General conditions of use

ROADOO

132 rue Fondaudège

33000 Bordeaux Francia

T +33 5 54 54 79 96 - hello@roadoo.com

Roadoo is a SAS, with a capital of 52,960€, registered with the Bordeaux Trade and Companies Register under number 521 481 705 and whose head office is located 132 rue Fondaudège 33000 Bordeaux (hereinafter “Roadoo”).

Roadoo can be reached at the following email address: hello@roadoo.com

Roadoo is the owner of a collaborative platform that allows you to order Gifts offered by the legal entity that has contracted a Subscription, and whose access is made through a website or mobile applications (hereinafter the “Platform”). Depending on the Subscription selected by the Customer, the Platform offers various options, in particular the distribution of Coins to Users, allowing them to have Gifts delivered to be selected on the Platform. The Platform can also offer the implementation of Challenges if the Customer has opted for a subscription by allowing them to be set up.

ROADOO SAS declares to be the owner of the websites accessible at the URLs WWW.ROADOO.COM and WWW.ROADOO-NETWORK.COM. (hereinafter, the “Sites”)

I. Definitions

Terms whose first letter is capitalized have, in these T&Cs, the meaning assigned to them below.

Subscription

Refers to the choice selected by the Customer between Roadoo STARTER, Roadoo PRO or Roadoo EXPERT, each subscription giving rise to different billing where applicable. The functionalities made available to Users depend on the Subscription selected by the Customer.

Administrator

Refers to the person designated by the Customer, who is by default the main contact point of Roadoo. The Administrator centralizes communication between the Customer and Roadoo for the operational aspects of the Service. The Administrator administers and manages all or part of the Platform.

Beneficiary

Refers to the User to whom coins have been awarded by the platform administrator.

Roadoo online store

Refers to the e-store available on the digital platform dedicated to Roadoo gifts and commercial challenges.

Gift

Refers to the products available on the Platform and that Users can obtain with Coins. Gifts are offered by the Customer to the Beneficiaries. When the User buys a product himself on the Platform, using his bank card (hereinafter “CB”), or when he completes the purchase of a Gift by bank card, the User must accept the general conditions of sale provided for this purpose (CGV).

CGU

Refers to these general conditions of use.

Customer or Subscriber

Refers to the legal entity that has subscribed to access the Platform and on whose behalf this Agreement has been signed. Since the Customer is a legal entity acting within the framework of its professional activity, the natural person engaging the Customer guarantees to have sufficient powers to register the legal entity. The Subscriber has the option of activating accounts for the benefit of other Users.

Coins

Mean the gift points distributed on the Platform by Customers to Users who can spend them on the Roadoo online store.

Roadoo accounts

Jointly refer to the Subscriber Account and the User Accounts created by the Subscriber.

Subscriber account

Refers to the account created by the Subscriber during Registration and to which the Users' accounts are attached.

User account

Refers to the account created by the Subscriber and assigned to the User for the use of the Service.

Personal data

Refers to any data relating to an identified or identifiable natural person directly or indirectly.

User

Refers to natural persons, aged over 18, authorized by the Customer to use the Platform in accordance with the rights of use. The use of the Service by the User is carried out under the responsibility of the Customer.

II.Details of the functionalities

Depending on the Subscription selected by the Customer and the functionalities activated by the Administrator, the User may have access to the following various modules.

1 - Collaborative module

- News feed, post, post categories, comments, comments, likes, photos, videos, internet links & photo/video gallery

- Instant messaging: text messages or files (images, video, sound...) in real time between several connected users (20 max)

- Information Collection: Quiz/ E-learning, Survey, Survey, Form

2- Ranking module (if activated by your administrator)

- Descriptions of the challenges

- Individual, general and team rankings for each Challenge

3- Rewards module

- Access to the E-Boutique where Gifts are presented by category

- Ordering tool according to the process as described below.

III. Obligations of the User

Browsing, accessing and using the Roadoo Sites confers the status of user and implies acceptance, from the start of browsing, of all the conditions of use set out in this document, without prejudice to the application of related and enforceable regulations as the case may be.

When connecting to their account for the first time, the User must check the validation box for these Terms and Conditions and the privacy policy, and change their password.

Each User account is strictly personal. It is up to the User to ensure that their password is kept confidential. If the User realizes that his password had been stolen by a third party, or that a third party had accessed his Account, it is up to him to change his password without delay.

The User also guarantees to transmit complete and truthful information concerning him, in particular when using Coins. Any erroneous information may result in a defect in the delivery of the Gift, at the sole fault of the User. Any new delivery for failure by the User will be made at his expense or that of the Customer.

When the User orders a Product using payment by credit card, regardless of whether this payment represents all of the payment, or only part of it, the User must accept the terms and conditions provided for this purpose. Payment by credit card is secured by a specialized service provider.

Finally, the User guarantees to place orders for Gifts or Products on his own account. Under no circumstances may he resell the Gifts or Products received.

IV. Interventions/User Content

User Content includes all elements inserted on the Platform, or created using the Platform. This Content includes in particular any text, video, photo, photo, quiz, exchanges on the Platform...

The User remains responsible for all of this Content. It guarantees to ROADOO and the Customer that the Content is unadulterated, does not include viruses or Trojan horses, and, without this list being exhaustive, does not contain any content promoting crimes against humanity, provocation to the commission of acts of terrorism and their apology, incitement to racial hatred, hatred against people because of their sex, their sexual orientation, their gender identity or disability as well as child pornography, incitement to violence, including Incitement to sexual and gender-based violence, as well as attacks on human dignity, is not racist, homophobic, discriminatory, pornographic, or offensive to any person or group of persons. The User guarantees that the Contents do not violate any legal or regulatory rules.

The User also guarantees that its Contents can be made visible to any third party, including minors.

If Content does not comply with this article, the User is informed that the Customer and/or Roadoo may remove it, without prejudice to any recourse against the User.

The User guarantees that he has all the rights allowing him to distribute the Content using the Platform. In particular, the User guarantees that the Contents do not violate any intellectual property rights, image rights or any third party rights.

The User freely authorizes Roadoo to reproduce and represent the Content that he transmits from the Platform, on any medium, in particular digital and internet networks, for the duration of the Contract concluded between the Customer and Roadoo and for the whole world, and for the whole world, only to Users authorized by the Customer. The User also authorizes Roadoo to modify the Contents for technical reasons related to the publication of them on the Platform.

Finally, when exchanging messages on the Platform, the User undertakes to respect the rules of respect and courtesy with his interlocutor.

V. Rights to use the Platform

Users whose Account is opened on the Platform only has the right to use the Platform during the period of availability of their Account, in a non-exclusive and non-transferable manner.

The User may only use the Platform for their own account and in no case on behalf of third parties or make their Account available to third parties.

The Platform can only be used in compliance with the rules for identifying and assigning User rights, these rights having been decided by the Customer Administrator who alone decides which Users he authorizes to use the Platform.

The Platform, including all its elements (code, images, videos, videos, database, etc.) is an intellectual work of which Roadoo retains full ownership and which the User prohibits, without this list being exhaustive:

● To copy or reproduce, modify, arrange, adapt in whole or in part by any means and in any form;

● To make available to a third party, sublicense, assign, transfer, or distribute in any way whatsoever, free of charge or for a fee;

● To extract all or part of the databases;

● To use other than in accordance with the provisions strictly interpreted herein;

● To translate or transcribe into any other language or language, or to adapt or add to it any object that does not conform to its specification;

● To decompile or reverse engineer, beyond what is authorized by law.

This clause concerns any element of the Platform (code, images, databases,...), except those whose ownership belongs to the User or the Customer.

Any use of the Platform under conditions not provided for in the Contract without the prior written consent of Roadoo represents a considerable danger to the sustainability of Roadoo, whose intellectual property on the Platform is an essential asset. Consequently, any violation of this article, whether voluntary or not, by the User, is deemed to constitute a sufficiently serious breach which entitles Roadoo to immediately and ipso jure suspend the User's Account from the date a notification to this effect is sent to the Customer and the user to this effect by post and/or by email, without prejudice to any legal action against the Customer.

Cadeaux brands and photos on the Platform are also protected. Under no circumstances may the User reproduce or copy them for any use whatsoever.

In general, the Customer assumes responsibility for the physical and logical security of the individual terminals accessing the Platform.

VI. Points awarded - Rewards

As part of incentive programs, “Coins” for achieving goals may be awarded to Users by the Roadoo Customer, organizer of the incentive or challenge, according to rules that he will have defined. The Customer is solely responsible for the distribution of these Coins and for the organization of incentives or challenges.

The User will access via his Account the quantity of Coins allocated by the Customer. Coins are only convertible into Gifts on the Platform's E-Store. The Coins awarded by the Customer are redeemable as Gifts until the date of closure of the User Account and/or the Platform or according to the specific conditions of the challenge/incentive decided by the Customer. All Coins not used on the date of closure of the Account and/or the Platform will no longer be eligible for a Gift and cannot under any circumstances be transformed into euros.

Roadoo Coins may not be transferred or resold by the beneficiary User to any third party whatsoever, free of charge or at a cost. Their use is the responsibility of the Customer and the beneficiary User.

VI.I Specific E-Shop

The basic E-Store, from which Users can select a Gift, includes approximately 80,000 items from 3,000 brands.

The user can also access, if the Customer has set up one, to a specific E-Boutique, whose order and after-sales service conditions are managed directly by the Customer, unless otherwise indicated.

VI.II Use of Coins

Gift purchases are made by the Customer at Roadoo, the User having the freedom to choose the desired Gift based on the number of Coins he has, and within the limit of available stocks.

Even if the Customer is actually the purchaser of the Gift, which it offers to the User, Roadoo provides after-sales service and the establishment of guarantees equivalent to those to which the User would have access if he were really the purchaser of the Gift. However, warranties vary depending on the manufacturer.

The price in Coins, the description of the Gifts and the applicable guarantees are specified on the Platform.

A User may convert his Coins into rewards on the E-store linked to the Platform to which he has access, as long as his balance, indicated on his account, is sufficient. In the event that the User's balance is insufficient, the User may complete the amount due using his credit card. Specific consumer terms and conditions must be accepted.

As soon as the order is placed in full with Coins, the buyer is a legal entity (the Customer), the User will not be able to exercise any right of withdrawal.

The main characteristics of the items are described in the E-shop.

The User places his order on the E-store as follows:

- Choice of gift (s),

- Validation of attributes (sizes, colors, ... ),

- Confirmation of the delivery address provided that you are in the delivery area covered,

- Addition of the cheapest transport costs calculated automatically with ROADOO partners,

- Access to an order summary before validation. The User is still likely to modify his Order at this stage.

- Validation of the order. Once the validation has been carried out, the User's Coins are automatically deducted from his account.

If the purchase must be completed by payment by credit card, the information relating to the bank card will be collected by means of a secure module belonging to a specialized third party. ROADOO does not access this data.

VI.III Order tracking

The User, after validation of the order, will receive by email a confirmation of order or reimbursement of Coins in the event of non-availability of the Gift.

In the vast majority of cases, the User will then receive an email confirming the sending of the Gift with a tracking number and the name of the carrier with the link to the carrier's website, allowing him to verify the order.

Roadoo has the items delivered to the address indicated by the User when placing an order on the Roadoo e-store.

If the User is absent, or the address indicated on the day of the order is incorrect and the Gift goes to ROADOO, the shipping costs and management costs of a new delivery will be invoiced by ROADOO to the Customer.

No change in the delivery address for a Gift order can be taken into account once the Gift has been sent to the carrier.

VI.IV Delivery

Deliveries are possible in a number of countries detailed in the annex. This list is evolving and may be subject to changes during the contract.

Transport times depend on the destination. They are generally between 3 and 5 days for metropolitan France and neighboring countries, 10 days for other destinations, however the delivery times are only specified for information purposes. A delay in relation to the indicated deadline will not entitle the User or the Customer to demand the payment of damages or compensation of any kind, to reject the order or to suspend compliance with any obligation, in particular that of payment.

In case of unavailable stock, the order is cancelled and the Coins are re-credited.

The delivery of the items will be made to the address indicated by the User at the time the order is placed. Roadoo calculates the cheapest Shipping Costs from its partners based on the destination and the goods transported.

Roadoo will also not be responsible if the non-receipt of the Products is due to a third party to the contract or in case of force majeure. Roadoo may then cancel current Gift orders, without this giving rise to compensation or compensation in favor of the User or the Customer. The User will be informed and will be able to place a new order. The Customer will be refunded in the event that the purchase has already been paid and invoiced.

It is the User's obligation to check, at the time of receiving the goods, that the delivery corresponds to the requested order, which is available on the Platform and that its presentation, condition, documentation and packaging are correct. In the event that a package has visible signs that could suggest that the Gift could be damaged, it is the User's obligation to indicate on the delivery note (whether digital or paper) that the goods are damaged. Accepting the goods without this reservation will invalidate subsequent claims on the part of the Customer and the User. Any complaint concerning the product and its delivery must be indicated on the delivery note to be considered by Roadoo SAS.

Except in cases covered by a legal or commercial guarantee, specified when ordering, the User cannot under any circumstances change the reward once an order has been placed.

If the Product is purchased in whole or in part by credit card, the conditions specified in the consumer terms and conditions provided for this purpose apply.

The images and photos of presentation on the E-Boutique are non-contractual. The Gift received may be of a different tone. In addition, each User's monitor color configuration may show a tone or color that is slightly different from the original. This case will therefore not be a reason for complaint on the part of the Customer or the User. Finally, any exchange request requested by a person other than the requesting Customer (in particular by beneficiary Users) cannot be accepted.

VI.V Warranty

The products delivered are covered by the product manufacturer's warranty.

Any commercial guarantees to which the Gifts ordered are subject will be specified to the User when ordering.

As soon as the Customer is informed by the User of a defect or non-conformity of the Gift ordered, it is up to the User to open an incident (or ticket) on the Platform in the tab intended for handling incidents.

Any ticket received via another channel (email, telephone,...) or without the required documentation will be automatically cancelled.

Only claims submitted within four (4) calendar days of receipt will be accepted. Once this period has elapsed without any claim, the goods will be considered to have been received by the recipient in perfect condition of quality and quantity.

In the event that the Gift ordered has been returned by the User, Roadoo reserves the right, after examining the Gift, to indicate to the User and the Customer that the non-conformity or defect is not identified. The Gift will remain stored for seven (7) days pending confirmation from the User that he wants to recover the Gift after payment of the corresponding shipping costs, at his expense. Once this period has passed, the User will lose the right to any claim. Conversely, if the defect or non-conformity is identified, the User will have his account re-credited with the number of Coins used for the purchase, including shipping costs, or will be sent a new equivalent Gift.

Gifts benefiting from their own authorized technical assistance network will be subject to the guaranteed conditions and procedures established by said network, which the User must undertake to respect.

ROADOO will not accept any return of Gifts that has not been previously authorized by the assignment of an RMA number (“Return Merchandise Authorization”) by ROADOO's after-sales service (“SAV”).

No returns or refunds will be authorized in the following cases:

● Loss or manipulation of one of the manufacturer's control labels and/or intermediaries in the distribution chain and/or Roadoo;

● When the cause of the damage or failure is due to incorrect use, failure to apply the instructions in the accompanying manual/instructions, as well as accidents, misuse, shocks, breaks, accidents or breakdowns caused by other causes that are not attributable to normal operating conditions;

● If the defect found is due to a lack of maintenance, adjustment, adjustment, revision or cleaning or any other defect caused by a breach by the User;

● Use in environments that are inappropriate for the use of the Gift concerned (such as in particular with dust, in particular with dust, exposed to direct sunlight, vibration, extreme temperatures [below 5ºC and above 40ºC], humidity beyond limits [less than 10% and greater than 95%], and sockets without ground protection or surge protection);

● For the misuse of installed software or for the use of illegal software where appropriate;

● For damage caused by viruses or computer attacks.

The User is informed that certain Gifts are subject to specific monitoring and guarantees, specified on the Platform, in particular when these Gifts are offered by Customer suppliers not referenced by Roadoo.

The warranty conditions applicable when the purchase is made in whole or in part by credit card are specified in the consumer terms and conditions provided for this purpose.

VI.VI Alcohols

Ordering alcohol is totally forbidden for minors. Roadoo may ask the Customer about the age of the User placing an alcohol order.

Users who order alcohol guarantee that they are of legal age.

Alcohol abuse is dangerous for health. Consume with moderation.

VII. Changes

ROADOO SAS reserves the right to make, without notice, the changes it deems appropriate to the content of the Platform and the Site. This applies to both content and terms of use. These changes must be respected by all Users.

VIII. Exemption from liability

Although Roadoo is in direct contact with the User for the sending of the Gift and the after-sales service, the Roadoo customer is the Customer and not the User as long as the purchase is made in full in coins.

In the event of a problem with the Gift received and/or the Roadoo Service, the User must inform the Customer who can try to find a solution directly with Roadoo.

The User cannot incur the contractual liability of Roadoo, the Subscription and the sale of Gifts ordered in full in Coins being concluded between the Customer and Roadoo. When the order is placed in part by payment by credit card, responsibilities are managed by the applicable consumer terms and conditions.

ROADOO SAS cannot be held responsible for the content of websites that the User can access through the links provided on its Site and/or on the Platform, and declares that it does not exercise any type of verification or control over the content of other sites on the network. Likewise, it does not guarantee the technical availability, accuracy, accuracy, veracity, validity or legality of sites accessible through links that do not belong to it.

Finally, the User's browsing is done at his own risk and peril, the latter being informed of the risks inherent in browsing the Internet, in particular fraudulent intrusions, data loss, viruses,... for which Roadoo can in no way be held responsible.

IX.Notification of illegal content

In accordance with the provisions of Law No. 2004-575 of 21 June 2004 as amended, Roadoo, in its capacity as a technical intermediary, is not subject to a general obligation to monitor information on the Platform.

Anyone wishing to bring to the attention of Roadoo and the Customer the distribution of obviously illicit content must provide all the information needed to locate the content in question on the Platform and determine the illicit nature of the content concerned.

To do this, it is possible to send a registered letter with acknowledgement of receipt to the address: Roadoo - 132 rue Fondaudège - 33000 Bordeaux. This notification should specify:

o the date of the notification;

o the identity of the User: name, first names, profession, profession, residence, residence, residence, nationality, date and place of birth (if it is a natural person) or form, denomination, registered office and legal representative body (if it is a legal person);

o the identification of the User and/or the offending content;

o the description of the disputed facts and their precise location on the Platform, in particular the URL of the content page in question;

o the reasons why the content should be removed, including the mention of legal provisions and factual justifications;

o a copy of the correspondence sent to the person who published the illegal content requesting its interruption, withdrawal or modification, or justification that the person could not be contacted.

Roadoo will transmit the report to the Customer or assess the illicit nature of the notified content and, if necessary, act promptly to remove the content concerned or make it impossible to access it. In accordance with the provisions of article 6-VII of law No. 2004-575 of 21 June 2004 as amended, the fact, for any person, to present to Roadoo or to the Customer an illegal content or activity in order to obtain its withdrawal or to stop its distribution, when they know this information is inaccurate, is punishable by a penalty of up to one year in prison and a fine of 15,000 EUR.

In the event of receipt of a notification identifying content constituting offences that promote crimes against humanity, incitement to racial hatred, or relating to child pornography, Roadoo will inform the competent public authorities.

X.Data protection

In accordance with the regulations in force on Personal Data Protection, Roadoo informs the User that some of his personal data will be integrated into the processing system, owned by ROADOO SAS in order to facilitate, accelerate and fulfill the commitments made with the Customer, such as access to its automated incentives platform and its various functionalities including the management and delivery of orders.

This data will be used by Roadoo SAS or its subsidiaries under subcontracting the Customer, the latter being the data controller.

The Data collected is:

Personal data refers to the following categories of data:

- Identification data: name, first name, professional email, professional email, professional telephone, username/password combination for connecting to the solution, gender, answers to the Challenges, interventions on the news feed

- Data created by the Subcontractor to achieve the main purpose:

▪ ranking

▪ statistic

▪ displaying results

▪ order form

- Security data: connection log

- Data possibly imported into the solution by the Customer for ancillary purposes specific to the Data Controller:

▪ Department or department

▪ KPIS

▪ Position or function

The purposes of the treatments are the management of User Accounts, Coins, Gift orders, their delivery and follow-up if necessary. The Data is hosted by a Roadoo subcontractor. Data may also be processed for Roadoo to send information about available Gifts.

The legal bases for processing are the legitimate interest of the Customer. The sending of information is subject to the prior consent of the User.

Some personal data may be communicated to subsequent subcontractors, in particular: host, carrier, supplier, in order to be able to process orders and ensure their delivery.

The data will be kept only for the time strictly necessary to comply with the provisions mentioned above. The retention period is decided by the Customer, with Roadoo deleting the Data once the Contract with the Customer has come to an end.

The User undertakes to transmit up-to-date Data and to request its modification if necessary.

When the User orders Products in whole or in part by credit card, ROADOO SAS is the person responsible for processing the User's data necessary to manage the order. The data will be processed for the monitoring of the contract (contractual obligation), delivery (contractual obligation), billing (legal obligation), accounting obligations (legal obligations) and to allow ROADOO SAS to defend itself in court if necessary (legitimate interest of ROADOO). If the User consents, ROADOO may send him emails and SMS to inform him of the Gifts present on the Platform. For these various purposes, the data may be kept for the duration of the contract and up to 5 years after the order. For online orders whose amount is greater than or equal to 120 euros, contractual data is kept for 10 years. The email address for the transmission of advertising is kept as long as the User is registered on the Platform.

If the User has sent him a notification for illegal content, his data is processed to allow ROADOO SAS to comply with a legal obligation and they may be kept by ROADOO SAS for the time necessary for the prescription of any legal action.

ROADOO SAS informs the User that it will process this data in a legal, equitable, transparent, transparent, adequate, relevant, limited, accurate and up-to-date manner. This is why ROADOO SAS undertakes to take all reasonable measures to ensure that they are deleted or corrected without delay if they are inaccurate.

Data may be transferred outside the EU, to the United States and to Great Britain. These countries are covered by an adequacy decision by the European Commission.

In accordance with the regulations in force on data protection, the User has the right to access, rectify, limit processing, deletion, portability and oppose the processing of his personal data as well as the consent given to the processing of such data where appropriate, upon simple request from him at the postal address indicated above or by email to: hello@roadoo.com, or by sending directly to the Customer.

The User may contact the CNIL to file any complaint that he deems appropriate as soon as the response provided by ROADOO SAS has not satisfied him.

The User will find more information in the privacy policy.

XI. Publicity

The user agrees that Roadoo may provide information about available rewards and rewards promotions available in the Roadoo online store by means of posts on the News Feed, InApp notifications, Push and Mail notifications.

The sending of SMS and emails relating to the rewards will result in the collection of the User's prior consent.

XII.Legal actions, applicable law and jurisdiction

These CGU are subject to French law.

ROADOO SA reserves the right to file the civil or criminal actions it deems appropriate in case of abusive use of its website and content, or in case of violation of these conditions.

Additional informative documents

- Cookie usage policy

- Privacy policy and social networks

- General conditions of sale

In case of contradictions between the documents, the document that will prevail is the one at the top of the list below:

- Confidentiality policy

- Consumer terms and conditions if applicable to the User

- These CGU

Appendix 1 — List of countries where Gifts can be delivered

Gifts are available in 29 countries:

1. Austria

2. Belgium

3. Bulgaria

4. Croatia

5. Cyprus

6. Czech Republic

7. Denmark

8. Estonia

9. Finland

10. france

11. Germany

12. Greece

13. Hungary

14. Ireland

15. Italy

16. Latvia

17. Lithuania

18. luxemburg

19. Malta

20. Netherlands

21. Poland

22. portugal

23. Romania

24. Slovakia

25. Slovenia

26. Spain

27. Sweden

28. Denmark

29. United Kingdom*

*subject to conditions outside Europe

Specificity: E-cards have restricted accessibility conditions.

‍