These General Terms of Sale govern the contractual relationship concluded between, on the one hand, NEXTMIND, a ‘société par actions simplifiée’ (simplified joint stock company) with share capital of €62,830.70, registered at the Company Registry of PARIS under the number 832 089 031, of which the registered office is located at 4, rue Drouot, 75009 PARIS, represented by Mr Sid KOUIDER, its Chairman (hereinafter “NEXTMIND “) and, on the other hand, any natural person or legal entity having full legal capacity and wishing to buy a Product offered for sale on the Website (hereinafter the “Buyer“).

Link to the french version

In these GTS, the terms and expressions beginning with a capital letter shall have the meaning which is given to them below, whether they are written in the singular or the plural:

Affiliate“: shall mean any company under the control of NEXTMIND or any company under the control of which NEXTMIND may be placed, or placed under the same control as NEXTMIND, the term “control” having herein the meaning set out in Article L. 233-3 of the French Commercial Code.

GTS“: shall mean these General Terms of Sale.

Order“: shall mean any request for a Product made by the Buyer to NEXTMIND via the Website.

Account“: shall mean the private space on the Website enabling the Buyer to issue Orders and to track the status of current or past Orders.

Order Confirmation“: shall mean the acknowledgement of receipt sent by NEXTMIND to the Buyer once the Order has been accepted by NEXTMIND and the payment for the Order has been confirmed by the online payment server.

Contract“: shall mean the contractual relationship established between NEXTMIND and the Purchaser, which is governed by the GTS and, where applicable, the additional contractual terms.

Delivery Deadline“: shall mean the period between the date of Validation of the Order and the date of Delivery of the Order to the Purchaser.

Personal Data“: shall mean the personal data within the meaning of Regulation (EU) no. 2016/679 dated 27 April 2016.

Delivery Costs“: shall mean the amount of the costs incurred by NEXTMIND to deliver the Order to the Delivery address indicated by the Purchaser.

Delivery“: shall mean the shipment of the Product that is the subject of the Order by NEXTMIND to the Purchaser.

Software Program“: shall mean any software program, tool or computer program proposed by NEXTMIND or its Affiliates intended to be used with the Products.

Delivery Method“: shall mean any standard or express method of delivery available on the Website at the time of the Order.

Currency of Payment“: shall mean the monetary currency used for the payment of the financial obligations.

Payment Service Provider“: shall mean any natural person or legal entity authorised to operate, in France and/or on the territory of the European Union, a payment service provision business within the meaning of Article L. 521-3 of the French Monetary and Financial Code, and of which NEXTMIND may make use for the payment.

Price“: shall mean the unitary value of a Product, stated exclusively of taxes and Delivery Costs. The Price does not include the charges relating to the use of the Software Packages and/or Services.

Total Price“: shall mean the total amount of the cumulative Prices of the Products which are the subject of the Order, stated exclusive of taxes and Delivery Costs.

Tax-Inclusive Price“: shall mean the amount of the Total Price plus the value added tax (VAT) where applicable, to which shall be added the amount of the Delivery Costs, an amount stated inclusive of all taxes.

Product“: shall mean any product offered for sale on the Website and which is necessary or useful for the functioning of the Software Program or the implementation of any of its functionalities. The list of the Products offered for sale online by NEXTMIND may be consulted on the Website.

Service“: shall mean any service offered by the information company proposed by NEXTMIND or its Affiliates and intended to be used with the Products and/or Software Packages.

Website“: shall mean NEXTMIND’s online shop, available at the address:
Next-mind.com

Validation of the Order“: shall mean the fact of the Purchaser confirming its Order and accepting the Total Price as well as the Tax-Inclusive Price.

The purpose of these GTS is to define the rights and obligations of the Parties in connection with the online sale of the Products offered for sale by NEXTMIND to the Purchaser.

The use of the Software Packages and/or Services is governed by a specific contract.

These GTS shall be applicable to all sales of Products by NEXTMIND made by means of the Website, to the exclusion of any other agreement or arrangement.

The Purchaser declares that it is aware of these GTS prior to the Validation of the Order. The Validation of the Order shall therefore be deemed unrestricted and unreserved acceptance of these GTS.

NEXTMIND reserves the right to modify the present GTS at any time by publishing a new version on the Website. The GTS applicable to the Order shall be those in force on the date of Validation of the Order.

The Contract between the Parties shall take effect on the date of Validation of the Order and shall last for the time necessary for the delivery of the Products, until the extinction of the warranties and obligations incumbent on NEXTMIND. The event of the failure by any Party to fulfil its obligations, the victim Party will be automatically entitled to terminate this Contract fourteen (14) days following the delivery of a registered letter with acknowledgement of receipt or an email to sales@next-mind.com, putting the defaulting Party on formal notice to comply with its obligations. This deadline will not have to be complied with if the non-executed obligation is incapable of being regularised. In this event, the registered letter shall be limited to recording the definitive and immediate termination.

The Buyer acknowledges and agrees that, prior to the conclusion of the Contract, NEXTMIND provided it with the GTS and delivered to it, in a clear and comprehensible way, all the information referred to in Article L. 111-1 of the French Consumer Code and particularly the information relating:

  • To the essential characteristics of the Products;
  • To the Prices applicable;
  • To the identity and the methods of contacting NEXTMIND, by letter, telephone or email;
  • To the applicable legal and contractual guarantees and the processes for their implementation;
  • To the functionalities of the Products and, where applicable, their interoperability.

NEXTMIND offers the Products for sale in the following countries: Member States of the European Union, United Kingdom, Switzerland, Norway, Iceland, Lichtenstein, United States of America, Canada, New Zealand, Australia (hereinafter the “Territory“).

NEXTMIND warrants that the Product has the certifications, accreditations, approvals and authorisations of all kinds necessary for the distribution of the Products on the Territory.

5.1. Characteristics of the products

The list of the Products offered for sale online by NEXTMIND may be consulted on the Website. The essential characteristics and the Prices of the Products are described therein. However, the Parties agree that the photographs of the Products on sale on the Website do not have any contractual value.

Furthermore, the term of validity of the Prices and the special pricing offers is determined by any updates of the Website.

The compatibility of the Product with the Buyer’s Software Package is mentioned on the Website.

5.2. Availability of the Products

For Orders issued as “Pre-orders”, the Customer is informed:

  • that the Product ordered is not available on the date of the Order;
  • that pre-orders are temporary offers covering Products for which production has not started or is in progress;
  • that specific delivery deadlines are applicable to these orders, in accordance with Article 6.2 of the General Terms of Sale.

For traditional Orders, not using the Pre-order process, the Products are offered within the limits of the stocks available.

In the event of any temporary non-availability of all or part of the Products ordered, NEXTMIND shall so inform the Buyer. In the event of any non-availability greater than nine (9) months with effect from the date of the Order, NEXTMIND shall be entitled to resolve the Contract and to cancel the Order. The Buyer shall be advised thereof and reimbursed by NEXTMIND. Apart from the reimbursement of the price of the unavailable Product, the Company shall not be liable to pay any compensation for cancellation.

6.1. Order

In order to submit the Order, the Buyer must imperatively follow the following steps:

  • Select the Product(s) that he/she wishes to buy and specify the quantity required;
  • Indicate the Delivery address and select the Method of Delivery;
  • Verify his/her Order, which can be corrected at this stage;
  • Proceed with the Validation of the Order and acknowledge the obligation to pay the Tax-Inclusive Price for his/her Order;
  • Pay the Tax-Inclusive Price of his/her Order, via the online payment server.

After payment for his/her Order, the Buyer will, where applicable, receive an electronic confirmation of acceptance of the payment for the Order and then, once the Order has been accepted by NEXTMIND, an acknowledgement of receipt serving as the Order Confirmation.

NEXTMIND reserves the right to refuse the Order if it is abnormal, issued in bad faith or for any other legitimate reason and, in particular, where there exists any dispute with the Buyer concerning payment for a previous Order.

NEXTMIND shall inform the Buyer electronically of the shipment of the Order. The Delivery will take place at the delivery address indicated by the Buyer at the time of the Order.

6.2. Pre-orders

The Buyer may issue an Order on the Website prior to the official launch of the Product (hereinafter the “Pre-order”). Where applicable, the Buyer is advised, at the time of issuing the Pre-order, of the date or deadline by which NEXTMIND indicates that it shouldbe able to deliver the Product. The Buyer acknowledges and accepts that the date/deadline may be modified by NEXTMIND subsequent to the issue of the Pre-order and that, in no event can NEXTMIND be held liable for the change in the delivery date of the Product. If the delay exceeds Ninety (90) days, the Buyer shall be entitled to resolve the Contract by registered letter with acknowledgement of receipt requested or via the email address sales@next-mind.com, after having requested NEXTMIND to effect the Delivery within a reasonable additional deadline. NEXTMIND cannot be held liable for any delay or loss resulting from non-compliance with the indicated delivery dates

7.1. Price

The Total Price shall be automatically subject to the addition of the Delivery Costs, together with the amount of the value added tax (VAT) in accordance with the rate applicable in France on the date of invoicing, where it is applicable. Where applicable, the payment of the VAT shall be the sole responsibility of the Buyer. Any change in the rate of VAT shall be passed onto the Buyer.

At the time of the Validation of the Order, the price to be paid by the Buyer shall be stated as the Tax-Inclusive Price.

The telecommunication costs inherent in access to the Website shall remain the exclusive responsibility of the Buyer.

7.2. Payment

The currency applicable for the Currency of Payment is the Euro where the billing address is located in one of the Member States of the European Union, the United Kingdom, Switzerland, Norway, Iceland or Lichtenstein.
Orders with billing addresses in the United States of America, Canada, New Zealand or Australia shall have the US Dollar as the Currency of Payment.

The Buyer acknowledges and agrees that, depending on his/her financial institution and/or place from which he/she issues the Order, the Tax-Inclusive Price may also be increased by his/her financial institution with specific charges, particularly relating to any currency exchange transaction.

7.3. Invoicing

The invoices shall be established in the name of the Buyer by NEXTMIND or one of the Affiliates. They shall be denominated in the Currency of Payment related to the Buyer’s billing address. The Buyer accepts the systematic dematerialisation of the invoices. No paper copy will be issued.

7.4. Payment Terms

The payment of the Tax-Inclusive Price by the Buyer shall be made by bank card, via the Payment Service Provider. The Payment Service Provider shall freely determine the Personal Data required to proceed with the payment of the Tax-Inclusive Price of the Order. The Payment Service Provider shall implement all the resources necessary to ensure the confidentiality and security of the data transmitted on its website for the purpose of making the payment.

By communicating the information relating to his/her bank card, the Buyer guarantees that he/she is the owner of the bank card to be debited and that the name appearing on the bank card is actually his/hers and authorises the Payment Service Provider to debit his/her bank card with the amount corresponding to the Tax-Inclusive Price. The transaction shall be immediately debited to the Buyer’s bank card after verification of the data concerning it, and receipt of the debit authorisation from the issuing company of the bank card used by the Buyer. The Buyer acknowledges and accepts, in accordance with Article L. 132-2 of the French Monetary and Financial Code, that the commitment made to pay by means of a payment card is irrevocable.

In the event that the debiting of the Tax-Inclusive Price should be impossible, the Contract between the Parties will be immediately and automatically resolved and the Order cancelled.

8.1. Place of Delivery – Delivery Costs

At the time of the Order, the Buyer shall specify a Delivery address – necessarily located on the Territory, on pain of refusal of the Order by NEXTMIND – and shall choose the Delivery Method proposed by NEXTMIND.

The Buyer shall be solely responsible for any failure to make the Delivery due to defective information provided at the time of the Order.

The amount of the Delivery Costs shall depend on the Products ordered, the amount of the Order and the Delivery Method selected by the Buyer. In any event, the amount of the Delivery Costs shall be indicated to the Buyer prior to the Validation of the Order.

8.2. Delivery Deadlines

The Buyer shall be informed of the delivery date at the time of the shipping of the product.

In the event of any Delivery delay greater than five business days, NEXTMIND shall so inform the Buyer by email to sales@next-mind.com. The Buyer may then decide to cancel the Order by sending a cancellation notice to NEXTMIND.

In the event that the Order has not yet been shipped at the time of the receipt by NEXTMIND of the Buyer’s cancellation notice, the Delivery shall be blocked and the Buyer reimbursed for any sums debited, within a deadline of fourteen (14) days following the receipt of the cancellation notice. In the event that the Order has already been shipped at the time of the receipt by NEXTMIND of the Buyer’s cancellation notice, the Buyer may still cancel the Order by refusing to accept the package. NEXTMIND shall then proceed with the reimbursement of the sums paid by the Buyer, within a deadline of fourteen (14) days following the receipt of the return of the refused package, complete and in its original condition.

The Buyer shall be able to track the progress of the Order on the transporter’s website.

8.3. Receipt of the Order

The Buyer shall be obliged to check the condition of the packaging and of the Products at the time of the Delivery. It is the responsibility of the Buyer to record any reservations and complaints that he/she considers necessary, and even to refuse the package where the package is obviously damaged at the time of Delivery. The said reservations and complaints must be sent to the transporter within three (3) business days following the date of the Delivery. Additionally, the Buyer must send a copy of this letter to NEXTMIND using the email address sales@next-mind.com. Failure to make any complaint within the above-mentioned deadline shall extinguish the right to take any action against the transporter.

The Buyer must ensure that the Products delivered correspond to the Order. In the event of any non-conformity, by type or quantity, with the specifications mentioned on the Delivery the Buyer must inform NEXTMIND by email, at sales@next-mind.com and return the non-compliant Products to NEXTMIND.

The Buyer shall have a right of withdrawal, which he/she may exercise without having to provide reasons, within a deadline of fourteen (14) clear days following the date of receipt of the Order. Where this deadline expires on a Saturday, Sunday or public holiday or non-working day, it will be extended to the next business day. The decision to withdraw must be notified to NEXTMIND by means of an unambiguous declaration. Any Buyer who wishes to exercise his/her right of withdrawal must return the Products to NEXTMIND within this deadline, in their original packaging, complete and in as-new condition.

NEXTMIND is a trademark filed by NEXTMIND and/or its Affiliates. The Products may bear trademarks filed by their respective manufacturers.

These trademarks, together with all the figurative or other trademarks and, more generally, all other trademarks, illustrations, images and logos appearing on the Products, their accessories and their packaging, whether they are filed or not, are and shall remain the exclusive property of NEXTMIND, its Affiliates and/or the manufacturer of each Product. Any total or partial reproduction, modification or utilisation of these trademarks, illustrations, images and logos, for any reason and on any medium whatsoever, without the prior express agreement of NEXTMIND, its Affiliates and/or the manufacturer of each Product, is strictly prohibited. The same shall apply to any combination or conjunction with any other trademark, symbol, logo and, more generally, any distinctive sign intended to form a composite logo. The same shall apply to any copyright, drawing, model or patent which is the property of NEXTMIND, its Affiliates and/or the manufacturer of each Product.

NEXTMIND undertakes to comply, and ensure compliance, with all the legal obligations applicable in terms of the protection of Personal Data and guarantees that it has satisfied all the legal obligations in this area.

At the time of the issuance of an Order, the following information is requested from the Customer:

  • Identity data (surname, forename, billing address, delivery address, email address, telephone number) – this data is retained for a period of three (3) years with effect from the end of the commercial relationship;
  • Data relating to the Contract or necessary for the management of the Orders, the Deliveries, the billing, the accounting records and, in particular, the management of the customer accounts – this data is retained for a period of ten (10) years with effect from its signature.

The Personal Data relating to the Buyer is only intended to be used for the conclusion, execution and tracking of the Contract, the Delivery and the billing. NEXTMIND shall be prohibited from using the Personal Data for any other reason without the prior agreement of the Buyer and shall be obliged to ensure the confidentiality thereof.

The Personal Data may be provided to NEXTMIND, the transporter and the payment service provider.

Since the data processing is used for the conclusion and execution of the Contract, the Buyer shall at all times have the following rights, by making a simple request (accompanied by proof of identity in the event of a request by letter):

  • Right of access to, and supply and rectification of, the Personal Data;
  • Right to deletion of the Personal Data;
  • Right to restrict the processing;
  • Right to the portability of the Personal Data supplied by the Buyer;
  • Right to submit any dispute to the ‘CNIL’ (French Data Protection authority).

Requests must be sent to:

NEXTMIND
+33 9 54 77 40 24
4, rue Drouot, 75009 PARIS
it@next-mind.com

The commitments made by NEXTMIND under the terms of the Contract constitute an obligation of resources, under the terms of which the services will be performed in strict compliance with normal business practices and the Contract.

NEXTMIND is subject to the legal guarantees of conformity set out in Articles L. 211-4 et seq of the French Consumer Code, and concerning concealed defects set out in Articles 1641 and 1648 of the French Civil Code.

The warranties granted to the Buyer under the terms of these GTS are exclusive of any other legal or contractual guarantee, explicit or implicit.

The performance by NEXTMIND of its obligations under the terms of these GTS may be suspended in the event of the occurrence of a chance event or an event of force majeure which may hinder or delay the execution thereof.

Considered as events of force majeure shall be any events or circumstances which are irresistible and beyond the control of the Parties. By express agreement, also considered to be events of force majeure or chance events, apart from those normally accepted by the jurisprudence of the French Courts, shall be any circumstances beyond the control of the Parties occurring after the entry into effect of this Contract, and which prevent the performance thereof in normal conditions. NEXTMIND shall then advise the Buyer of the occurrence of such a chance event or event of force majeure.

The Contract is governed by French law. Drafted in French, it may be translated into any language, with only the French version having probative force in this event. The application of the Convention on international contracts for the sale of merchandise dated 11 April 1980 is expressly excluded.

By virtue of Article L. 612-1 of the French Consumer Code, “any consumer shall have the right to appeal free of charge to the consumer mediator to seek the amicable resolution of any dispute between him/her and a business“.

Any disputes falling within the scope of application of Article L. 612-1 of the French Consumer Code are disputes defined in Article L. 611-1 of the French Consumer Code, namely disputes of a contractual nature, covering the performance of a contract for the supply of services, between a consumer and a business. The text covers domestic and cross-border disputes.

For any difficulty, the Buyer is invited to contact NEXTMIND in advance:

NEXTMIND
4, rue Drouot, 75009 PARIS
it@next-mind.com

During the year which follows the Buyer’s request to NEXTMIND, the Buyer may, in application of Article R. 616-1 of the French Consumer Code, have its request examined by the mediator whose contact details appear below, given that the dispute may only be examined, with some exceptions, by a single mediator:

Médicys
https://app.medicys-consommation.fr/Home/

For cross-border disputes, the competent mediator shall be:

European Consumer Centre – France:
https://www.europe-consommateurs.eu/

The Buyer shall be entitled to be assisted by an adviser, at his/her own expense.

Any dispute resulting from the formation, interpretation or execution of the Contract shall be governed by French law and subject to the exclusive jurisdiction of the competent French Courts, notwithstanding any plurality of defendants or guarantee calls.

In the event of any difficulty of interpretation between any of the titles appearing at the head of the clauses and of any of the clauses, the titles shall be declared unwritten.

The Contract expresses the entirety of the rights of the Buyer and of NEXTMIND.

The nullity of any clause shall not lead to the nullity of the Contract, with the exception of any imperative and determinant clause which led one of the Parties to contract. The annulled stipulation(s) shall be deemed unwritten.

The fact that one or other of the Parties does not rely, at any given time, on any one of the clauses or that it tolerates the temporary or continuous non-performance of the obligations of the other Party cannot be interpreted as a renunciation of its right to subsequently rely thereon.

The fact that one or other of the Parties tolerates a non-performance or an imperfect performance of the Contract or, more generally, tolerates any act, abstention or omission by the other Party which is not in conformity with the provisions of the Contract will not confer any right whatsoever on the Party which benefits from such tolerance.

Any notifications which need to be made under the terms of the Contract shall be considered to have been delivered if they are made by email or by registered letter with acknowledgement of receipt requested to the following addresses:

  • To NEXTMIND: 4, rue Drouot, 75009 PARIS FRANCE;
  • To the Buyer: Delivery address mentioned at the time of the Order.