated by him, physically takes possession of the goods or the last goods in the case of separate delivery of a single order.

For personalised products, the customer can cancel his order free of charge, as long as his order is not being handled, this status is notified to the customer by email and is available on the website. Except in cases of force majeure, any cancelling of an order in process, TWELVE (12) euros of cancellation fees will be charged the customer by WOBZ. In case of cancellation of an order by WOBZ, the customer will be reimbursed for the amount paid and WOBZ will be obliged a cancellation fee of TWELVE (12) euros in case of an order for customised products, after the confirmation of the final RFP by the customer.

4 - DELIVERY - TRANSPORT - DOMICILIATION - INSURANCE

The delivery time is given at the time of placing the order, the delivery date is being conformed at the time of the validations of the final RFP. Delivery dates may be modified in case of changes in the RFP and/or the order by the customer, accepted by WOBZ and subject to a confirmation of the receipt of the order. The delivery of the goods is made by a carrier chosen by WOBZ and is being delivered to the address indicated by the customer during the order process. As from the delivery, the customer has a period of FORTY-EIGHT (48) hours to notify the carrier of apparent defects or non-compliance of the product by issuing precise reservations on the delivery note, confirmed by post with confirmation of reception sent to the carrier (with a copy sent by email to WOBZ). After this period, the products are considered as conforming to the order and are neither being taken back nor modified. It is specified that the absence of reservations made in the above-mentioned forms and within the above deadlines does not prevent the exercise of the right of withdrawal or the rights under legal guarantees (see in the box below).

The customer is reimbursed for delivery costs in case of a delay in delivery of more than FORTY-EIGHT (48) hours. In addition, after a prior formal notice of SEVEN (7) days the customer may either terminate the contract and be reimbursed or request the application of late delay penalties.

5 - PRICE

Prices are in euros and are those in force on the day of the order or quotation, WOBZ reserves the right to modify its prices at any time. The prices indicated includes the costs of processing the order, transport and delivery, unless otherwise stated. The prices in the catalogue are indicated excluding VAT and do not take into account the VAT applicable on the day of the order. Quotations are free of charge and are made on the base of the amount excluding VAT/piece of the product list.

6 - TERMS OF PAYMENT

Unless otherwise specified, payment is due when ordering products and/or services. It is specified that WOBZ does not grant a discount, and that at no time may the sums paid be considered as a deposit or advance payment. Payment by direct debit card (with immediate debit) or SEPA.

Any delay in payment automatically results, and without prior formal notice, the application of late payment penalties, at a rate equal to three time the legal interest rate, as well as an invoice of a flat-rate penalty of FORTY (40) euros recovery costs. In addition, in case of a payment incident, WOBZ reserves its right to make any new order dependent on the provision of a warranty of the payment, in favour of WOBZ.

7 - PRODUCT CONFORMITY - WARRANTY

WOBZ is committed to manufacture the products and provide the services in accordance with the rules of the art. However, the customer acknowledges the variable nature of the appearance of the products due to the material used, in particular when they are personalised, as well as the need to inform and cooperate with the customer in the provision of the services. Consequently, WOBZ cannot be held responsible for variations in the colour and/or appearance of the products related to the appearance of customised elements according to the materials of the products, nor for any non-conformity and/or delay caused by delays and/or lack of information and/or cooperation of the customer. It is also reminded (i) that the customer is and remains solely responsible for the personalised content provided, in particular with regard to its legality and respect for the property rights of third parties, (ii) That the presentation/simulation (in particular the RFP) of the positioning of the visual created by WOBZ with the content provided by the customer is only indicative, and is likely not to be identical to the final personalised product in particular regarding to the reproduction of colours, this because of the material used in the chosen product, the quality of the content provided by the customer and the resolution of the screen used by the customer, and (iii) that the customers validation of the final RFP allows him to verify the content of the customisation. WOBZ cannot be held responsible in any way for the choice made by the customer or in case of error on the latter.

For the services, WOBZ ́s responsibility is in all cases limited to the amount excluding VAT of the contract. For the products, the customer benefits from the commercial guarantee and the legal guarantees (reproduced below: guarantee against hidden defects; legal guarantee of conformity).

8 - INTELLECTUAL PROPERTY

WOBZ is, and remains the owner of all its intellectual property rights, in particular those relating to the brand Wobz, associated to the domain name of the website www.wobz.com as well as to the products. The contract does not grant any right of ownership, use or reproduction of any of these elements, unless authorized in advance by WOBZ. As part of an order for personalised products WOBZ is the owner of the intellectual property rights of the visuals it creates from the content transmitted, and may therefor exploit and/or reuse them which the customer explicitly acknowledge and accepts. Regarding the customised content transmitted. the customer declares and guarantees that he has the rights to use all elements transmitted to WOBZ, and that it does not violates the intellectual rights of a third party. The customer is and remains responsible for the content transmitted, WOBZ assumes no responsibility in this matter, in particular in the case of violation. As a consequence, the customer shall compensate WOBZ for all the direct and/or indirect consequences they may suffer as a result of the violation of third parties ́ intellectual property rights through the transmitted content.

9 - CONFIDENTIALITY - PROTECTION OF PERSONAL DATA

9.1 - Confidentiality

Each party commits itself throughout the duration of the contract for two (2) years from its termination for any reason whatsoever to keep all documents and information about the other party strictly confidential, regardless of their nature and their medium or method of transmission known to them and in particular about the products (the confidential information). Each party commits itself (i) not to disclose these information to third parties, without the prior written consent of the other party, (ii) not to use them for reasons other than the proper execution of the contract, (iii) to disclose these only to employees and/or external service providers who need them, and are under an obligation of confidentiality and non-disclosure, (iv) to return to the party concerned, upon request and in any case upon termination of the contract, all its confidential Information (including copies) (v) to take all necessary precautions to ensure the confidentiality, integrity and security of the confidential information, (vi) to immediately inform the other party in case of observation or presumption of disclosure of the confidential information to unauthorized persons and/or breach of their integrity or security.

9.2 - Protection of personal data

Each party commits itself to respect the laws and regulations concerning the protection of personal data of the other party (including the physical persons concerned of the other party). In this regard, each of the parties specifies the purpose of the processing is the execution of the contract, for its duration as well as of the guarantee and limitation periods, and, if necessary, the provision of information on the products and services offered by WOBZ. Each party commits itself to take measures to ensure the confidentiality, integrity and security of the data thus collected, which shall under no circumstances be transferred to any third party whatsoever who does not provide the same guarantees. Each party recalls that the other party (including the persons concerned of the other party) has a right of access, corrections, portability, deleting and removing personal data and minimization and treatment of opposition for legitimate reasons, the treatment and the right to define post-mortem instructions, exercisable at the following address: contact-en@wobz.com as well as the right to file a claim for the personal data protection (National Commission on Informatics and Liberty - the CNIL).

10 - COMMERCIAL REFERENCE

The customer authorizes WOBZ to use the customer ́s trademark, trade name or brand as a reference on any paper or digital commercial document, including on the website and its other websites.

11 – PROBATIVE EVIDENCE OF ELECTRONIC EXCHANGES

Electronic writings between the parties are probative evidence regarding to the contract and in particular with the validation of the final RFP by the customer. Consequently, it is explicitly agreed that unless there is an obvious error, the data stored by WOBZ have evidential validity between the parties in case of a dispute.

12 - MEDIATION

When he is a consumer in accordance to the consumer code, the customer has the right to use a mediation service free of charge. The online dispute resolution platform is available at this address: https://ec.europa.eu/consumers/odr/main/?event=main.home.selfTest

The mediator on whom WOBZ depends, is Fevad and can be reached:

  • By email: mediateurduecommerce@fevad.com
  • By post: FEVAD, 60 rue la Boétie - 75008 PARIS

The dispute can only be examined by the consumer mediator when: (i) the customer proves that he has attempted to resolve his dispute directly with WOBZ by submitting a written complaint to the following address contact-en@wobz.com and (ii) the customer has submitted his request to the mediator within a period of less than one (1) year from the date of his written complaint to WOBZ.

13 – TERMINATION - SETTLEMENT OF DISPUTES

The contract ends automatically by the realisation of the sale and/or the service(s) or in the event of non-performance of an obligation referred to in articles 3,4,6,7,8 and/or 9 of the contract, and by formal notice sent by the creditor of the obligation by registered letter with acknowledgment of receipt to the other party, remained unsuccessful at the end of a THIRTY (30) day period followed by the reception of the formal notice.

The Terms and Conditions are governed by French law with the exception of any conflict that would imply the application of another law and the Vienna convention on the international sales of goods.

WITHOUT PREJUDICE TO THE CONSUMER MEDIATION PROCEDURE, AND FOR THE PROFESSIONAL CUSTOMER WHO FAIL THE SETTLE THEIR DISPUTES WITHIN THIRTY (30) DAYS OF THEIR OCCURRENCE, ANY DISPUTE OF THE CONTRACT SHALL BE SUBMITTED TO THE RELEVANT COURTS IN ACCORDANCE WITH THE CODE OF CIVIL PROCEDURE AND, WHERE APPLICABLE ARTICLE R. 631-3 OF THE CONSUMER CODE.

-IMPORTANT-

1 – Right of withdrawal - Exception for personalised products and unsealed products

Right of withdrawal

You have the right to withdraw from the agreement within FOURTEEN (14) days without any reason and justification. The withdrawal period expires FOURTEEN (14) days after the day of (i) the conclusion of the contract for the services and (ii) when you, or a third part other than the carrier designated by you, takes physically ownership of the goods or the last goods in the case of a separate delivery of a single order. (Excluding customised and unsealed products, see below).

To exert the right of withdrawal, you must notify us your decision to withdraw from the contract by means of an ambiguous statement (e.g. letter sent by post, by fax or by email): DALVIN (Wobz) SAS, 82 rue Château Gaillard - 69100 Villeurbanne, France - Telephone 0044 2034455791, email: contact-en@wobz.com. You can use the withdrawal form but this is not mandatory. You may also complete and submit the withdrawal form or any other unambiguous statement on our website www.wobz.com. If you use this option, we will send you a confirmation of the receipt of the withdrawal on a durable medium (e.g. by email).

For the withdrawal period to be respected, it is sufficient that you send us your statement relating the use of the right of withdrawal before the end of the withdrawal period.

Effects of the withdrawal

In case of a withdrawal from the agreement, we will refund all payments received from your part, including the delivery costs (except specifically requested delivery costs nonstandard, such as express delivery), without delay and in any case, no later than FOURTEEN (14) days from the day which we are informed of your decision to withdraw from the contract. The refund will take place using the same method of payment as used for the original transaction, unless you expressly agree to use a different method; in any case, this refund will not result in any cost from your part. We can withhold the reimbursement until we have received the goods or until you have provided proof of the shipment of the goods.

You must return the goods to WOBZ without any delay and no later than FOURTEEN (14) days after you have informed us about your decision to withdraw from the contract. This deadline is assumed to have been respected if you return the goods before the expiry of the FOURTEEN (14) days deadline.

You are in charge of the return costs of the goods, which can be found in our FAQ

You are only in responsible for the depreciation of the good caused manipulations other than those necessary to determine the nature, characteristics and proper function of the item.

If you have requested to start providing services during the withdrawal period as stated in article 4, you will have to pay us an amount in accordance to the service that has been provided to you until you have informed us on your withdrawal from the contract.

IMPORTANT: ABSENCE OR LOSS OF THE RIGHT OF WITHDRAWAL

IN ACCORDANCE WITH ARTICLE L.221-28,3° AND 5° OF THE CONSUMER CODES, IT IS SPECIFIED THAT THE CONSUMER HAS NO RIGHT TO WITHDRAWAL IN CASE OF (i) PERSONALISED PRODUCTS AND (ii) PRODUCTS UNSEALED BY HIM AFTER THE DELIVERY, WHICH CANNOT BE RETURNED FOR REASONS OF HEALTH AND HYGIENE PROTECTION.

2 - Information on the legal guarantee of conformity, on the legal guarantee of hidden defects.

Article L.217-4 of the French consumer code

WOBZ must supply goods that are in compliance with the contract and must take responsibility for defects existing when the item is supplied.

It is also responsible for defects resulting from the packing, assembly or installation instructions where it is made responsible for them by the contract or where it is responsible for having them performed.

Article L217-5 of the French consumer code

In order to comply with the contract, goods must:

1 ° Be suitable for the purpose usually associated with such a product and, where applicable:

- match the description given by WOBZ, have the qualities that the seller presented to the customer in samples or models;

- if it has the characteristics that a buyer can rightly expect given the public statements of WOBZ, the manufacturer or his representative, especially in advertising or labelling;

2 °Or feature the characteristics jointly agreed upon by the parties, or be suitable for any special use required by the customer and brought to WOBZ’s attention and accepted by the WOBZ.

Article L217-7 of the French consumer code

Any lack of conformity which becomes apparent within a period of TWENTYFOUR (24) months from the date of delivery of the goods is presumed to have existed at the time of delivery, unless proven otherwise. For second-hand goods this period is set to SIX (6) months. WOBZ can challenge this presumption if it is not consistent with the nature of the goods or the alleged lack of conformity.

Article L217-8 of the French consumer code

The customer is entitled to demand that the goods comply with the contract. However, he cannot challenge the conformity by claiming a defect that he knew or could not have been unaware of when the contract was concluded. The same applies where the defect has its origin from the materials supplied by the customer.

Article L217-9 of the French consumer code

In case of lack of conformity, the buyer chooses between repairing or replacement of the goods. However, WOBZ may decide not to proceed with the customer’s choice if it entails a cost manifestly disproportionate compared to the other method, taking into account the value of the goods or the significance of the defect. WOBZ is then required to proceed, except where not possible, with the method the customer did not choose.

Article L217-10 of the French consumer code

If repair and replacement of the goods are not possible, the customer may return the goods and receive a refund or keep the goods and receive a portion of the retail price.

The same option is open to him:
1° If the solution requested, offered or agreed pursuant to article L.217-9 cannot be implemented within ONE (1) month of the purchaser's claim;
2° Or if this solution cannot be implemented without causing the purchaser significant inconvenience, taking into account the nature of the goods and their intended use. The resolution of the sale cannot happen however if the lack of conformity is minor

Article L217-12 of the French consumer code

Actions that result from a lack of conformity are time-barred after a period of TWO (2) years following delivery of the goods.

Article L217-13 of the French consumer code

The provisions of this section do not deprive the buyer of the right to exercise the action resulting from latent defects as it results in Articles 1641 to 1649 of the Civil Code or any other action of a contractual or non-contractual nature which is recognized to him by the law.

Article 1641 of the French civil code

The guarantee is binding on WOBZ for latent defects in the item purchased which make it unfit for the purpose for which it was intended or which reduce such use to the point where the purchaser would not have bought it or would have paid a lower price had it been aware of them.

Article 1644 of the French civil code

The customer has the choice of either returning the goods and receiving a refund of the price paid, or of keeping the goods and receiving a portion of the price paid.

Article 1648 paragraph 1 of the French civil code

Where a defect renders an item useless, the purchaser must initiate proceedings within TWO (2) years of discovering the defect.

IMPORTANT:

WOBZ is held responsible for defects in the conformity of the products under the conditions of article L217-4 of the consumer code and for hidden defects of the article sold under the conditions in article 1641 of the civil code.

When acting as a legal guarantee of conformity, the consumer:

  • has a period of TWO (2) years from the delivery to act;
  • may choose between repairing or replacing the good, subject to the cost conditions provided for in article L217-9 of the French consumer code;
  • is not required to provide proof of the existence of the lack of conformity of the goods during TWENTY-FOUR (24) months.

The legal guarantee of conformity applies independently of the commercial guarantee if any granted.

The consumer can decide to use the guarantee against hidden defects of the goods sold within the terms of article 1641 of the civil code and, in this case, he can choose between cancelling the sale or reduce the price in accordance with article 1644 of the civil code.

Annex: Form for using the right of withdrawal

The customer

Signature precede by the words; “read and approved”

Template for a withdrawal or cancellation form

Please complete and return this form if you wish to withdraw from the contract or cancel your order

To the attention of: DALVIN (Wobz) SAS, 82 rue Château Gaillard - 69100 Villeurbanne - France- Email to:contact-en@wobz.com

Your email:

I/we hereby notify you of my/our withdrawal/cancellation for the sale of the goods/for the following service as mentioned below.

Ordered on:

Order number

Received the:

Name of the customer(s)

Address of the customer(s)

Customer signature


(Only if this form is notified on paper)