General Terms and Conditions of Sale

1. These general conditions apply to all offers, quotations, agreements and deliveries of products and/or services by EMDR Pro, a simplified joint-stock company domiciled in France (hereinafter referred to as: EMDR Pro), executed or concluded with a natural or legal person (hereinafter referred to as: the client).

2. These conditions apply to direct sales through the online store www.emdrpro.fr

3. Any acceptance of the quotation/order including the clause 'I have read the general terms and conditions of sale and accept them without reservation.' implies the buyer's unreserved adherence to these general terms and conditions of sale.

1. The order must be placed online directly with EMDR Pro on the website www.emdrpro.fr. Placing the order constitutes a purchase offer to EMDR Pro and the client's approval of these general conditions. The purchase is considered concluded only when EMDR Pro has accepted an order by sending the client an order confirmation by email. The client must carefully check this order confirmation and contact EMDR Pro immediately in case of non-receipt, errors or inaccuracies, otherwise the order is considered accepted as is.

2. EMDR Pro is entitled to refuse orders or to attach certain conditions to delivery. In this case, these conditions must be explicitly mentioned in the offer. Orders are always refused if the client does not provide all the necessary information or if all the information in the appropriate fields of the online store order form has not been completed. If an order is not accepted, EMDR Pro informs the client no later than ten (10) business days after receipt of the order.

3. Unless explicitly agreed otherwise, all offers are non-binding and may be revoked by EMDR Pro within two business days, even after acceptance by the client. Delivery is made within the limits of available stocks.

1. EMDR Pro declares that, to its knowledge, the products do not infringe the property rights of third parties applicable in France. However, EMDR Pro cannot indemnify the client against any infringement of third-party intellectual property rights.

2. The client undertakes not to infringe the intellectual property rights of EMDR Pro or its suppliers concerning the products, nor to allow third parties to do so or make it possible, for example by copying products.

3. Unless otherwise agreed, EMDR Pro reserves the copyright, as well as all other intellectual or industrial property rights relating to the drawings, sketches, images, diagrams, models, programming and quotations it provides. These items remain its property and may not be copied, disclosed to third parties or used otherwise, whether or not the client has been invoiced for these items, without explicit authorization. The client is required to return these items at the first request of EMDR Pro subject to payment of a penalty of €450 per violation and €100 per day or part of a day during which the client does not respond to EMDR Pro's request. The above is without prejudice to all other rights of EMDR Pro, including the right to claim compensation.

1. All EMDR Pro prices are indicated in Euros €. Where applicable, EMDR Pro always clearly indicates whether prices include or exclude VAT, commercial or shipping costs, taxes or other charges. Prices and additional information in all EMDR Pro documents are subject to errors and amendments. Numeric price lists sent to the client are only valid if they have been returned signed by the client.

2. For special services, unusual activities, particularly long or requiring additional efforts, EMDR Pro may invoice additional costs that will be calculated equitably. If EMDR Pro suffers downtime due to activities carried out by the client or third parties, EMDR Pro may invoice the client for this downtime.

3. The prices indicated are based on the prices of materials and raw materials, wages, social charges, fuel prices, etc. applicable at the time of the order, and may be subject to fluctuations. EMDR Pro may invoice the client for any increase in these cost factors three months or more after the prices have been indicated as mentioned above to the buyer. Without prejudice to the general applicability of the above, this applies in particular to a change in import or export duties or other duties or taxes that occur after the order confirmation is sent, as well as to the change in the euro exchange rate with respect to the foreign currency in which EMDR Pro has sold its products.

4. The buyer agrees that, where applicable, invoices may be sent or made available by EMDR Pro electronically. A paper invoice will be sent at the buyer's request.

1. Delivery times are set approximately and are only indications. The delivery period takes effect as soon as EMDR Pro has all the information necessary for the implementation of the agreement.

2. The delivery time indicated by EMDR Pro for the products and/or the execution time of the services is based on the circumstances applicable to EMDR Pro at the time of the conclusion of the agreement and, insofar as this depends on third-party services, on the information provided by these third parties to EMDR Pro.

3. Failure to meet deadlines does not in any case give rise to compensation. However, after notification of default containing a reasonable additional period of at least four (4) weeks, the buyer is entitled to terminate or cancel the agreement by registered letter including a full refund of the costs incurred but without being entitled to compensation for damages or costs. EMDR Pro is entitled to stop providing items that are no longer in stock or no longer available.

1. Unless otherwise agreed, delivery is handled by the third-party service Colissimo. The seller delivers the goods to the final address provided by the buyer. The seller assumes all risks related to shipping and loads or pays a third party to load the goods for shipment.

2. If the parties agree that EMDR Pro manages the transport, it remains applicable that the risk of storage, loading, transport and unloading also falls on the buyer. The products travel uninsured, unless the buyer requests that the products be insured at their expense during transport in time. The buyer must provide insurance against these risks.

3. EMDR Pro is entitled to store products that are ready and, due to causes beyond its control, cannot be transported to their destination, or have them stored, at the buyer's expense and risk, and demand payment as if delivery had taken place.

4. Orders placed on the EMDR Pro website and shipped outside the European Union may be subject to customs duties or other local taxes, import duties or state taxes. These costs are exclusively the responsibility of the recipient and are their sole responsibility, both in terms of declarations and payment to the competent authorities of their country. Shipments are duly declared by us (including the CN23 form if necessary), but we have no control over the application or amount of customs duties. It is the buyer's responsibility to inquire with the local authorities about possible import restrictions and applicable charges. By placing an order, the client agrees to assume full responsibility for such costs. A package refusal due to non-payment of these costs will not result in any refund of the product or shipping costs.

1. As long as the buyer has not yet fulfilled all their obligations to EMDR Pro, whether future or otherwise, the delivered item remains the property of EMDR Pro and is delivered under a suspensive condition. From the moment of the first delivery, the buyer bears the risk of loss or damage to the delivered item, regardless of the cause.

2. Without the knowledge and written consent of EMDR Pro, before payment, the buyer is not authorized to pledge the delivered item to third parties or to transfer ownership of it. EMDR Pro remains the owner until the buyer has fully paid all their payment obligations to EMDR Pro.

3. If the buyer does not fulfill their obligations to EMDR Pro under this agreement concerning the sold items or the work to be performed, the latter is entitled to recover the items, both the original items and the newly formed items, without prior notice.

4. As long as EMDR Pro owns the products, the buyer must immediately inform EMDR Pro in writing in case of loss or damage to all or part of the products, or if the products are seized and/or a claim is otherwise made against them (or any part thereof). Once the buyer has fulfilled all their payment obligations under this agreement and similar agreements, EMDR Pro grants the buyer ownership of the delivered items, subject to EMDR Pro's right of pledge, for the purposes of other claims that EMDR Pro has against the buyer. The buyer must cooperate with EMDR Pro in the actions required in this context.

1. In the event of suspension of payment (provisional or not), bankruptcy, cessation or liquidation of the buyer's business, all agreements concluded with the buyer will be automatically terminated, unless EMDR Pro informs the buyer within a reasonable period (if applicable, at the request of the administrator or liquidator) that it requires the execution of the agreement (or part thereof), in which case EMDR Pro is entitled, without prior notice, to suspend the execution of the agreement (or part thereof) until payment is sufficiently guaranteed, without prejudice to EMDR Pro's other rights with respect to any agreement concluded with the buyer and without EMDR Pro being obliged to pay compensation.

2. If the buyer fails to properly or promptly fulfill any obligation to EMDR Pro, the buyer is automatically in default and EMDR Pro is entitled, without prior notice or judicial intervention: a. to suspend the execution of the agreement and associated agreements, until payment is sufficiently guaranteed; and/or b. to terminate all or part of the agreement and associated agreements; this without prejudice to EMDR Pro's other rights under any agreement and without EMDR Pro being obliged to pay compensation.

3. In the event of a circumstance as provided for in Articles 8.1 and 8.2 above, all claims of EMDR Pro against the buyer and the claims provided for concerning the agreement(s) in question become immediately due and payable in full, and EMDR Pro is entitled to recover the relevant products (already delivered or not).

4. If EMDR Pro accepts the termination or at least proceeds with the termination without being at fault, it is at all times entitled to compensation for any financial loss such as costs, loss of profit and reasonable costs for establishing the damage and liability. In the event of partial termination, the buyer cannot claim the cancellation of services already performed by EMDR Pro, and EMDR Pro is entitled to payment for its services already performed without reduction.

1. If the implementation of this agreement is hindered, EMDR Pro is entitled to suspend its obligations for the duration of the force majeure situation. Force majeure means any circumstance beyond the control of EMDR Pro, which permanently or temporarily prevents the fulfillment of the agreement, all circumstances that must reasonably be considered as hindering the delivery of the sold items, such as non-delivery or late delivery to EMDR Pro by suppliers, business disruptions or strikes, transport options or obstacles, as well as the situation where the work is impossible due to the destruction or loss of the object on which the work is to be performed, any external, unforeseeable and irresistible event within the meaning of Article 1148 of the Civil Code, without this being attributable to EMDR Pro.

2. If the force majeure situation lasts for three months, both parties have the right to terminate the agreement in writing, in whole or in part. In this case, EMDR Pro is entitled to a portion of the agreed price based on the work performed and the costs incurred.

1. If the buyer has failed to collect their items in the possession of EMDR Pro, even if these items have been made available to them, whether payment of the amounts due has taken place or must take place before or during delivery, EMDR Pro is entitled to sell them, or have them sold, on behalf of the buyer, after written notice of demand. The buyer remains liable for the full purchase price, as well as interest, costs and any compensation for damages due, however, where applicable, less the net proceeds from the sale to a third party.

2. From the moment the items are made available to the buyer, the risk of total or partial destruction of the items lies entirely with the buyer.

1. Unless otherwise agreed in writing, payment of the amounts invoiced by EMDR Pro must be made immediately during the order on the website https://www.emdrpro.fr, without any restriction, deduction or compensation. The order is not validated until payment is received and validated by EMDR Pro.

2. In the event of total or partial non-payment, which may occur after EMDR Pro's payment validation, of goods delivered when due, the buyer must pay EMDR Pro a late payment penalty equal to three times the legal interest rate. The legal interest rate retained is the one in force on the day of delivery of the goods. The legal interest rate is revised every 6 months (Ordinance n°2014-947 of August 20, 2014). This penalty is calculated on the gross amount of the remaining sum due, and runs from the due date of the price without any prior notice being necessary. In addition to late payment compensation, any sum, including the advance, not paid on its due date will automatically result in the payment of a fixed compensation of 40 euros due for collection costs (according to Articles 441-10 and D. 441-5 of the Commercial Code).

3. If within fifteen (15) days following the implementation of Article 11.2 'Non-payment', the buyer has not paid the remaining sums due, the sale will be automatically resolved and may give rise to the allocation of damages in favor of EMDR Pro.

1. The buyer is required to carefully inspect the products immediately upon receipt at the place of destination or, if earlier, upon receipt by themselves or by a third party acting under instruction, or have this inspection carried out.

2. All claims concerning product defects attributable to material or manufacturing defects, as well as discrepancies in quantity, weight, composition or quality between the delivered products and their description indicated in the order confirmation and/or invoice, including claims concerning invoices, must be communicated to EMDR Pro in writing no later than eight (8) days after the arrival of the products, indicating the alleged defect. Defects that could not reasonably have been detected within the above period must be reported to EMDR Pro in writing immediately after their discovery, no later than thirty (30) days after the arrival of the products. The buyer loses all rights and powers in the event of a defect if they have not made a claim within the above periods, and/or if they have not given EMDR Pro the opportunity to rectify the defects. After the expiry of the deadlines, the delivered items are considered accepted irrevocably and unconditionally, and the buyer is required to pay for the products. If the buyer promptly, correctly and appropriately complains about product defects, EMDR Pro's liability resulting from this claim is limited to the obligations described in Article 15, depending on the nature of the claim, in accordance with the other provisions of Article 13 (warranty). The submission of a claim does not suspend the buyer's payment obligation for the disputed items. The buyer is not entitled to return products without first consulting EMDR Pro. Return costs are borne by the buyer, and the products remain at their risk.

3. After discovering any defect, the buyer is required to immediately cease all use, processing, transformation, installation and prohibit any attempt at intervention or repair of the products concerned.

4. Unless otherwise agreed in writing, EMDR Pro does not handle claims concerning goods delivered that have been manifestly damaged, or deliberately tampered with or opened (removal of screws, detachment of equipment components, cuts and/or attempted cuts).

1. A malfunction claim may be made by the buyer in strict compliance with the following conditions: - the claim is made within three (3) years after the effective delivery of the equipment - the claim has been made in accordance with the provisions of Article 12, - the claim has been made in accordance with the requirements specified in Articles 13.3, 13.4, 13.5 and 13.6. In the case of claims deemed compliant, EMDR Pro will determine whether the products are actually defective. Following validation of the claim, EMDR Pro will offer the buyer to provide free of charge a product, or part depending on the type of failure, allowing a functional device to be found. By carrying out one of the actions mentioned above, EMDR Pro is fully released from its warranty obligations in this respect and is not required to pay any additional compensation. EMDR Pro undertakes to bear all administrative, shipping and delivery costs for sending a new functional device to the buyer.

2. Upon receipt of the new functional product or upon receipt of the full refund, the buyer must return the defective equipment within fifteen (15) days, for the purpose of recycling materials and studying the origin of the failure. Any failure to comply with this obligation may result in a financial claim by EMDR Pro for an amount of 50% of the initial product amount. The shipping costs of the defective equipment to be returned to EMDR Pro are borne by the buyer.

3. Warranty limitation: No warranty is provided for claims relating to battery life, smartphone/tablet holders, wear of wood or varnishes or any other claim of aesthetic degradation of the equipment.

4. There is only a warranty on products sold by EMDR Pro if this has been clearly indicated in the orders, assignments or invoices. The warranty period begins after delivery.

5. If the buyer makes repairs or modifications without prior authorization from EMDR Pro, or has these repairs or modifications carried out by third parties, EMDR Pro is not required to observe its warranty obligations. This also applies if the buyer or associated parties have used the products inappropriately, i.e. any use for which the item would not have been used in accordance with its main use presented in the user manual.

6. Any warranty from EMDR Pro does not apply if and as long as the buyer is in default towards EMDR Pro, if the items have been exposed to abnormal circumstances or have been handled negligently or carelessly, if the items have been stored longer than usual and EMDR Pro has not been able to examine the defect.

7. If the warranty period is exceeded, or if the malfunction is outside the scope of warranty coverage, EMDR Pro may nevertheless offer a replacement or repair solution. Repair and shipping costs will be borne by the buyer. These costs will be assessed by EMDR Pro after analyzing the malfunction.

1. The client may exercise their right of withdrawal from EMDR Pro once their order is validated and up to thirty (30) days after delivery of the product without having to justify reasons or pay a penalty.

2. In the event of exercising the right of withdrawal within the period specified in Article 14.1, only the price of the purchased product(s) will be refunded to the client.

3. EMDR Pro will inform the client by email or phone of the shipping or product recovery procedures. The client must then return the product at their expense, without undue delay and, in any case, no later than fourteen (14) days after the client has communicated their decision to withdraw from this contract.

4. The product(s) must be returned to EMDR Pro in their original and complete condition (packaging, accessories, note, etc.), and clean. The client must attach a copy of the purchase invoice to the returned product. Dirty, damaged, defective products, showing signs of modifications, repairs, degradation, or incomplete will not be accepted. The client may operate the product to establish the nature, characteristics and proper functioning of the product. However, the client's liability may be incurred in the event of depreciation of the product not resulting from normal use of the product.

5. The client will be refunded all sums at the latest within fourteen (14) days from the date on which the EMDR Pro store is informed of the client's decision to exercise their right of withdrawal. In all cases, the refund will only be made after receipt of the product and inspection to assess compliance with Article 14.

1. EMDR Pro products are exclusively reserved for professional therapists who have received EMDR training.

2. EMDR Pro products have been designed to support EMDR therapists trained in EMDR treatment. Therapists are at all times responsible for the outcome of the treatment in which EMDR Pro equipment is used. EMDR Pro is not responsible for the results of the treatment and for any claims from one or more clients/patients.

3. Neither EMDR Pro nor the buyer limits or excludes their mutual liability for any liability that cannot be legally excluded.

4. EMDR Pro's liability is at all times limited to what is stipulated in these general conditions. EMDR Pro is in no case liable for special, indirect or consequential damages suffered by the buyer or third parties, including loss of profits, income or turnover, damage to reputation, environmental damage, loss of use of any product, system or network. EMDR Pro's liability to the buyer, for any reason whatsoever, is, in each case (a coherent series of events counting as a single event), limited to the relevant purchase price (excluding VAT). If no purchase price can be indicated, EMDR Pro's liability is limited to the amount received in this respect from its professional liability insurer.

5. Except in the case of gross negligence or willful misconduct by EMDR Pro or its senior management, the buyer will indemnify EMDR Pro against all liabilities to third parties, for any reason whatsoever, relating to the payment of damages, costs or interest, related to any delivery obligation, delivery of items, the items delivered themselves or their use, or any activity or recommendation.

6. If the agreement concerns items that EMDR Pro purchases or has purchased from third parties, EMDR Pro's liability is also limited to that to which EMDR Pro's supplier or the third party or third parties engaged by EMDR Pro are liable to EMDR Pro.

1. All agreements concluded with EMDR Pro and any dispute relating to the interpretation and execution of these general terms and conditions of sale are subject to French law.

2. Disputes that may arise between EMDR Pro and the buyer concerning or resulting from an agreement concluded between them will be brought before the Commercial Court of Toulouse.

3. If one or more provisions of these conditions or any other agreement with EMDR Pro conflict with a law, the relevant provision expires and is replaced by a new legally permitted and comparable provision to be determined by EMDR Pro. The agreement otherwise remains in force.