GENERAL CONDITIONS OF SALE

ARTICLE 1 – PURPOSE OF THE CONTRACT

The purpose of these General Terms and Conditions of Sale (GTC) is to define the conditions under which GOLIAT's services are provided, for any reason whatsoever (sale, rental, repair, modification/transformation, storage, container preparation, storage, etc.). Placing an Order or accepting an offer implies the express and unreserved acceptance by the Customer of all the GTC, which can also be viewed on the website www.goliat-container.com and/or are available upon request. No special conditions or other general terms and conditions of the Customer may prevail over these GTC. The Customer expressly waives the application of all or part of its general terms and conditions of purchase. Consequently, in the event of a contradiction between the Customer's general terms and conditions of purchase and GOLIAT's GTC, the latter shall prevail. GOLIAT reserves the right to unilaterally modify these GTC at any time and, in such a case, to apply them to all Orders placed after the modification date. The fact that GOLIAT does not assert any of these conditions during a given period cannot be interpreted as a waiver of the right to assert the said condition or, more generally, the other conditions at a later date.

ARTICLE 2 – PRICE

Only the acceptance of the order/quote/pro forma invoice by the Customer definitively binds GOLIAT with regard to the specifications of the quote, the pro forma invoice or the purchase order validated by the Customer. The price offer is valid for the duration mentioned on the quote/pro forma invoice; in the absence of such a specification, the prices invoiced will be those in effect on the day of delivery of the supply or service.

ARTICLE 3 – EXECUTION OF WORKS

By express agreement, any obligation of GOLIAT constitutes an obligation of means. GOLIAT cannot be held to an obligation of results. Delivery times are given for information purposes only and without commitment or guarantee and will begin to run only after receipt of the deposit provided or, if not provided, on the date of receipt of the order or quote validated by the Client, provided, however, that GOLIAT is in possession of all the necessary information that the Client undertakes to provide to it no later than the day of the order or the sending of the quote/pro forma invoice. Any modification of work as provided for in the quote or order form requested by the Client or its representative will be the subject of an amendment or a new quote or order form which must be accepted before any service is provided. GOLIAT reserves the right to subcontract, without the Client's agreement, all or part of the services and work, the subject of the quote or order.

ARTICLE 4. RESPONSIBILITY – OBLIGATIONS

4-1 Delay: Delay in the performance of GOLIAT's services cannot under any circumstances result in cancellation of the contract, nor give rise to any compensation, for any reason whatsoever.

4-2 Reservation upon delivery: It is the Customer's responsibility to check upon delivery that GOLIAT has performed the Service in accordance with its order or quote. This check must include, in particular, the quality, quantity and designation of the products and the supply and/or services provided by. Any claim for apparent defects/damage of which the Customer could have convinced himself must be made at the latest upon delivery; proof of the defect or fault lies with the Customer. In the absence of reservations upon delivery, GOLIAT's service will be deemed to be perfectly compliant with the Customer's quote or order and in perfect condition; GOLIAT's liability cannot therefore be sought. Without prejudice to Article 4-6, any lack of conformity will only be subject to replacement/restore to its original condition, to the exclusion of any compensation, for any reason whatsoever.

4-3 Conventional and general exclusion of hidden defects and non-apparent defects: GOLIAT cannot be held liable under any circumstances for non-apparent or hidden damages/defects, for which the Customer expressly waives all recourse against GOLIAT, whatever the nature (including, but not limited to, all defects in painting, insulation, waterproofing, electrical work), the origin or the importance of the defects/damage, and whatever the capacity in which GOLIAT operates (seller, service provider, manufacturers, etc.).

4-4 Specific cases relating to the preparation of containers for transport: GOLIAT cannot be held liable for costs incurred by providing a non-compliant or damaged container (repatriation, transport, unloading costs if the goods have been loaded into the wrong container, damage to the goods due to a hole in the container, a damp floor, for example). It is the sole responsibility of the Customer to check that the goods/container delivered by GOLIAT comply with its instructions and in particular the conformity of the indexing temperature of the refrigerated container/opening rate of the In the event of damage affecting the goods resulting from an indexing error or hatch opening not noted when the container was delivered by GOLIAT, GOLIAT cannot be held liable under any circumstances. In the event of damage to goods, the container or its components, resulting from a service provided by GOLIAT, the Client undertakes to invite GOLIAT to an expert appraisal within a reasonable period of at least 72 hours in order to carry out the findings jointly. The conclusions of the expert appraisals for which GOLIAT has not been invited/notified by the Client will in no case be binding on GOLIAT, which will be released from all liability.

4-5 Case of deposit: GOLIAT is responsible for the goods under the conditions set out in Articles 1927 to 1932 of the Civil Code, providing, in particular, that damage not caused by its actions is the responsibility of the depositor and that GOLIAT cannot be held liable in the event of force majeure.

4-6 General limitation of liability: In any event and without prejudice to the provisions of paragraph 4-2 of this article, the liability of GOLIAT, whatever the object of its service and the origin, nature and extent of the damage, may in no case exceed the lower of the following amounts: the cost of the disputed service invoiced by GOLIAT or €2,500. The Client expressly acknowledges that GOLIAT's liability may only be sought for material damage. The Client waives any recourse and undertakes to obtain a waiver from its insurers or any other person entitled to any recourse against GOLIAT for direct immaterial and bodily damages and all indirect damages.

4-7 Inaccessibility of the unloading location: The delivery and unloading locations are those indicated by the GOLIAT cannot be sought due to the costs generated by the inaccessibility of the unloading location desired by the customer. In the event that the carrier considers the container unloading location to be inaccessible, the costs of transport, storage and repatriation of the containers are the responsibility of the customer.

4-8 Miscellaneous provisions: The Client is fully informed that the containers subject to GOLIAT's services are intended for the transport of goods, therefore, GOLIAT's liability cannot be sought due to the use of the containers for a purpose other than this, even if GOLIAT has been informed or has authorized the use that the client wishes to make of them. In no case may GOLIAT's services be characteristic of a work, GOLIAT's liability may under no circumstances be sought on the basis of articles 1792 and 1795 of the Civil Code relating to the liability of builders, manufacturers and similar parties. Unless otherwise provided by public policy, any action against GOLIAT may not be brought more than twelve (12) months after the service provided by GOLIAT.

4-9 In any event: No claim for damages or compensation for harm suffered may be claimed by the No claim for reimbursement of all costs and expenses may be claimed by the customer.

ARTICLE 5 – GOLIAT RETENTION OF TITLE CLAUSE

GOLIAT reserves ownership of the goods sold and the subject of this invoice, until full payment of their price in principal and interest. In the event of non-payment of the price by the agreed due date, GOLIAT may repossess the goods, the sale will be automatically cancelled if GOLIAT sees fit and the deposits already paid will remain its property in return for the enjoyment of the goods which the Customer will have benefited from. The goods remain the property of GOLIAT until full payment of their price, the Customer is prohibited from disposing of them for resale, transformation or modification of their nature.

ARTICLE 6 – TRANSFER OF RISKS

Without prejudice to Article 5, the Customer shall become responsible for the containers or goods upon delivery, with the transfer of possession entailing the transfer of risks. Depending on the Service, the transfer may be characterized by the issuance of an Interchange. GOLIAT shall not be held liable for containers or goods removed from the warehouse and for which GOLIAT no longer has legal custody. The Customer therefore undertakes to take out an insurance policy covering the risks of loss, theft or destruction of the goods, as well as its civil liability as holder.

ARTICLE 7 – TRANSFER OF TRANSPORT RISKS

The goods/containers travel in all cases at the Customer's risk. In the event that their transport is provided by the Customer, and/or its principals, representatives, subcontractors, agents, employees or their recipient, they undertake to carry out the transport by their own means, under their exclusive responsibility, GOLIAT's responsibility being limited to loading the container/goods onto the chassis. Their transport must be carried out on a container chassis, or, failing that, on a flatbed chassis if GOLIAT deems it appropriate. In all cases, the lashing will be carried out under the exclusive responsibility of the Customer and/or the persons previously listed who will have to lock the twist locks on the chassis. In the event of authorized loading on a flatbed chassis, it will be their responsibility to ensure the strapping of the container and to provide straps in sufficient quantity and of good quality, suitable for the transport in question. GOLIAT cannot be held liable for damages caused by poor lashing, whether to the goods/container, the carrier's vehicles, its personnel or third parties in general, with the Customer remaining liable for all damages caused to GOLIAT. The Customer waives all claims against GOLIAT for risks of lashing on chassis and to guarantee and hold GOLIAT harmless against any claims by third parties. The Customer acknowledges having read this information and expressly releases GOLIAT from any liability for lashing that may be imposed on it under certain legislative, regulatory, national or international provisions. The Customer also undertakes to remind the driver or any person likely to be involved in the organization of transport of the provisions of this document.

ARTICLE 8 – FORCE MAJEURE

GOLIAT shall not be held liable in the event of force majeure. The following are considered cases of force majeure, in addition to those usually accepted by the case law of French courts: strikes, lockouts, epidemics, blockages of means of transport, supplies, earthquakes, fires, atmospheric circumstances (storms and gusts of wind, foreseeable or not, exceeding 70 km/h, frost, thunderstorms and floods, etc.), bad weather, water damage, governmental or legal restrictions, disruptions in telecommunications including the switched network of telecommunications operators, mechanical incidents (machine shutdown due to an accident or breakdown), demonstrations, riots, roadblocks, damage caused by foreign war, civil war, rebellion, insurrection, military mutinies or attacks or revolutions and all other cases beyond the control of the parties.

ARTICLE 9 – PAYMENT CONDITIONS

Services are payable according to the conditions specified on the quote or order form or on the invoice. Payments must be sent to GOLIAT's head office. However, in the absence of specific provisions on the quote or order form, the price must be paid on the thirtieth day following the date of receipt of the goods or performance of the requested service, and at the latest within 30 days from the date of the invoice (Article L.144-6 of the French Commercial Code). No discount will be granted in the event of early payment. In accordance with Art. L. 441-6, para. 12 of the French Commercial Code, failure to comply with the agreed deadlines will automatically result in the application of late payment interest equal to 12%, without prior formal notice. Any invoice unpaid within 8 days of sending a formal notice by registered letter will also be increased by 15% of the principal amount as a fixed penalty clause. Total or partial non-payment of an invoice on a single due date results, without formality, in forfeiture of the term, resulting in immediate payment, without formal notice, of all sums due, even at term.

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