Terms of sale

ASBA GENERAL TERMS AND CONDITIONS OF SALE

Version 2.0 — Effective October 22, 2026

Preamble

Since 1927, ASBA has designed and manufactured musical instruments in France, built to accompany musicians for years to come.

Our drum kits and snare drums are handcrafted in our workshop in Lyon, France, whether they are made to our customers’ specifications or offered as standard production models.

The selection of wood species, components, finishes, and the care devoted to every stage of manufacturing are integral to ASBA’s identity.

Because every instrument deserves the same commitment to quality, these General Terms and Conditions of Sale are intended to govern this relationship of trust while respecting the rights and obligations of both parties.

Article 1 — Purpose and Scope

These General Terms and Conditions of Sale (hereinafter referred to as the “Terms and Conditions”) define the rights and obligations of ASBA, a French limited liability company (SARL) with variable share capital of €156,500, registered with the Lyon Trade and Companies Register under number 981 984 289, whose registered office is located at 38 rue Chalopin, 69007 Lyon, France, and its customers.

They apply to all acoustic drum kits, snare drums, instruments, and products marketed by ASBA, whether made to order, customized, or offered as standard production models, including products sold through distance selling channels.

By placing an order, the Customer fully and unreservedly accepts these Terms and Conditions.

Article 2 — ASBA Instruments

ASBA instruments are manufactured according to the specifications of each model and, where customization is offered, according to the specifications agreed upon with the Customer.

These specifications may include dimensions, materials, finishes, hoops, hardware, and selected options.

Photographs, illustrations, videos, digital renderings, color charts, and samples presented by ASBA serve as visual references. Their appearance may vary under the conditions described in Article 3, without prejudice to the essential characteristics agreed upon with the Customer or the Customer’s statutory warranty rights.

Article 3 — Handcrafted Nature and Finish Variations

Each ASBA instrument is handcrafted. The characteristics of the materials used and the manufacturing processes may result in natural variations from one instrument to another.

Wood is a natural material whose characteristics vary according to species, origin, grain, density, and structure.

Photographs, videos, color charts, samples, and digital renderings presented by ASBA are intended as visual references illustrating the available finishes.

The Customer acknowledges that the final appearance of a finish may vary depending on several factors, including:

The wood species and its natural characteristics; The color and structure of the selected material; The absorption of stains, oils, waxes, and varnishes; Handcrafted application and finishing techniques; Lighting and photographic conditions; The settings and characteristics of the screens used to view the images.

Consequently, slight differences in color, shade, texture, gloss, or wood grain may occur between the references presented and the instrument delivered.

Where such variations are inherent to the materials and handcrafted manufacturing processes, they do not, in themselves, constitute a lack of conformity.

Nevertheless, ASBA undertakes to respect the finish and essential characteristics expressly agreed upon with the Customer when the order was confirmed.

These provisions do not limit the Customer’s statutory warranty rights.

Custom Finishes Upon Request

Where a finish is specifically developed at the Customer’s request based on a photograph, sample, object, or any other visual reference, ASBA undertakes to achieve a result as close as reasonably possible to the reference provided.

The Customer acknowledges that an exact reproduction of a color, texture, or visual effect cannot be guaranteed due to the characteristics of the materials used and the handcrafted manufacturing processes.

Reasonable differences in color, shade, texture, or gloss resulting from these constraints do not, in themselves, constitute a lack of conformity.

The essential characteristics expressly agreed upon when the order was confirmed remain contractually binding.

Approval of Custom Finishes

For custom finishes, ASBA may, at its discretion, provide the Customer with photographs or intermediate samples to obtain feedback before applying the final finish.

This consultation is optional and does not constitute a systematic obligation on the part of ASBA.

Where such consultation takes place, ASBA may continue production if the Customer fails to respond within a reasonable period communicated in advance, provided that the essential characteristics agreed upon at the time of ordering are respected.

Photographs provided remain subject to variations in appearance resulting from lighting, cameras, and screens.

Article 4 — Quotations and Orders

Quotations issued by ASBA remain valid for 30 days from their date of issue.

Any order for an instrument manufactured according to the Customer’s specifications requires:

The return of the dated and signed quotation, bearing the handwritten statement “Bon pour accord” (“Read and approved”); Acceptance of these Terms and Conditions, provided to the Customer before the contract is concluded; Payment of a deposit equal to 40% of the total price, including applicable taxes, unless otherwise specified in the quotation.

The order is definitively confirmed once all these conditions have been met.

The deposit constitutes an advance payment toward the total purchase price of the instrument and does not constitute arrhes (a withdrawal deposit under French law).

Once the order has been confirmed, ASBA begins production planning and the procurement of the necessary materials.

Any subsequent modification to the order requires ASBA’s prior approval and may result in a revision of the price or delivery timeframe, subject to the Customer’s agreement.

Orders for standard production instruments placed directly through ASBA’s website, particularly those in the PANAME range, are subject to the specific distance selling provisions set out in these Terms and Conditions.

Article 5 — Prices

Prices for instruments marketed by ASBA are expressed in euros.

Prices displayed on ASBA’s website for consumers include all applicable taxes (VAT included), according to the applicable VAT rates.

Quotations and commercial documents may display prices both excluding taxes (excl. VAT) and including taxes (incl. VAT), in accordance with applicable tax regulations.

For international sales, invoicing and taxation arrangements are determined according to the destination country and applicable tax legislation.

Any customs duties, import taxes, and customs clearance fees are communicated to the Customer when known and in accordance with applicable legal information requirements.

Delivery charges are stated separately before the order is confirmed, unless expressly included in the advertised price.

ASBA reserves the right to modify its prices at any time. However, instruments are invoiced at the price accepted by the Customer when the order was confirmed.

Article 6 — Payment

Unless otherwise specified in the quotation, a deposit equal to 40% of the total price, including applicable taxes, is payable when the order is placed.

The remaining balance must be paid in full before the instrument is shipped or handed over to the Customer.

Payments may be made by:

Bank transfer; Credit or debit card; Check; Cash, within the limits permitted by applicable law.

No instrument may leave the workshop until full payment has been received and cleared.

In the event of late payment, ASBA reserves the right to suspend the fulfillment of any ongoing order.

For business Customers, any amount unpaid by its due date shall automatically, without prior notice, incur late payment interest calculated at the European Central Bank refinancing rate plus ten (10) percentage points, in accordance with Article L.441-10 of the French Commercial Code.

A fixed compensation fee of forty (40) euros for debt recovery costs shall also automatically apply to each invoice paid late.

Where the actual recovery costs incurred exceed this fixed amount, ASBA may claim additional compensation upon presentation of supporting documentation.

For standard production instruments sold directly through ASBA’s website, particularly those in the PANAME range, full payment is required when the order is confirmed, including pre-orders.

Where available, the Customer may choose to pay in two (2), three (3), or four (4) installments through a partner payment service provider, subject to the eligibility requirements and terms presented before the order is confirmed.

In such cases, ASBA receives payment according to the arrangements agreed upon with the payment service provider, while the Customer remains responsible for meeting the scheduled installment payments.

For pre-orders, the delivery date or estimated delivery timeframe is communicated to the Customer before the purchase is confirmed.

Pre-orders remain subject to applicable consumer legislation concerning delivery and the right of withdrawal.

Article 7 — Manufacturing

ASBA instruments made to the Customer’s specifications are handcrafted to order.

The contractual manufacturing period is 120 calendar days, unless a different period is expressly specified in the quotation.

This period begins once all three of the following conditions have been met:

The quotation has been dated and signed by the Customer; The instrument’s final configuration has been approved; ASBA has received and cleared the 40% deposit.

ASBA undertakes to keep the Customer informed of the progress of the order and any foreseeable delays.

In the event of exceptional circumstances likely to affect the announced timeframe, ASBA shall inform the Customer as soon as possible and may propose a revised delivery schedule.

Any modification to the contractual timeframe requires the agreement of both parties, without prejudice to the Customer’s statutory rights in the event of late delivery.

Once manufacturing is complete, ASBA shall notify the Customer in writing that the instrument is ready and request payment of the outstanding balance.

The Customer has fifteen (15) calendar days from the date of this notification to pay the outstanding balance in full, generally corresponding to 60% of the total order value.

The instrument shall be shipped or handed over only after full payment has been received, in accordance with Article 10 of these Terms and Conditions.

In the event of late payment attributable to the Customer, the provisions concerning storage of completed instruments set out in Article 19 may apply.

Article 8 — Availability of Materials

ASBA carefully selects the wood species, coverings, and components used in the manufacture of its instruments.

In the event of exceptional unavailability of a material, component, or finish due to circumstances beyond its control, ASBA shall inform the Customer as soon as possible.

An equivalent alternative may be proposed, without altering the instrument’s essential characteristics.

Any substitution involving a material, finish, or essential characteristic expressly agreed upon with the Customer requires the Customer’s prior consent.

Minor substitutions of technical components are governed by Article 9.

Article 9 — Technical Developments and Component Substitutions

To ensure the quality, reliability, and longevity of its instruments, ASBA may make changes to certain components or manufacturing processes.

If a part or component becomes unavailable, particularly a hardware component, hoop, or snare strainer, ASBA may replace it with an equivalent component, including one from another brand.

Such substitution may only take place if the replacement component offers a level of quality and performance at least equivalent to that originally specified and does not alter the instrument’s essential characteristics.

Where the brand, model, or specific characteristics of a component were expressly agreed upon with the Customer as determining factors in the order, any substitution shall require the Customer’s prior consent.

Technical developments and minor substitutions meeting these conditions shall not constitute a substantial modification of the order.

These provisions do not limit the Customer’s statutory warranty rights.

Article 10 — Delivery

Collection of instruments directly from the ASBA workshop is free of charge.

Where the Customer requests delivery, shipping costs shall be borne by the Customer. These costs are stated separately in the quotation and accepted when the order is confirmed.

For made-to-order instruments, ASBA shall dispatch the instrument within a maximum of seven (7) calendar days after receipt and clearance of the full outstanding balance, provided that the instrument has been completed and all necessary delivery information has been supplied.

The contractual delivery timeframes communicated to the Customer remain applicable, in accordance with Article 7.

For consumer Customers, the risks associated with transportation are transferred when the Customer, or a third party designated by the Customer other than the carrier, takes physical possession of the instrument.

Upon receipt, the Customer is encouraged to inspect the packaging and instrument and promptly report any irregularities to ASBA, without prejudice to the Customer’s statutory warranty rights.

Contractual Delivery Timeframes

For any order requiring shipment, ASBA shall communicate a delivery date or timeframe to the Customer before the contract is concluded, taking into account any manufacturing period, order preparation, and transportation.

This date or timeframe shall appear in the quotation, order confirmation, or information provided before an online purchase is confirmed.

For made-to-order instruments, the manufacturing period specified in Article 7 and the shipping arrangements set out in this Article shall be taken into account when determining the contractual delivery timeframe.

For standard production instruments available from stock or offered for pre-order, the applicable delivery date or timeframe shall be communicated to the Customer before the order is confirmed.

In the event of late delivery, consumer Customers shall benefit from the rights provided under the French Consumer Code, particularly regarding termination of the contract and reimbursement.

Delivery of Standard Production Instruments and Pre-Orders

For standard production instruments sold directly through ASBA’s website, particularly those in the PANAME range, delivery timeframes depend on product availability.

Where an instrument is in stock, ASBA undertakes to dispatch it within a maximum of seven (7) calendar days from confirmation of the order and its payment.

This period may be adjusted during the workshop’s annual closure periods, particularly in August and during the year-end holidays.

In such cases, the applicable delivery timeframe shall be clearly communicated to the Customer before the order is confirmed and reiterated in the order confirmation.

Where an instrument is offered for pre-order, the delivery date or timeframe shall be communicated to the Customer before the purchase is confirmed and reiterated in the order confirmation.

In the event of a delay, ASBA shall inform the Customer as soon as possible, without prejudice to the Customer’s statutory rights regarding delivery and termination of the contract.

Shipping Arrangements

Unless otherwise agreed, ASBA organizes the shipment of instruments and selects the carrier.

At the Customer’s request, transportation may also be arranged through a carrier of the Customer’s choice, subject to prior agreement with ASBA regarding collection arrangements.

Where a consumer Customer entrusts delivery to a carrier of their own choosing, other than those proposed by ASBA, the risks of loss or damage shall transfer to the Customer upon handover of the instrument to that carrier, in accordance with Article L.216-3 of the French Consumer Code.

For business Customers, shipping arrangements and the transfer of risk shall be defined in the quotation or order confirmation.

International Deliveries

For deliveries outside the European Union, any customs duties, import taxes, and customs clearance fees shall be borne by the Customer, unless otherwise agreed in writing.

ASBA shall carry out the export formalities incumbent upon it as the seller.

The Customer is responsible for import formalities and payment of the applicable taxes and duties in the destination country, subject to mandatory legal provisions and the delivery terms agreed upon by the parties.

Specific international delivery arrangements may be detailed in the quotation or order confirmation.

Article 11 — Right of Withdrawal and Order Cancellation

11.1 — Customized Instruments

In accordance with Article L.221-28, paragraph 3, of the French Consumer Code, the statutory right of withdrawal does not apply to instruments made to the Customer’s specifications or clearly personalized.

The Customer shall be informed of this exception before the contract is concluded whenever it applies to the instrument ordered.

11.2 — Cancellation Initiated by the Customer

Any definitively confirmed customized order is binding upon both parties.

In the event of unjustified unilateral cancellation by the Customer, ASBA may agree to terminate the order in exchange for a fixed cancellation fee equal to 40% of the instrument’s total price, including applicable taxes.

This fee is intended, in particular, to compensate for administrative costs, material procurement, reservation of production capacity, and commercial losses resulting from the cancellation.

The 40% deposit already paid shall be applied toward this cancellation fee.

In return, ASBA shall waive its claim to the remaining 60% balance and retain full discretion over the instrument and materials intended for its manufacture, including their potential resale.

This provision applies subject to the Customer’s mandatory statutory rights and the discretionary powers of the competent courts, particularly concerning unfair contract terms and manifestly excessive penalties.

11.3 — Cancellation Attributable to ASBA

Where termination of the contract results from a failure by ASBA to fulfill its obligations, the amounts paid by the Customer shall be refunded in accordance with applicable legal provisions, without prejudice to any other rights the Customer may have.

11.4 — Right of Withdrawal for Distance Sales

For contracts concluded at a distance with a consumer Customer, where the order does not fall within a statutory exception to the right of withdrawal, particularly the exception provided for in Article 11.1, the Customer has fourteen (14) calendar days from receipt of the instrument to exercise the right of withdrawal without having to provide any justification.

To exercise this right, the Customer must notify ASBA of the decision to withdraw before the withdrawal period expires, by means of an unambiguous statement sent by post or email. The Customer may also use the standard withdrawal form provided by ASBA.

The Customer then has fourteen (14) days from the date on which the withdrawal decision was communicated to return the instrument to ASBA.

The direct cost of returning the instrument shall be borne by the Customer, provided that the Customer was informed of this before the sale was concluded.

The instrument must be returned using packaging and protection suitable for transportation.

The Customer may be held liable for any depreciation in the instrument’s value resulting from handling beyond what is necessary to establish its nature, characteristics, and proper functioning.

ASBA shall reimburse all amounts paid, including the initial delivery costs up to the cost of the least expensive standard delivery method offered, within a maximum of fourteen (14) days from notification of withdrawal.

ASBA may withhold reimbursement until the instrument has been recovered or proof of its return shipment has been received, whichever occurs first.

Reimbursement shall be made using the same payment method used for the original transaction, unless the Customer expressly agrees to another method, without incurring any additional fees.

Article 12 — Retention of Title

Products delivered shall remain the exclusive property of ASBA until full payment of their price, including principal and ancillary amounts.

Ownership shall transfer only after all amounts due have been received and cleared.

However, the transfer of risk shall take place in accordance with Article 10 of these Terms and Conditions.

Article 13 — Statutory Warranties

Instruments marketed by ASBA benefit from the applicable statutory warranties, independently of any commercial warranty.

13.1 — Statutory Guarantee of Conformity

In accordance with Articles L.217-3 et seq. of the French Consumer Code, consumer Customers benefit from the statutory guarantee of conformity for a period of two (2) years from delivery of the instrument.

In the event of a lack of conformity, the Customer may request repair or replacement of the instrument under the conditions provided by law.

The instrument shall be brought into conformity free of charge for the consumer Customer, within a reasonable period and without significant inconvenience.

Where the statutory conditions are met, the Customer may also obtain a price reduction or termination of the contract.

Repairs and replacements carried out under this guarantee shall have the effects provided for by applicable regulations, particularly regarding the extension or renewal of the guarantee period.

13.2 — Statutory Warranty Against Hidden Defects

In accordance with Articles 1641 et seq. of the French Civil Code, the Customer benefits from the warranty against hidden defects that render the instrument unfit for its intended use or so substantially impair that use that the Customer would not have purchased it, or would have paid a lower price, had the defects been known.

Legal action based on hidden defects must be brought within two (2) years from discovery of the defect, under the conditions provided by law.

The Customer may choose between rescission of the sale and a reduction in the purchase price, in accordance with Article 1644 of the French Civil Code.

13.3 — Conditions of Application

Statutory warranties apply in accordance with the legal provisions in force.

Damage resulting from abnormal use, accidents, lack of maintenance, unauthorized intervention, or unsuitable storage conditions does not, in itself, constitute a defect attributable to ASBA.

No provision of these Terms and Conditions may limit or exclude the Customer’s statutory warranty rights.

STATUTORY WARRANTY INFORMATION

Consumers have a period of two years from delivery of the goods to invoke the statutory guarantee of conformity in the event of a lack of conformity. During this period, consumers are only required to establish the existence of the lack of conformity and not the date on which it arose.

Where the sales contract provides for the continuous supply of digital content or a digital service for a period exceeding two years, the statutory guarantee applies to such digital content or digital service throughout the agreed supply period. During this period, consumers are only required to establish the existence of the lack of conformity affecting the digital content or digital service and not the date on which it arose.

The statutory guarantee of conformity requires the seller, where applicable, to provide all updates necessary to maintain the conformity of the goods.

The statutory guarantee of conformity entitles consumers to repair or replacement of the goods within thirty days of their request, free of charge and without significant inconvenience.

Where goods are repaired under the statutory guarantee of conformity, consumers benefit from a six-month extension of the original guarantee.

Where consumers request repair of the goods but the seller imposes replacement, the statutory guarantee of conformity is renewed for a period of two years from the date of replacement.

Consumers may obtain a reduction in the purchase price while retaining the goods or terminate the contract and receive a full refund in exchange for returning the goods if:

1. The seller refuses to repair or replace the goods; 2. Repair or replacement of the goods takes place more than thirty days after the request; 3. Repair or replacement causes significant inconvenience to the consumer, particularly where the consumer permanently bears the costs of taking back or removing the non-conforming goods, or bears the installation costs of the repaired or replacement goods; 4. The lack of conformity persists despite an unsuccessful attempt by the seller to bring the goods into conformity.

Consumers are also entitled to a price reduction or termination of the contract where the lack of conformity is sufficiently serious to justify an immediate price reduction or termination. In such cases, consumers are not required to request repair or replacement beforehand.

Consumers are not entitled to terminate the sale if the lack of conformity is minor.

Any period during which the goods are unavailable for repair or replacement suspends the remaining guarantee period until the repaired goods are returned.

The rights described above arise from the application of Articles L.217-1 to L.217-32 of the French Consumer Code.

A seller who, in bad faith, obstructs the implementation of the statutory guarantee of conformity may incur a civil fine of up to €300,000, which may be increased to 10% of average annual turnover (Article L.241-5 of the French Consumer Code).

Consumers also benefit from the statutory warranty against hidden defects under Articles 1641 to 1649 of the French Civil Code, for a period of two years from discovery of the defect. This warranty entitles consumers to a price reduction if the goods are retained or a full refund in exchange for returning the goods.

Article 14 — After-Sales Service

Any after-sales service request must first be submitted to ASBA, together with a description of the issue encountered and, where possible, photographs or videos to facilitate diagnosis.

Any return of an instrument must be arranged in advance with ASBA to ensure suitable transportation conditions. This procedure does not prevent the Customer from exercising their statutory rights.

Where a defect is covered by a statutory warranty, ASBA shall handle the matter in accordance with applicable legal provisions, at no cost to the consumer Customer, including any necessary transportation costs.

Where possible, ASBA gives preference to repairing the instrument. The choice between repair and replacement shall be made in accordance with the Customer’s rights and applicable legal provisions.

Where the issue results from misuse, impact damage, lack of maintenance, normal wear and tear, or unsuitable storage conditions, and is not covered by a statutory warranty, ASBA may offer a paid repair service.

In such cases, a quotation specifying repair and transportation costs shall be submitted to the Customer. No paid work shall be carried out without the Customer’s prior approval.

Repairs and replacements performed under statutory warranties shall have the effects provided for by applicable regulations, particularly regarding the extension or renewal of warranty periods.

Article 15 — Instrument Tuning and Adjustment

Every instrument undergoes a comprehensive quality inspection before leaving the workshop.

It is inspected, adjusted, and tuned by the ASBA team.

The Customer acknowledges that variations in temperature and humidity, vibrations during transportation, and storage conditions may affect the adjustment of drumheads, snare wires, hoops, and mechanical components.

Retuning or making adjustments after delivery is part of the normal use of a musical instrument and does not constitute a manufacturing defect.

Article 16 — Drum Wraps, Finishes, and Storage Conditions

ASBA instruments may feature various decorative coverings, particularly drum wraps (rhodoid), whose physical properties require certain precautions during use, transportation, and storage.

Sensitivity to Heat and UV Radiation

Drum wrap is particularly sensitive to heat, ultraviolet (UV) radiation, and significant temperature fluctuations.

Excessive or prolonged exposure to these factors may cause deformation, shrinkage, wrinkling, delamination, or changes in appearance.

To preserve the integrity of the finish, Customers are advised to:

Never leave the instrument exposed to direct sunlight for extended periods; Avoid exposure to heat sources, including radiators, portable heaters, or lighting equipment that generates significant heat; Never leave the instrument inside a vehicle exposed to direct sunlight or high temperatures; Avoid storage locations subject to excessive temperatures or significant temperature fluctuations; Store the instrument in a temperature-controlled environment, away from UV radiation and heat sources.

Responsibility for Use and Storage Conditions

ASBA shall not be held responsible for damage directly attributable to excessive exposure to heat or UV radiation, unsuitable storage conditions, misuse, or inadequate maintenance after delivery.

This exclusion does not apply where the damage results from a lack of conformity existing at the time of delivery, a hidden defect, or a failure attributable to ASBA.

Characteristics of Handcrafted Finishes

Handcrafted finishes may exhibit slight variations in appearance, texture, color, or gloss, in accordance with Article 3 of these Terms and Conditions.

These provisions shall under no circumstances limit the Customer’s statutory warranty rights.

Article 17 — Receipt of Instruments and Shipping Damage

ASBA takes particular care in packaging and protecting its instruments to ensure transportation under the best possible conditions.

Inspection Upon Delivery

Upon delivery, the Customer is encouraged to carefully inspect the exterior condition of the package before opening it.

If the packaging shows signs of impact, punctures, crushing, moisture, or any other visible irregularity, the Customer is advised to:

Take several photographs of the package before opening it; Report any visible damage to the carrier and, where possible, record specific reservations on the delivery document; Contact ASBA as soon as possible at contact@asbadrums.com; Retain all packaging and protective materials; Avoid handling or using the instrument in any way that could worsen the damage.

Damage Discovered After Opening

If the Customer discovers damage to the instrument after opening the package, they are encouraged to photograph the damage, retain the packaging, and contact ASBA as soon as possible.

ASBA may request additional photographs to assess the situation and organize the necessary procedures with the carrier.

Responsibility for Shipping Damage

Where transportation is arranged by ASBA for a consumer Customer, ASBA bears the risk of loss or damage until the Customer, or a third party designated by the Customer other than the carrier, takes physical possession of the instrument.

Failure to record reservations upon delivery, provide photographs, or report damage immediately shall not deprive consumer Customers of their statutory rights.

Where transportation is arranged through a carrier selected directly by the consumer Customer, other than those proposed by ASBA, the transfer of risk shall take place in accordance with applicable legal provisions.

For business Customers, the conditions governing receipt, claims, and transfer of risk shall be determined in accordance with the agreed contractual terms and applicable law.

These provisions do not limit the Customer’s statutory warranty rights.

Article 18 — Photographs and Communications

As part of its handcrafted manufacturing activities, ASBA may take photographs and videos of instruments produced in its workshops, particularly to showcase its craftsmanship, models, and custom creations.

ASBA may use such content in its communications, including its website, catalogs, social media accounts, commercial publications, and promotional materials.

Such use shall be limited exclusively to presenting the instruments and their characteristics.

ASBA shall take care not to disclose personal information that could identify the Customer without prior consent.

Where an instrument bears a name, personal inscription, logo belonging to the Customer, or any other element that could identify the Customer, ASBA shall obtain authorization before publishing content in which that element is recognizable.

The Customer may inform ASBA, before manufacturing begins, of a wish to keep the order confidential.

These provisions do not infringe upon third-party rights, particularly those relating to intellectual property and personal data protection.

Article 19 — Storage of Completed Instruments

Once manufacturing of an instrument is complete, ASBA shall notify the Customer that it is ready and, where applicable, specify the outstanding balance.

The Customer has thirty (30) calendar days from this notification to pay the outstanding balance and arrange shipment or collection of the instrument.

Where the instrument remains at ASBA’s premises beyond this period for reasons attributable to the Customer, particularly non-payment or failure to arrange collection, ASBA may charge storage fees of five (5) euros, including applicable taxes, per calendar day and per order.

These fees shall only apply after the Customer has been notified in writing of the date on which they will take effect.

No storage fees shall be charged where the delay results from circumstances attributable to ASBA.

Storage fees correspond to the costs and constraints associated with safekeeping, handling, occupying storage space, and protecting instruments stored at ASBA’s premises.

ASBA may reduce these fees where their application would result in an amount that is manifestly disproportionate in light of the particular circumstances.

Charging storage fees does not deprive either party of their statutory or contractual rights, particularly regarding performance or termination of the contract.

Article 20 — Force Majeure

Neither party shall be held liable for any delay or failure to perform its obligations resulting from an event constituting force majeure within the meaning of Article 1218 of the French Civil Code.

The following events may, in particular, constitute force majeure, provided that the applicable legal conditions are met:

Natural disasters; Fires and floods; Epidemics or pandemics; Administrative or governmental decisions; Exceptional large-scale industrial disputes; Major supply chain disruptions beyond ASBA’s control.

The affected party shall inform the other party as soon as possible of the occurrence of the event and its foreseeable consequences.

Where the impediment is temporary, the affected obligations shall be suspended for its duration, under the conditions provided by law.

Where the impediment is permanent, the contract may be terminated in accordance with applicable legal provisions.

These provisions do not deprive consumer Customers of their statutory rights, particularly regarding delivery and reimbursement.

Article 21 — Personal Data Protection

As part of its business activities, ASBA collects and processes certain personal data necessary for managing its commercial relationships.

Such data may be used, in particular, for:

Managing inquiries and quotation requests; Processing and tracking orders; Manufacturing and delivering instruments; Providing after-sales service; Administrative and accounting management; Sending information and marketing communications, in compliance with applicable regulations.

ASBA undertakes to process personal data in accordance with the General Data Protection Regulation (GDPR) and applicable French legislation.

Personal data may be shared with service providers involved in processing orders and managing the services offered by ASBA, strictly to the extent necessary for the performance of their duties.

Customers have the right to access, rectify, erase, restrict the processing of, and object to the processing of their personal data, as well as the right to data portability where the applicable legal conditions are met.

These rights may be exercised by contacting: contact@asbadrums.com.

Customers may also object to receiving marketing communications at any time.

Article 22 — Consumer Mediation

In accordance with the French Consumer Code, any consumer Customer may refer a dispute with ASBA to a consumer mediator free of charge in order to seek an amicable resolution.

Before contacting the mediator, the Customer must first submit a written complaint to ASBA at contact@asbadrums.com and attempt to resolve the dispute directly.

If no amicable resolution is reached, the Customer may refer the matter to ASBA’s designated consumer mediator:

CM2C — Centre de la Médiation de la Consommation de Conciliateurs de justice

49 rue de Ponthieu 75008 Paris, France Telephone: +33 1 89 47 00 14 Website: www.cm2c.net

Mediation is free of charge for consumer Customers, subject to the admissibility requirements established by applicable regulations.

Recourse to mediation does not deprive the Customer of the right to bring proceedings before the competent courts.

Article 23 — Governing Law and Jurisdiction

23.1 — Governing Law

These Terms and Conditions, as well as contracts concluded with ASBA, shall be governed by French law, regardless of the Customer’s nationality or the destination country of the instruments.

Where the Customer acts as a consumer and resides in another country, this choice of law shall not deprive the Customer of the mandatory consumer protection provisions applicable to their situation under the relevant rules of private international law.

23.2 — Amicable Settlement of Disputes

In the event of any difficulty concerning the interpretation, performance, or termination of the contract, the parties shall endeavor to reach an amicable solution.

Consumer Customers may also use the mediation procedure described in Article 22 of these Terms and Conditions.

23.3 — Disputes Involving Business Customers

For contracts concluded between ASBA and a Customer acting for professional purposes, any dispute relating to their formation, interpretation, performance, or termination shall be subject to the exclusive jurisdiction of the competent courts of Lyon, France, subject to mandatory legal provisions and applicable rules of international jurisdiction.

23.4 — Disputes Involving Consumer Customers

For contracts concluded with consumer Customers, the competent courts shall be determined in accordance with applicable legal provisions.

No provision of these Terms and Conditions may deprive consumers of their statutory rights regarding jurisdiction.

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APPENDIX — STANDARD WITHDRAWAL FORM

To:

ASBA 38 rue Chalopin 69007 Lyon, France Email: contact@asbadrums.com

I hereby give notice that I withdraw from my contract for the sale of the following goods:

Instrument ordered: …………………………………………….

Order number: …………………………………………….

Ordered on: …………………………………………….

Received on: …………………………………………….

Customer’s name: …………………………………………….

Customer’s address: …………………………………………….

Date: …………………………………………….

Customer’s signature: ……………………………………………. (Only required if this form is submitted on paper.)

This form may be submitted by post or email.

The Customer may also exercise the right of withdrawal by means of any unambiguous statement expressing the decision to withdraw, without using this form.