Terms and Conditions of Sale

TERMS AND CONDITIONS OF SALE

Article 1^er. Definitions

The terms and expressions listed below, when capitalized, shall have the following meanings for the purposes of interpreting and enforcing this Agreement:

"Order": purchase of Products by the Professional from the Company;

«General Terms and Conditions of Sale»: the general terms and conditions of sale that are the subject of this agreement;

"Delivery Period": the period between the date of Order Validation and the date of Delivery of the Order to the Professional;

«Shipping Costs»: the cost incurred by the Company to deliver the Order to the shipping address specified by the Professional;

"Internet": interconnected global networks enabling computers and servers to communicate using a common communications protocol;

"Delivery": shipment of the Product to the Professional;

"Delivery Method": means any standard or express delivery method available on the Website at the time of the Order;

"Product": a new or used high-tech product offered for sale by the Company on the Website;

"Professional": any professional entity established within the European Union and holding an intra-Community VAT number;

"Publication Manager": the Company;

"Data controller": the Company;

"Website": the Company's website. https://mobidistribution.fr ;

"Company": AVE DISTRIBUTION SARL-S, a simplified limited liability company under Luxembourg law, having its registered office at 3-5 rue d'Arlon, L-8399 Windhof (Koerich), Grand Duchy of Luxembourg, registered in the Luxembourg Trade and Companies Register under number B254203, represented by its manager currently in office;

"Secure payment solution": payment solutions made available on the Website.

Any reference to the singular includes the plural and vice versa.

Article 2. Subject

The purpose of the General Terms and Conditions of Sale is to define the rights and obligations of the Company and the Professional in connection with the online sale of Products offered by the Company to the Professional.

The Company's business is the sale of new and used high-tech products, via a platform exclusively dedicated to Professionals on the MOBI DISTRIBUTION website.

The list of products offered for sale online by the Company can be viewed on the Website available at the following address: https://mobidistribution.fr

The Company and the Professional agree that their relationship shall be governed exclusively by the General Terms and Conditions of Sale.

The Company reserves the right to modify the General Terms and Conditions of Sale at any time by publishing a new version on the Website. The General Terms and Conditions of Sale are those in effect on the date the Order is Confirmed. The Company and the Professional agree that the photos of the Products for sale on the Website have no contractual value.

Article 3. Scope of application

The General Terms and Conditions of Sale automatically apply to all Products offered by the Company.

Any account created by the Professional to access the Products constitutes unconditional acceptance of the General Terms and Conditions of Sale, which take precedence over all other terms and conditions.

The essential characteristics of the Products are available on the Website.

Through the General Terms and Conditions of Sale, the Company provides the Professional with information regarding its identity, mailing address, and business activities, as well as, where applicable, information regarding statutory warranties, the functionality of digital content, and, where applicable, its interoperability, the existence and procedures for exercising the warranties, and other contractual terms.

Article 4. Products

The Company offers for sale premium high-tech devices from American and European telecom operators, as well as used high-tech devices tested and verified by the Company's service provider, also located in the Grand Duchy of Luxembourg.

The Company undertakes to make every effort to supply the Professional with quality Products, tested by qualified professionals. This is an obligation of means.

Article 5. Commencement and Duration

The General Terms and Conditions of Sale take effect on the date of Order Confirmation, as defined in Article 6.

The General Terms and Conditions of Sale shall remain in effect for the period necessary to deliver the Products, until the warranties and obligations of the Company and the Professional have expired.

Article 6. Ordering Products

In order to complete the Order, the Professional must follow the following steps:

1. Enter the website address; ;

2. Follow the instructions on the Website, particularly those required to open a Business account; ;

3. Fill out the Order Form. In the event of prolonged inactivity while logged in, the Products selected by the Professional prior to this inactivity may no longer be guaranteed. The Professional is then asked to restart the Product selection process from the beginning; ;

4. Check Order elements and, if necessary, identify and correct errors;

5. Make a price offer to the Company for each Product selected;

6. Following the Company's agreement, validate the Order and the price ("Order Validation");

7. Follow the instructions of the online payment server to pay the price.

The Professional then receives, electronically and without delay, confirmation that payment for the Order has been accepted.

The Professional shall also immediately receive an electronic acknowledgement of receipt confirming the Order ("Order Confirmation").

The Professional receives electronic confirmation that the Order has been shipped.

Delivery will be made to the shipping address provided by the Professional when placing the Order.

The Company agrees to fulfill the Order only to the extent that the Products are in stock. If the Products are not available, the Company agrees to notify the Professional.

However, the Company reserves the right to refuse an Order if it is unusual, placed in bad faith, or for any other legitimate reason; in particular, if an Order is deemed too small or if there is a dispute with the Professional regarding payment for a previous order.

Article 7. Product prices

The Website platform enables Professionals with an account to make price offers on Products offered by the Company. The Professional's account enables him/her to check the status of Products for which an offer has been made, as well as his/her orders for Products.

The price of the Products is exclusive of VAT, as the Professional is subject to VAT and as such benefits from a VAT exemption via the reverse charge system, in accordance with article 43 of the VAT law. Invoices specifically mention the term "reverse charge".

VAT on the margin is a special case, specifically mentioned on the invoice, if the Products are traceable and actually come from individuals located in the European Union, directly purchased by the Company.

Article 8 - Terms of Payment

The Professional shall pay the price using one of the following payment methods: credit card, e-Carte Bleue, etc.

The transaction is immediately charged to the Professional's credit card after the card information has been verified and upon receipt of the authorization to charge the card from the issuer of the credit card used by the Professional.

A payment commitment made using a payment card is irrevocable. By providing their credit card information, the Professional authorizes the Company to charge their credit card the amount corresponding to the price.

To this end, the Professional confirms that he or she is the holder of the credit card to be charged and that the name on the credit card is indeed his or hers. The Professional provides the sixteen-digit number and expiration date of his credit card, as well as the security code, if applicable.

Should it be impossible to debit the price, the online sale will be immediately terminated and the Order will be cancelled.

The Company makes every effort to ensure the confidentiality and security of data transmitted via the Website.

Article 9 - Delivery of the Order

9.1. Delivery method

The Professional selects one of the delivery methods offered on the website when confirming the order.

The default Delivery Method does not include any insurance in the event of loss or theft. The Professional may take out optional delivery insurance at an additional cost indicated at the time of the Order.

9.2. Delivery address

The Professional must select a delivery address located within the European Union; otherwise, the Order will be rejected. The Professional is solely responsible for any failure to deliver resulting from a lack of information provided at the time of the Order.

9.3. Amount of Delivery Charges

The amount of the Delivery Costs depends on the amount of the Order and the delivery method chosen by the Professional. In any event, the amount of the Delivery Charges is indicated to the Professional prior to Order Validation.

9.4. Delivery times

Delivery times are available on the Website and may vary depending on the availability of the Products included in the Order.

Delivery times are expressed in business days and represent the average time required to process and ship the Order within the European Union.

Delivery times run from the date of confirmation of the Order by the Professional.

9.5. Delay in delivery

In the event of a delivery delay, the order is not canceled.

The Company will notify the Professional by email that the Delivery will be delayed. The Professional may then decide to cancel the Order and will send the Company a notice of cancellation of the Order by email.

If the Order has not yet been shipped when the Company receives the Professional’s cancellation notice, the Delivery is suspended, and the Professional is reimbursed for any amounts that may have been charged within fourteen days of receipt of the cancellation notice. If the Order has already been shipped when the Company receives the Professional’s cancellation notice, the Professional may still cancel the Order by refusing the package. The Company will then refund the amounts charged and the return shipping costs incurred by the Professional within fourteen days of receiving the returned package, provided it is complete and in its original condition.

9.6. Delivery follow-up

The Professional can track the progress of the Order's processing in the designated area on the Website.

9.7. Checking the Order on arrival

The Professional is required to inspect the condition of the packaging and the Products upon Delivery.

It is the Professional’s responsibility to raise any reservations or claims they deem necessary—or even to refuse the package—if the package is clearly damaged upon delivery. Such reservations and claims must be sent to the carrier by certified mail with return receipt requested within three business days—excluding holidays—following the date of delivery of the Products.

The Professional must also send a copy of this letter to the Company. Failure to file a claim within the aforementioned time limit extinguishes any right to take legal action against the carrier. The Professional must ensure that the Products delivered to them correspond to the Order. If the Products do not conform in kind or quality to the specifications listed on the delivery slip, the Professional must notify the Company by email and return the Products to the address provided.

Article 10 - Right of Withdrawal

The Professional has no right of withdrawal, as the Consumer Code does not apply to the General Sales Conditions.

Once the Order has been placed, the Professional may not withdraw from his obligations.

In certain cases, the Company may make a commercial gesture by offering a purchase voucher (credit note) to the Professional, valid for 6 (six) months.

Article 11 - Warranty

The Products are guaranteed by the Company as follows:

Details are available on the website http://mobidistribution.fr/grades/ and form an integral part of the General Terms and Conditions of Sale.

The Professional understands that the Consumer Code is not applicable to the General Sales Conditions.

The Professional may therefore not invoke the provisions of the Consumer Code against the Company.

The Professional understands that this is the only warranty he has with respect to the Products and waives the right to invoke any other warranty. "hidden defect of a Product against the Company, which shall not be obliged to provide any guarantee in this respect.

If the Professional wishes to exercise the specific guarantee provided by the Company, between 14 days and 30 days, it will be his responsibility to return the Product to the Company at his expense.

Article 12 - Intellectual Property Rights

The Company’s trademark, as well as all figurative and non-figurative trademarks and, more generally, all other trademarks, illustrations, images, and logos appearing on the Website, the Company’s accessories, and packaging—whether registered or unregistered—are and shall remain the exclusive property of the Company. Any reproduction, in whole or in part, modification, or use of these trademarks, illustrations, images, and logos, for any reason and on any medium whatsoever, without the Company’s express prior consent, is strictly prohibited. The same applies to any combination or pairing with any other trademark, symbol, logo, and, more generally, any distinctive sign intended to form a composite logo.

Article 13. Confidentiality

The Company acknowledges that, in connection with the sale of Products, it may be required to have knowledge of certain personal details of the Professional, necessary for the proper performance of the services (hereinafter referred to as "Information").

The Company undertakes never to divulge this Information to third parties, either during or after the completion of Orders.

Article 14. Protection of Personal Data

In accordance with Article 13 of the General Data Protection Regulation (RGPD), the Professional is informed that the Company collects a certain amount of his/her personal data, which he/she has directly provided, in order to carry out Product Orders.

The data controller is the Company.

The data collected is justified, adequate, relevant and limited to what is necessary for the purpose of the services provided and in order to comply with applicable legal and regulatory obligations.

The data collected will be archived after the end of the service and kept for a variable period, depending on the type of data.

The Professional expressly consents to the processing of his personal data, which will have a right of access (Article 15 of the RGPD), rectification (Article 16 of the RGPD), limitation (Article 18 of the RGPD), opposition (Article 21 of the RGPD), erasure (Article 17 of the RGPD) and portability of said data (Article 20 of the RGPD).

To exercise this right, the Professional may contact the Company by sending either a message via its secure messaging system, an email or a letter to the Company's head office, accompanied by a copy of an extract from the trade register and proof of identity.

Where applicable, the Professional also has the right to lodge a complaint with the CNPD.

The Company implements all technical and organizational measures to ensure the security of personal data processing and the confidentiality of personal data.

To this end, the Company takes all necessary precautions, given the nature of the data and the risks associated with its processing, to ensure data security and, in particular, to prevent the data from being altered or damaged, or from being accessed by unauthorized third parties (physical security of the premises, authentication procedures with personalized and secure access via confidential usernames and passwords, logging of connections, encryption of certain data, etc.).

Article 15 - Force Majeure

The Company’s performance of its obligations under the General Terms and Conditions of Sale shall be suspended in the event of an unforeseeable circumstance or force majeure that would hinder or delay such performance.

The Company will notify the Professional of the occurrence of such an unforeseen event or force majeure within 5 days of the date the event occurs.

If the suspension of the Company’s obligations continues for more than 15 days, the Professional may cancel the pending Order, and the Company will then refund the Order in accordance with the terms set forth in Article 9.

Article 16 - Invalidity of a Provision of the General Terms and Conditions of Sale

If any provision of the General Terms and Conditions of Sale were to be held invalid, such invalidity would not affect the validity of the other provisions of the General Terms and Conditions of Sale, which shall remain in full force and effect between the Company and the Professional.

Article 17. Applicable law and competent jurisdiction

The General Terms and Conditions of Sale are governed by Luxembourg law.

Any dispute arising from the formation, interpretation, or performance of the General Terms and Conditions of Sale shall fall within the exclusive jurisdiction of the courts of Luxembourg City, notwithstanding multiple defendants or third-party claims.