International import export trade.

TERMS OF SALES

(SERVICES)

ARTICLE 1 - Scope

These General Terms and Conditions of Sale (hereinafter "GTC") apply to all the services provided by Importexportnegoce (hereinafter the "Service Provider") to its customers, regardless of the clauses that may appear on the documents. of the Customer, and in particular its General Conditions of Purchase (hereinafter "GTC").

These T & Cs are systematically communicated to any Customer who requests them, to enable them to place an order with the Service Provider.

In accordance with the regulations in force, the Service Provider reserves the right to derogate from certain clauses of these T & Cs, depending on the

negotiations carried out with the Customer, through the establishment of Special Conditions of Sale (hereinafter “CGP”). Any modification of the GTC can only be made with the express written acceptance of the service provider.

The Service Provider may, moreover, be required to establish Categorical General Conditions of Sale, derogating from these GTC, depending on the type of customer considered, determined on the basis of objective criteria. In this case, the Categorical GTC apply to all operators meeting these criteria.

ARTICLE 2 - Orders

2-1. Formalization- The sales of services are considered perfect after, on the one hand, establishment of an estimate expressly accepted in writing by the Customer (which represents the Customer's Purchase Order) and the payment of the deposit due, if applicable ( see art. 2.3 below), and on the other hand, written acceptance of this order by the Service Provider, evidenced by an acknowledgment of receipt from the Service Provider.

.2-2. Order modification - Within the limits of the Service Provider's possibilities, any order modifications requested by the Customer will only be taken into account to the extent that they are notified in writing and cannot be modified after the start of the supply. This modification will only be effective after signature by the Customer of a new specific order form and possible adjustment of the price.

2-3. Deposits and Penalties - A deposit is requested for any service order. The order will only be confirmed upon receipt of payment of the deposit in the amount of 30% of the order. In the event of cancellation of the order by the Customer after its acceptance by the Service Provider, for any reason whatsoever except force majeure, the deposit paid on the order as defined in article 4-1 "Payment terms »Hereof, will automatically be acquired by the Service Provider and will not give rise to any reimbursement.

However, in the event of cancellation of the order by the Customer after its acceptance by the Service Provider, occurring beyond the time limit set in article 2-2 "Modification of order" for any reason whatsoever except force majeure, a sum corresponding to 30% (twenty percent) of the total invoice will be forfeited to the Service Provider, as damages, in compensation for the damage thus suffered.

ARTICLE 3 - Prices

The services are provided at the prices in force on the day the order is placed, according to the estimate previously established by the Service Provider and accepted by the Customer, as indicated in article 2 "Orders" above. The prices are net and exclusive of tax. An invoice is established by the Service Provider and given to the Customer each time services are provided. The conditions for determining the cost of services, the price of which cannot be known a priori or indicated with precision, will be communicated to the Customer or will be the subject of a detailed estimate, at the customer's request.

ARTICLE 4 - Payment conditions

4-1. Payment deadlines - The price is payable in full and in cash at the latest on the day of provision of the services ordered, under the conditions defined in article 5 “Terms of provision of services” below, and as indicated on the invoice given to the Customer. 4.1.1 - In the event of payment of a deposit on the order A deposit corresponding to 30% (thirty percent) of the total price of the services ordered may be required when placing the order under the conditions of the article 2-3 "Deposits and penalties" hereof. The balance of the price will then be payable in cash, at the latest on the day of the provision of said services, under the conditions defined in article 5 “Terms of provision of services” below.

4.1.2 - Exclusion of the discount - No discount will be applied by the Service Provider for payment in cash or within a period shorter than that appearing in these GTC or on the invoice issued by the Service Provider.

4-2. Late payment penalties - In the event of late payment and payment of the sums due by the Customer beyond the time limit set above, and after the payment date appearing on the invoice sent to the latter, late penalties calculated at the daily rate of 3% (three percent) of the amount including tax of the price of the services appearing on the said invoice, will automatically and automatically be acquired from the service provider, without any formality or prior notice and will result in the immediate liability of all sums due to the Service Provider by the Customer, without prejudice to any other action that the Service Provider would be entitled to bring, in this regard, against the Customer. In any case, the penalties may not be less than three (3) times the legal interest rate. In the event of non-compliance with the terms of payment appearing above, the Service Provider also reserves the right to suspend or cancel the provision of the services ordered by the Customer. It also reserves the right to suspend the performance of its obligations and to reduce or even cancel any discounts granted to the latter.

ARTICLE 5 - Terms of provision of services

The services will be provided by Importexportnégoce located at 675 rue du Dr DONNADIEU - FREJUS - (83600). In the event of a specific request from the Customer concerning the conditions of provision of services, duly accepted in writing by the Service Provider, the related costs will be the subject of a specific additional billing, on an estimate previously accepted by the Customer.

ARTICLE 6 - Responsibility of the Service Provider - Guarantee

The Service Provider guarantees, in accordance with legal provisions, the Customer against any lack of conformity of the services and any hidden defect, resulting from a design or performance fault of the services provided, to the exclusion of any negligence or fault of the Customer, for a period of 7 days (seven) from their supply to the Customer, unless otherwise provided by law. In order to assert his rights, the Customer must, on pain of forfeiture of any action relating thereto, inform the Service Provider, in writing, of the existence of the defects within a maximum period of 24 (twenty-four) hours from of their discovery. The Service Provider will rectify or cause to be rectified, at its exclusive expense, the services deemed to be defective as long as these are not the responsibility of the customer due to any fault causing the damage on his part.

In any event, the Service Provider's guarantee is limited to the amount excluding tax paid by the Customer for the provision of the services.

ARTICLE 7 - Intellectual property rights

The Service Provider remains the owner of all intellectual and industrial property rights on studies, drawings, models, prototypes, etc., carried out (even at the Customer's request) with a view to providing services to the Customer. The Customer therefore refrains from any reproduction or exploitation of said works without the express, written and prior authorization of the Service Provider who may make it conditional on financial compensation. Unless otherwise agreed by the parties, the Customer authorizes the Service Provider to report and use for communication purposes, its brands, logos and other industrial and intellectual property titles as well as elements allowing the Customer to be identified by name.

ARTICLE 8 - Attribution of powers

8.1 - Legislative competence - By express agreement between the parties, these General Terms and Conditions of Sale and the purchase and sale transactions resulting therefrom are governed by French law. They are written in French. In the event that they are translated into one or more languages, only the French text will prevail in the event of a dispute. 8.2 - Jurisdiction - In order to jointly find a solution to any dispute that may arise in the execution of this contract, the parties agree to meet within eight (8) days of the occurrence of the event on the initiative of the most diligent part. If at the end of a period of fifteen (15) days, the parties could not agree on a compromise or a solution, any dispute relating to the birth, execution or interpretation of this contract will be the exclusive jurisdiction of the courts of GRASSE.

ARTICLE 9 - Customer acceptance

These GTC are expressly approved and accepted by the Customer, who declares and acknowledges having full knowledge of them, and therefore waives the right to rely on any contradictory document and, in particular, his own GTC, which will be unenforceable against the Service Provider, even if he was aware of it.