Terms and Conditions of Use

Last updated on February 3, 2023

PREAMBLE

Placemed is an online platform intended for professionals, allowing professional buyers (hereinafter "Buyers") to be put in touch with professional sellers (hereinafter "Merchants") for the online purchase of medical equipment (hereinafter "Products"). The Platform is accessible to Buyers via the following address: https://www.placemed.fr. It should be noted that Placemed acts as an intermediary between Buyers and Merchants and cannot be considered a reseller of the Products offered by the Merchants on the Platform. Products are shipped and delivered to Buyers by Merchants, under their sole responsibility. Buyers are informed and acknowledge that the Platform is intended for use by professionals, as defined in Article L. 442-6 of the French Commercial Code, acting within the scope of their commercial, industrial, craft or liberal activity, and not to consumers.

ARTICLE 1. DEFINITIONS

Platform: Refers to Placemed's website and mobile applications allowing professional sellers to offer products and professional buyers to purchase them.
Stands (also referred to as "Boutique"): Refers to the online space made available to each professional seller on the Platform to present and sell their products.
Customer Account: Refers to the individual account created by each buyer upon registration on the Platform, allowing them to access the Platform's features and place orders with professional sellers.
PSP (Payment Service Provider): Refers to a third-party payment service provider authorized to manage financial transactions between buyers and professional sellers on the Platform.

ARTICLE 2. OBJECT

These General Terms of Use of Placemed (hereinafter "CGU") apply to any order, request for quotation, or contact request for the purchase or sale of medical equipment made on the Placemed Platform.
The CGUs may be modified or adapted at any time by Placemed. The CGUs applicable are those in force at the time of the order, quotation request, or contact request and must be accepted for each transaction.
These CGUs may be supplemented by the Merchant's conditions, particularly regarding delivery times and fees, conditions for returning a Product, and any commercial guarantees granted by the Merchant, provided that they comply with these CGUs.
Placemed acts as an intermediary between Buyers and Merchants and cannot be considered as a reseller of the Products offered by Merchants on the Platform.

ARTICLE 3. TERMS AND CONDITIONS OF ACCESS TO THE PLATFORM

3.2. General Information

The Placemed Platform is primarily intended for professionals and is accessible for free at https://www.placemed.fr. The User must have internet access to access the Platform. Any User can access, consult or use all or part of the Platform.
However, it should be noted that transactions on the Platform, such as requests for quotes, contact with sellers and the purchase of Products, are exclusively reserved for professionals acting within the scope of their activity. If a private individual wishes to carry out a transaction, they may submit a request to the seller, who will decide at their discretion whether to accept the request from a private individual or not.
The User is informed that the use of the Platform's services requires adequate computer software and hardware, as well as internet access, which are solely the User's responsibility. Therefore, the User is solely responsible for the proper functioning of their computer equipment and internet access.

3.3. Creation of a Customer Account

Before being able to request a quote or purchase products on the Platform, the User must create an Account on the Platform by providing a valid email address and a password that does not infringe the rights of third parties. The User undertakes to keep their password confidential.
By creating a Customer Account, the User will be able to benefit from the following features:

• Gérer ses informations professionnelles (informations de l'entreprise, adresse postale, adresse e-mail, mot de passe) ;
• Faire une demande de devis sur la Plateforme ;
• Passer une commande de produits sur la Plateforme ;
• Contacter les vendeurs professionnels auprès desquels une commande a été passée ;
• Suivre ses commandes et ses devis ;
• Consulter ses factures.

The User may request the deletion of their Customer Account at any time.

3.4. Use of the Platform

By using the Platform, the User declares that they are a professional acting within the scope of their activity. However, if the User is a private individual, they acknowledge that the use of the Platform is reserved for professionals and that they use the Platform at their own risk.
The User undertakes to comply with the following provisions:
(i) The User undertakes to comply with the laws and regulations in force regarding the purchase and sale of products in their country.
(ii) The User must comply with the rules of use of the platform and refrain from posting any inappropriate or offensive content.
(iii) The User must protect their privacy and not communicate personal or confidential information to other users of the platform.
(iv) The User must report any suspicious activity or violation of the rules of use of the Platform.

Placemed reserves the right, without prior notice or compensation, to suspend or refuse access by the User to all or part of the Platform, as well as its services and content, temporarily or permanently, in the event of serious or repeated violations of these T&C. This measure applies in particular in the event of providing false, inaccurate, incomplete or expired information, payment fraud, attempted fraud or any other criminal offense. This list of cases is not exhaustive.

ARTICLE 4. PRODUCTS

The Buyer can browse the different Stands offered on the Platform and select one or more Products that meet their professional needs. For each selected Product, they can access the corresponding Product Sheet to learn about the essential characteristics, such as the description, technical specifications, price, delivery times, etc. The Product Sheet may also contain photos or videos of the Product to help the Buyer get a better idea of the Product.
The Buyer is informed that the product offerings on the Platform are provided by the Merchants, who are solely responsible for the information provided about the Products. The Products offered for sale on the Platform are available at the prices and under the conditions proposed by the Merchants, within the limit of available stock. However, in the event that a Product is not available for direct sale on the Platform, its price may not be available. In this situation, the Merchant may offer the Buyer to add the Product to the quote or to contact them for further information.
Information about the availability of Products is regularly updated by the Merchants. However, it is possible that these information may exceptionally be inaccurate or imprecise. The availability of Products will therefore be subject to confirmation by the Merchant after each order under the precise conditions provided in these T&Cs.
When the Merchant offers the "add to quote" or "contact the Merchant" features, the Buyer can also request a quote or contact the Merchant to obtain information about the Product. This request is made directly on the Platform. The Merchant undertakes to respond to this request as soon as possible.

ARTICLE 5. COMMANDE & INVOICING

Any order placed on the Platform implies the express and unconditional acceptance of these CGUV by the Buyer.
Placing an order on the Platform requires the creation of an account on Placemed. The Buyer undertakes to provide complete, accurate, and up-to-date information when placing an order.
Any communication related to the order, including confirmations, invoices, and other notifications, will be sent to the email address provided during the creation of the Client Account.
The Buyer is solely responsible for the accuracy of the information provided in connection with his/her order. Placemed cannot be held responsible in the event of non-performance or improper performance of the order resulting from incorrect or incomplete information provided by the Buyer.

5.1. Prior identification of the Buyer

The order of Products on the Placemed Platform must be placed online by the Buyer previously identified. The User undertakes to provide complete, accurate, and up-to-date information when placing the order.
The Buyer must immediately inform Placemed in writing of any incident relating to his/her internet account (loss, theft, loss of his/her identifiers and password, etc.) so that Placemed can, if necessary, block said internet account. All orders placed before this information remains the sole responsibility of the Buyer.
In general, the Buyer is responsible for any online purchase made via his/her Placemed internet account.

5.2. Order process steps

The procedure for ordering products via the Platform is exclusively online and follows the following steps:

1. The Buyer must identify themselves on the website www.placemed.fr.
2. The Buyer has the option to add the product(s) they wish to purchase to their shopping cart or to accept a commercial proposal issued by the Merchant following a request for a quote.
3. After confirming their choice of product(s), the Buyer must read and accept these Terms of Use, as well as the specific general terms and conditions of sale (CGV) of the Merchants concerned, when validating their order.
4. After completing the previous steps, the Buyer will receive a confirmation email of their order.
5. Within five (5) calendar days, the Merchant must confirm or deny the order placed by the Buyer. If the Merchant does not confirm within the specified time, the contract between the Buyer and the Merchant is automatically cancelled, and the Buyer's bank account will not be debited for the amount of the order, unless the order involves multiple sellers, in which case the customer will be refunded. A notification of cancellation of the order will be sent to the Buyer by email.
6. Once the order is confirmed, the Merchant is firmly committed to delivering the ordered Products within the specified time and under the conditions provided when the order was validated. At this point, the Buyer's bank account is debited for the total amount of their order.
7. Upon receipt of the confirmation email of the shipment of their order, the Buyer must immediately confirm or deny, via their client space, the receipt of each ordered product. If the Buyer does not confirm receipt of the products within 7 days from the date of the shipping notification, the products in the order will be deemed received.

It is essential to note that the Buyer's order will only be considered valid and taken into account upon full payment of the amount of the order. Thus, in the event that our payment service provider refuses to validate the payment of the order, the order will be automatically cancelled, and the Buyer will be informed by email. It should also be noted that in the event of a risk of fraud, especially on the bank card used for payment of the order, the order will be cancelled.

5.3.Right of withdrawal

In accordance with Article L.221-28 of the French Consumer Code, professional buyers are not entitled to a right of withdrawal. Thus, any cancellation, partial or total, of an order can only be made with the prior, exceptional and express agreement of the Merchant.
In case of a request for withdrawal, the Buyer is required to contact the Merchant directly to obtain their consent. If the Merchant agrees to the request for withdrawal, the Buyer is then required to return the relevant Products directly to the Merchant, at their own expense.
The Buyer is expressly informed that it is strictly forbidden to return any Product purchased on the Platform from a Merchant to Placemed. The Buyer must comply with the Merchant's Return Policy and General Terms and Conditions of Sale for any return request. In case of a return request, the Buyer is required to contact the relevant Merchant via the Platform and follow the established return procedures. Any breach of this rule would engage the exclusive responsibility of the Buyer and could not be attributed to Placemed in any way.

5.1. Billing

As a platform operator, Placemed will issue invoices for purchases made on the platform, acting on behalf and for the account of the respective merchants. Buyers are expressly informed that, although the invoice is issued by the marketplace, the amount invoiced remains owed to the merchant. The responsibility of the marketplace regarding billing is limited to the establishment of said invoice, which is drawn up in accordance with the information provided by the merchants and the buyers.

ARTICLE 6.PRICE OF PRODUCTS

6.1.Applicable price

The price of Products for sale on the Platform is freely set by each Merchant, in compliance with the laws and regulations in force. Each Merchant is responsible for the accuracy of the information displayed on the Product Sheet, including the price. Thus, Placemed cannot be held responsible in any way in case of a manifest error on the price.
The price of each Product is mentioned in euros, before and after tax, on the direct sales Product Sheet and does not include delivery charges, which will be indicated to the Buyer before the final validation of their order.
The price of Products may be changed by each Merchant at any time. The selling price of the Products is that in force at the time of the order. However, in the event that the Merchant makes a commercial proposal following a request for a quote, the price mentioned in said proposal is firm and engages the Merchant.
It is recalled that each Merchant is responsible for invoicing the VAT corresponding to the sale of the Products, in accordance with the laws and regulations in force.

6.2. Payment of the price

The payment of the order is made online, at the time of validation of the order. The full payment of the order must be received and cashed by Placemed before the shipment of the ordered Products. The Buyer is informed that the payment for orders placed via the Platform is made to Placemed, which collects the funds through its Payment Service Provider (PSP) on behalf of the Merchant.

The payment of the order can be made according to the following methods:

• By credit card (Visa, MasterCard, etc.);
• By direct debit (SEPA).

It should be noted that payments made by credit card are subject to validation and security checks. Placemed reserves the right to suspend or cancel any order in case of refusal of payment authorization by the banking institutions. The total amount of the order is indicated in euros, including all taxes (VAT), on the order validation page. The shipping fees, if applicable, are specified before the final validation of the order. The Buyer is informed that the payment of their order implies acceptance of the prices and Products ordered. It is therefore recommended that the Buyer carefully verify the total amount of their order and the Products ordered before validating their payment.

6.3. Payment debit

Placemed will collect the amount of the order paid by the Buyer on behalf and for the account of the Merchant, only at the time of order validation by one of the Merchants concerned by the order. Regarding credit card payments, the information is only known to the servers of our Payment Service Provider (PSP) to connect with the customer's bank. The Platform is subject to an SSL encryption system and additional security measures to protect sensitive data related to payment methods in accordance with current legal and regulatory requirements. For direct debit payments, the order will only be processed after receipt of payment. In addition, any bank direct debit fees are solely the responsibility of the customer and are not covered by Placemed. Therefore, it is recommended that the customer check with their bank for any fees that may be charged for direct debit payments.

6.4. Payment incident

In the event that, for any reason, the debit of amounts due by the customer proves to be impossible, the order placed will be immediately canceled, without the customer being able to claim any compensation. It is important to note that the customer will be notified of the cancellation of their order by email.

ARTICLE 7.ORDER DELIVERY

The delivery of the order placed by the Buyer can be ensured in France or internationally, in accordance with the delivery options offered by each Merchant on the Platform. The products are shipped by the Merchants to the address indicated by the Buyer during the order process.

7.1.Delivery times for products

In accordance with these T&C, the Merchant undertakes to ship the ordered Product(s) within the timeframe announced during the order validation. The delivery times announced by the Merchants are calculated in working days. These times include processing, preparation, and shipping time for orders, as well as the delivery time of the carrier used by the Merchant.
In case of non-compliance with the delivery times announced during the order, the Buyer may contact the concerned Merchant directly via their Customer account on the Platform. However, it is important to note that Placemed cannot be held responsible for delays in the delivery of the Products sold by the Merchants, in accordance with the applicable legal provisions, and no compensation can be requested from Placemed for this reason.

7.2.Reservations

Upon receipt of their order, the Buyer or their authorized representative must verify, before signing the delivery note, the condition of the packages, the products inside the packages, and their conformity with the delivery note and the ordered goods. In case of conformity of the delivery, the Buyer must sign and stamp the transport document and/or the accompanying document.
If any anomalies are observed, the Buyer must refuse the package(s), make reservations on the transport document and confirm these reservations in writing within three (3) days following the receipt of the goods from the carrier. The Buyer must also inform the Merchant via their Customer account on the Platform, attaching photos if possible.
It is important to note that the mention "subject to unpacking/inspection" has no legal value. If the delivery note is signed without any reservation and without written confirmation under the conditions above, the Buyer's Order will be deemed to have been delivered in compliance, and any subsequent claim will be considered inadmissible, except for defects or hidden defects.
As a result, it is the responsibility of the Buyer or their authorized representative to check the condition and conformity of the products delivered before signing the delivery note. Any claim must be made under the conditions specified above.

7.3.Delivery fees

The delivery of the ordered Products may be subject to delivery fees, which are the responsibility of the Buyer in addition to the price of the Products.
These fees are defined by the Merchant according to the delivery methods offered by the latter and chosen by the Buyer during their Order.
All delivery fees are clearly indicated and detailed before the Buyer validates their order on the Platform.

ARTICLE 8. WARRANTY AND AFTER-SALES SERVICE

8.1. Warranties

The commercial warranties that may apply to the products sold by Merchants on the Platform are specified in the Product Sheet provided by the Merchant. In addition, the Buyer benefits from the legal guarantee for hidden defects under the conditions provided by Articles 1641 and following of the Civil Code, which allow them to choose between canceling the sale or reducing the sale price (Article 1644 Civil Code).
The exercise of the Buyer's warranty rights must be carried out in accordance with the terms indicated by the Merchant on their Shop on the Platform. It should be noted that since Placemed is not a party to the sales contract between the Buyer and the Merchant, the warranties and rights of the Buyer cannot be exercised with Placemed, and the responsibility of the Platform cannot be engaged in this regard.

8.2. After-sales service (AS)

The Buyer is expressly informed that Placemed does not provide any after-sales service for products sold by a Merchant via the Platform. After-sales services are exclusively provided directly by the Merchant and/or the provider designated by them. Consequently, the responsibility of Placemed cannot be engaged in this regard.

ARTICLE 9. PRODUCT RETURNS

In case of non-compliance of the order or product defect, the Buyer may request the return directly from the Merchant through their Client account. The return conditions, including terms and conditions, are accessible on the concerned Merchant's Shop page or can be obtained by contacting them.
However, if the order has been finalized and its amount has been transferred to the Merchant's bank account, any request for a return must be handled directly with the Merchant outside of the Platform, particularly regarding the refund.

ARTICLE 10. LIABILITY

As a technical intermediary, Placemed only intervenes in the establishment of the relationship between the Merchant and the Buyer on the Platform. Consequently, Placemed shall not be held liable for sales concluded between Merchants and Buyers via the Platform, and Placemed shall not be required to intervene in disputes between the Merchant and the Buyer.
The Buyer releases Placemed from all liability arising from the sale, including with regard to the conformity of the Products, the conformity of the sales offer, the conformity of the after-sales service, as well as the ownership of the intellectual and industrial property rights related to the Products.
Placemed's liability towards the Buyer can only be engaged for facts that are directly attributable to it as an intermediary and that have caused harm to the Buyer. It is specified that Placemed has no role in the relations created via the Platform.
The Merchant assumes full responsibility for the Products sold via the Platform, and will handle alone any claims relating to the Products. Placemed cannot be held liable in any case in the event of a dispute between the Merchant and the Buyer concerning the sale of Products via the Platform.

ARTICLE 11. CLAIMS BY THE BUYER

In case of complaints concerning the delivered Products, such as damaged Products, Products not in compliance with the order or the Product Description, or missing Products, the Buyer is advised to contact the Merchant through the communication tools made available to them from their Customer account.
The responsibility for resolving the dispute lies with the Merchant. The Buyer is required to follow the instructions provided by the Merchant, including return procedures for sending back damaged or non-compliant Products.
Upon receipt and verification of the returned Product, the Merchant will have the discretion to choose between replacing the Product or fully refunding the amount paid by the Buyer for the concerned Product. This decision will be made at the Merchant's discretion, and no additional charges will be billed to the Buyer for the delivery of a replacement Product.
Placemed reminds that the sale occurs between professionals and that specific legal provisions applicable to sales to individuals do not apply, particularly the provisions of Article L.121-20-12 and following of the Consumer Code.
The choice and purchase of a Product are the sole responsibility of the Buyer, who must verify the compliance and compatibility of their setup with the purchased equipment. The Buyer must also ensure that their setup can support the specifications recommended by the manufacturer of their product.

ARTICLE 12. PERSONAL DATA

The Buyer expressly consents to the processing of their personal data by Placemed, in accordance with the conditions defined below:

12.1.Collection and use of personal data

As part of the use of the Platform, Placemed collects personal data to ensure the proper functioning of the Platform, optimize the connection between Buyers and Merchants, as well as for the management of commercial relationships, management of quotes, orders, and customer complaints. This personal data may also be used to inform the client of Placemed's news and promotional operations.
The personal data collected includes, in particular, the following: name, first name, email address, telephone number, postal address, information relating to transactions carried out on the platform, as well as any other information useful for optimizing the Customer-Placemed Relationship.
This data is collected and processed lawfully, fairly, and transparently, for specific and legitimate purposes, and is not subsequently processed in a manner incompatible with these purposes.

12.2.Security of personal data

Placemed applies measures to comply with the regulations relating to the protection of personal data, by implementing appropriate technical and organizational measures to guarantee the security and confidentiality of personal data. Access to customer data is strictly limited to authorized persons to perform the described purposes, such as data processing operations, security, and computer maintenance. These measures aim to protect user personal data and guarantee their integrity and confidentiality throughout their processing on the Platform.

12.3.User rights

In accordance with the applicable legal provisions, the user has the right to access, rectify, delete, oppose, limit processing, and portability of their personal data. They can exercise these rights by sending an email to Placemed at the following address: contact(at)placemed.fr.

12.4.Duration of storage of personal data

Personal data is kept for a duration necessary for the purposes for which it is collected and processed. They are then deleted, unless their storage is necessary for evidentiary purposes or to comply with a legal obligation.

12.5.Subcontracting

Placemed may be required to entrust the processing of personal data to subcontractors, in compliance with the applicable legal provisions. Placemed ensures that subcontractors offer sufficient guarantees regarding the implementation of appropriate technical and organizational measures to guarantee the security and confidentiality of personal data.

ARTICLE 13.INTELLECTUAL PROPERTY

13.1.Intellectual property of the Marketplace

The marketplace is the exclusive property of Placemed. All intellectual property rights relating to the design, structure, layout, and content of the marketplace, including texts, images, videos, logos, trademarks, databases, and software, are the property of Placemed or its partners.
Any reproduction, representation, modification, publication, transmission, commercial or non-commercial exploitation, total or partial of the Marketplace, without the prior written authorization of Placemed, is prohibited and constitutes infringement liable to civil and criminal liability of its author.

13.1. Intellectual Property of the Marketplace

The marketplace is the exclusive property of Placemed. All intellectual property rights relating to the design, structure, layout, and content of the marketplace, including texts, images, videos, logos, trademarks, databases, and software, are owned by Placemed or its partners.
Any reproduction, representation, modification, publication, transmission, commercial or non-commercial exploitation, in whole or in part, of the Marketplace without the prior written authorization of Placemed is prohibited and constitutes an infringement that may engage the civil and criminal liability of its author.

13.2.Intellectual Property of User-Generated Content

Users are solely responsible for the content they upload to the Platform. They guarantee Placemed that they hold all necessary intellectual property rights to upload such content.
By uploading content to the Platform, Users grant Placemed a non-exclusive, free, worldwide, unlimited license to use, reproduce, represent, and modify such content on the marketplace for promotional, advertising, animation, and development purposes.

13.3.Intellectual Property of Data Collected by the Platform

The data collected by the Marketplace, including data related to users and transactions, is the exclusive property of Placemed. It is protected by laws relating to intellectual property and personal data.
Users authorize Placemed to collect, store, and process their data in connection with the use of the marketplace. They have the right to access, rectify, and delete their data, in accordance with applicable regulations.

ARTICLE 14.JURISDICTION AND APPLICABLE LAW

These Terms and Conditions are governed and interpreted in accordance with French law.Any dispute relating to the interpretation or execution of these T&Cs shall be submitted to the exclusive jurisdiction of the Commercial Court of Melun.In case of a dispute between a Buyer and a Merchant, the jurisdiction shall be determined in accordance with applicable laws and shall be granted to the competent court of the defendant's place of residence.