Terms of sale

The website https://indiandcold.nopli.eu/ and its mobile site (together and interchangeably the "Site") are published and hosted by the Société par Actions Simplifiée with a share capital of €4,147.23, whose registered office is located at 99, rue de Charonne, 75011 Paris, registered with the Paris Trade and Companies Register under number 920 163 243, and whose intra-community VAT number is FR12920163243 ("Nopli").
 Nopli can be contacted at the following details, in particular for any complaints:
 Postal address: 99, rue de Charonne 75011 Paris
 Email: help@nopli.eu

Preamble

These general terms and conditions (the "General Terms and Conditions") are concluded between Nopli SAS, DANG DANG S.A.U, and any natural person of legal age ("You" or the "User(s)") accessing the Site.
 These General Terms and Conditions exclusively govern your relationship with Nopli and DANG DANG.
 The brand INDI&COLD is a registered trademark.

They are intended, in particular, to define the conditions under which you may:

  • access and browse the Site;
  • sell Products on the Site by publishing sales offers (the "Listings");
  • purchase Products on the Site.

By browsing the Site, Users acknowledge that they have read and fully and unreservedly accept these General Terms and Conditions.
 Nopli reserves the right to amend the General Terms and Conditions at any time. They will then be applicable as soon as they are published online. In this respect, we invite Users to consult the General Terms and Conditions regularly.

Nopli acts as an intermediary in transactions carried out between Sellers and Buyers and as a host with respect to Content published on the Site by Users.

ARTICLE 1 – DEFINITIONS

  • General Terms and Conditions: see the definition given in the Preamble;
  • Site: see the definition given in the Preamble;
  • Buyer(s): a person with the legal capacity to contract, wishing to acquire one or more Product(s) on the Site as a consumer, i.e. not for commercial or professional purposes;
  • Nopli: Nopli, as defined in the Preamble, provides Users with the services described in these General Terms and Conditions. In this respect, Nopli acts as an intermediary in transactions between Seller and Buyers and as a host with respect to Content published on the Site by Users;
  • DANG DANG: DANG DANG, as a partner of Nopli, acts as the owner of the partner brand INDI&COLD by providing its image, name, catalog, and media, as well as by committing to fund and accept on its site the gift vouchers of sellers. As a brand partner, DANG DANG also has the capacity to sell products of the INDI&COLD brand on the Site;
  • Seller(s): a person with the legal capacity to contract, wishing to sell one or more Product(s) on the Site, as a consumer, i.e. not for commercial or professional purposes;
  • User(s): see the definition given in the Preamble;
  • Content: any element published on the Site, by email or via Messaging, including Products, Listings, Reviews, and messages;
  • Listing(s): see the definition given in the Preamble;
  • Product(s): items offered for sale by Sellers on the Site under the General Terms and Conditions;
  • Product Photos: any visual published by a Seller at the time of creating the Listing to faithfully represent the Product in its current condition;
  • Sale: all actions leading to a transaction between a Buyer and a Seller for one or more Products offered on the Site;
  • Delivery Fees: costs related to the transport of a sold Product;
  • Nopli Protection: fees related to the proper functioning of the site and Buyer protection;
  • Payment Option: payment method chosen by Sellers within the Services to be remunerated;
  • Gift Card: a Seller’s payment option following a sale, consisting of a prepaid gift card usable on the site https://www.indiandcold.com/ for a predetermined amount;
  • Top-up: an additional sum added to the Sale amount by DANG DANG when choosing the Gift Card payment option;
  • Bank Transfer: a Seller’s payment option following a sale, consisting of a predetermined bank transfer to the Seller’s bank account.

ARTICLE 2 – ACCESS TO AND USE OF THE SITE

The Site is open to any Internet user or mobile Internet user meeting the conditions set out in the Preamble, provided they have an Internet connection.
 Access to the Listings offered on the Site is free. A simple visitor may consult the Listings published without registering on the Site.

By accessing or using the Site, the User declares and warrants:

  • to be at least 18 years old;
  • to have the legal capacity to buy and sell;
  • to accept these General Terms and Conditions and all contractual documents;
  • to be fully responsible for transactions carried out.

When publishing a Listing or making a Sale, Users must provide all personal information necessary for the proper completion of the transaction.
 The User guarantees that all information provided is accurate, up to date, sincere, and not misleading.
 The User undertakes to update this information by email or by any means provided by Nopli in the event of changes, particularly in the case of a change of postal address, so that it always complies with the above criteria.
 The User is informed and accepts that the information entered constitutes proof of their identity. The information provided binds them once validated.
 The User undertakes that the personal information is their own and not to allow any third party to use it in their place or on their behalf, unless they accept full responsibility.
 The User must immediately contact Nopli if they notice that their personal information has been used without their knowledge. The User acknowledges that Nopli has the right to take any appropriate measures in such a case.

ARTICLE 3 – SITE FUNCTIONING

Users have access to the following Services, in a form and according to the functionalities and technical means that Nopli deems most appropriate.

3.1 Sale of items

Only Products of the brand INDI&COLD or distributed via the website https://www.indiandcold.com/ may be sold on the Site.

3.1.1 Listing and creation of Listings

Listing a Product on the Site requires creating a Listing. A User may list an unlimited number of Products for sale free of charge. However, it is prohibited to reference the same Product multiple times. The Seller undertakes to promptly remove the Listing of a Product that is no longer available.

Sellers may create a Listing using a form that allows them to present the characteristics of the Products they offer for Sale. Sellers undertake to describe, using the form, the Product as clearly and accurately as possible and to comply with all the requirements of the form.
 Sellers may add various content to their Listings, including text and photographs ("Content").

Nopli advises Users to include several photographs of the Product sold in each Listing, in order to allow the Buyer to visualize the Product as a whole. Users are also advised to show defects in the photographs of the Product for sale. The Seller who referenced the Product may remove, supplement, or modify the Listing at any time, until a Buyer expresses the intention to purchase the Product.

When referencing the Product, the Seller chooses the Payment Option for the sale proceeds: Gift Card or Bank Transfer.

3.1.2 Moderation and publication of Listings

All Listings posted on the Site will be checked and completed by Nopli before being published. In addition, moderation may be carried out after publication in order to delete and/or suspend Listings that do not comply with the rules set out in the General Terms and Conditions.

Any Listing concerning a Product that does not meet the moderation requirements will be immediately deleted. Nopli also reserves the right to ask the User to provide additional information or Content so that their Listing may be published.

3.1.3 Validation / Cancellation of the Sale

When a Buyer orders one or more Products, the Seller receives an order notification by email indicating that they have five (5) days from receipt of the email to ship the order.
 If the Seller has not shipped and/or delivered the Products using the selected delivery method within 7 days, the Sale will be cancelled. Nopli reserves the right to delete and/or suspend all Listings of a Seller whose order cancellation rate is abnormally high.

If the Seller has chosen Bank Transfer as the Payment Option, they must also undergo identity verification and create an account with the payment provider chosen by Nopli.

3.2 Purchase of items

3.2.1 Placing and validating orders

Any order constitutes express and irrevocable acceptance of the prices indicated and the descriptions of the Products in the Listings.

The Buyer declares that they have read and accepted these General Terms and Conditions before placing their order.

Online payment is secured by STRIPE, an authorized payment provider.
 Service Fees may apply to the order. They cover the Internet management costs of the Site as well as the Buyer protection fees (see Nopli Protection).
 Delivery Fees are payable by the Buyer.

Upon validation of the payment stage, the Buyer will be debited for the amount of their order the same day.
 From the final acceptance click, the order is considered irrevocable.

Once the order is completed and paid, the Buyer will receive a confirmation email indicating the order number and amount. The email will also remind the Buyer that the order must be shipped by the Seller within 5 days, failing which, the Buyer may request a refund.

When the Buyer receives the package, they must validate their order so that the Seller can collect the proceeds of the sale. By default, any order will be automatically validated 72 hours after receipt of the order.

If the Buyer does not report any issues within the indicated timeframe, the transaction will be considered completed and confirmed. Otherwise, amicable solutions may be considered between Buyer and Seller through Nopli depending on the case.

In the event of the Buyer not collecting the package within the given time, Service Fees and transport costs will be charged to the Buyer.

If the package is not collected by the Buyer, is returned by the carrier, and then lost, no refund will be granted.

3.2.2 Order cancellation and refund

  1. Case of sales between private individuals
     In the context of sales between private individuals, no provisions of the Consumer Code relating to the right of withdrawal are applicable.
     If the Product does not suit the Buyer, they cannot request the cancellation or refund of their order. However, if they notice a non-conformity between the Product received and the Listing, the Buyer may suspend the Transaction by reporting a problem to the Seller via Nopli.

The Buyer may report a problem via Nopli within 72 hours from the date of receipt (delivery) of the package. After this period, the Transaction is automatically validated.

Once the problem is reported, the sale is suspended until an agreement is reached between both parties via Nopli. Any dispute between Users on the Site relating to the conformity of Products will be managed, arbitrated, or mediated by Nopli.

Nopli acts as an intermediary to facilitate the resolution of disputes between Buyers and Sellers. In case of failure, Users retain the right to take the matter before the competent courts.

  1. Case of sales between a professional and a consumer
     In accordance with Article L. 221-1 of the Consumer Code, the Buyer does not benefit from a right of withdrawal when purchasing an item from a non-professional Seller.
     The Buyer (acting as a consumer) is protected by consumer law when purchasing an item from a professional Seller and may refer the matter to the court of their choice and request the application of the consumer protection laws of their country.
     The professional Seller must comply with the Buyer’s national law regarding the conditions, deadline, and terms of exercising this right, as well as provide the Buyer with a withdrawal form.

Pursuant to Article L 121-21 of the Consumer Code, Buyers are informed that they have 14 calendar days from the date of receipt of the ordered Products to exercise their right of withdrawal, without penalty and without reason, except for return shipping costs, from a professional Seller.

To this end, professional Sellers expressly acknowledge that they are solely responsible for complying with their obligations to inform Buyers regarding the conditions, period, and methods of exercising this right, as well as providing Buyers with a withdrawal form.

ARTICLE 4 – RELATIONSHIP WITH STRIPE

Users are expressly informed and accept that all payments made through the Site are managed by Stripe Payments Europe, Ltd., registered C/O A & L Goodbody, Ifsc, North Wall Quay, Dublin, D01 H104, Ireland under DUNS number 985 429 235 (“Stripe”).
 Users contract directly with Stripe with regard to these payments, by accepting Stripe’s general terms and conditions by ticking a box when registering on the Site.

If Stripe refuses or terminates the User’s subscription, the User cannot/no longer use Nopli’s Services.
 Conversely, the termination of the contractual relationship between the User and Nopli results in the termination of the User’s contract with Stripe.

Within the Services, Users send Stripe all their payment instructions through their Personal Space. Consequently, Users expressly authorize Nopli to forward such instructions to Stripe, on their behalf and in their name.

ARTICLE 5 – PRODUCT DELIVERY

Products are delivered to the delivery address indicated by Buyers.
 The Seller undertakes to send the package and make every effort to ensure that the Buyer receives it according to the delivery method chosen by the Buyer. From the order, the Seller has five (5) days to drop off the package at a relay point or at the Post Office.

The Seller undertakes to use the shipping label provided by Nopli and to pack the Product in compliance with the carrier’s requirements and those necessary to protect the Product.

The Seller remains the owner of the Products until receipt by the Buyer. They remain responsible for all losses, damages, deterioration, or degradation occurring during delivery, until proper receipt of the Product by the Buyer.

Use of the Nopli shipping label is mandatory and conditions the coverage of potential disputes or losses.

In case of complaints relating to Products and their delivery, Buyers undertake to contact Sellers directly via Nopli within 72 hours of receiving the order.

If the item does not conform to the Seller’s description (wrong size, defect, stain not visible in the photos, etc.), return costs are free and a partial or full refund may be issued.

ARTICLE 6 – SELLER PAYMENT TERMS

When listing their Product(s) for sale, the Seller is invited to choose between:

6.1 Gift Card

Once the Product is sold and the Transaction completed, a Gift Card usable on the site https://www.indiandcold.com/ for a predetermined amount will be sent by email to the Seller.
 The amount of the Gift Card will be calculated based on the Sale Price of the Product and any top-up clearly displayed and decided by DANG DANG.
 The amount of the Gift Card top-up may change. In case of a modification between the publication of a Product and its Sale, the Publication date shall prevail.

Gift Cards are valid for 12 months from the date of issue.
 Gift Cards may be used to pay an amount equal to or greater than their value, with the difference payable by the User. They are not exchangeable for cash and are not replaced in case of loss or theft.
 In case of a return, your Gift Card will be refunded by DANG DANG in the form of a credit note.

6.2 Bank Transfer

The sale proceeds may be transferred directly to the Seller’s bank account (by providing their RIB/IBAN).
 Direct transfer is only possible after completion of STRIPE’s identity verification process.

Your IBAN and identity documents are not accessible to Nopli. This information will be securely transmitted directly to STRIPE. This information is recorded by STRIPE in order to proceed with the transfer of funds from your electronic wallet to your bank account.

ARTICLE 7 – FINANCIAL TERMS

The use of the Site and the Services for creating and managing Listings are provided free of charge.

7.1 Commission

If the Seller chooses the Gift Card option, no commission on the Sale will be charged.

If the Seller chooses the Bank Transfer option, in return for connecting Sellers and Buyers, a commission of 15% of the sale price (the “Commission”) is due by Sellers to Nopli.

Nopli reserves the right, at its sole discretion and under terms it deems appropriate, to offer promotional offers or discounts on its Commission.

The Commission is charged on the price paid by Buyers excluding shipping and service fees and is directly deducted at the time of payment of the sale.

Nopli will invoice the Commission to Sellers by any suitable means.

The Nopli Commission is directly paid via STRIPE at the time of the transaction payment.

The Commission percentage may be revised at any time on a non-retroactive basis on Listings already published, and Users will be informed.

ARTICLE 8 – PERSONAL DATA

Nopli collects and processes personal data under the conditions set out in the Privacy Policy.

ARTICLE 9 – USER OBLIGATIONS

Users undertake, in their use of the Services, to comply with applicable laws and regulations and not to infringe the rights of third parties or public order.

Users are responsible for their tax and social obligations related to transactions carried out between them (applicable tax and social regimes, reporting obligations).

These obligations and related penalties are set out on websites, including the following hyperlinks:

Users acknowledge having read on the Site the characteristics and constraints, in particular technical, of all the Services.
 They are solely responsible for their use of the Services, especially for the relationships they may establish between them and the information they exchange as part of the Services, with Nopli acting only as an intermediary.

Users undertake to make strictly personal use of the Services. They are therefore prohibited from transferring, assigning, or passing on all or part of their rights or obligations hereunder to any third party, in any manner whatsoever.

Users undertake to provide Nopli or other Users, within the framework of the Services, only with accurate, up-to-date, sincere information and data that are not misleading. They undertake to update such information to ensure it always complies with the above criteria.

They undertake to provide Nopli with all information necessary for the proper performance of the Services and, more generally, to actively cooperate with Nopli for the proper performance of these terms.

ARTICLE 10 – PROHIBITED BEHAVIORS

It is strictly forbidden to use the Services for the following purposes:

  • carrying out illegal or fraudulent activities, or infringing the rights or safety of third parties;
  • infringing public order or violating applicable laws and regulations;
  • hacking into a third party’s computer system or any activity intended to harm, control, interfere with, or intercept all or part of a third party’s computer system, violating its integrity or security;
  • sending unsolicited emails and/or commercial solicitation;
  • manipulation intended to improve the ranking of a third-party site;
  • collecting and aggregating any information present on the Site without express authorization from Nopli;
  • aiding or encouraging, in any form or manner, one or more of the acts and activities described above;
  • more generally, any practice diverting the Services from their intended purposes.

Users are strictly prohibited from copying and/or diverting, for their own purposes or those of third parties, the concept, technologies, or any other element of the Site.

The following are also strictly prohibited:
 (i) any behavior likely to interrupt, suspend, slow down, or prevent the continuity of the Services,
 (ii) any intrusion or attempted intrusion into Nopli’s systems,
 (iii) any misuse of the Site’s system resources,
 (iv) any actions likely to place a disproportionate load on its infrastructure,
 (v) any breach of security and authentication measures,
 (vi) any acts that could harm the financial, commercial, or moral rights and interests of Nopli or the users of its Site,
 (vii) any violation of these General Terms and Conditions,
 (viii) monetizing, selling, or granting all or part of access to the Services or the Site, as well as to the information hosted and/or shared therein.

ARTICLE 11 – NOPLI’S OBLIGATIONS

Nopli undertakes to provide the Services with due care and in accordance with professional standards, it being specified that it is bound by an obligation of means, excluding any obligation of result, which Users expressly acknowledge and accept.

Content harmful to third parties may be reported to Nopli in accordance with the procedures provided for in Article 6 I 5 of Law No. 2004-575 of June 21, 2004 for confidence in the digital economy, with Nopli reserving the right to take any measures it deems necessary.

Nopli acts as a broker in that it provides Sellers and Buyers with a platform, tools, and technical means enabling them to establish contact for the purposes of buying and/or selling Products via the Site. Its responsibility is limited to providing such means, as described herein.

Nopli does not guarantee the completion of transactions, nor the proper execution of contracts concluded between Buyers and Sellers. It does not provide Sellers with any guarantee in terms of market opportunities or customer volume, nor is it liable to Sellers for any guarantee regarding the number or diversity of Products offered for sale.

Nopli is not a party to contracts concluded between Sellers and Buyers and cannot, under any circumstances, be held liable for difficulties that may arise during the conclusion or execution of such contracts.

Nopli is not physically in possession of the Products sold through the Site. It therefore provides no guarantees regarding:
 (i) the compliance of Listings with applicable laws and regulations,
 (ii) the conformity of Products, their packaging, and/or labeling with legal and regulatory provisions,
 (iii) the conformity of Product delivery with contractual stipulations and the existence of potential hidden defects,
 (iv) risks related to transport, storage, conservation, and delivery of Products, or
 (v) compliance with hygiene and maintenance rules, particularly regarding distribution locations.

Nopli disclaims any liability in case of loss of information accessible in Users’ Personal Spaces, as they must keep a copy and cannot claim compensation.

Nopli undertakes to carry out regular checks to verify the functioning and accessibility of the Site. Nopli reserves the right to temporarily suspend access to the Site for maintenance. Similarly, Nopli cannot be held liable for temporary difficulties or impossibilities in accessing the Site due to external circumstances, force majeure, or disruptions in telecommunications networks.

Nopli does not guarantee Users that:
 (i) the Services, subject to continuous improvement, will be entirely free of errors, defects, or faults,
 (ii) the Services, being standard and not offered solely to meet the individual needs of a specific User, will meet their specific needs and expectations.

In any case, Nopli’s liability under these terms is expressly limited to direct proven damages suffered by Users.

At any time and for any reason, Nopli reserves the right to terminate the services offered by the Site.

ARTICLE 12 – INTELLECTUAL PROPERTY

The systems, software, structures, infrastructures, databases, and content of any kind (texts, images, visuals, music, logos, trademarks, databases, etc.) operated by Nopli on the Site are protected by intellectual property rights or database producer rights in force.

Any disassembly, decompilation, decryption, extraction, reuse, copying, and, more generally, any act of reproduction, representation, distribution, and use of any of these elements, in whole or in part, without Nopli’s authorization, are strictly prohibited and may result in legal proceedings.

ARTICLE 13 – FORCE MAJEURE

Nopli cannot be held responsible for any failure to perform any of its obligations under these General Terms and Conditions if such failure results from a force majeure event, as defined by Article 1218 of the Civil Code and French case law.

The following events shall be considered cases of force majeure, without limitation:

  • natural disasters, fires, floods, storms, lightning, epidemics, or pandemics,
  • acts of war, terrorism, riots, civil unrest, or strikes, total or partial, internal or external to Nopli,
  • blockage of transport or supply means,
  • interruptions or disturbances in electronic communication networks,
  • decisions or restrictions by public authorities.

In the event of such an occurrence, Nopli’s obligations will be suspended for the entire duration of the force majeure event, without Nopli being held liable.

If the force majeure event continues for more than thirty (30) consecutive days, either party may terminate the contract by right, without compensation, by written notification to the other party.