1. Application of the T&Cs
The purpose of these general terms and conditions of sale (the “GTC”) is to define the conditions under which the KARUSPHERE Company provides the customer, professional buyer, (the “Customer”) who accepts it, the product(s) ), or service(s) defined below, marketed by the website
karusphere.com. The Customer and KARUSPHERE are respectively individually the “Party” or collectively the “Parties”. Any online order by the Customer or, a fortiori, the payment of the invoice issued by KARUSPHERE entails the Customer’s full and unreserved acceptance of these GCS, the Customer thus acknowledging that they are fully aware of them. The Customer acknowledges that the acceptance of these GCS has the consequence of dismissing the application of its own general conditions of sale and/or purchase. In addition, other general and/or specific conditions may apply depending on the Product or service ordered, such as the general conditions appearing in the order form. The T&Cs can be consulted online and may be modified at any time at KARUSPHERE’s discretion without any other formality than their posting on the karusphere.com website, only the latest version will be applicable and/or that on the date of receipt by KARUSPHERE of the command. These modifications cannot give rise to the right to any compensation for the benefit of the Customer. The GCS apply to all Products and services sold by KARUSPHERE, in addition to any special conditions that may be applicable to the Product. In the event of a contradiction between these T&Cs and the special conditions of the Product or services, the special conditions shall prevail. Special conditions relating to the Products or services may appear on the order form for the Products or services, if this is the case, these conditions prevail over all other contractual conditions.

2. Orders and performance of the service.
Orders are in principle subject to an order form and/or an agreement signed by the Customer and KARUSPHERE. Orders for services or for the provision of premises or equipment are firm and final for the customer as soon as they are issued. No order that has become final cannot be canceled or modified by the customer.
In addition, orders for services or the provision of premises or equipment are offered subject to their availability. In case of unavailability, after placing the order, the Customer will be informed as soon as possible.

3. Price and terms of payment
They are denominated in euros and calculated excluding taxes. Consequently, they will be increased by the VAT rate. Online services are payable when ordering, on the website. The services subject to a tailor-made quote are payable thirty (30) days from the invoice date by cheque, bank transfer or payment link or according to the agreed schedule, if applicable. In the event of late payment, penalties equal to the refinancing rate of the European Central Bank (ECB) in force plus 10 points will be applied from the first day of delay. These penalties are payable automatically without a reminder being necessary, as well as a lump sum compensation for recovery costs in the amount of forty (40) Euros. In addition, any subsequent settlement, whatever the cause, will be charged immediately and, as a matter of priority, to the extinction of the oldest debt.
KARUSPHERE also reserves the right to suspend the performance of its own obligations until the account is cleared, without incurring its liability or the Customer being able to claim a credit note or a refund. The limitation period for the recovery of any sum due to KARUSPHERE runs from the date of issue of the invoice concerned.

4. Termination clause
If within fifteen days following the implementation of the “Late payment” clause, the buyer has not paid the sums remaining due, the sale will be automatically canceled and may give rise to the right to the allocation of damages for the benefit of KARUSPHERE.

5. Liability
KARUSPHERE performs all of its services within the framework of an obligation of means. The customer cannot invoke a delay in the completion of KARUSPHERE to cancel his order or request any compensation. For the provision of premises, KARUSPHERE provides no warranty for consequential damages suffered by the customer (eg loss of business, loss of earnings, loss of data) resulting from a failure to perform the contract and disclaims any liability for damage resulting from a disaster on the premises, a temporary cut in electricity, water or means of telecommunication (including the loss and quality of Internet connectivity) and any nuisance related to the work carried out in the places made available or in the building.

6. Force majeure
The non-performance of all or part of its obligations by one or other of the Parties cannot engage its liability if the non-performance is due to an event of force majeure, as provided for by French law and case law.
The case of force majeure suspends the obligations arising from the Contract for the entire duration of its existence. However, if the case of force majeure had a duration of existence greater than thirty (30) consecutive days, it would give rise to the automatic termination of the Contract, by one or other of the Parties, eight (8) days after sending a registered letter with acknowledgment of receipt notifying this decision.

7. Prohibition of assignment
At no time, nor in any capacity, can the customer assign to a third party, natural or legal person, the rights he holds under the contracts granted by
KARUSPHERE.

8. Retention of title clause
KARUSPHERE retains ownership of the goods sold until full payment of the price, in principal and in accessories. As such, if the buyer is subject to receivership or judicial liquidation, KARUSPHERE reserves the right to claim, within the framework of the collective proceedings, the goods sold and remained unpaid.

9. Protection of personal data
In the context of the contractual relationship between KARUSPHERE and the client, the parties undertake to comply with the regulations in force relating to the processing of personal data, in particular Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016, on the protection of individuals with regard to the processing of personal data and on the free movement of such data (GDPR).
KARUSPHERE, as data controller, is required to collect and process Personal Data of the Customer and/or its employees under the terms and conditions provided for in the Personal Data Protection Policy which specifies in particular the legal bases of the processing. of Personal Data, the retention period, the purposes of processing, the recipients, the rights that the Client and/or its employees have over said Data and any transfers of said Data.

10. Complaints, applicable law, jurisdiction
Any clarification relating to the GCS, request for information, complaint or termination must be made by post to KARUSPHERE, Résidence Anquetil 2 Baimbridge 97139 Les Abymes Guadeloupe.

In the event of failure of the amicable conciliation, any dispute relating to these general conditions of sale between professionals will be subject to French law and to the jurisdiction of the Commercial Court of Pointe-à-Pitre.