GENERAL TERMS AND CONDITIONS OF SALE - PROFESSIONAL BUYERS

Last update: August 2023

1. Seller's Identity: The company POLAR QUEST, a simplified joint-stock company with a share capital of 5,000 euros, registered office at 263 rue de l’Emporey, 38113 Veurey-Voroize, registered with the Trade and Companies Register of Grenoble under number B 827 709 486, VAT: FR 56827709486 ("Polar Quest").

2. Application of the Conditions: These general terms and conditions of sale (the "GTC") apply to any order of Products (defined hereinafter in Article 3 of the GTC) placed with the company Polar Quest by a professional buyer (the "Client"), meaning a natural or legal person acting for purposes within the scope of their commercial, industrial, artisanal, liberal, or agricultural activity, intended to be transported and resold to end customers within the territory.

Polar Quest and the Client may be referred to individually as a "Party" and collectively as the "Parties" in the GTC.

The GTC apply to the exclusion of all other conditions and take precedence, if applicable, over any other contradictory document from the Client. Any derogation from the GTC must be subject to prior, express, and written acceptance by Polar Quest.

The fact that Polar Quest does not enforce any of the provisions of these GTC cannot be construed as a waiver on its part to enforce them at a later date.

These GTC, as well as the price list and related catalog, can be consulted by the Client at any time on Polar Quest's website accessible at www.inlandsis.fr (the "Site"); the Client declares and acknowledges having read and accepted them without reservation. They apply to orders and deliveries of Products made within the territory of France (the "Territory") from August 1, 2023.

Polar Quest reserves the right to modify its GTC, price list, and catalog at any time, subject to one (1) month's notice from the date of publication on the Site of an information notice regarding these modifications.

3. Products: The products are all products for sled dog sports marketed by Polar Quest under the brand INLANDSIS® listed in the catalog on the Site (the "Products"). Packaging and packaging materials are an integral part of the Products. The Client can only market and promote the Products under the names and designations listed in the catalog, excluding all others.

Before placing any order, the Client acknowledges having read the description of each ordered Product in the catalog.

4. Exclusivity: The order and sale of Products do not grant the Client exclusivity from Polar Quest.

5. Prices: The prices of the Products are established either in euros excluding taxes or in a foreign currency excluding any duties or fees (including transportation costs) based on the price list accessible on the Site in effect on the date of the order. The Client is entirely free and solely responsible for setting their resale prices and commercial terms. Therefore, Polar Quest cannot be solicited to compensate for any loss of margin for the Client resulting from their resale price policy.

6. Placing the Order: Any order for Products is made directly by the Client through their customer account on the Site.

Upon receiving the order, Polar Quest verifies if the order can be fulfilled. If so, Polar Quest sends the Client a confirmation email. Orders placed by the Client only become final upon receipt of the order confirmation email from Polar Quest. Upon confirmation of the order by Polar Quest, the Client is deemed to have knowingly and unconditionally accepted the prices, volumes, and quantities offered for sale and ordered, as well as the entirety of these GTC. The benefit of the order is personal to the Client and cannot be assigned without the prior written consent of Polar Quest.

7. Modification, Suspension, Cancellation of the Order: Any request for modification, suspension, or cancellation of the Client's final order is subject to the written and express acceptance of Polar Quest. In the absence of such agreement, Polar Quest shall have the right to demand the execution of the order and the full payment of the amounts specified in the said order.

8. Payment: The following payment methods can be used:

• Credit card
• Bank transfer

Unless otherwise agreed in writing between the Parties, payment must be made by the Client no later than thirty (30) days from the date of invoice issuance. All costs related to payment are the exclusive responsibility of the Client. Any delay in payment, total or partial, on the due date of the invoices will result, automatically and without prior notice, in the application of late payment penalties equal to 10% of the unpaid amount excluding taxes, it being specified that this penalty cannot be lower than three times the legal interest rate, and may, at the sole discretion of Polar Quest, lead to the immediate suspension of any new delivery until full payment of all outstanding amounts and late payment penalties and collection fees.

In addition to the late payment penalties, the Client shall pay Polar Quest a lump-sum indemnity of 40 euros for collection costs, without prejudice to any additional compensation if the collection costs incurred exceed this amount. In this respect, it is specified that collections made through legal proceedings will give rise to a fixed increase of 15% of the amount of the disputed claim.

Except for cases of legal compensation, the Client may not offset any amounts due by the Client to Polar Quest for the sale of the Products against any other amounts that Polar Quest may owe to the Client for any reason whatsoever, including penalties of any kind, without the prior written consent of Polar Quest.

In the event that the Client remains liable for amounts originating from several invoices, payments will be applied first to the oldest invoices.

Furthermore, any deterioration in the Client's credit may justify the requirement for guarantees or advance payment before executing received orders.

9. Indicative Delivery Times: The delivery times mentioned on the Site during the order are provided for information purposes only. Any delay in delivery cannot justify order cancellation, damages and interests, withholdings, or penalties.

10. Receipt of Goods: Without prejudice to any action to be taken against the carrier, upon receipt of the goods, the Client will carry out or have a quantitative and qualitative inspection of the Products, and in case of damage or non-compliance, will transmit in writing and/or by email (to the address provided during the order confirmation) all reservations to Polar Quest within 2 business days following delivery, accompanied by supporting evidence:

• If these reservations are transmitted within this deadline, justified and accepted by Polar Quest, the latter will, at its sole discretion, (i) either replace the ordered Products, or (ii) refund the price of the Products;
• In the absence of justified reservations transmitted within this deadline, the goods will be deemed to conform to the order and correctly delivered.

11. Storage of Products: In order to preserve the quality of the Products, the Client undertakes to handle and store them under suitable conditions for their resale.

12. Exclusion of Liability: Polar Quest shall not be held liable for any defects attributable to the transportation, storage, and handling of the Products by the Client.

13. Hidden Defects: In the event of the sale of a Product with a hidden defect, the Client agrees to inform Polar Quest, who will decide, if applicable, on the replacement of the affected Product or its refund, excluding any damages and interests.

14. Product Safety: In the event of any issues encountered by an end customer due to a defective Product, the Client agrees to promptly inform Polar Quest.

15. Retention of Title: Polar Quest retains ownership of the delivered goods until full payment of the price, including principal, costs, and accessories. Consequently, Polar Quest is entitled to reclaim ownership of the Products in the event of any payment default.

Therefore, the Client undertakes to keep the Products in stock under conditions that guarantee the absence of deterioration of the delivered Products and to individually identify the delivered Products that have not yet been paid for. Furthermore, the Client is prohibited from pledging or assigning the ownership of the Products as collateral.

16. Conditions of Product Sales: The Client undertakes to actively, continuously, and effectively offer for sale, sell, and promote the Products. To this end, the Client agrees, in particular, to (i) present the Products faithfully to their brand image and in an environment conducive to sales, (ii) ensure that the Products are accessible to end customers, and (iii) use, as far as possible, the promotional material made available by Polar Quest.

Furthermore, the Client undertakes to offer the Products for sale without altering their nature, packaging, presentation, and packaging, whether through alteration, removal, or addition, except for legal or regulatory obligations. In such cases, the Client shall inform Polar Quest in advance.

17. Intellectual Property: The Client expressly acknowledges the exclusive rights of Polar Quest as the sole owner of all intellectual property rights related to the Products, including designations, registered trademarks, logos, designs, domain names, etc. ("Intellectual Property Rights"). Polar Quest grants the Client a right to use these Intellectual Property Rights solely for the purposes of identifying, reselling, and promoting the Products.

Any reproduction or representation of these Intellectual Property Rights requires prior written approval from Polar Quest. The Client undertakes not to register or have registered any Intellectual Property Right that may create a risk of confusion with the Products and/or trademarks owned by Polar Quest.

The Client must immediately inform Polar Quest of any infringement, unfair practice, act of counterfeiting, or any complaint or proceeding concerning the Products or the trademarks and/or any Intellectual Property Rights of Polar Quest within the Territory and shall provide Polar Quest with all information in this regard.

Polar Quest will solely decide on the opportunity for an action for infringement, which will be exercised at its own expense, risks, and exclusive benefits. The Client shall assist Polar Quest in these proceedings in the best interests of Polar Quest.

18. Personal Data Protection: In the context of the relationship between Polar Quest and the Client for the sale of the Products, Polar Quest - as the data controller - collects and processes personal data concerning its contacts at the Client ("Client Contacts"). This personal data is processed for the purpose of managing the contractual relationship for the execution of the contract to which the Client is a party and for marketing purposes, subject to objection, based on Polar Quest's legitimate interest in communicating about its Products and developing and maintaining its relationship with the Client.

Client Contact data will be transmitted to authorized personnel of Polar Quest and to Polar Quest's service providers involved in the sale of the Products, responsible for handling and transportation, among other things.

Client Contact data will be retained for 2 years from the end of the contractual relationship.

Client Contacts have the right to access, rectify, and erase their personal data, as well as the right to data portability for data they have provided, subject to the conditions provided by data protection regulations for the exercise of these rights. Client Contacts also have the right to set guidelines for the fate of their personal data after their death and to request the limitation of their processing.

Client Contacts may also object at any time to receiving promotional offers.

Client Contacts may exercise their rights with Polar Quest by writing to the following address: contact@inlandsis.fr

Client Contacts are also informed of the possibility to file a complaint with the competent data protection authority, in France the CNIL.

In the context of the relationship between Polar Quest and the Client for the sale of the Products, the Client - as the data controller - collects and processes personal data concerning its contacts with Polar Quest staff ("Polar Quest Contacts"). This personal data is processed exclusively for the purpose of managing the contractual relationship solely for the purpose of executing the contract.

Polar Quest Contact data will be transmitted only to authorized personnel and service providers of the Client involved in the sale of the Products.

Polar Quest Contact data will be securely stored by the Client and deleted by the latter at the end of the contractual relationship. Polar Quest Contacts have the right to access, rectify, and erase their personal data, as well as the right to data portability, subject to the conditions provided by data protection regulations for the exercise of these rights. Polar Quest Contacts also have the right to set guidelines for the fate of their personal data after their death and to request the limitation of their processing.

The Client provides dedicated email addresses and phone numbers to Polar Quest Contacts for the exercise of their rights regarding the processing of their personal data and, in general, for any question or complaint related to these processes. The Client commits to handling these requests with attention and diligence.

In the event of a security breach, data breach, and/or CNIL control at the Client, the latter undertakes to inform Polar Quest within forty-eight (48) hours by contacting Polar Quest at the following address: contact@inlandsis.fr.

19. Compliance with Laws: The Client shall be responsible for and fully undertake all permits, licenses, authorizations, taxes, and duties necessary for the importation, storage, promotion, and sale of the Products, and shall assume full responsibility for these. The Client shall inform Polar Quest of any legal or regulatory standard of the destination territory of the Products, relating to the Products (including any standard related to importation, packaging, and food safety), before placing any order, and shall be solely responsible for the marketing of the Products in case of non-compliance with these legal or regulatory standards.

20. Suspension of Obligations and Rescission Clause: In the event of a breach by the Client of any of its obligations under the GTC, Polar Quest may, as a matter of right, suspend the performance of its obligations (including delivery) and/or immediately terminate the sale, without prejudice to any damages and interests.

21. Force Majeure: In the event of the occurrence of a force majeure event, as defined in Article 1218 of the French Civil Code and French case law ("Force Majeure"), the affected Party shall inform the other Party. The obligations of Polar Quest and the Client will be suspended in the event of Force Majeure for as long as these circumstances last. If the Force Majeure event continues beyond a period of 30 days, the obligations arising from the sale and the GTC may be terminated automatically at the request of either Party, without formality, and without either Party being entitled to any prejudice.

22. Applicable Law: The present GTC, as well as the acts resulting from them, are subject to French law.

23. Competent Jurisdiction: In the event of any difficulty regarding the validity, interpretation, or execution of the present GTC and its consequences, Polar Quest and the Client shall seek an amicable solution first and foremost. In the absence of an amicable resolution despite efforts made, any dispute relating to the validity, interpretation, or execution of the present GTC and its consequences shall be subject to the exclusive jurisdiction of the Commercial Court of Paris, even in the case of third-party proceedings or multiple defendants.

24. Notification: Any letter of formal notice must be sent by registered mail with acknowledgment of receipt, to the address of the registered office of Polar Quest or the Client.

25. Partial Invalidity: If one or more provisions of the GTC are deemed unlawful or void, this unlawfulness or nullity shall not affect the legality or validity of the other provisions of the GTC, which shall remain applicable.

26. Language of the Contract: Only the French version of the GTC shall be valid and prevail in the event of any discrepancy with a translation of the GTC in another language.

POLAR QUEST

263 rue de l’Emporey, 38113 Veurey-Voroize

Limited Liability Company with a capital of 5,000 euros

RCS Grenoble B 827 709 486

VAT: FR 56827709486

Email: contact@inlandsis.fr