TERMS AND CONDITIONS

TERMS AND CONDITIONS

SECTION 1: SCOPE OF APPLICATION

The present general terms and conditions of sale (hereinafter, the "General Terms and Conditions of Sale") apply to all sales:

· of the tohaadesign.com website (hereafter, the "Site"), property of TOHAA DESIGN INC., company registered with the NEQ under the number 1175284026 , and whose head office address is 201-430 rue Sainte-Hélène - Montréal Qc, H2Y 2K7.

Subsidiary of :

BS Corporate TOHAA DESIGN, SAS registered with the RCS PARIS under the number 802 021 493, intra-community VAT number FR55 802021493, with a share capital of 29 530 €, and whose head office address is 15, rue de Miromesnil 75008 Paris (France).

· from persons purchasing for their personal needs or legal entities purchasing for their professional needs (hereinafter, the "Customer(s)"), excluding resale activities;

· concerning the product(s) (hereinafter, the "Product(s)"), registered designs of designer toilet seats.

The Site reserves the right to modify its General Terms and Conditions of Sale at any time. The modifications of the General Terms and Conditions of Sale are opposable from the moment they are put online and the version applicable to the Customer's purchase is the one in force on the Site at the time the order is placed.

The General Terms and Conditions of Sale are accessible on the Site and can be freely consulted online, copied, stored and printed by the Customer.

When placing the Order (hereinafter, the "Order"), the Customer guarantees that they are fully aware of the General Terms and Conditions of Sale and has full legal capacity to adhere to them.

The main characteristics of the Products and in particular the specifications, illustrations and indications of dimensions or capacity of the Products are presented on the Site. The Customer is required to read it before placing any order.

Furthermore, the choice and purchase of a Product is the sole responsibility of the Customer.

Offers of Products are understood to be within the limits of available stocks, as specified when the Order is placed.

The Customer declares having read these General Terms and Conditions of Sale and having accepted them, by ticking the box provided for this purpose, before the implementation of the Site's ordering procedure. This validation of the Order by the Customer constitutes irrevocable and unreserved acceptance of the General Terms and Conditions of Sale.

The data recorded by the Site and confirmed to the Customer constitute proof of all transactions concluded with the Customer.

The Products presented on the Site are offered for sale in The United States and Canada. In the event of an order to a country other than the aforementioned, the Customer is the importer of the Product(s) concerned.

For all Products shipped outside of The USA and Canada, the price will be automatically calculated net of tax on the invoice. Customs duties or other local taxes or import duties or state taxes are likely to be payable and will be at the expense and under the full responsibility of the Customer.

SECTION 2: ORDERS

Once the Order has been completed online, the Customer has the opportunity to check the Products ordered and the total price of their Order. The customer has the possibility to modify their Order before validating it, this last step formalizing the distance selling contract between the Site and the Customer, necessarily implying the irrevocable acceptance by the Customer, without restriction or reserve, of the General Terms and Conditions of Sale before validating the Order. An Order confirmation is then sent to the Customer by e-mail.

The validation of the Order by the Customer implies acceptance of the prices, quantities and Products offered for sale on the Site. It is the Customer's responsibility to check the accuracy of their Order and to immediately report any error they may have made.

The sale shall be considered firm with regard to the Customer as soon as the Order has been validated. The sale shall only be considered firm with regard to the Site once the Order confirmation has been sent to the Customer by e-mail and after effective collection of the full sale price.

It is specified that the Site reserves the right to refuse to honour an Order placed by a Customer that is the cause of a previous or current dispute with the Site.

The offers of Products are always within the limit of available stocks, so Orders are processed according to their order of registration in the Site's computer systems and within the limit of available stocks. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.

The Customer will be able to follow the progress of their order on the Site.

Indications on the availability of the Products are visible on the Site or provided at the time the Order is placed. However, stock differences or stock shortages are always possible. As soon as they are discovered, the Site undertakes to contact the Customer by e-mail or telephone to inform him/her of the change in the delivery time of their Order, to offer an equivalent model, a credit note or reimbursement of the Order.

Any cancellation of the Order by the Customer, after its acceptance by the Seller, shall only be possible within seven days following acceptance of the Order by the Seller, and as long as delivery has not taken place (regardless of the provisions relating to the application or otherwise of the statutory right of withdrawal).

SECTION 3: PRODUCTS

The Products offered for sale on the Site are presented with their photos and technical descriptions (e.g. texts, sketches, dimensions), in order to allow the Customer to know the essential characteristics of the Products before ordering.

In addition, the Customer has the possibility to ask questions by e-mail to the Vendor (info@tohaadesign.com), if they wish to obtain clarification before ordering.

It is reminded that the rendering of a photo may differ from the reality of the Product. Colour deviations due to light, reflections or simply the quality of the colour reproduction on the customer's screen are possible, as well as deviations or distortions in the perception of dimensions. The website photos are not enhanced in any way.

The Site will not be held responsible for these discrepancies between the photo and the reality, nor in the event of an error in a technical description.

Prices for our products are subject to change without notice.

We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time.

We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.

SECTION 4: PRODUCT PRICES

The prices of the Products are clearly indicated on the Site, as well as their period of validity in certain cases (for example a promotional operation limited in time).

The Site reserves the right to modify its prices and commercial operations at any time, in compliance with the regulations in force.

In the context of an Order, the applicable rate is the one indicated at the time the Order is validated and confirmed by the Site, regardless of any subsequent variation in rates, whether downward or upward.

Prices are in USD.

These rates do not include the costs of processing, shipping, transport and delivery, or any other additional services that will be charged to the Customer in addition.

Unless otherwise stipulated in these General Terms and Conditions of Sale, or on the Site when the Order is validated by the Customer, delivery costs are always payable by the Customer, and are not included in the price of the Product.

A final summary invoice is drawn up and sent to the Customer on request.

SECTION 5: TERMS OF PAYMENT

The price of the sale is payable, in full on the day the Order is placed, unless payment is offered in several clearly indicated instalments, such as with STRIPE.

Online transactions are completely secure, thanks to our partner STRIPE.

The Site offers several secure payment methods to order a Product:

- By credit card (Visa, MasterCard, etc.). Payment data is exchanged in encrypted mode thanks to the protocol defined by the Stripe payment system, which is an approved agent for banking transactions carried out on the Site. The card is debited at the time of the Order. The validation of the payment by the Site allows the shipment of the parcels to the Customer's home.-

- Through a PayPal account.

The payments made by the Customer, whatever the method of payment, will only be considered final after the Seller has received the sums due. The Seller shall not be obliged to deliver the Products ordered by the Customer if payment is not received in full, under the conditions mentioned above.

SECTION 6: TRANSFER OF OWNERSHIP - TRANSFER OF RISKS

The Product ordered by the Customer shall remain the full property of the Site until full payment has been received by the Vendor of all sums due by the Customer, even if the Order has already been delivered.

On the other hand, the transfer of ownership and the transfer of risks, in particular of loss and deterioration of the Products, will only take place after full payment of the price of the Product, regardless of the date of delivery of the latter to the Customer.

SECTION 7: DELIVERIES

The costs of delivery of the products to the Customer are clearly indicated and are added to the price of the Product.

The Site undertakes to make its best efforts to ensure that the Products ordered are delivered within the time limits indicated on the Order, according to availability, supply and transport possibilities and in the order of arrival of the Orders. Deliveries may be made in whole or in part.

The delivery times will depend on the chosen provider.

However, if the Products ordered are not delivered until after the indicated delivery date, within a period exceeding seven days, for any reason other than force majeure or the Customer's fault, the Customer may cancel the sale, upon written request submitted to info@tohaadesign.com. The sums paid by the Customer shall then be returned to them in full, within a maximum period of fourteen days from the date of cancellation of the Order, to the exclusion of any other compensation, deductions and return costs.

Any delivery outside USA and Canada is subject to specific conditions to be agreed with the Site. In this case, any Order placed that would be delivered outside of these countries indicated may be subject to possible taxes and customs duties that are imposed when the package reaches its destination. These customs duties and possible taxes, linked to the delivery of an item, are the responsibility of the Customer. The Site is not required to check and inform the Customer of applicable customs duties and taxes. It is up to the Customer to inquire with the competent authorities of the country.

The Customer, or any person acting in their name and on their behalf, undertakes to be present at the date and place agreed for the delivery of the Products. In case of absence during the delivery appointment, the Site reserves the right to charge the Customer the cost of the next delivery. Any absence at the time of this second delivery may result in the obligation for the Customer to recover their property at the warehouse indicated by the carrier, within a period of fifteen days.

The Site cannot be held responsible for delivery problems resulting from difficulties in accessing the place of delivery, as well as any damage to the Products that may result from this or resulting from the Products. The carrier therefore reserves the right not to proceed with the delivery of the Products, in particular to refuse to proceed with window passages. It is the Customer's responsibility to ensure that the place of delivery is accessible, to ensure that the delivery can be made without risk, to ensure that the size of the Products ordered is compatible with their delivery.

In the event of a specific request from the Customer, concerning the conditions of packaging or transport of the Products, duly accepted in writing by the Site, the related costs will be subject to an additional specific invoice, on the basis of an estimate previously accepted by the Customer.

If the Customer cannot be present on the day of delivery, he must choose an authorised pick up point or give authorisation for FEDEX and UPS to leave the package unattended. The customer has a period of seven days from delivery to form any reserves or claims for non-compliance of the Order, or apparent defect of the Products delivered, in a clear, precise and detailed manner, completed with all the relevant supporting documents, with the Site, by email. After this period, and in the absence of having complied with these formalities, the Products will be deemed to be compliant and free of any apparent defect and no claim will be validly accepted by the Site.

Delivery is deemed to have been made as soon as the Products ordered by the Site are handed over to the carrier responsible for delivering them.

The Site shall send an e-mail confirming the Customer's Order to the e-mail address provided by the Customer, in order to summarise the contractual information, in particular the delivery address. This e-mail is sent after validation of the said Order and collection of the associated payment.

The accuracy of the information provided by the Customer for the delivery is the customer’s responsibility. In the event of an error, delays in delivery cannot be attributed to the Site. Likewise, any additional costs generated by this error will be re-invoiced to the Customer, such as the cost of the carrier's travel without being able to reach the Customer or the additional custody costs of the Products. Thus, in the event that the carrier is unable to reach the Customer for delivery due to incorrect postal or telephone contact information, the shipping and return costs will be borne by the Customer.

Any change of address by the Customer may be subject to additional charges that will be indicated by the Site.

If the Customer wishes to postpone the agreed delivery date, this will only be possible for a serious reason. The Customer must notify the Site by emailing tohaadesign.com, it being understood that any additional costs will be indicated and will be charged to the Customer.

The main mode of delivery is Home delivery.

Delivery is made by FEDEX or UPS. An authority to leave service is offered for customers when no signature is required on delivery.

If the Customer does not collect the package within fifteen days, the package is automatically returned to the Seller.

In case of non-compliance with the above indications, no claim will be admissible. Therefore, the Site will not accept any return of broken or damaged Products.

SECTION 9: SITE LIABILITY, WARRANTY (1) AND RETURN (2)

1) Warranty;

The Customer is solely responsible for the choice of Products, their conservation and use.

(a) The statutory guarantees include guarantees that the product:

• is of acceptable quality;

• is fit for any disclosed purpose; and

• matches its description or sample.

(b) You can choose a refund or exchange if a product has a major problem. This is when it:

• has a problem that would have stopped someone from buying the product if they had known about it;

• is unsafe;

• is significantly different from the description or a sample; or

• doesn’t do what we said it would, or what you asked for, and can’t be easily fixed.

(d) For a non-major fault, we can repair the product in a reasonable time instead of offering a refund or replacement.

(e) Please keep your proof of purchase – e.g. your order confirmation/receipt.

The Site's warranty is limited to the repair or replacement of a defective part or the replacement of non-compliant Products or Products affected by a defect, depending on the circumstances best suited to the case.

In order to exercise their right or the application of the commercial guarantee, the Customer must contact the Site by e-mail and provide a copy of the purchase invoice, accompanied by a detailed explanation of the defect found and photos. The Site undertakes to analyse and process these after-sales service requests as quickly as possible and to propose an appropriate solution. In the event that the responsibility of the producing factory or the carrier is engaged, the delay for taking into account and processing the request will be imposed on the Site and the Customer.

In all cases, it is up to the Customer to establish the reality of the alleged non-conformities or latent defects. In this context, the Customer will facilitate access to the Products on the Site, so that the latter can carry out any checks if necessary.

The warranty periods are not extended in case of repair or replacement of the Products. When the Product is taken back for repair, the Site cannot be required to provide a replacement product.

The responsibility of the Site is excluded in case of delay or non-performance following the occurrence of a case of force majeure, usually recognized by French jurisprudence.

If the Customer's request is justified, the Site undertakes to reimburse the Customer for the price of the Product, or to exchange the Product acquired by the Customer with an identical Product or a Product of equivalent quality and price, in the event of delivery of a non-compliant Product and in the event of delivery of a Product revealing a hidden defect.

The provisions of this article do not prevent the Customer from benefiting from the right of withdrawal in accordance with the terms and conditions defined in the refund policy.

2) Return;

In order to be able to validly exercise its right of withdrawal or return, the Customer must inform the Vendor beforehand.

Thus, if the Products can be put back into stock and resold, all the sums paid by the Customer will be refunded, except for the return costs. These return costs are in fact the exclusive responsibility of the Customer, who must organise the re-routing of the products and bear the risks.

The return of the Products must be accompanied by a return note, setting out in detail the reasons for the return, as well as a copy of the invoice.

Reimbursement of the Products shall be made within a maximum period of fourteen days from receipt, and subject to the condition of the Products.

If the returned products are not in a condition to be resold, the refund cannot be made.

As this is a sanitary product, the product must be returned in its original unopened transparent plastic packaging.

There is on our website all the information: precise dimensions, technical specifications and assembly tutorial.

In this case, the Site will be able to reship the Products to the Customer, if the latter so wishes, provided that the costs of this new delivery are paid in advance by the Customer.

The Products must be returned to the following address :

"ENTREPOSAGE HERGER - STOCK TOHAA DESIGN -

3655 Bd Losch, Saint-Hubert, QC J3Y 5T7, Canada"

SECTION 10: LIMITS OF RESPONSIBILITY OF THE SITE

When placing an Order, the Customer is required to check the accuracy and completeness of the information they provide to the Site, such as their delivery address or telephone number to arrange an appointment with the carrier. Thus, the Site may not be held liable for these errors, nor for their consequences on the proper execution of the Order, or for financial consequences, such as late delivery or additional delivery costs.

The choice and the Order of a Product by the Customer are under their sole and unique responsibility. Consequently, the total or partial impossibility to use the products, in particular because of congestion, incompatibility of the material cannot give rise to any compensation, reimbursement or questioning of the Site's responsibility.

At the time of placing the Sales Order, the Customer is also obliged to check the Products ordered and their quantities. Once the Sales Order has been validated and confirmed, the Site's responsibility can no longer be engaged. Thus, in the event of an error, the consequences are the responsibility of the Customer.

The Site may not be held liable for the non-performance of the contract in the event of stock shortage or unavailability of the Product, force majeure, disruption or total or partial strike, in particular of postal services and means of transport, communications (breakdown of the computer network, etc.), flood, fire, exceptional bad weather, etc.

The Site will not be responsible for the consequences of fortuitous events or cases of force majeure. Are considered as fortuitous events or cases of force majeure exempting from liability all irresistible, unforeseeable facts or circumstances beyond the control of the parties, in particular in case of total or partial strike of carriers, delays due to the pandemic, difficult natural conditions such as snowfall, natural disasters such as floods or fires.

The Site may not be held liable, towards a Client or a third party, for any direct or indirect damage, for any loss of profit, clientele or turnover, or for any loss of data that may occur, in any way whatsoever. The same applies to any damage to the image or any action directed against the Customer by a third party.

The Customer is expressly informed that the Site is not the producer/manufacturer of the Products offered for sale. Consequently, in the event of damage caused to a person or property by a defect in the Product, only the responsibility of the producer/manufacturer of the Product may be sought by the Customer. The producer/manufacturer's conditions and warranty period are indicated on the Product descriptions or on the warranty cards.

The Products presented comply with the French legislation in force and the standards applicable in France. In the event of delivery outside metropolitan France, it is the Customer's responsibility to check the Product's compliance with local law, in particular the possibility of its importation into the country concerned or any constraints on its use.

We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free. We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable. You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you.

You expressly agree that your use of, or inability to use, the service is at your sole risk. The service and all products and services delivered to you through the service are (except as expressly stated by us) provided 'as is' and 'as available' for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.

SECTION 11: DATA PROCESSING AND LIBERTIES

The customer has a permanent right of access to modify, rectify and oppose information concerning themselves, with the Site.

This right can be exercised by e-mailing the following address:

info@tohaadesign.com

The Seller undertakes to respect the privacy and protect the personal data of visitors.

The information collected by the Site during the Customer's Order is necessary for the proper management of this Order, its processing, payment and delivery.

Thus, the information collected may be transmitted to the companies responsible for the execution of services and Orders, such as factories, transporters or for securing payment for the Products. This information and data is also kept for security purposes, in order to comply with legal and regulatory obligations.

Depending on the choices made by the Customer, when creating or consulting their account, they may receive offers from the Vendor, as indicated when creating their account. If they no longer wishes to do so, they may at any time make a request to the Seller, or unsubscribe using the links provided in emails.

Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).

SECTION 12: INTELLECTUAL PROPERTY

All the distinctive signs and logos specific to the Site, in particular those appearing on the Site visually or audibly, are the exclusive property of BS Corporate / TohaaDesign or its partner brands and factories and are protected by French and international laws relating to intellectual property.

Any total or partial reproduction of these elements is strictly forbidden and is likely to constitute an offence of counterfeiting.

SECTION 13: APPLICABLE LAW

The contract of sale, the present General Terms and Conditions of Sale and all operations arising therefrom are governed and subject to Australian law. The courts of Australia shall have sole jurisdiction.

The present General Terms and Conditions of Sale are written in English. In the event that they are translated into one or more foreign languages, only the English text shall be authentic in the event of a dispute.

In the event of a dispute, the Customer undertakes to try to find an amicable solution with the Site, by contacting customer service, by e-mail. Failing agreement after one month, either Party may freely take any legal action.

SECTION 14: NULLITY OF CERTAIN PROVISIONS

In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.

SECTION 15 - PROHIBITED USES

In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.

SECTION 16 - CHANGES TO TERMS OF SERVICE

You can review the most current version of the Terms of Service at any time at this page.

We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.

SECTION 17 - CONTACT INFORMATION

Questions about the Terms of Service should be sent to us at info@tohaadesign.com