Article 1 – GENERAL: The purpose of these general conditions of sale is to govern the contractual relationship between SAS PAG NECKWEAR and the customer defined as the purchaser of products from SAS PAG NECKWEAR. All other conditions are binding on SAS PAG NECKWEAR only after written confirmation from it. Any document other than these GTCS and in particular catalogs, advertisements, price lists, website, notes, is only informative and indicative, non-contractual and may, as such, be modified by SAS PAG NECKWEAR without notice. . The GTC can also be modified at any time and without notice by SAS PAG NECKWEAR, the modifications then being applicable only to all subsequent orders. Article 2 – ORDERS: 2-1 All orders must be placed by the Customer and a PAG NECKWEAR representative of the sector concerned. 2-2 After validation of the order by the financial department of SAS PAG NECKWEAR, the latter will send an order confirmation in writing to the Customer. After receipt of this order confirmation, the customer has ten (10) days to confirm, sign and return it to SAS PAG NECKWEAR with the postmark as proof. Any substantial modification will be notified in writing. 2-3 Any order not confirmed by the customer will be considered as tacitly accepted and not modifiable. 2-4 The ordered goods are intended exclusively for the customer whose name and address appear on the order form and / or invoice. The sale of these goods to other stores or other places of sale, without the prior written consent of SAS PAG NECKWEAR is not authorized. In the event of retrocession, SAS PAG NECKWEAR reserves the right to terminate commercial relations with the customer. Article 3 – PRICE 3-1 The goods are invoiced at the price agreed upon by confirmation of the order. All prices are carriage paid, taxes and VAT included. 3-2 No discount will be granted in the event of early payment. Article 4 – ONLINE SALE 4-1 Having a physical store does not automatically give the right to sell online. SAS PAG NECKWEAR reserves the right to correct, accept and control the sales of online resellers as well as any marketing image appearing on the site in order to verify whether the online resellers authorized by SAS PAG NECKWEAR comply with the standards established by SAS PAG NECKWEAR on the image, marketing and distribution strategies previously put in place by SAS PAG NECKWEAR. 4-2 Not all resellers will agree to represent the PAG NECKWEAR brand on the net. Any reseller request will be considered. SAS PAG NECKWEAR reserves the right to accept an online reseller. 4-3 Any online sale of PAG NECKWEAR products for the purpose of destocking (more than 3 collections prior to the current collection) is strictly prohibited, except by prior agreement with SAS PAG NECKWEAR. 4-4 SAS PAG NECKWEAR prohibits its resellers from the online sale of products of the PAG NECKWEAR brand by presenting a discount or discount greater than 15% compared to the corresponding recommended retail price, provided by SAS PAG NECKWEAR. Article 5 – PAYMENT CONDITIONS: 5-1 Payment terms: Invoices are payable 30 days against reimbursement or 45 days by direct debit. SAS PAG NECKWEAR reserves the right to choose the most appropriate method of payment. In the event of non-payment on the due date of an invoice, SAS PAG NECKWEAR may immediately demand payment of all current invoices, even not yet due, regardless of the conditions previously agreed. 5-2 Modification of the payment terms: In the event of a payment incident or any substantial change in the client’s financial situation, we reserve the right to modify the payment terms granted by our financial department. In the event that the customer does not agree to a modification of his payment terms, we would be entitled to terminate all undelivered orders, and this without incurring any liability to the customer. 5-3 Late payment penalties: In the event of delay or non-payment, late payment penalties are payable the day following the payment date appearing on the invoice, at the rate of 3 times the legal interest rate in force, and without a reminder being necessary (Art. L441-6 of the French Commercial Code). In the event of non-payment on time and after sending a registered letter, the file is sent to the litigation department. Collection costs and late penalties will be borne by the customer. Article 6 – DELIVERY AND TRANSPORT 6-1 Place of delivery: Delivery is made to the place indicated on the order confirmation. 6-2 Delivery time: The delivery time indicated when ordering is given only as an indication and is not guaranteed. Consequently, any reasonable delay in the delivery of the products cannot give rise to the buyer’s profit in the award of damages or the cancellation of the order. 6-3 Transport risks: In the event of missing or damaged goods during transport, the buyer must make all the necessary reservations on the transport slip upon receipt of said goods. 6-4 Complaints: All complaints, whatever their nature, relating to a defect in the delivered goods, an inaccuracy in the quantities, an apparent defect, a lack in relation to the delivery note, must be made in writing. to SAS PAG NECKWEAR within three (3) days of receipt of the products. 6-5 Non-compliant delivery: In the event of a delivery that does not comply with the order, the customer must inform SAS PAG NECKWEAR, indicating the reference of the order. It is the Customer’s responsibility to provide all the justifications as to the reality of the defects or missing items observed. 6-6: Return procedure: Any return of goods requires the agreement of SAS PAG NECKWEAR. The Customer will receive by the means deemed most appropriate by SAS PAG NECKWEAR a return agreement. Article 7 – RESERVE OF OWNERSHIP SAS PAG NECKWEAR retains ownership of the goods sold until full payment of the price in principal and incidental. Article 8 – DEFECTIVE GOODS Under the warranty against hidden defects or non-compliance, SAS PAG NECKWEAR will be required to replace or have defective products, without the Customer being able to claim damages and interests. In the case of defective merchandise, and in order to obtain a replacement or have it from SAS PAG NECKWEAR, the Customer must provide photographic proof of the parts concerned. Article 9: CASE OF FORCE MAJEURE SAS PAG NECKWEAR cannot be held liable if the non-performance or delay in the performance of one of its obligations described in these general conditions of sale results from ‘a case of force majeure. As such, force majeure means any external, unforeseeable and irresistible event within the meaning of Article 1148 of the Civil Code. Article 10 – APPLICABLE LAW AND JURISDICTIONAL CLAUSE Any dispute relating to the interpretation and execution of these general conditions of sale is subject to French law. In the absence of an amicable resolution, the dispute will be brought before the Commercial Court of Lyon (69). SAS PAG NECKWEAR – 44 Rue Jaboulay 69007 Lyon Siret: 833 427 057 000 17 VAT: FR 65833427057