General Conditions of Use

ROADOO 132 rue Fondaudège 33000 Bordeaux France

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

Roadoo is a SAS (Simplified Joint-Stock Company) with a capital of €52,960, registered in the Trade and Companies Register of Bordeaux under number 521 481 705, with its registered office at 132 rue Fondaudège 33000 Bordeaux (hereinafter "Roadoo").

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

Roadoo owns a collaborative platform for ordering Gifts offered by the legal entity that has contracted a Subscription, accessible through a website or mobile applications (hereinafter the "Platform"). Depending on the Subscription selected by the Client, the Platform offers different options, notably including the distribution of Coins to Users, allowing them to have Gifts delivered that can be selected on the Platform. The Platform may also offer the implementation of Challenges if the Client has opted for a subscription allowing their setup.

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

I. Definitions

Terms with their first letter capitalized have, in these Terms of Use, the meaning attributed to them below.

Subscription Refers to the choice selected by the Client between Roadoo STARTER, Roadoo PRO, or Roadoo EXPERT, each subscription potentially giving rise to different billing. The features made accessible to Users depend on the Subscription selected by the Client.

Administrator Refers to the person designated by the Client, who is by default Roadoo's main point of contact. The Administrator centralizes communication between the Client and Roadoo for 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 allocated by the platform administrator.

Roadoo Online Shop Refers to the E-shop available on the digital platform dedicated to Roadoo's commercial gifts and challenges.

Gift Refers to products available on the Platform that Users can obtain with Coins. Gifts are offered by the Client to Beneficiaries. When Users purchase products themselves on the Platform using their credit card (hereinafter "CC"), or when they complete a Gift purchase with a credit card payment, Users must accept the specific terms and conditions of sale (T&Cs).

TOURefers to these terms of use.

Client or SubscriberRefers to the legal entity having subscribed to Platform access and on whose behalf this Contract has been signed. As the Client is a legal entity acting within the scope of its professional activity, the natural person engaging the Client guarantees having sufficient powers to register the legal entity. The Subscriber has the ability to activate accounts for other Users.

Coins Refer to gift points distributed on the Platform by Clients to Users who can spend them in the Roadoo online shop.

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

Subscriber Account Refers to the account created by the Subscriber during Registration and to which User accounts are linked.

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

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

UserRefers to natural persons, aged 18 or over, authorized by the Client to use the Platform in compliance with usage rights. Platform use by the User is under the Client's responsibility.

II. Feature Details

Depending on the Subscription selected by the Client and features activated by the Administrator, Users may have access to the following different modules.

1 - Collaborative Module

• News feed, posts, post categories, comments, likes, photos, videos, internet links & Photo/video gallery
• Instant messaging: text messages or files (images, video, sound...) in real-time between multiple connected users (20 max)
• Information Collection: Quiz/E-learning, Survey, Poll, Form

2- Ranking Module (if activated by your administrator)

• Challenge descriptions
• Individual, general, and team rankings for each Challenge

3- Rewards Module

• Access to the E-Shop where Gifts are presented by category
• Order tool according to the process described below

III. User Obligations

Browsing, accessing, and using Roadoo Sites confers user status and implies acceptance, from the start of browsing, of all terms of use stated in this document, without prejudice to the application of related regulations having binding force as applicable.

During first login to their account, Users must check the box validating these TOU, the privacy policy, and modify their password.

Each User account is strictly personal. It is the User's responsibility to maintain password confidentiality. If Users become aware that their password has been stolen by a third party, or that a third party has accessed their Account, they must change their password without delay.

Users also guarantee that they provide complete and truthful information about themselves, particularly when using Coins. Any erroneous information may result in Gift delivery failure, at the User's sole fault. Any new delivery due to User failure will be at their expense or the Client's.

When Users proceed with ordering a Product using CC payment, whether this payment represents the total or only part of the payment, Users must accept the specific T&Cs. CC payment is secured by a specialized provider.

Finally, Users guarantee that they place Gift or Product orders for their own account. Under no circumstances can they resell received Gifts or Products.

IV. User Interventions / Content

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

Users remain responsible for all their Content. They guarantee to ROADOO and the Client that the Content is virus-free, contains no Trojan horses, and, without this list being exhaustive, contains no content promoting crimes against humanity, inciting terrorism or promoting it, inciting racial hatred, hatred towards persons based on their sex, sexual orientation, gender identity or disability, as well as child pornography, incitement to violence, particularly sexual and gender-based violence, and violations of human dignity, is neither racist, homophobic, discriminatory, pornographic, nor insulting towards a person or group of persons. Users guarantee that the Content violates no legal or regulatory rules.

Users further guarantee that their Content can be made visible to any third party, including minors.

Should any Content not comply with this article, Users are informed that the Client and/or Roadoo may remove it, without prejudice to any recourse against the User.

Users guarantee they hold all rights allowing them to distribute the Content through the Platform. Users particularly guarantee that the Content violates no intellectual property rights, image rights, or any third-party rights.

Users grant Roadoo free permission to reproduce and represent the Content they transmit through the Platform, on any medium particularly digital and internet network during the Contract term between the Client and Roadoo and worldwide, only to Users authorized by the Client. Users also authorize Roadoo to modify the Content for technical reasons related to its publication on the Platform.

Finally, when exchanging messages on the Platform, Users commit to respecting rules of respect and courtesy with their interlocutors.

V. Platform Usage Rights

Users with an open Account on the Platform only hold the right to use the Platform during their Account's availability period, on a non-exclusive and non-transferable basis.

Users can only use the Platform for their own account and in no case for third parties' accounts nor make their Account available to third parties. The Platform can only be used in compliance with User identification rules and rights allocation, these rights having been decided by the Client's Administrator who alone decides which Users they authorize to use the Platform.

The Platform, including all its elements (code, images, videos, database,...) is an intellectual work of which Roadoo maintains full ownership and which Users are prohibited from, without this list being exhaustive:

• Copying or reproducing, modifying, arranging, adapting in whole or in part by any means and in any form;
• Making available to a third party, sub-licensing, assigning, transferring, or distributing in any way, whether free or paid;
• Extracting databases totally or partially;
• Using otherwise than according to strictly interpreted stipulations herein;
• Translating or transcribing into any other language or tongue, or adapting or adding any object not conforming to its specification;
• Decompiling or performing reverse engineering, beyond what the law allows.

This clause concerns all Platform elements (code, images, databases,...), except those whose ownership belongs to the User or Client.

Any Platform use under conditions not provided for in the Contract without Roadoo's prior written agreement represents a considerable danger to Roadoo's sustainability, whose intellectual property on the Platform constitutes an essential asset. Consequently, any violation of this article, whether voluntary or not, by the User, is deemed to constitute a sufficiently serious breach that gives Roadoo the right to immediately and automatically suspend the User's Account from the date of sending notification to this effect to the Client and user by registered mail or email, without prejudice to any legal action against the Client.

Brands and Gift photos on the Platform are also protected. Under no circumstances can Users reproduce or copy them for any use whatsoever.

Generally, the Client assumes responsibility for physical and logical security of individual terminals accessing the Platform.

VI. Awarded Points - Rewards

As part of incentive programs, "Coins" for achieving objectives can be awarded to Users by Roadoo's Client, the incentive or challenge organizer, according to rules they will have defined. The Client is solely responsible for distributing these Coins and organizing incentives or challenges.

Users will access via their Account the quantity of Coins awarded by the Client. Coins are only convertible into Gifts on the Platform's E-Shop. Coins awarded by the Client are exchangeable for Gifts until the User's Account and/or Platform closing date and/or according to specific challenge/incentive conditions decided by the Client. Any Coins unused by the Account and/or Platform closing date can no longer result in Gifts and can under no circumstances be converted into euros.

Roadoo Coins cannot be subject to any transfer or resale by the beneficiary User to any third party, whether free or paid. Their use is the responsibility of the Client and beneficiary User.

VI.I Specific E-Shop

The basic E-Shop, from which Users can select a Gift, includes approximately 80,000 items from 3000 brands.

Users can also access, if the Client has set one up, a specific E-Shop, whose order and after-sales service conditions are managed directly by the Client, unless otherwise indicated.

VI.II Using Coins

Gift purchases are made by the Client from Roadoo, Users having the freedom to choose the desired Gift regarding the number of Coins they have, and within available stock limits.

Even though the Client is effectively the Gift buyer, offering it to the User, Roadoo provides after-sales service and implementation of guarantees equivalent to those Users would have access to if they were actually the Gift buyers. However, guarantees vary depending on the manufacturer.

The price in Coins, Gift descriptions, and applicable guarantees are specified on the Platform.

Users can convert their Coins into rewards on the E-shop linked to the Platform they have access to, insofar as their balance, indicated on their account is sufficient. In cases where the User's balance is insufficient, Users can complete the amount due using their CC. Specific consumer T&Cs must be accepted.

When the order is placed entirely with Coins, the buyer is a legal entity (the Client), Users cannot assert any right of withdrawal.

Main article characteristics are described in the E-shop.

Users place their order on the E-shop as follows:

• Choice of gift(s)
• Validation of attributes (sizes, colors,...)
• Confirmation of delivery address provided it is in the covered delivery area
• Addition of the cheapest shipping costs automatically calculated with ROADOO's partners
• Access to an order summary before validation. Users can still modify their Order at this stage
• Order validation. Once validation is done, Users' Coins are automatically deducted from their account. If the purchase must be completed by CC payment, credit card information will be collected through a secure module belonging to a specialized third party. ROADOO does not access this data.

VI.III Order Tracking

After order validation, Users will receive by email an order confirmation or Coin refund in case of Gift unavailability.

In the vast majority of cases, Users will subsequently receive a Gift shipping confirmation email with a tracking number and carrier name with the link to the carrier's website, allowing them to verify the order.

Roadoo has articles delivered to the address indicated by Users when placing orders on the Roadoo E-shop. If Users are absent, or if the address indicated on order day is incorrect and the Gift returns to ROADOO, shipping fees and management fees for a new delivery will be billed by ROADOO to the Client.

No Gift order delivery address change can be taken into account once the Gift has been transferred to the carrier.

VI.IV Delivery

Deliveries are possible in a number of countries detailed in the appendix. This list is evolving and may be subject to modifications 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 delivery times are only provided as an indication. A delay compared to the indicated time will not give Users or Clients the right to demand damages payment or any compensation, to reject the order or to suspend compliance with any obligation, particularly that of payment.

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

Article delivery will be made to the address indicated by Users when placing the order. Roadoo calculates the cheapest Shipping Costs with its partners depending on the destination and transported goods.

Roadoo will also not be responsible if non-receipt of Products is due to a third party to the contract or in case of force majeure. Roadoo may then cancel ongoing Gift orders, without this giving rise to compensation or compensation in favor of the User or Client. Users will be informed and can proceed with a new order. The Client will be refunded in cases where the purchase would have already been paid and invoiced.

It is Users' obligation to verify at the time of goods receipt, that the delivery corresponds to the requested order, which is viewable on the Platform and that its presentation, condition, documentation and packaging are correct. In cases where a package would have visible signs that might suggest the Gift could be damaged, it is Users' obligation to write on the delivery note (whether digital or paper) that the goods are damaged. Accepting goods without this reservation will invalidate subsequent claims from the Client and User.

Any claim regarding the product and its delivery must be indicated on the delivery note to be considered by Roadoo SAS. Except for cases covered by legal or commercial warranty specified at the time of order, the User cannot change rewards 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 of Sale apply. Images and photos on the E-Shop are non-contractual. The received Gift may be of a different tone. Additionally, each User's monitor color configuration may show a slightly different tone or color from the original. This case will therefore not be grounds for complaint from the Client or User. Finally, any exchange request made by a person other than the requesting Client (particularly by beneficiary Users) cannot be accepted.

VI.V Warranty

Delivered products are covered by the manufacturer's warranty. Any commercial warranties applicable to ordered Gifts will be specified to the User at the time of order. When the Client is informed by the User of a defect or non-conformity of the ordered Gift, they must open an incident (or ticket) on the Platform in the tab intended for incident handling. Any ticket received through another channel (email, phone, etc.) or without the required documentation will be automatically canceled. Only claims submitted within four (4) calendar days following receipt will be accepted. Once this period has elapsed without any claim, the merchandise will be considered as received by the recipient in perfect condition of quality and quantity.

In cases where the ordered Gift has been returned by the User, Roadoo reserves the right, after examining the Gift, to inform the User and Client that non-conformity or defect is not identified. The Gift will remain stored for seven (7) days pending the User's confirmation to recover the Gift after paying the corresponding shipping costs at their 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 their account recredited with the number of Coins used for the purchase, including shipping costs, or will receive a new equivalent Gift.

Gifts benefiting from their own authorized technical assistance network will be subject to the warranty conditions and procedures established by said network that the User must agree to respect. ROADOO will not accept any return of Gifts that has not been previously authorized by the assignment of an RMA (Return Merchandise Authorization) number by ROADOO's after-sales service.

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

• Loss or manipulation of any manufacturer control labels and/or distribution chain intermediaries and/or Roadoo;
• When the cause of damage or failure is due to incorrect use, non-application of manual instructions/instructions accompanying it, as well as accidents, misuse, impacts, breakages, accidents, or failures caused by causes not attributable to normal operating conditions;
• If the observed defect is due to lack of maintenance, adjustment, revision, or cleaning, or any other defect caused by User failure;
• Use in inappropriate environments for the use of the concerned Gift (such as with dust, direct exposure to sunlight, vibrations, extreme temperatures [below 5ºC and above 40ºC], humidity outside limits [below 10% and above 95%], power outlets without ground protection or surge protection);
• For improper use of installed software or use of illegal software if applicable;
• For damage caused by viruses or computer attacks.

The User is informed that certain Gifts are subject to specific monitoring and warranties, specified on the Platform, particularly when these Gifts are offered by Client 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 of Sale provided for this purpose.

VI.VI Alcoholic Beverages

Ordering alcohol is completely prohibited for minors. Roadoo may inquire with the Client about the age of the User placing an alcohol order. The User ordering alcohol guarantees they are of legal age. Alcohol abuse is dangerous for health. To be consumed in moderation.

VII. Modifications

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

VIII. Disclaimer of Liability

Although Roadoo is in direct contact with the User for Gift delivery and after-sales service, Roadoo's client is the Client and not the User when the purchase is made entirely in Coins. In case of problems with the received Gift and/or Roadoo Service, the User must inform the Client who can try to find a solution directly with Roadoo.

The User cannot engage Roadoo's contractual liability, as the Subscription and sale of Gifts ordered entirely in Coins are concluded between the Client and Roadoo. When the order is placed partly by credit card payment, responsibilities are managed by the applicable consumer Terms and Conditions of Sale.

ROADOO SAS cannot be held responsible for the content of websites that the User may access through links provided on its Website and/or Platform, and declares that it does not exercise any type of verification or control of other network sites' content. Similarly, it does not guarantee the technical availability, accuracy, truthfulness, validity, or legality of sites accessible through links not belonging to it.

Finally, User navigation is at their own risk, with Users being informed of risks inherent to Internet navigation, including fraudulent intrusion, data loss, viruses, etc., for which Roadoo's liability cannot be engaged under any circumstances.

IX. Notification of Illicit Content

In accordance with the provisions of modified law No. 2004-575 of June 21, 2004, Roadoo, in its capacity as a technical intermediary, is not subject to a general obligation to monitor information on the Platform. Any person wishing to bring to the attention of Roadoo and the Client the distribution of manifestly illegal content must provide all information necessary to locate the content in question on the Platform and determine the illegal nature of the content concerned.

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

• the date of notification;
• the User's identity: surname, first names, profession, address, nationality, date and place of birth (if a natural person) or form, name, registered office and legal representation body (if a legal entity);
• identification of the User and/or the incriminated content;
• description of the disputed facts and their precise location on the Platform, including the URL of the content page in question;
• reasons why the content should be removed, including reference to legal provisions and factual justifications;
• copy of correspondence addressed to the person who published the illegal content requesting its interruption, removal or modification, or justification that said person could not be contacted.

Roadoo will forward the report to the Client or assess the illegal nature of the notified content and, if necessary, act promptly to remove the content concerned or make access to it impossible. In accordance with the provisions of Article 6-VII of modified law No. 2004-575 of June 21, 2004, any person who presents content or activity to Roadoo or the Client as being illegal with the aim of obtaining its removal or cessation of distribution, while knowing this information to be inaccurate, is punishable by up to one year's imprisonment and a fine of 15,000 EUR.

In case of receiving a notification reporting content constituting offenses of advocating 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 current Personal Data Protection regulations, Roadoo informs the User that certain personal data will be integrated into the processing system owned by ROADOO SAS to facilitate, accelerate and fulfill commitments made with the Client, such as access to its automated incentives platform and its various features including order management and delivery.

This data will be used by Roadoo SAS or its subsidiaries as a processor for the Client, the latter being the data controller. The collected Data are:Personal data relates to the following categories of data:

• Identification data: name, first name, professional email, professional phone, login/password pair for solution access, gender, Challenge responses, news feed interactions
• Data created by the Processor to achieve the main purpose:• ranking• statistics• results display• purchase order
• Security-related data: connection log
• Data potentially imported into the solution by the Client for ancillary purposes specific to the Controller:• Service or department• KPI• Position or function

[Continue with the rest of the translation following the same structure and formatting]

Appendix 1 - List of countries where Gifts can be deliveredGifts can be delivered 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. Luxembourg
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 EuropeSpecificity: E-cards have restricted accessibility conditions.

ROADOO132 rue Fondaudège33000 Bordeaux FranceT +33 5 54 54 79 96 - hello@roadoo.com

‍

‍