E-COMMERCE GENERAL TERMS OF SALE - TWOOD

Last update: April 7th, 2026

Article 1 – Scope

These general terms of sale (the "GTS") shall automatically apply to all online sales of barrels and oak alternatives available on the www.twood.fr website (the "Website") (the "Products") and through the Website by HEGEMOAK, a French société par actions simplifiée, with a share capital amounting to 70.000 Euros, whose registered office is located at Avenue de Gimeux, 16100 Merpins, France, registered under number 849 980 099 RCS Angoulême (the "Seller") with clients contracting exclusively in the course of their professional activity within the scope of their main business (the "Client(s)"). No sale shall be accepted to private individuals or to clients who are not contracting in the scope of their professional activity.

Article 2 – GTS acceptance

Any order of Products made by a Client of the Website shall automatically imply unreserved and definitive acceptance of these GTS, notwithstanding any provisions to the contrary included in any document issued by the Client and, in particular, its general terms and conditions of purchase or any information communicated by the Client, especially through the Website.

These GTS shall apply to any order made from their publication on the Website and until they are updated by the Seller.

The Seller reserves the right to amend these GTS at any time, the amendment applying automatically and ipso jure to all orders confirmed after its publication on the Website.

Article 3 – Orders

The Client places an order on the Website among the Products that are indicated as available, using the order system provided on the Website, subject to availability of stock and the maximum quantity offered by the Seller.

The Client must create a client account before placing its first order on the Website (the "Client Account") and provide the Seller with the required information (marked with an asterisk (*)) on the Website in order to process the order. The password chosen by the Client is strictly personal and confidential and will allow the Client to access its Client Account. It is the Client's sole responsibility to ensure that its username and password remain strictly confidential. The Client shall be fully liable for any damage resulting from unauthorized access to its Client Account by a third party due to the disclosure of its username and/or password, with no possible recourse against the Seller.

Once the order has been confirmed, a confirmation email will be sent to the email address provided by the Client at the time of ordering, indicating the order information, in particular, the Product's code and quantity ordered, the price, the payment method, the delivery address, the estimated delivery time and the order date (the "Confirmation Email").

This confirmation step is outsourced to Shopify (e-commerce platform) which terms and conditions are binding to the Client and available using the following link https://www.shopify.com/fr/legal/conditions (the "Shopify Terms and Conditions").

Any order placed by the Client shall imply unreserved and express acceptance by the Client of the prices and technical characteristics of the Products as described on the Website at the time of the order.

An order shall be considered valid, binding and definitive between the parties from the date the Confirmation Email is sent to the Client, provided that the Seller has received payment in full.

Any request to modify an order that has already been confirmed must be first approved in writing by the Seller. No modification will be considered once the Products have been handed over to the carrier by the Seller.

In certain cases, in particular in case of payment default, incorrect or incomplete address, or any other issue related to the Client Account, the Seller shall be entitled to suspend the Client's order until the issue is resolved.

If a Product order is unavailable, the Seller will notify the Client by email as soon as possible. Except otherwise agreed between the parties, the order of this Product will then be cancelled and the Client reimbursed, the rest of the order remaining binding and definitive.

For any question related to the order or its tracking, the Client can check the Website FAQ section.

Article 4 – Proof of the transaction

The online submission of the Client's bank details and the final confirmation of the Client's order on the Website shall constitute:

• proof of the Seller's consent;
• payment due date as indicated on the Confirmation Email;
• express acceptance of all operations carried out.

The computerized records stored in the Seller's computer system under reasonable security conditions shall be considered as proof of communications, orders and payments between the parties. Orders and invoices are saved on a reliable and durable medium that can be produced as evidence.

The order history and invoices are made available to the Client on its Client Account.

Article 5 – Products Information

The Products are described and presented on the Website as accurately as possible. Nevertheless, the Seller shall not be considered as liable in case of mistakes or omissions in that presentation. The photographs of Products presented on the Website are not binding.

Due to the very nature of the Products and to the requirement of the manufacturing process, the capacities, dimensions and weights indicated on the orders confirmations are purely indicative, considering the dimensional tolerances commonly applied in the industry. Any discrepancy from the information provided in the order confirmation shall not be considered as a non-conformity and shall in no circumstance justify a claim by the Client, provided they comply with the tolerances commonly applied in the industry.

The Client, as professional, is solely responsible for the choice of the Product ordered to the Seller and, in particular, its suitability to the intended use, even if the Seller was made aware of it.

To ensure optimal use of the Product by the Client, the Client undertakes to respect, as a minimum, the Products Instructions for Use as described in article 10 of these GTS. However, any recommendation provided by the Seller, if any, for any reason whatsoever, regarding the installation and maintenance of the Product, is only indicative for a standard use of the Product. It is the Client's sole responsibility, as a professional, to ensure these recommendations regarding the installation and maintenance are consistent with its own products, needs and constraints, in particular technical.

Article 6 – Delivery

Products can only be delivered to the locations indicated on the Website, in particular in the FAQ section.

Delivery times for the Products are purely indicative. Delays in delivery shall under no circumstances justify cancellation of the order or give rise to claims for damages or penalties.

All transportation costs shall be borne by the Client and paid at the time of the order. The Products are delivered to the Client by an independent carrier at the delivery address indicated on the Confirmation Email. The Products become the Client's responsibility from the moment they are handed over by the Seller to the carrier.

The Products will only be handed over to the carrier for delivery to the Client once the Seller has received payment in full.

If the Products cannot be delivered by the carrier due to an incorrect or incomplete delivery address, or because the Client is unavailable, all costs associated with the return of the Products to the Seller by the carrier and, if applicable, their reshipment, shall be borne exclusively by the Client.

It is the Client's sole responsibility to ensure the quality and the quantity of the Products delivered by the carrier comply with the Products set out in the order.

Any claim regarding the Products delivered must be indicated in writing, on the delivery note given by the carrier and confirmed to the Seller in accordance with the instructions set out in the FAQ section of the Website within a maximum of two (2) days from the date of delivery of the Products. The Client shall provide evidence of the existence of any defects and anomalies found. The Client shall allow the Seller to verify such defects and/or anomalies and shall not attempt to correct these defects itself or instruct a third party to do so. Failure to notify any disagreement within the above-mentioned period shall be deemed to purge all apparent defects, preventing any subsequent claim in relation thereto.

Article 7 – Return

No returns or exchanges of the Products can be accepted once the Products have been handed over by the Seller to the carrier responsible for delivering them to the Client.

Article 8 – Price - Payment

The Seller shall be entitled to change the prices of the Products at any time. The prices applicable for the order are those in effect on the date of the order indicated in the Confirmation Email, provided that the Product is available on that date.

Prices are in euros and do not include transportation costs, which are invoiced separately and indicated when the Client confirms the order. If applicable, the VAT rate is the one in effect on the date of the order. Any change in the applicable VAT rate will be automatically reflected in the price of the Products available on the Website.

All orders require immediate payment, which means placing an order implies simultaneous payment by the Client. Payment is made by credit card or by wire transfer.

The Client guarantees to the Seller that he has all necessary authorization, if applicable, to use the payment method selected during the order process.

Transactions related to the Client's payment by credit card for Products is outsourced to Shopify Payment and secured in accordance with the Shopify platform Terms, which are binding on the Client. The Seller shall not be liable for such transactions, including any fraudulent use of the Client's banking information.

The Seller shall be entitled to suspend any order as well as any delivery if a payment is refused by the officially accredited institutions, or in the event of non-payment. The Seller reserves the right to refuse to fulfil an order made by a Client who has not fully or partially paid a previous order, or with whom a payment dispute is pending.

The invoice will be issued upon confirmation of the order by the Client and will be available on its Client Account.

Any amounts remaining unpaid after their due date as stated on the invoice shall automatically be increased by the flat rate penalty of forty (40) Euros, as provided for in articles L. 441-10 and D. 441-5 of the French Commercial Code. Penalties and interest for late payment shall be due without a reminder being necessary as from the day following the payment date set out on the invoice. The applicable penalty shall equal to three (3) times the legal rate of interest of the European Central Bank increased by 10 percentage points in accordance with article 441-10 of the French Commercial Code.

Article 9 – Ownership retention

THE SELLER SHALL RETAIN OWNERSHIP OF THE PRODUCTS UP UNTIL FULL PAYMENT OF THEIR PRICE BY THE CLIENT.

Article 10 – Products' Instructions for Use

The Products instructions for use (the "Instructions for Use") are available on the Website. The Client acknowledges having read the Instructions for Use of the Products prior to placing any order and agrees to strictly comply with them, in particular in the FAQ section.

The Seller cannot under any circumstances guarantee the technical characteristics of the Products or their use if the Client fails to comply with the Instructions for Use (including in the event of modifications to the Products without the Seller's prior written and detailed consent).

Article 11 – Warranty

The Seller guarantees the Products as provided in articles 1641 et seq. of the French Civil Code relating to hidden defects. Defective and damaged Products owing notably, without limitation, to improper use of the Products and/or use of the Products not in accordance with their purpose and/or not in accordance with the Seller's Instructions for Use and/or a modification of the Products by the Client and/or the normal wear and tear of the Products, are not covered by this warranty.

The Client shall provide to the Seller any information necessary, allow the Seller to verify such defects and/or damages and undertakes not to attempt to correct them itself or instruct a third party to do so.

No Product may be returned to the Seller under this warranty without the Seller's prior express written agreement. If the Seller agrees, the Products must be returned by the Client in packaging suitable for transport in their current condition, at the Client's expense and risk. Subject to applicable legal provisions, the Seller shall only be liable for, at the Seller's discretion, the refund or replacement at its expense of the Products in question, without the Client being entitled to claim damages, regardless of the damage or defect alleged or established.

The Seller shall be held liable for defective Products as per articles 1245 et seq. of the French Civil Code. However, in accordance with article 1245-14 of the French Civil Code, the Seller shall have no liability towards its Customer in relation to damages caused to property.

The Seller does not grant any further warranty apart from those stated in this article 11 of these GTS.

Article 12 – Liability

To the extent permitted by law, the Seller's liability related to the order is strictly limited to the direct material damages suffered by the Customer due to the Seller's fault, excluding any indirect damages (including, without limitation, any business loss, loss of profits, loss of orders, business interruption, loss of image) or any other damages suffered by a third party, except for physical damages.

In such a case where the Seller's liability is incurred, the Seller's liability shall be strictly limited, to the extent permitted by law, to thirty percent (30%) of the amount without taxes of the related order.

In any case, the Parties agree to make their best efforts to agree on the potential amount of damages due by the Seller to the Customer.

Article 13 – Personal data

The Seller may process personal data relating to the Client in connection with the sale of the Products on the Website. The conditions governing the processing of personal data are available in the Website's Privacy Policy.

Article 14 – Compliance – Anti-corruption

The Client represents that all transactions carried out in the course of its business are conducted in accordance with applicable rules and regulations, and that it is aware and agrees to comply in particular with French Law n°2016-1691 of December 9, 2016 related to transparency, the fight against corruption and the modernization of the economic life and any other applicable regulation that may be applicable.

The Client shall therefore refrain from doing anything that could cause the Seller to violate anti-corruption regulations and shall protect, indemnify and hold the Seller harmless from any fines, losses and debts incurred by the Seller as a result of the Client's failure to comply with such regulations.

The Client acknowledges the Seller's whistleblowing policy in compliance with French Law n°2016-1691 of December 9, 2016 related to transparency, the fight against corruption and the modernization of the economic life, which is available on its website https://oeneo.com/contact-us.

Article 15 – Applicable law - Jurisdiction

These GTS are governed by French law. For all disagreements relating to the purpose hereof, the parties assign jurisdiction and competence to the Angoulême Commercial Court, France, which will have sole authority to deal with such disagreements, even in the event of guarantee proceedings or multiple defendants.

Article 16 – Waiver

The fact that the Seller does not invoke or delays invoking the application of a clause of these GTS shall not be interpreted as a waiver of the right to invoke that clause in the future.