Purchase conditions

Terms and conditions - Client located in European Union

ARTICLE 1 : APPLICATION OF THE GENERAL TERMS AND CONDITIONS OF SALE

These General Terms and Conditions of Sale, hereinafter referred to as the "GTCS", apply to all orders placed with the Etablissement Public de la Réunion des musées nationaux et du Grand Palais des Champs-Elysées (hereinafter referred as "Rmn-GP") by any professional client located in the European Union (hereinafter referred to as the "Client"), with the exception of any manufacturing order subject to separate conditions.

The act of placing an order implies full and unreserved acceptance of these GTCS, to the exclusion of any other document, such as leaflets, catalogues or shop online published by Rmn-GP (non-exhaustive list), which are given as a guideline and have no contractual value. The GTCS prevail over any terms or conditions contained or referred to elsewhere or implied by trade customs, practice or course of dealing unless formally agreed otherwise in written by Rmn-GP.

ARTICLE 2: ORDERS

2.1 Necessary pre-requisites

Any order shall be subject to two conditions:

-the prior opening of a client account on pro.boutiquesdemusees.fr (hereafter « the Website »)

-a minimum order of 500 Euros (VAT) all taxes excluded; RMN-GP RESERVES THE RIGHT TO REFUSE ANY ORDER WHOSE AMOUNT IS LESS THAN THIS MINIMUM ORDER.

-where relevant, initial down payment of 30% (thirty per cents) of the total amount of the order

2.2 Placing an order

Orders shall be placed by the Client on the Website or by e-mail (pro.boutiquesdemusees@rmngp.fr). The order shall be considered to be a final order upon receipt by the Client of the confirmation email. A final order is not subject to cancellation or changes of any kind by the Client. Any quotation edited on the Website by the Client from its shopping basket is non-binding. The benefits of a firm order are specific to Client who placed it and cannot be transferred by Client to a third party without Rmn-GP's consent.

ARTICLE 3 : DELIVERY

3.1 Products delivered

Rmn-GP reserves the right to modify its products and the models featuring in its leaflets, catalogues an/or on the Website (non-exhaustive list), without prior notice and at any time, without obligation to modify products already delivered or in the course of being produced in response to an order.

3.2 Delivery - Modalities

Products are delivered within ten (10) business days starting from the issuing date of the confirmation email. The Client will receive a shipment confirmation email with a tracking number in order to follow the progress of delivery.

3.3 Livraison - Risk

Products are delivered at the Rmn-GP's risk, provided that the Client verifies the good condition of the products at the time of delivery. Any delivery shall give rise to the signature by the Client of the consignment note. It will be the Client's responsibility to verify the good conditions of delivered products, to make sure that the shipping contract has been performed properly, and if not, to take all necessary and appropriate measures to retain rights and recourse against the carrier. In the event of damage or loss resulting from transport, the Client shall make all necessary statements on the consignment note and make a damage claim to the carrier (by registered letter with an acknowledgement of receipt) at the latest within three (3) days after delivery. In addition, the Client shall notify Rmn-GP of these statements in writing within three (3) days after delivery. The Client shall bear responsibility for all direct and indirect loss or damage caused to Rmn-GP resulting from failure to respect this procedure.

3.4 Delivery time and delays

The delivery time shall be regarded merely as indicative and are not binding on Rmn-GP. Late delivery shall not entitle the Client to cancel orders in progress, refuse goods, claim damages or give rise to holdback, compensation or penalties, notwithstanding the existence of any clause to the contrary in the Client's purchase general conditions.

However, if products have still not been delivered thirty (30) business days after the delivery date - due to any reason other than that of force majeure- the sale may be cancelled at the request of either party, without any compensation's being due to or payable by either party. In any event, delivery within the agreed timeframe may only take place if the Client has discharged all its obligations of any kind towards Rmn-GP.

3.5 Reception - Delivered products that do not comply with the order

Without prejudice to the measures to be taken pursuant to article 3.3, claims relating to delivered products that do not comply with the order must be expressed in writing within three (3) business days after delivery. No claim will be accepted after the expiry of this period. For goods sold in packaging, the weights and measurements upon departure shall be valid for ascertaining the quantities delivered.

After noting the nature of the non-compliance alleged, Rmn-GP will issue and submit a credit note corresponding to the missing or rejected items.

The Client shall not return delivered products without the prior written approval of Rmn-GP. Any delivered product returned by the Client without the Rmn-GP's prior written consent shall give rise neither to credit note or reimbursement nor to replacement, and will be made available to the Client for removal at its expense and risk. Products must be returned in their original unused condition and complete (packaging, accessories, instructions etc.) to the following address: GARONOR EST, Bâtiment 22, quais 141/142, 3 rue Anatole Sigonneau, 93150 Le Blanc-Mesnil, FRANCE.

ARTICLE 4 : RETENTION OF OWNERSHIP

Rmn-GP will retain ownership of all goods sold until the full payment of the order has been received pursuant to articles 2367 et seq. of the French Civil Code. In the event of failure to make payment by the due date, or in the event of part payment, Rmn-GP may claim ownership of the goods. The Client must retain the goods sold subject to retention of ownership in such a manner that it cannot get mixed up with goods of the same nature from other sellers. These provisions do not in any way affect the transfer to the Client, as from the time at which the products were delivered by Rmn-GP, of all risks vis à vis the deterioration of the products sold or any damage that might be caused by them.

ARTICLE 5 : PRICES - DELIVERY CHARGES - ORDER AMOUNT

Products are provided at the prices specified on the Website and in force at the time of ordering. The selling prices and the total amount of the order are computed on a net basis (exclusive of tax). Products shall be delivered freight paid, subject to the minimum amount of 1200 Euros all taxes excluded. For any order less than 1200 Euros all taxes excluded, delivery charges are charged to the Client in addition. Delivery charges include packaging fees, transport and insurance costs, customs duties and more generally all costs, taxes and duties incurred or due until final receipt of the goods by the Client.

ARTICLE 6: INVOICING - PAYMENT

6.1 Invoicing

An invoice will be made for each final order and issued by e-mail after dispatch of the products. The Client's online account contains an electronic invoice that may be downloaded and printed.

6.2 Paiement

Payment of the order shall be made in Euros within sixty (60) days net from the date of invoice:

-by bank cheque to the account of "Agent comptable de la Rmn-GP" and addressed to the attention of "Agence Comptable, Réunion des musées nationaux et du Grand Palais des Champs-Élysées » at the following address : 254-256, rue de Bercy - 75577 Paris cedex 12 - FRANCE

-by bank/credit card

-or by bank transfer on the following account :



The Client will not be entitled to a discount for immediate payment. Any bank charges shall be borne by Client. Payment shall be considered as valid when the invoice amount has finally been credited to Rmn-GP's account.

6.3 Late paiement - Non-paiement

> Late paiement

In the event of late payment, Rmn-GP may suspend all orders in process, without prejudice to any other course of action. Any sum not paid by the payment date stated on the invoice will give rise to:

-Default interest equal to three times the official interest rate this default interest will be payable without the necessary of a formal reminder; and

-Payment of a lump sum of 40 (forty) Euros as recovery charge; this lump sum is due without prejudice of any right to reimbursement of any additional recovery fees.

Notwithstanding the above, the Client shall bear responsibility for all direct and indirect loss or damage caused to Rmn-GP resulting from late payment.

> Non-paiement

If payment has still not been received forty -eight (48) hours from the sending of formal notice, the sale will be cancelled ipso jure if RmnGP thinks fit, and the latter may request a summary court order for the purpose of having the goods returned, without prejudice to any damages that it may claim.

Such cancellation will affect not only the order in question but also any previous unpaid orders either already delivered or about to be delivered, regardless of whether or not the payment date has been reached. The sums due for other deliveries, or for any other reason, will be immediately payable if Rmn-GP does not decide to cancel all the orders in question. The Client shall reimburse Rmn-GP for any costs occasioned with respect to collecting any sums due via the courts, including the fees of the law officials. Under no circumstances may payments be suspended or made the subject of any claim for compensation without the Rmn-GP's prior written agreement. Any partial payment will be allocated firstly to the unprivileged part of the sum receivable and next to any sums that fell due at an earlier date.

6.4 Requiring guarantees or settlement

Rmn-GP at any time reserves the right, in view of the risks involved, to set a ceiling for the credit granted to any client and stipulate certain terms of payment or require certain guarantees. This will especially hold good in the event of any change in the Client's financial or other capacity, in their professional activity (or in the case of company, in its legal form or the persons of its directors), or in the event of the transfer, leasing, pledging or contribution of its business, where this has had an unfavourable effect on the Client's credit.

ARTICLE 7 : GUARANTEES - LIABILITY

7.1 Guarantee of compliance

Any claim for lack of conformity of a delivered product (i.e. improper use or product that does not fall under the description given by Rmn-GP), shall be formulated in writing within thirty (30) business days of the date on which the products were delivered. Any claim notified after the expiry of this timeframe shall be rejected.

The Client shall be responsible for providing proofs with respect to the non-compliance alleged. Rmn-GP shall be afforded full facilities for checking the non-compliance for the purpose of remedying it. The Client shall refrain from intervening on the products itself or asking a third party to do so. To be effective, any claim for lack of conformity shall be sent to Rmn-GP, by registered letter or by e-mail to the following addresses: Service Diffusion Externe, 254-256, rue de Bercy, 75577 Paris Cedex 12, FRANCE; pro.boutiquesdemusees@rmngp.fr. The date of dispatch will provide complete evidence between the parties.

After noting the alleged defects, Rmn-GP will, at its own expense, provide a spare part in exchange if one is available or, if this is not the case, a credit note corresponding to the price(s) of the product(s) concerned.

The Client shall not return delivered products without the prior written approval of Rmn-GP. Any delivered product returned by the Client without the Rmn-GP's prior written consent shall give rise neither to credit note or reimbursement nor to replacement, and will be made available to the Client for removal at its expense and risk. Products must be returned in their original unused condition and complete (packaging, accessories, instructions etc.) to the following address : GARONOR EST, Bâtiment 22, quais 141/142, 3 rue Anatole Sigonneau, 93150 Le Blanc-Mesnil, FRANCE.

7.2 Guarantee against hidden defects

The Client shall benefit from the legal guarantees referred to in Article 1641 (guarantee against hidden defects) of the French Civil Code (defective product).

7.3 Limitation of liability

Rmn-GP's liability may not be invoked in the event of normal wear from use of the product. Furthermore, in cases of improper use, use that is not in accordance with Rmn-GP's recommendations or negligence, the Client cannot claim any compensation or request the replacement of the products concerned.

Except in cases of serious misconduct or wilful wrong, the liability of Rmn-GP shall be limited to the amount of the corresponding order.

7.4 Force majeure

Rmn-GP shall be excused from any delay or failure in delivery performance of products whenever it results from Force majeure event, including, but not limited to any natural or public disaster, strikes, lockouts or other labour disputes, riots or civil disturbances, natural catastrophes, severe weather or public emergencies, health crisis and its repercussions, actions of suppliers, nuclear disaster or any law, governmental rules or regulation.

ARTICLE 8: RESALE

As an independent reseller, the Client sells products at its own risks and under its own general terms and conditions for sale. The Client shall be wholly responsible for reselling products in compliance with any relevant laws and regulations in force, and shall assume the responsibility and risks in this respect. The Client shall ensure that Rmn-GP's products are easily identifiable as products designed and/or manufactured by Rmn-GP. With a view to preserving the image and quality of products, the Client shall take all necessary measures to avoid any risk of confusion between Rmn-GP's products and third party products.

ARTICLE 9 : DISTINCTIVE ELEMENTS - INTELLECTUAL PROPERTY

9.1 Distinctive elements

The Client shall not use, reproduce and/or represent Rmn-GP's distinctive elements without Rmn-GP's prior written consent. Distinctive elements include company names, business names, trade names, or other names or signs containing the terms " Rmn-GP", " Rmn-Grand Palais", " Grand Palais" or "Grand Palais Ephémère" as well as trademark, logos or other symbols, whether registered or unregistered, which are affixed to products and/or packaging.

As an exception to the foregoing, the Client is authorised to use Rmn-GP's distinctive for reference purposes only (indication of the place of origin of the product) and provided that such a use comply with the Rmn-GP's guidelines for the use of elements and does not cause confusion to customers between Rmn-GP and the Client.

9.2 Unauthorized reproduction - Packaging

Any unauthorized reproduction, adaptation, alteration and/or use of products sold by Rmn-GP and/or of the trademarks, under which such products are sold, will expose the person responsible to civil and/or penal sanctions. The Client also runs the risk of being subject to such sanctions in the event of being supplied by third parties with imitation products and/or products coming within the scope of unfair trading practices. Packaging bearing Rmn-GP's trademark may only be used for the Rmn-GP's products and may not under any circumstances be used for any other products.

ARTICLE 10 : PROTECTION OF PERSONAL DATA

Rmn-GP and the Client undertake to collect and process personal data in accordance with European Regulation No 2016/679/EU of 27 April 2016 on the protection and with the French Data Protection Act of 6 January 1978. Rmn-GP processes personal data of the Client's officers and employees in order to manage the Client's customer account online, to process and fulfil Client's orders placed on the Website, to respond to requests and/or to manage the subscription to the Website newsletter. Information relating to all processing of data by Rmn-GP is specified in its Data Protection Policy (available at any time on the Website : https://www.grandpalais.fr/en/policy-personal-data-protection).

ARTICLE 11 : COMPÉTENCE - CONTESTATION

The GTCS are governed by French Law. Any dispute arising out of or relating to the GTCS in their validity, interpretation and/or performance, even if there is more than one defendant or if third parties are introduced, shall be settled by the "Commercial Court of Paris" in France.

ARTICLE 12 : MISCELLANEOUS PROVISIONS

If any provision or part of the GTCS shall be or shall become unenforceable, void or invalid (as the case may be), such provision or part thereof shall not affect and shall be deemed to be severed from the remainder of the GTCS to the intent that the remainder of the affected provision and the GTCS shall be or shall continue to be fully enforceable and valid. Failure by Rmn-GP to enforce any one of the stipulations of the GTCS shall not be deemed to constitute a waiver of the said stipulations.


Terms and conditions - Client outside European Union

ARTICLE 1 : APPLICATION OF THE GENERAL TERMS AND CONDITIONS OF SALE

These General Terms and Conditions of Sale, hereinafter referred to as the "GTCS", apply to all orders placed with the Etablissement Public de la Réunion des musées nationaux et du Grand Palais des Champs-Elysées (hereinafter referred as "Rmn-GP") by any professional client located outside the European Union (hereinafter referred to as the "Client"), with the exception of any manufacturing order subject to separate conditions.

The act of placing an order implies full and unreserved acceptance of these GTCS, to the exclusion of any other document, such as leaflets, catalogues or shop online published by Rmn-GP (non-exhaustive list), which are given as a guideline and have no contractual value. The GTCS prevail over any terms or conditions contained or referred to elsewhere or implied by trade customs, practice or course of dealing unless formally agreed otherwise in written by Rmn-GP.

ARTICLE 2: ORDERS

2.1 Necessary pre-requisites

Any order shall be subject to two conditions:

-the prior opening of a client account on pro.boutiquesdemusees.fr (hereafter « the Website »)

-a minimum order of 500 Euros (VAT) all taxes excluded; RMN-GP RESERVES THE RIGHT TO REFUSE ANY ORDER WHOSE AMOUNT IS LESS THAN THIS MINIMUM ORDER.

2.2 Placing an order

Orders shall be placed by the Client on the Website or by e-mail (pro.boutiquesdemusees@rmngp.fr). The order shall be considered to be a final order upon receipt by the Client of the confirmation email. A final order is not subject to cancellation or changes of any kind by the Client. Any quotation edited on the Website by the Client from its shopping basket is non-binding. The benefits of a firm order are specific to Client who placed it and cannot be transferred by Client to a third party without Rmn-GP's consent.

ARTICLE 3 : DELIVERY

3.1Products delivered

Rmn-GP reserves the right to modify its products and the models featuring in its leaflets, catalogues an/or on the Website (non-exhaustive list), without prior notice and at any time, without obligation to modify products already delivered or in the course of being produced in response to an order.

3.2 Delivery - Modalities

> Products are placed at disposal

Delivery of products is EX-Works (Incoterm 2010) and made exclusively at Rmn-GP's warehouse, where products are made available for uplift either by the Client or by a carrier designated by the Client. Products are delivered within ten (10) business days from the sending date of the confirmation e-mail.

Rmn-GP informs the Client of the date of placement at the disposal by e-mail. The Client undertakes to take delivery :

-within 15 days from the date of notice of the readiness to deliver ;

-and pursuant to the conditions specified in this notice ( opening hours and days, place of delivery and appointment set up).

In case the Client does not take delivery within this period, the sale is automatically deemed cancelled pursuant to article 1657 of the French civil code, without prejudice to any damages that Rmn-GP may claim.

> Products are shipped

Notwithstanding the EX Works delivery, Rmn-GP and the Client may decide in writing that delivery is made at a destination point designated by the Client. In such a case, Rmn-GP insures the packaging, the loading of the goods in the pallet, the shipment as well as customs formalities (duties and taxes, customs clearing procedure etc.) until final receipt of the products by the Client. However, shipping fees and insurance costs are then passed on to the Client. Products are delivered within ten (10) business days starting from the issuing date of the confirmation email. The Client will receive a shipment confirmation email with a tracking number in order to follow the progress of delivery.

3.3 Delivery - Risk

> Products are placed at disposal

When products are made available for uplift, the risk shall pass to the Client from the time of loading.

> Products are shipped

Products are delivered at the Rmn-GP's risk, provided that the Client verifies the good condition of the products at the time of delivery. Any delivery shall give rise to the signature by the Client of the consignment note. It will be the Client's responsibility to verify the good conditions of delivered products, to make sure that the shipping contract has been performed properly, and if not, to take all necessary and appropriate measures to retain rights and recourse against the carrier. In the event of damage or loss resulting from transport, the Client shall make all necessary statements on the consignment note and make a damage claim to the carrier (by registered letter with an acknowledgement of receipt) at the latest within three (3) days after delivery. In addition, the Client shall notify Rmn-GP of these statements in writing within three (3) days after delivery. The Client shall bear responsibility for all direct and indirect loss or damage caused to Rmn-GP resulting from failure to respect this procedure.

3.4 Delivery time and delays

The delivery time shall be regarded merely as indicative and are not binding on Rmn-GP. Late delivery or late placement at the disposal shall not entitle the Client to cancel orders in progress, refuse goods, claim damages or give rise to holdback, compensation or penalties, notwithstanding the existence of any clause to the contrary in the Client's purchase general conditions.

However, if products have still not been delivered or placed at disposal thirty (30) business days after the delivery date - due to any reason other than that of force majeure- the sale may be cancelled at the request of either party, without any compensation's being due to or payable by either party. In any event, delivery within the agreed timeframe may only take place if the Client has discharged all its obligations of any kind towards Rmn-GP.

3.5 Reception - Delivered products that do not comply with the order

Without prejudice to the measures to be taken pursuant to article 3.3, claims relating to delivered products that do not comply with the order must be expressed in writing within three (3) business days after delivery. No claim will be accepted after the expiry of this period. For goods sold in packaging, the weights and measurements upon departure shall be valid for ascertaining the quantities delivered.

After noting the nature of the non-compliance alleged, Rmn-GP will issue and submit a credit note corresponding to the missing or rejected items.

The Client shall not return delivered products without the prior written approval of Rmn-GP. Any delivered product returned by the Client without the Rmn-GP's prior written consent shall give rise neither to credit note or reimbursement nor to replacement, and will be made available to the Client for removal at its expense and risk. Products must be returned in their original unused condition and complete (packaging, accessories, instructions etc.) to the following address: GARONOR EST, Bâtiment 22, quais 141/142, 3 rue Anatole Sigonneau, 93150 Le Blanc-Mesnil, FRANCE.

ARTICLE 4 : RETENTION OF OWNERSHIP

Rmn-GP will retain ownership of all goods sold until the full payment of the order has been received pursuant to articles 2367 et seq. of the French Civil Code. In the event of failure to make payment by the due date, or in the event of part payment, Rmn-GP may claim ownership of the goods. The Client must retain the goods sold subject to retention of ownership in such a manner that it cannot get mixed up with goods of the same nature from other sellers. These provisions do not in any way affect the transfer to the Client, as from the time at which the products were delivered by Rmn-GP, of all risks vis à vis the deterioration of the products sold or any damage that might be caused by them.

ARTICLE 5 : PRICES - DELIVERY CHARGES - ORDER AMOUNT

Products are provided at the prices in force at the time of ordering. The selling prices are computed on a net basis (exclusive of tax), inclusive of packaging fees, except in the case of special packaging, that is invoiced separately. The firm order amount in Euros is computed on a net basis.

Delivery charges, when charged to the Client, include transport and insurance costs, customs duties, special packaging fees (when appropriate) and more generally all costs, taxes and duties incurred or due until final receipt of the products by the Client.

ARTICLE 6: INVOICING - PAYMENT

6.1 Invoicing

An invoice will be made for each final order and issued by e-mail after dispatch of the products. The Client's online account contains an electronic invoice that may be downloaded and printed.

When delivery costs are borne by the Client, delivery fees and insurance costs are set out in a separate invoice that is issued at the same time as the invoice corresponding to the order.

6.2 Paiment

Payment of the order shall be made in Euros within sixty (60) days net from the date of invoice:

-by bank cheque to the account of "Agent comptable de la Rmn-GP" and addressed to the attention of "Agence Comptable, Réunion des musées nationaux et du Grand Palais des Champs-Élysées » at the following address : 254-256, rue de Bercy - 75577 Paris cedex 12 - FRANCE

-by bank/credit card

-or by bank transfer on the following account :


The Client will not be entitled to a discount for immediate payment. Any bank charges shall be borne by Client. Payment shall be considered as valid when the invoice amount has finally been credited to Rmn-GP's account.

6.3 Late paiement - Non-paiement

> Late paiement

In the event of late payment, Rmn-GP may suspend all orders in process, without prejudice to any other course of action. Any sum not paid by the payment date stated on the invoice will give rise to:

-Default interest equal to three times the official interest rate this default interest will be payable without the necessary of a formal reminder; and

-Payment of a lump sum of 40 (forty) Euros as recovery charge; this lump sum is due without prejudice of any right to reimbursement of any additional recovery fees.

Notwithstanding the above, the Client shall bear responsibility for all direct and indirect loss or damage caused to Rmn-GP resulting from late payment.

> Non-paiement

If payment has still not been received forty -eight (48) hours from the sending of formal notice, the sale will be cancelled ipso jure if RmnGP thinks fit, and the latter may request a summary court order for the purpose of having the goods returned, without prejudice to any damages that it may claim.

Such cancellation will affect not only the order in question but also any previous unpaid orders either already delivered or about to be delivered, regardless of whether or not the payment date has been reached. The sums due for other deliveries, or for any other reason, will be immediately payable if Rmn-GP does not decide to cancel all the orders in question. The Client shall reimburse Rmn-GP for any costs occasioned with respect to collecting any sums due via the courts, including the fees of the law officials. Under no circumstances may payments be suspended or made the subject of any claim for compensation without the Rmn-GP's prior written agreement. Any partial payment will be allocated firstly to the unprivileged part of the sum receivable and next to any sums that fell due at an earlier date.

6.4 Requiring guarantees or settlement

Rmn-GP at any time reserves the right, in view of the risks involved, to set a ceiling for the credit granted to any client and stipulate certain terms of payment or require certain guarantees. This will especially hold good in the event of any change in the Client's financial or other capacity, in their professional activity (or in the case of company, in its legal form or the persons of its directors), or in the event of the transfer, leasing, pledging or contribution of its business, where this has had an unfavourable effect on the Client's credit.

ARTICLE 7 : GUARANTEES - LIABILITY

7.1 Guarantee of compliance

Any claim for lack of conformity of a delivered product (i.e. improper use or product that does not fall under the description given by Rmn-GP), shall be formulated in writing within thirty (30) business days of the date on which the products were delivered. Any claim notified after the expiry of this timeframe shall be rejected.

The Client shall be responsible for providing proofs with respect to the non-compliance alleged,. Rmn-GP shall be afforded full facilities for checking the non-compliance for the purpose of remedying it. The Client shall refrain from intervening on the products itself or asking a third party to do so. To be effective, any claim for lack of conformity shall be sent to Rmn-GP, by registered letter or by e-mail to the following addresses: Service Diffusion Externe, 254-256, rue de Bercy, 75577 Paris Cedex 12, FRANCE; pro.boutiquesdemusees@rmngp.fr. The date of dispatch will provide complete evidence between the parties.

After noting the alleged defects, Rmn-GP will, at its own expense, provide a spare part in exchange if one is available or, if this is not the case, a credit note corresponding to the price(s) of the product(s) concerned.

The Client shall not return delivered products without the prior written approval of Rmn-GP. Any delivered product returned by the Client without the Rmn-GP's prior written consent shall give rise neither to credit note or reimbursement nor to replacement, and will be made available to the Client for removal at its expense and risk. Products must be returned in their original unused condition and complete (packaging, accessories, instructions etc.) to the following address : GARONOR EST, Bâtiment 22, quais 141/142, 3 rue Anatole Sigonneau, 93150 Le Blanc-Mesnil, FRANCE.

7.2 Guarantee against hidden defects

The Client shall benefit from the legal guarantees referred to in Article 1641 (guarantee against hidden defects) of the French Civil Code (defective product).

7.3 Limitation of liability

Rmn-GP's liability may not be invoked in the event of normal wear from use of the product. Furthermore, in cases of improper use, use that is not in accordance with Rmn-GP's recommendations or negligence, the Client cannot claim any compensation or request the replacement of the products concerned.

Except in cases of serious misconduct or wilful wrong, the liability of Rmn-GP shall be limited to the amount of the corresponding order.

7.4 Force majeure

Rmn-GP shall be excused from any delay or failure in delivery performance of products whenever it results from Force majeure event, including, but not limited to any natural or public disaster, strikes, lockouts or other labour disputes, riots or civil disturbances, natural catastrophes, severe weather or public emergencies, health crisis and its repercussions, actions of suppliers, nuclear disaster or any law, governmental rules or regulation.

ARTICLE 8: RESALE

As an independent reseller, the Client sells products at its own risks and under its own general terms and conditions for sale. The Client shall be wholly responsible for reselling products in compliance with any relevant laws and regulations in force, and shall assume the responsibility and risks in this respect. The Client shall ensure that Rmn-GP's products are easily identifiable as products designed and/or manufactured by Rmn-GP. With a view to preserving the image and quality of products, the Client shall take all necessary measures to avoid any risk of confusion between Rmn-GP's products and third party products.

ARTICLE 9 : DISTINCTIVE ELEMENTS - INTELLECTUAL PROPERTY

9.1 Distinctive elements

The Client shall not use, reproduce and/or represent Rmn-GP's distinctive elements without Rmn-GP's prior written consent. Distinctive elements include company names, business names, trade names, or other names or signs containing the terms " Rmn-GP", " Rmn-Grand Palais", " Grand Palais" or "Grand Palais Ephémère" as well as trademark, logos or other symbols, whether registered or unregistered, which are affixed to products and/or packaging.

As an exception to the foregoing, the Client is authorized to use Rmn-GP's distinctive for reference purposes only (indication of the place of origin of the product) and provided that such a use comply with the Rmn-GP's guidelines for the use of elements and does not cause confusion to customers between Rmn-GP and the Client.

9.2 Unauthorized reproduction - Packaging

Any unauthorized reproduction, adaptation, alteration and/or use of products sold by Rmn-GP and/or of the trademarks, under which such products are sold, will expose the Client to civil and/or penal sanctions. The Client also runs the risk of being subject to such sanctions in the event of being supplied by third parties with imitation products and/or products coming within the scope of unfair trading practices. Packaging bearing Rmn-GP's trademark may only be used for the Rmn-GP's products and may not under any circumstances be used for any other products.

ARTICLE 10 : PROTECTION OF PERSONAL DATA

Rmn-GP and the Client undertake to collect and process personal data in accordance with European Regulation No 2016/679/EU of 27 April 2016 on the protection and with the French Data Protection Act of 6 January 1978. Rmn-GP processes personal data of the Client's officers and employees in order to manage the Client's customer account online, to process and fulfil Client's orders placed on the Website, to respond to requests and/or to manage the subscription to the Website newsletter. Information relating to all processing of data by Rmn-GP is specified in its Data Protection Policy (available at any time on the Website : https://www.grandpalais.fr/en/policy-personal-data-protection).

ARTICLE 11 : COMPÉTENCE - CONTESTATION

The GTCS are governed by French Law. Any dispute arising out of or relating to the GTCS in their validity, interpretation and/or performance, even if there is more than one defendant or if third parties are introduced, shall be settled by the "Commercial Court of Paris" in France.

ARTICLE 12 : MISCELLANEOUS PROVISIONS

If any provision or part of the GTCS shall be or shall become unenforceable, void or invalid (as the case may be), such provision or part thereof shall not affect and shall be deemed to be severed from the remainder of the GTCS to the intent that the remainder of the affected provision and the GTCS shall be or shall continue to be fully enforceable and valid. Failure by Rmn-GP to enforce any one of the stipulations of the GTCS shall not be deemed to constitute a waiver of the said stipulations.