Product: shall mean any hardware and/or software equipment, including spare parts, offered for sale by GREENCITYZEN.
Consumable: refers to any accessory, generally disposable, necessary for the use of the Product (e.g. battery, connectors, fixing system, Sim card, etc.)
Service: refers to any recurring or non-recurring service, such as, for example, a personalised maintenance service, access to a server to provide energy consumption data, access to an access network, etc.
access network, etc.
Identifiers: refers to both the user’s own identifier and the connection identifier, communicated after registration to the service.

The main characteristics of the Products are presented on the GREENCITYZEN website. The Customer is required to read them before placing an order. The choice and purchase of a Product is the sole responsibility of the Customer.
The Customer undertakes to check the accuracy of the information given on the quote and to notify any changes to be made.
Any modification of the order will be subject to prior acceptance by GREENCITYZEN.
Orders must be confirmed in writing, by means of an order form duly signed by the Customer. The order form, dated and signed by the Customer, must include at least the following information: the reference and characteristics
of the offer transmitted by GREENCITYZEN, an order number, the precise description of the content and prices, the billing address, the delivery address, the name, the capacity and the contact details (e-mail and telephone) of the signatory, the VAT number
number. If applicable, indicate the name, position and contact details (e-mail and telephone) of the user to whom the Identifiers will be sent.
The order form must be sent to the following address GREENCITYZEN, 68 rue Sainte, 13001 MARSEILLE.
The contract is only valid after GREENCITYZEN has expressly accepted the Customer’s order in writing and has ensured the availability of the requested products.
Any partially delivered or completed order cannot be cancelled unless GREENCITYZEN agrees in writing.
Any cancellation of an order will give rise to the payment by the Customer of an indemnity of twenty (20) percent of the total amount of the invoice, increased to sixty (60) percent if the order has already been put into the manufacturing circuit.
For any order of less than five hundred (500) euros before tax, an order processing fee of one hundred and fifty (150) euros before tax will be applied.
GREENCITYZEN reserves the right to withdraw, at any time, Products or Services from sale or to change its range of Products and Services. The life cycle of GREENCITYZEN Products can be viewed at www.greencityzen.fr
Cash payment is required for the first transaction between the customer and GREENCITYZEN. In metropolitan France, this first payment will be made by bank check or by bank transfer – before the products are shipped. In case of export, the
payment of the order shall be made by SWIFT or PAYPAL transfer. Export fees, special packaging, taxes and bank charges are at the customer’s expense.

GREENCITYZEN shall provide, before the effective date of delivery, the technical manual containing all the explanations useful for the installation of the rented or purchased Product.
The delivery times indicated at the time of order confirmation are indicative unless GREENCITYZEN expressly accepts firm delivery times.
The delivery deadlines run from the latest of the following dates:
(i) unconditional acceptance of the order by GREENCITYZEN ;
(ii) receipt by GREENCITYZEN of certain information to be provided by the Customer that would condition the execution of the order.
Unless otherwise stipulated in the specific commercial proposal sent to the Client, the delivery of the Products is understood to be in ordinary packaging, ex the premises of GREENCITYZEN or its partners, excluding taxes and customs duties.
customs duties. Transport is at the expense and risk of the Client. The delivery will be made to the place of delivery indicated on the order form.
It is the Customer’s responsibility to check the condition of the packages and Products upon their arrival at the delivery address and to exercise, if necessary, any recourse against the carrier in the legal manner and timeframe.
In the absence of reservations expressly formulated in writing and accompanied by the delivery note, by the Customer, within 5 days from the delivery, the delivered products will be deemed to be in conformity in quantity and quality with the order. No claim can be validly accepted in the event of non-compliance with these formalities by the Customer.
GREENCITYZEN reserves, until full payment of the price by the Customer, a right of ownership on the Products sold, allowing it to repossess said Products. Any deposit paid by the Customer shall remain the property of GREENCITYZEN as a
compensation, without prejudice to any other action that it may be entitled to take against the Client as a result.
However, the risk of loss and deterioration will be transferred to the Customer upon delivery of the ordered products.
GREENCITYZEN reserves the possibilitý to make partial deliveries and therefore partial invoicing in line with the deliveries.

The Products are supplied at GREENCITYZEN’s prices in effect on the day the order is placed, and, if applicable, in the specific commercial proposal sent to the Customer. These prices are firm and non-revisable during their period of validity, as indicated by GREENCITYZEN.
All our offers and prices are in Euros (€), excluding VAT and any other taxes. Any increase in VAT or the appearance of new taxes imposed between the time of the order and the time of delivery will be charged to the customer.
Unless otherwise stipulated in writing in any special conditions indicated in our commercial offer, our prices are EX-Works (EXW: Incoterm 2000 CCI Paris standard) from GREENCITYZEN’s address 68 Rue Sainte 13001 Marseille.
If the customer wishes GREENCITYZEN to organize the transport, the transport costs will be invoiced in addition. The responsibility for the transport remains with the customer.
Special pricing conditions may be applied according to the specificities requested by the customer, in particular concerning the delivery terms and deadlines, or the payment terms and conditions. GREENCITYZEN will then send a special commercial offer to the customer.
Unless otherwise agreed, a deposit corresponding to 50% of the total purchase price of the aforementioned Products is required when the order is placed.
The balance of the price is payable in cash on the day of delivery.
In case of cancellation of the order by the Customer after its acceptance by GREENCITYZEN less than 15 days before the date scheduled for the supply of the ordered Products, for any reason whatsoever, except for force majeure, the deposit paid at the time of the order, as defined in article 5 of the present General Terms and Conditions of Sale, shall be automatically acquired by GREENCITYZEN and shall not give rise to any reimbursement.
Payments shall be made by bank transfer or by cheque made out to GREENCITYZEN and sent to the following address
GREENCITYZEN, 68 Rue Sainte 13001 MARSEILLE. In case of payment by bank check, it must be issued by a bank domiciled in France or Monaco. The cheque is cashed on receipt.
Payments made by the Customer will only be considered as final after effective collection of the sums due to GREENCITYZEN.
Any claim relating to the invoice must be sent in writing to GREENCITYZEN’s head office no later than 15 days after receipt. Failing this, the invoice will be considered accepted and cannot be contested.

Unless GREENCITYZEN requests a postponement in time and grants it, in the event of late payment, the Client will be liable to pay a late payment penalty calculated by applying interest equal to three (3) times the legal interest rate to the amounts due, in addition to the fixed indemnity of €40 due for collection costs. The late payment interest will automatically be acquired by GREENCITYZEN, without any formality or prior notice and without prejudice to any other action that GREENCITYZEN may have the right to take against the Customer.

If GREENCITYZEN were to entrust the collection of its debt to a third party, the Client would be liable, in addition to this late payment interest, for the reimbursement of costs and fees incurred.
Furthermore, GREENCITYZEN reserves the right to suspend the execution of its own obligations until full payment of the amounts due.

The Customer may benefit from discounts and rebates appearing in GREENCITYZEN’s price lists, depending on the quantities purchased by the Customer at one time, or on the regularity of his orders.

GREENCITYZEN’s provision of its Products or Services to the Client does not entail any transfer or concession of intellectual property rights held by GREENCITYZEN to the Client.
The technology and know-how, patented or not, incorporated in the Products as well as all industrial and intellectual property rights relating to the Products, are and remain the exclusive property of GREENCITYZEN and all information relating thereto must be considered by the Client as strictly confidential, including that contained in the plans and documents that may be provided to the Client. Consequently, the Customer shall refrain from communicating them to any third party without written authorisation from GREENCITYZEN.

GREENCITYZEN guarantees its Products for a period of 24 months against hidden defects. The warranty only applies to Products that have become the property of the Customer in accordance with Article 4. It is excluded as soon as the Customer has used the Products in conditions of use or performance not foreseen. This guarantee only concerns hidden defects. A hidden defect is defined as a manufacturing defect in the product that renders it unfit for use and that could not have been detected by the Customer prior to its use. Consumables are excluded from the warranty.
The warranty applies under the following conditions:
The defect renders the Product to a significant extent, unfit for its intended purpose.
The Product has beeń properly installed and assembled. The Product is used under normal conditions; the warranty does not apply in case of use under abnormal or special conditions and in particular in case of improper maintenance.
Any attempt to modify the software or the Product, to dismantle or repair the equipment by a person not authorized by GREENCITY is not covered by the warranty.
authorized by GREENCITYZEN is a cause of immediate and irremediable breach of warranty.
GREENCITYZEN cannot be held responsible:
In the event of use of the Products by the Customer that does not comply with the documentation;
In the event of damage occurring during transport of the Product by the Customer or under the Customer’s responsibility;
In case of modification or alteration of the Product not validated by GREENCITYZEN;
In case of deterioration by a third party;
In case of force majeure, as defined in article 11.
To invoke the warranty, the Customer must notify GREENCITYZEN’s online technical support
s online technical support (www.greencityzen.fr ) within a period not exceeding 15 days from the time the defect is detected. Any complaint must
include precise details on the use of the products to enable GREENCITYZEN to seek a solution.
The warranty is limited to the choice of GREENCITYZEN, either by free repair (parts and labour) or by the replacement of the defective equipment
the replacement of the defective equipment, to the exclusion of the cancellation of the sale and all types of damages and
damages and all direct and indirect costs related to the execution of the warranty.
The return transport of the equipment for repair or replacement is the responsibility of the Customer.
Prior to any return of the Product, the Customer must request an authorization and a return number from GREENCITYZEN (RMA). This condition is imperative to allow proper processing and regularization. The Products must be returned in their original undamaged packaging and accompanied by the return number as well as the invoice of the Products within 5 days from the date of creation of the return.
The warranty covers the costs necessary to repair, i.e., replacement of parts, labor, and transportation costs of the Products. In no case does the warranty cover the costs of on-site search for the defective element, disassembly and reassembly of the Product in its environment. This warranty does not apply in the event of a defect resulting from use that does not comply with GREENCITYZEN’s prescriptions or, in the absence of such prescriptions, from failure to comply with the installation and/or connection instructions.
The warranty is exercised at GREENCITYZEN’s discretion, either by providing the Customer with a new or reconditioned replacement Product, or by repairing the Product concerned in GREENCITYZEN’s workshops. The defective parts or Products are then returned to GREENCITYZEN at the Customer’s expense within a maximum period of thirty (30) days from the appearance of the anomaly.

To be able to invoke the benefit of this warranty, the Customer must notify GREENCITYZEN of the defects he attributes to the Products as soon as the malfunctioning occurs, and provide all justifications as to the reality of the defects. He
must give GREENCITYZEN every facility to proceed with the observation of these defects and to remedy them; he must also refrain, except with the express agreement of GREENCITYZEN, from carrying out repairs or having them carried out by a third party.

10.1 Purpose of the Service
GREENCITYZEN may grant the Customer, via a web application, the provision of data and alerts defined in the Product specification (sensors, battery level) on its server via the Internet or any other telecommunications network.
The Service includes access to the network, hosting of the applications, data archiving for eighteen months, maintenance and security of access to the applications. The main characteristics of the Services are presented on the GREENCITYZEN website and/or on paper. The Customer is obliged to read them before placing an order. The choice and purchase of services is the sole responsibility of the Customer. The Customer acknowledges that he has verified the suitability of the service for his needs and that he has received from GREENCITYZEN all the information and advice he needed to subscribe to this service.
Access to the server may occasionally be interrupted by breakdowns or temporarily suspended due to maintenance actions necessary for the proper functioning of the Service or GREENCITYZEN servers. In the event that an
GREENCITYZEN reserves the right to interrupt access to the server, regardless of the time and duration of the intervention. GREENCITYZEN is free to make technical changes, updates or developments to the applications without prior notice to the Customer.

10.2 Ordering the Service
Orders must be confirmed in writing, by means of an order form duly signed by the Customer. The order form, dated and signed by Customer, shall include at least the following information: the reference and characteristics
of the offer transmitted by GREENCITYZEN, an order number, the precise description of the content and prices, the billing address, the delivery address, the name, capacity and contact details (e-mail and telephone) of the signatory, his intra-community VAT
number. If applicable, indicate the name, position and contact details (e-mail and telephone) of the user to whom the Identifiers will be sent.
The order form must be sent to the following address GREENCITYZEN, 68 rue Sainte 13001 MARSEILLE.
The contract is only valid after GREENCITYZEN has expressly accepted the Customer’s order in writing,

10.3 Delivery of the Service
In order to access the applications available on the server, GREENCITYZEN provides the Customer with an identifier and an internet link to create his account. This is the delivery date of the service. It is up to the Customer to define the members of his staff who will be authorised to use this service and who undertake not to communicate them and assume any consequences resulting from failure to respect the confidentiality of this data.

10.4 Duration of the Service
Unless otherwise stipulated in the specific commercial proposal sent to the Customer resulting from a commercial negotiation, the Service is subscribed for a minimum, firm duration of 1 year as from the delivery of the service, renewable by tacit agreement for a period of the same duration, unless one of the parties denounces the contract by registered letter with acknowledgement of receipt at least 3 months before the expiry of the contractual period in progress
In case of non denunciation, a new invoice will be issued automatically on the anniversary date of availability of the service.
The Customer shall pay the invoice within 30 days of its issue. In case of non-payment in due time the service will be immediately interrupted and the contract terminated. The historical data recorded will be deleted.

10.5 Rates and payment terms for the Service
The Service is provided at the rates in effect on the day the order is placed, and, if applicable, in the specific commercial proposal sent to the Customer. These rates are firm and non-revisable during their period of validity, as indicated by
indicated by GREENCITYZEN.
All our offers and prices are in Euros (€), excluding VAT and any other taxes. Any increase in VAT or the appearance of new taxes imposed between the time of the order and the time of delivery will be charged to the customer.
The price is payable in full and in one instalment within 30 days from the date of issue of the invoice.
Unless otherwise stipulated in the specific commercial proposal sent to the Customer resulting from a commercial negotiation, the Service is payable annually.
Payments shall be made by bank transfer or by cheque made out to GREENCITYZEN and sent to the following address
GREENCITYZEN, 68 Rue Sainte 13001 MARSEILLE. In case of payment by bank check, it must be issued by a bank domiciled in France or Monaco. The cheque is cashed on receipt.
Payments made by the Customer will only be considered as final after effective collection of the amounts due to GREENCITYZEN.

The Customer may benefit from the discounts and rebates listed in GREENCITYZEN’s price list, depending on the quantities of Products or Services purchased by the Customer at one time, or on the regularity of his orders for Products or Services.
Unless GREENCITYZEN requests a postponement in time and grants it, in the event of late payment, the Customer will be required to pay a late payment penalty calculated by applying interest equal to three (3) times the legal interest rate to the amounts due, in addition to the fixed indemnity of €40 due for collection costs. The late payment interest will automatically be acquired by GREENCITYZEN, without any formality or prior notice and without prejudice to any other action that GREENCITYZEN may have the right to take against the Customer.
If GREENCITYZEN were to entrust the collection of its debt to a third party, the Client would be liable, in addition to this late payment interest, for the reimbursement of costs and fees incurred.
In addition, GREENCITYZEN reserves the right to suspend the execution of its own obligations until full payment of the amounts due.

10.6 Termination of the Service
In the event of non-compliance by either party with its obligations, the contract may be terminated at the discretion of the injured party. It is expressly understood that this termination will take place as of right, 30 (thirty) days after the sending of a formal notice to perform, remained in whole or in part without effect.
The data will be deleted upon termination of the service.

GREENCITYZEN undertakes to take all the care and diligence necessary to deliver the Products and Services in accordance with the customs and rules of the profession. In addition to the events usually considered by French jurisprudence as force majeure, GREENCITYZEN’s obligation to deliver the Product will be automatically suspended in the event of events beyond the express control of GREENCITYZEN or its suppliers, preventing the normal execution of the delivery, such as: strike, war, embargo, fire, flood, earthquake, power failure, blockage of computer networks, interruption or delay in the transportation or supply of raw materials, energy or components
GREENCITYZEN noting the event must immediately inform the other party of its inability to perform its service and justify this to the latter. The suspension of obligations shall in no case be a cause of liability for non-performance of the obligation in question, nor shall it lead to the payment of damages or penalties for delay.

However, as soon as the cause of the suspension of its obligation disappears, the parties shall make every effort to resume normal performance of their contractual obligations as soon as possible. To this end, the suspended party shall notify the other party of the resumption of its obligation by registered letter with acknowledgement of receipt.
The Customer undertakes to take all necessary precautions not to disturb the proper functioning of the energy meters (electricity, gas, etc.) and not to mask the reading of the consumption indexes. GREENCITYZEN cannot be held
responsible for any damage to equipment such as, for example, energy meters or sub-meters, on which the Products are installed or connected.
The Customer shall ensure that the site and the environment comply with the instructions in the technical manual provided by GREENCITYZEN, so that the Product can be installed in accordance with its purpose. The Customer shall use the Product in accordance with its intended purpose and the user manuals provided by GREENCITYZEN.
The Customer acknowledges that GREENCITYZEN, apart from the liabilitý of warranty described in paragraph 9, does not assume any other liabilitý direct or indirect. Consequently, GREENCITYZEN is not liable for any damages for accidents to persons, damage to property, loss of profit, loss of production, profit, income or time or any other loss arising directly or indirectly from any defects in GREENCITYZEN’s Products, software and services or from the use thereof.
In case of export, the customer undertakes to check the conformitý of the ordered products with the local legislation in force,in particular and without limitations, trade restrictions of certain products to certain countries, possible export restrictions of potential dual-use products as well as with the radio frequency standards in force. The customer is solely responsible for any possible infringement of export/import regulations.

GREENCITYZEN respects the privacy of its users and Customers and undertakes to ensure that all Information it collects, in particular concerning the Customer’s use of the website to request information or to purchase or obtain a GREENCITYZEN product (subscription, registration for an event organized by the company) that could identify the Customer, will be considered confidential information. The information collected on this website is processed by GREENCITYZEN, located at 68 Rue Sainte 13001 Marseille, France, the company responsible for processing your requests, orders, registrations and subscriptions. The collection of the Customer’s information is essential for the provision of our services and the management of subscriptions. Refusal to consent to the processing of personal data would prevent the performance of these services. If the Customer has given his or her consent at the time of registration, subscription or, once registered or subscribed, by modifying his or her personal information online, his or her information may also be used to create a customer file for commercial prospecting purposes. Personal information is kept for the legal retention period and is intended for the persons required to process it within the company and for subcontractors provided that the contract signed between the subcontractors and the data controller mentions the obligations incumbent on the subcontractors in terms of data security and confidentiality protection (Article 28 of the European Regulation on the protection of personal data EU 2016/679) and specifies in particular the security objectives that must be achieved.
Service providers working on the Site on behalf of GREENCITYZEN may have access to or communication of all or part of this information due to the services performed. In this case, GREENCITYZEN undertakes to ensure an adequate level of protection for your data.
The service providers with whom GREENCITYZEN works for the management of orders and subscriptions as well as for the execution of certain services that GREENCITYZEN offers (invoicing, payment, collection, customer satisfaction, etc.) for the purposes previously mentioned, and only to the extent necessary to accomplish the tasks entrusted to them. These service providers may be required to contact the Customer directly using the contact details provided by the Customer.
GREENCITYZEN strictly requires its service providers to use the Customer’s personal data only to manage the services it asks them to provide. GREENCITYZEN also requires its service providers to
always act in accordance with the applicable laws on the protection of personal data and pay particular attention to the confidentiality and security of such data.
In accordance with the European Regulation on the protection of personal data EU 2016/679 (RGPD), the Customer may exercise his right of access to data concerning him, rectification, deletion, request a limitation of processing, oppose it
or request portability by contacting: infro@greencityzen.fr . The Customer also has the right to file a complaint with the CNIL. As consent to the processing of personal data is a requirement of the GDPR, before offering a subscription, the
subscription, the Customer must ensure that the person concerned agrees to communicate his/her e-mail address and postal address to GREENCITYZEN .

It is formally agreed that any tolerance or waiver by one of the parties, in the application of all or part of the commitments provided for under the terms of the present, whatever the frequency and duration, shall not be considered as a modification of the present, nor shall it generate any right whatsoever.
of the present, nor generate any right whatsoever.

Any disputes that may arise concerning the validity, interpretation, performance or non-performance, interruption or termination of the present contract shall be submitted, prior to the implementation of the arbitration procedure, to mediation under the aegis of the Grand Sud section of the European Court of Arbitration and Mediation, which shall be referred to by e-mail or, in the absence of acknowledgement of receipt, by registered letter to the address below. The Client accepts that this mediation is subject to the internal rules of the EHIC which can be consulted at the following address: www.cour-europe-arbitrage.org

In case of failure of mediation, all disputes relating to the validity, interpretation, performance or non-performance, interruption or termination of the present contract shall be submitted to arbitration under the aegis of the Southern Section of the European Court of Arbitration in accordance with the arbitration rules in force on the date of the filing of the request, which can be consulted at the following address: www.cour-europe-arbitrage.org, of which adherence to the present clause shall be deemed to constitute acceptance. The Southern Section of the European Court of Arbitration, which will be seized by e-mail and in the absence of acknowledgement of receipt by registered letter to the address below, will be in charge of the implementation of the rules, with arbitration of second degree. The language of the proceedings shall be French, and the rules of law applicable to the merits shall be those of French law.

Any implementation of the mediation and arbitration procedure may be done by e-mail, and in the absence of an acknowledgement of receipt
by registered letter with acknowledgement of receipt to the Registry’s postal address: Faculté de droit et science politique de Nice, CERDP – Section Grand Sud de la Cour européenne d’arbitrage Avenue du Doyen-Louis-Trotabas (anc. Ave Robert Schuman), 06050 NICE Cedex 1. Telephone line: 04 92 15 70 11. E-mail addresses: ceagrandsud@unice.fr or grandsud@cour-europe-arbitrage.org