GENERAL CONDITIONS OF SALE TO PROFESSIONAL RESELLERS

These general conditions of sale (the " GCS ") apply to sales of electric scooters, batteries, spare parts, accessories and related repair services (the " Products ") concluded between the RISE UP company (" RISE UP ") and the distributors and retailers of the said Products (the " Retailer(s )") from the www.e-ride.fr website (the " Website ").

SIREN : 492 634 712 (RCS MEAUX)

  16 Avenue Christian Doppler – 77700 BAILLY ROMAINVILLIERS (FRANCE

   contact@e-ride.fr

   01.85.49.07.08

No special condition may, without RISE UP's prior written acceptance, take precedence over the GCS, so that any conditions to the contrary laid down by the Reseller shall, in the absence of RISE UP's prior written acceptance, be unenforceable against the latter.

RISE UP reserves the right to modify the GTC at any time, the modifications then being applicable to orders placed after the modified GTC have been put online.

These GCS can be consulted on the Website and are also communicated to the Reseller for acceptance during the process of ordering Products on the Website. Any order for Products therefore implies pure and simple acceptance of the GCS.

The original version of the GCS is written in French and is the only authentic version, taking precedence over any other version translated into a foreign language.

If any provision of the GCS is declared null and void or ineffective on any legal grounds whatsoever by a court of law or any other administration or authority, such a decision will in no way affect the validity of the other provisions.

The fact of not exercising, at any time, a prerogative or a right recognised by the GTCS, or of not requiring the performance of any stipulation herein may not under any circumstances be interpreted, either as a modification of the contract, or as an express or tacit waiver by RISE UP of the right to exercise the said prerogative in the future, or of the right to require the scrupulous performance of the commitments entered into herein.

The Products offered for sale by RISE UP are described and presented on the Website, with their descriptions, photos and technical characteristics.

Although RISE UP makes every effort to ensure that the photographs on the Internet Site are faithful and up-to-date reproductions of its Products, the Reseller is expressly informed of the fact that the said photographs, illustrations and indications (in particular of dimensions, technical characteristics and/or colours) are given solely for information purposes and consequently cannot constitute a contractual commitment, nor any guarantee on the part of RISE UP, as to the perfect similarity between the Products ordered by the Reseller and the photographs, illustrations and indications appearing on the Internet Site.

In any event, the Reseller is invited to contact RISE UP for any questions and/or additional details concerning the Products.

3.1.      Quote

Quotations drawn up by RISE UP from the Internet Site are valid for a period of seven (7) calendar days from their date of issue.

 Any indication and/or pricing proposal provided by post, e-mail and/or telephone, without being formalised as part of a quotation, shall not be binding on RISE UP in any capacity whatsoever and in any manner whatsoever.

3.2.      Online ordering process

To order Products from the Website, the Reseller must follow all the steps indicated on the Website (creation of an account is required to place an order).

The Reseller is responsible for the accuracy and completeness of the information provided and entered on the Website, so that RISE UP cannot be held responsible for any defect, delay and/or non-conformity of delivery linked to insufficiencies or errors in the information entered.

The Product offers and prices proposed by RISE UP are valid as long as they are accessible on the Internet Site and only within the limits of available stocks. Consequently, the admissibility of the order is subject to the material availability of the Products.

As soon as it has been validated, the order is submitted to RISE UP for processing and can no longer be cancelled or modified by the Reseller, except with the prior written agreement of RISE UP.

In any event, any request to modify a firm and definitive order accepted by RISE UP shall give rise, where applicable, to an extension of delivery times and to additional charges and costs. In the event of any cancellation of a firm and definitive order, RISE UP may retain the deposits and payments already made by the Reseller.

4.1.      Price

The prices of the Products are indicated on the Website and during the ordering process.

The prices of the Products are indicated in euros (€), exclusive of tax (HT) and inclusive of all taxes (TTC), taking into account the VAT rate applicable on the day of the order.

Except in special cases mentioned at the time of ordering, the prices indicated on the Website include the cost of processing and delivery of the Products.

For all sales made outside mainland France, the Reseller assumes sole responsibility for the payment of any import duties and taxes that may be applicable.

RISE UP reserves the right to modify its prices at any time, it being understood that orders for Products will be invoiced on the basis of the rates in force at the time each order is recorded, as they will appear on the Website.

4.2.      Terms of payment

The price of Products including all taxes is payable in euros (€) and must be paid in full on the day of the online order.

Payment within the meaning of this article shall be deemed to have been made when the funds corresponding to the price inclusive of all taxes and charges are actually made available to RISE UP.

Payments may be made by bank card or bank transfer.

In the event that payment of the price is not made (on the day of the order for payments by credit card and PayPal system or after a period of 7 working days for payments by bank transfer), the online sale will be immediately cancelled ipso jure and the order cancelled, without the Reseller being able to make any claim in this respect.

After payment for the Products, RISE UP sends an invoice to the Reseller by post and/or e-mail, this invoice also being available from the "My Account" section of the Website.

Following his/her order, the Customer receives by e-mail a link enabling him/her to follow the stages and times for delivery of the Products.

In principle and unless otherwise agreed, Products are sent by RISE UP and/or any independent carrier appointed for this purpose by RISE UP, by parcel or other means of delivery depending on the number, nature and volume of Products ordered.

Except in special cases, RISE UP ensures :

- dispatch of Products ordered within 24 hours (1 working day) from the date of the order

- routing and delivery of Products ordered within between 24 and 72 hours (between 1 and 3 working days) from the date of the order.

Notwithstanding the above clauses, it is expressly agreed that delivery times depend on and may vary according to the availability of stocks, the period of activity, the date and time of placing the order, the nature and volume of the order, the time taken to prepare and dispatch the order, the delivery locations requested by the Customer, the transport constraints of the carriers, climatic and weather conditions and other factors which may influence and are beyond the control of RISE UP.

As deadlines are communicated on an indicative basis, exceeding them may under no circumstances give rise to penalties, damages, reimbursement of prices, deductions, compensation and/or cancellation of orders, without verification of the grievance and without justification of the loss suffered as a result of the delay in delivery, and in any event in the event of an event of force majeure within the meaning of the Civil Code and the GCS. In any event, Products may only be delivered on time if the Reseller is up to date with all its obligations towards RISE UP.

RISE UP may have to divide an order into several shipments depending on the availability of Products. In this case, RISE UP will inform the Reseller by e-mail.

The Reseller bears the risks that the Products may undergo or cause from the moment the Products are delivered by RISE UP.

Prior to the resale of the Products and as part of its own obligation to provide information and advice, the Reseller undertakes to inform and raise awareness among end customers (hereinafter the "User") of the need to comply strictly with the rules stipulated in this article and, more generally, of the need to comply with all the terms, conditions, limits and instructions for use and safety relating to the Products.

6.1.      User manual - Terms and conditions

Before using any of the Products, the User must read the user manual detailing the terms, conditions, limitations and instructions for use and safety relating to the Products.

The User's attention and vigilance is particularly drawn to the need not to use the Products until he/she has read and understood all the terms, conditions, limitations and instructions for use and safety relating to the Products.

In particular, and without this being exhaustive, the User must, prior to any use of the Products, be aware of and master :

      - the functions and characteristics of the various parts making up the Products (in particular, according to the diagrams provided in the user manual);

      - the conditions and procedures for mounting, assembling, starting, stopping and folding the Products;

      - the conditions and procedures for reading and adjusting the instrument panel of the Products;

      - the conditions and procedures for storing, using, handling and ensuring the safety of the Products' batteries.

In general, and without the specific conditions set out below limiting the User's obligations in any way, the User undertakes, in all circumstances, to scrupulously comply with all the conditions, procedures, limits and instructions for use and safety relating to the Products, whether during storage, handling and/or use of the Products.

In any event, the User is invited to contact the Reseller and/or RISE UP for any questions and/or additional queries he may have concerning the use of the Products.

6.2.      Special conditions prior to use of the Products

Systematically and before each use of the Products, the User is required to follow the conditions, procedures and instructions for checking and safety on the Products, as indicated in the user manual.

The User undertakes not to use the Products and undertakes to contact the Reseller's and/or RISE UP's after-sales service if any defect and/or anomaly is detected during the inspection and safety operations on the Products, in particular following the indications provided in the user manual.

6.3.      Special conditions during use of the Products

The User undertakes, in all circumstances and each time the Products are used, to comply scrupulously with all the terms, conditions, limitations and instructions for use and safety relating to the Products, as indicated in the user manual.

Without limiting the generality of the foregoing, the User undertakes in particular to:

     - use the Products only after having fully understood, learned and mastered the conditions and procedures for safe use;

      - not to use or allow the Products to be used by anyone who is not of the minimum age required for the type and nature of the Product;

      - not to use or allow the Products to be used in rain, snow, hail and/or high humidity, and more generally not to allow water to penetrate the Products and their components (particularly when washing the Products);

- to wear and have worn all safety and protective equipment when using the Products (full-face helmet, knee, elbow, hand and upper body protection, unopened and suitable footwear, etc.);

       - to be vigilant when rotating, folding and unfolding the Products, as any negligence during these operations may cause bodily injury;

       - not to use or allow the Products to be used while performing stunts, jumps and/or falls of any kind, which may cause major malfunctions in the Products and/or lead to accidents;

       - do not use or allow the Products to be used by two or more people (including minors) climbing on them;

- not to dismantle, disassemble, reassemble, adjust or adjust all or part of the Products and/or their components, all such operations being reserved for RISE UP and/or any specialist dealer or repairer;

       - scrupulously comply with and ensure compliance with, in all circumstances, all legislation, regulations and standards applicable to the use of the Products, including in particular insurance and road traffic regulations, it being specified that in all cases and circumstances, the Products may not be used while travelling on roads open to the public.

6.4.      Conditions specific to Product maintenance

The User is required to follow the conditions, procedures and instructions for storing and maintaining the Products, their components and spare parts, as indicated in the user manual.

The User undertakes not to use the Products and undertakes to contact the Reseller's and/or RISE UP's after-sales service if any defect and/or anomaly is detected during inspection and maintenance operations on the Products, in particular following the indications provided in the user manual.

6.5.      Special conditions for Product insurance

The User is required to take out and maintain throughout the period of use of the Products, with a solvent insurance company, a policy covering unlimited civil liability and all risks and material and/or physical damage that the Products may cause or suffer with regard to all property and all third parties.

The User's attention and vigilance are particularly drawn to the fact that the User remains solely and fully responsible for the risks and material and/or physical damage that the Products may suffer or cause during their use.

6.6.      Limitation of RISE UP's liability

RISE UP may not be held liable, on any grounds whatsoever and on any legal basis whatsoever, for any prejudice, damage, material and/or physical, direct or indirect, arising as a result of storage, use and/or maintenance of the Products under conditions that are contrary to and/or insufficient in relation to the terms of this article 9 and more generally to the conditions, procedures, limits and instructions for use and safety indicated in the user manual.

7.1.      Check

The condition, absence of apparent defects and conformity in terms of quality and quantity of the Products must be checked by the Reseller on delivery by RISE UP.

In order to maintain recourse against the carrier, the Reseller is required to state his claims, reservations or disputes on the transport note and confirm these by registered letter to the carrier and RISE UP within 48 hours of delivery of the Products.

7.2.      Conformité des Produits

La signature sans réserve du bon de livraison des Produits par le Revendeur vaut acceptation pure et simple et sans réserves de la livraison, de la conformité en qualité et en quantité des Produits commandés.

En tout état de cause, le Revendeur est tenu de faire part de ses réclamations, réserves ou contestations concernant la conformité des Produits par LRAR adressée à RISE UP dans un délai de 48 heures (2 jours ouvrés) à compter de la réception des Produits par le Revendeur.

7.3.      Hidden defects

Hidden defects must exist at the time of transfer of risk in order to be covered.

In order to implement the hidden defects guarantee, the Reseller must exercise his guarantee action by sending a registered letter to RISE UP within 7 working days of receipt of the Products by the Reseller.

7.4.      Defective products

RISE UP may not be held liable on the basis of the liability for defective products provided for in Articles 1245 et seq. of the French Civil Code, for damage caused to goods that are not used by the victim for his/her own private use or consumption.

7.5.      Batteries

Independently of the aforementioned legal warranties, it is expressly agreed that any defect affecting the battery's autonomy, without the defect affecting the battery's charging function, is guaranteed by RISE UP for a period of six (6) months (invoice date as proof).

Consequently, it is expressly agreed and reiterated that, after the period of six (6) months from the date of purchase, the Reseller may no longer make any claim in respect of a defect and/or insufficiency relating to the autonomy of the battery provided that this defect and/or insufficiency does not in itself affect the charging function of the Products.

7.6.      Product returns

Any claim made by the Reseller in respect of a return of Products must be made to RISE UP's After-Sales Service.

Any return of Products, whatever the legal basis for the claim, must be subject to prior written agreement from RISE UP and is in any event subject to compliance with the rules set out in articles 7.1 to 7.5 above.

In the event of the return of Products duly accepted by RISE UP, the Client retains custody of and is responsible for the costs and risks relating to the Products until they are effectively returned to RISE UP.

In the event of acceptance of the return of the Products, whatever the legal basis invoked (non-conformity, latent defect, defectiveness, etc. ), the liability of RISE U¨P is strictly limited, at its choice, to(i) either the replacement of the Products concerned by identical or similar Products,(ii) or the repair of the Products,(iii) or the issue of a credit note to the benefit of the Reseller, to the exclusion of any compensation, damages, indirect prejudice, deductions and/or penalties of any nature whatsoever in respect of the Products returned.

7.7.      Limitation of liability

No Product may be returned and RISE UP may not be held liable on any legal grounds whatsoever (non-conformity, hidden defect, defectiveness, etc.):

- if the mandatory deadlines referred to in articles 7.2 and 7.3 are exceeded;

- if RISE UP has not been able to check the alleged defect;

- if the Products have been stored, handled, used and/or maintained in conditions contrary to the instructions for use of the Products set out in the user manual and/or in article 6.

 7.8      After-sales service returns

Please note: Scooters sent for after-sales service must be packed in their original box or in a box in good condition. Any scooter sent without a box or with a damaged box will be given a personalised box from E-ride, resulting in an additional charge of 15 euros (excluding postage).

The Reseller is informed of the fact that all intellectual property rights (trademarks, know-how, trade secrets and other intellectual and/or industrial property rights), as well as any element relating to the design and sale of the Products ordered, whether protectable or not within the meaning of the Intellectual Property Code, including the content, photographs and illustrations present on the Internet Site, belong entirely and exclusively to RISE UP.

Consequently, without the prior written agreement of RISE UP, the Reseller is prohibited from using, reproducing, distributing, exploiting, modifying or infringing in any way and at any time whatsoever the intellectual property rights and other aforementioned elements belonging to RISE UP.

Under no circumstances may RISE UP be held liable in the event of a force majeure event preventing the performance of its obligations under these GTCS.

In addition to cases of force majeure as defined by the Civil Code and those usually recognised by French case law, the following are expressly considered to be cases of force majeure, without this list being limitative: wars, riots, natural disasters, floods, fires in all or part of the premises of RISE UP or its suppliers or manufacturers, strikes by all or part of the staff of RISE UP or its suppliers or manufacturers, embargoes, governmental and/or legal restrictions, malfunctions in the means of transport and/or communication, temporary or permanent unavailability of supplies of Products.

Sales of Products pursuant to these GTCS are governed by the provisions of French law, to the exclusion of the Vienna Convention of 11 April 1980 on the International Sale of Goods.

Any contractual or extra-contractual dispute relating to these GTCS shall, failing amicable settlement, be submitted to the competent courts located within the jurisdiction of the registered office of RISE UP, notwithstanding multiple defendants, incidental claims or summary proceedings.