CGV b2b

GENERAL TERMS AND CONDITIONS OF SALE (B2B / PROFESSIONAL CUSTOMERS) (EN)

Seller identification
POWAIR6 SAS, 11 rue des Artisans, 31140 Pechbonnieu, France
Registered with the Trade and Companies Register (RCS – Registre du Commerce et des Sociétés) of Toulouse
SIRET: 538 825 407 00033 – Intra-Community VAT number (TVA intracommunautaire): FR42538825407
Email: info@powair6.com – Tel.: +33 (0)5 34 27 88 10

Article 1 – Purpose and definitions
1.1. These General Terms and Conditions of Sale (the “Terms”) set out the terms and conditions on which POWAIR6 SAS (the “Seller”) sells airsoft products and related equipment (the “Products”) to professional customers via the portal reserved for professionals on its e‑commerce website (the “Website”).
1.2. For the purposes of these Terms:
- “Professional Customer” means any natural person or legal entity acting in the course of its commercial, industrial, craft, professional (liberal) or agricultural activity, including for resale purposes, purchasing the Products for professional purposes.
-  “Order” means a purchase of Products placed by the Professional Customer on the Website.
- “Customer Account” means the professional account enabling access to professional pricing (where applicable) and placement of Orders on the Website.
- “Business Day (Jour Ouvré)” means any day other than Saturday, Sunday and public holidays in France.
1.3. If the buyer does not meet the criteria of a Professional Customer, the Seller’s terms and conditions for consumers shall apply, and the Seller may accordingly cancel or reclassify the transaction.

Article 2 – Scope
2.1. These Terms apply to all B2B sales of Products concluded between the Seller and a Professional Customer via the Website. They apply to the exclusion of any other terms, in particular any general or specific purchasing terms of the Professional Customer.
2.2. Any derogation from these Terms shall be valid only if expressly accepted in writing by the Seller.
2.3. The Seller may amend these Terms at any time. The version applicable to the Professional Customer is the version in force on the Website on the date the Order is placed.

Article 3 – Acceptance of the Terms
3.1. Placing an Order entails full and unconditional acceptance of these Terms.
3.2. Online acceptance (in particular by ticking a box and/or clicking “Order”, “Pay” or equivalent buttons) constitutes valid consent and forms a binding contract.
3.3. The Professional Customer acknowledges that the Seller’s electronic records (order confirmations, emails, proof of payment, logs) constitute evidence of the transaction, unless proven otherwise.

Article 4 – Professional customer account
4.1. Access to B2B purchasing may require the creation of a Customer Account. The Professional Customer shall provide accurate, complete and up‑to‑date information, including in particular its legal identity and its invoicing and delivery details, as well as, where applicable, its VAT number.
4.2. The Seller may request any supporting document evidencing professional status and/or VAT registration, and may refuse, suspend or restrict a Customer Account in the event of a failed verification, inaccurate information, or suspicion of fraud, diversion, non‑compliance or breach of these Terms.
4.3. The Professional Customer is responsible for keeping its login credentials confidential and for all actions carried out via its Customer Account.
4.4. Maintenance of professional status: in order to keep an active professional account, the Professional Customer must place at least one (1) Order in any rolling twelve (12)‑month period. Failing this, the Seller may (i) deactivate the professional account, (ii) reclassify it as a non‑professional account, and/or (iii) require a new validation of professional status.

Article 5 – Products, regulatory compliance and use
5.1. Product descriptions, photographs, technical data and compatibility information are provided for information purposes only. Minor variations may exist (including, in particular, packaging, markings, accessories, colours or supplier batch variations).
5.2. Certain Products may be subject to specific legal restrictions (including, in particular, age restrictions, import/export restrictions, transport restrictions, or local qualification requirements). The Professional Customer is solely responsible for verifying that the purchase, importation, possession, storage, use and resale of the Products comply with the applicable laws and regulations in its country or countries of business and delivery.
5.3. Airsoft‑specific undertakings: the Professional Customer undertakes in particular to:
- ensure compliance with the minimum age restrictions applicable in the relevant jurisdictions;
- provide end users with appropriate safety information and encourage the use of serious eye protection;
- refrain from any marketing or resale practice likely to encourage misuse or confusion with real firearms in public spaces;
- comply with local marking/energy labelling obligations and not remove mandatory markings.
5.4. The Professional Customer is responsible for selecting Products suitable for its professional needs and intended use, including in the event of resale, as well as for their compatibility with other equipment.

Article 6 – Orders, minimum order amount and acceptance of orders
6.1. Orders shall be placed exclusively online via the Website, unless otherwise agreed in writing.
6.2. Minimum order amount: unless otherwise agreed in writing, each Order must reach a minimum net value (excluding VAT and delivery charges) of EUR 300 (the “Minimum Order Amount (Minimum de Commande)”). Orders below this minimum may be refused or automatically cancelled.
6.3. An Order shall be deemed definitively placed only once:
- the online ordering process has been fully completed by the Professional Customer, and
- payment has been effectively confirmed and definitively credited to the Seller.
6.4. The Seller acknowledges receipt of the Order by sending a confirmation email (or by making it available in the Customer Account). This confirmation does not deprive the Seller of the right to refuse the Order for a legitimate reason (including, in particular, abnormal quantities, suspicion of fraud, a compliance issue, stock shortage, a payment incident or an ongoing dispute).
6.5. Stock availability displayed on the Website is indicated as accurately as possible, but may be affected by errors or supplier constraints. If all or part of an Order cannot be fulfilled, the Seller may cancel the relevant items, propose an alternative or perform partial fulfilment. Where an item is cancelled, the corresponding amount shall be refunded (or not debited, depending on the payment method used).

Article 7 – Prices, VAT and invoicing
7.1. Prices are expressed in euros. For Professional Customers, prices may be displayed exclusive of taxes (HT) depending on the Website settings and the Professional Customer profile.
7.2. Delivery charges, handling charges and any charges related to payment (where applicable) are indicated before final validation of the Order.
7.3. VAT is applied in accordance with the rules in force on the invoicing date, taking into account the Professional Customer’s status, location and the country of delivery. The Professional Customer must provide a valid VAT number where applicable. If such number is invalid or cannot be verified, the Seller may charge VAT and/or adjust the invoice accordingly.
7.4. The Seller issues an invoice for each Order. The Professional Customer agrees to receive invoices in electronic format.

Article 8 – Payment terms
8.1. Immediate payment – no payment terms: all Orders are payable in full, immediately, at the time the Order is placed, using the online payment methods available on the Website (bank transfer, payment card). No payment term is granted.
8.2. The Seller shall not ship any Product until full payment has been definitively received.
8.3. In the event of a payment incident (refusal, dispute, cancellation, suspicion of fraud), the Seller may suspend the Order, block shipment, request additional verifications or cancel the Order.
8.4. Any bank fees, dispute/chargeback fees and reasonable collection costs incurred as a result of a payment incident attributable to the Professional Customer may be re‑invoiced to the Professional Customer.

Article 9 – Delivery
9.1. Products are delivered to the delivery address provided by the Professional Customer during the ordering process. The Professional Customer is solely responsible for the accuracy and completeness of the delivery information.
9.2. Delivery times displayed on the Website are provided for information purposes only, unless the Seller has given an express written undertaking.
9.3. The Seller may make partial deliveries where operationally justified (for example due to mixed availability). Unless otherwise stipulated, a partial delivery does not entitle the Professional Customer to cancel the balance of the Order.
9.4. For deliveries outside France, the Professional Customer is responsible for all customs duties, import taxes, local charges, licences, authorisations or compliance formalities required by the destination country. The Seller shall not be liable for delays, seizures, refusals or destruction decisions taken by customs or authorities as a result of local restrictions or documentary requirements.

Article 10 – Transfer of risk, inspection and carrier reservations
10.1. Unless a mandatory provision provides otherwise, the risks of loss and deterioration are transferred to the Professional Customer as from the moment the Products are handed over to the carrier selected by the Seller for shipment.
10.2. The Professional Customer must inspect the Products immediately upon delivery and, in the event of apparent damage, a missing parcel or apparent non‑conformity, must:
- make clear, precise and documented reservations (réserves) to the carrier upon delivery (or in accordance with the carrier’s procedure), and
- notify the Seller in writing within forty‑eight (48) hours following delivery, with all useful supporting documents (photos, shipment labels, delivery notes).
10.3. Failure to comply with this procedure may result in the claim being rejected, without prejudice to mandatory rights which cannot be contractually excluded.

Article 11 – No right of withdrawal, returns and after‑sales service
11.1. No right of withdrawal: Professional Customers do not benefit from any statutory right of withdrawal applicable to consumers. Orders placed by Professional Customers are firm and final.
11.2. No return shall be accepted without the Seller’s prior written agreement and the issuance of a return authorisation number (RMA). Any unauthorised return may be refused and shipped back to the Professional Customer at the Professional Customer’s expense.
11.3. Returns, where exceptionally accepted, must comply with the Seller’s instructions (including, in particular, packaging, accessories, serial numbers and product condition). Unless otherwise agreed, return costs and risks remain borne by the Professional Customer.
11.4. Unless otherwise stated in writing, the Seller provides no commercial warranty beyond statutory warranties which cannot be excluded under the applicable law. Any warranty is excluded where defects or damage arise from improper use, abnormal use, normal wear and tear, inappropriate storage, improper installation, unauthorised modification, use of unsuitable consumables (including, in particular, gas or batteries), or any intervention by a third party.
11.5. Where the Seller acknowledges that a defect is attributable to the Seller, the Seller may, at its option, repair, replace or refund the defective Product(s). Any refund may be limited to the price actually paid for the relevant Product(s) (excluding delivery costs, unless a mandatory rule requires otherwise).

Article 12 – Retention of title
12.1. The Products remain the Seller’s property until full payment of the price in principal and any ancillary sums (fees, costs, interest where applicable).
12.2. The Professional Customer must keep the Products identifiable and, where applicable, shall refrain from pledging them or granting security interests over them prior to full payment.

Article 13 – Liability
13.1. The Seller’s liability is limited to direct and foreseeable damage proven to have been caused by the Seller.
13.2. The Seller shall not be liable for indirect or consequential damage, including, without this list being limiting, loss of profit, loss of turnover, loss of opportunity, business interruption, reputational damage, or claims brought by the Professional Customer’s own customers.
13.3. In any event, the Seller’s aggregate liability in respect of an Order is capped at the net amount actually paid by the Professional Customer to the Seller for that Order (excluding VAT and delivery charges), except where such limitation is prohibited by a mandatory rule, including in particular in the event of fraud or gross negligence / wilful misconduct (faute lourde / dolosive).
13.4. The Professional Customer remains solely responsible for its resale conditions, the information provided to end users, compliance obligations, and any claims from end users or authorities in connection with its activity.

Article 14 – Force majeure
14.1. Neither party shall be held liable for a failure or delay resulting from a force majeure event as recognised by French law and case law (droit et jurisprudence français), including, without limitation, natural disasters, fires, floods, pandemics, strikes, transport disruptions, supplier failures, power outages or regulatory changes.
14.2. In the event of force majeure, the affected obligations are suspended for the duration of the event. If the event continues beyond a reasonable period, the Seller may cancel the relevant Order(s) and refund the sums received for undelivered Products (excluding non‑refundable costs reasonably incurred, where permitted by law).

Article 15 – Intellectual property
15.1. The Website and its content (texts, visuals, trademarks, logos, product sheets, databases) are protected by intellectual property rights and remain the property of the Seller or their respective right holders.
15.2. Any reproduction, distribution or exploitation beyond what is strictly necessary for placing Orders is prohibited without the Seller’s prior written authorisation.

Article 16 – Personal data
16.1. The Seller processes personal data for the management of accounts, processing of Orders, delivery, invoicing, customer service, fraud prevention and compliance with legal obligations.
16.2. Information relating to the purposes of processing, legal bases, retention periods, recipients and data subject rights is set out in the Seller’s privacy policy available on the Website.

Article 17 – Suspension and termination of the customer account
17.1. The Seller may suspend or terminate a Customer Account (temporarily or permanently), without compensation, in the event of:
- breach of these Terms,
- a compliance issue relating to regulated Products,
- fraudulent behaviour or suspicion of fraud,
- repeated payment incidents or payment disputes,
- abusive behaviour towards customer service,
- inactivity as defined in Article 4.4.
17.2. Suspension or termination does not affect the obligation to pay for Orders already placed, nor any rights accrued prior to termination.

Article 18 – Compliance, export/import responsibility and anti‑diversion
18.1. The Professional Customer undertakes not to divert the Products towards unlawful uses, prohibited jurisdictions or persons prohibited under applicable laws.
18.2. The Professional Customer is solely responsible for any compliance obligation applicable to its professional operations in relation to export, re‑export, transit and resale.

Article 19 – Governing law, jurisdiction and language
19.1. These Terms and the contracts resulting therefrom are governed by French law.
19.2. Any dispute relating to the formation, interpretation, performance or termination of these Terms or any Order shall fall within the exclusive jurisdiction of the Commercial Court of Toulouse (Tribunal de commerce de Toulouse), France, including in summary proceedings (référé), in the event of third‑party indemnity claims (appel en garantie), multiple defendants (pluralité de défendeurs) or incidental proceedings (procédures incidentes), subject to any mandatory jurisdiction rule to the contrary.
19.3. The primary language of these Terms is French. If any discrepancy should occur between French and English version, French terms would prevail. 

Article 20 – Miscellaneous
20.1. If any provision is declared invalid or unenforceable, the other provisions shall remain in full force and effect.
20.2. The fact that the Seller does not invoke a provision of these Terms at a given time shall not be construed as a waiver of the right to invoke it in the future.
20.3. The Professional Customer may not assign or transfer its rights or obligations under these Terms without the Seller’s prior written consent. The Seller may assign its rights and obligations to an affiliate company or as part of a restructuring, provided that this does not substantially reduce the Professional Customer’s rights.
20.4. Any notice or formal communication required under these Terms must be sent in writing by email and/or by registered letter to the contact details indicated in the Customer Account and in the Seller identification clause, or by any other method accepted by the Seller providing reliable proof of sending and receipt.