1. GENERAL TERMS

1.1. The present General Conditions of Sales apply to all offers, sales, deliveries, repairs and other services from DXOMARK IMAGE LABS(“DIL”) to customers (“Customer”).

1.2. Deviations from these Conditions of Sales are only effective if they have been agreed upon in writing.

1.3. DIL only accepts Customer’s contract terms if expressly agreed in writing. If this does not meet with Customer’s approval, it must be stated expressly. DIL can withdraw its offer at any time in such an event.

1.4. These General Conditions of Sales also apply to the sale of downloadable Software via DIL’s website. In such cases, the Software is delivered digitally, and the corresponding Software license key is sent by email upon full payment confirmation and request made using the application AZLicense.

2. PRODUCTS

2.1. “Products” shall mean any Goods or Software products identified on: (a) DIL’s then current applicable price list; (b) any of DIL’s proposals or quotations; or (c) any of DIL’s invoices.

2.2. “Goods” shall mean any hardware products whether linked to the Software or not, and/or any other equipment, item or tool supplied by DIL to Customer.

2.3. “Software” shall mean computer programs and its relevant specifications licensed by DIL to Customer under the terms of the End User Licence Agreement provided to Customer.

2.4. Alterations to any Product which DIL deems necessary to comply with specifications, changed safety standards or governmental regulations, to make a Product non-infringing with respect to any patent, copyright or other proprietary interest, or to otherwise improve a Product may be made at any time by DIL without prior notice to or consent of Customer and such altered Product shall be deemed fully conforming.

2.5. Customer has been informed that the delivered Products of DIL are subject to export control by French Export Authorities. In the event of a re-export of the delivered Products, Customer is obliged to consider these regulations and that a license has been granted by that country.

2.6. For Software products purchased via the DIL website, no physical media shall be provided. Software is made available for download, and the Software license key required for activation is delivered by email to the Customer’s designated email address upon request using the application.

3. ORDERS

3.1. Customer shall purchase Products by issuing a written purchase order signed by an authorized representative, indicating specific Products, quantity, price, total purchase price, shipping instructions, requested delivery dates, bill-to and ship-to addresses, tax exempt certifications, if applicable, and any other special instructions. Any contingencies contained on such order are not binding upon DIL. DIL will accept or reject orders according to its then-current process. Only orders of Products issued by Customer and accepted by DIL shall be an “Order” for the purpose of these General Conditions of Sales.

3.2. For Software purchased online, an order shall be deemed accepted when full payment is confirmed. Delivery shall be executed by sending the Software license key and download instructions to the Customer by email.

4. PRICE AND PAYMENT

4.1. Unless otherwise agreed upon in writing, stated prices do not include any customs duties, sales, use, value added, excise, federal, state, local or other similar taxes. All such duties or taxes shall be paid by the Customer, or, in lieu thereof, Customer shall provide DIL with an appropriate resale or exemption certificate.

4.2. For deliveries and invoices, quoted prices include packaging, delivery ex works, unless otherwise agreed upon in writing.

4.3. Payments shall take place without any form of rebate, deduction or compensation and shall be received by DIL within 30 days of invoice date, unless otherwise agreed in writing. Whole or partial advance payment can be required in certain cases.

4.4. The settlement method currently in effect is bank transfer. Any other method of payment must receive prior agreement from DIL. For payment through the website, accepted methods are Credit Card, PayPal, Apple Pay .

4.5. In the event that payment by Customer is overdue, DIL is entitled to charge interest in the meantime at a rate of 1.5 x French legal interest rate in force in addition to a fixed compensation fees of 40€ (excl VAT) , unless Customer is able to prove that his delay in payment only caused minor loss. DIL reserves the right to claim any further damages thereby incurred.

Submittal of a complaint does not give rise to an entitlement to extend a payment deadline. Reductions or retention based on any such counterclaims is hereby expressly excluded, unless such counter-claims have been contractually agreed, are not disputed by DIL or have been confirmed by a court of law.

5. DELIVERY TIME

5.1. Agreements of binding (fixed) delivery dates and delivery periods have to be agreed upon in writing. Delivery periods only commence after conclusion of the Order, but not before Customer has clarified and shipped all issues relevant to delivery and has completed all necessary preparations on his part.

5.2. Partial shipments are permitted.

5.3. Delivery times are provided for information purposes and do not under any circumstances constitute a commitment by DIL. Notwithstanding this reservation, DIL shall apply all reasonable efforts to meet the deadlines that it may give.

5.4. In the case of Software, delivery shall be deemed completed upon the sending of the email containing the license key. This email shall be sent to the Customer within a reasonable period after payment confirmation and request made using the application AZ License, typically within twenty-four (24) hours.

6. RETURNED P & RIGHT OF WITHDRAWAL

6.1. For online purchase, except Software, as per Article L.221-18 of the French Consumer Code, customers have 14 calendar days from the date of receipt of their order to exercise their right of withdrawal, without having to provide any reason or pay any penalties.

To exercise this right, the customer must notify us by email or post. Products must be returned in their original condition, unused, and complete within 14 days of the withdrawal notice. Return shipping costs are borne by the customer, unless the return is due to a fault on DIL part. Refunds are issued within 14 days of receipt of the returned product or proof of shipment.

6.2. For all other cases, all merchandise returned will generate a credit. Merchandises must have been purchased from DIL within the past one (1) month and must be in original packaging (full pack quantities), in “like new,” re-sellable, condition.  For custom or special-order items, returns will not be accepted.

6.3. Credit will be allowed at the lowest price in effect during the previous one (1) month, unless a higher price can be substantiated by Customer. The minimum acceptable return is €100 net. No deductions may be taken prior to DIL issuing a credit memo.

6.4. All material returns must be accompanied by a valid DIL Return Material Authorization (RMA) number. Obtain the RMA number by contacting the DIL customer service department at sales-admin@dxomark.com

6.5. Material arriving at DIL without a valid RMA number will be returned to Customer, freight collect and bearing additional handling fees. RMA numbers must be clearly referenced on all shipping documents and shipping containers.

6.6. All material returns must be received within thirty (30) days of the RMA issuance from DIL. RMA numbers are void after 30 days.

6.7. All material returns must be shipped freight prepaid. No collected shipments will be accepted by DIL. Prepaid freight does not apply to warranty defective merchandise or returns due to DIL order entry or shipping errors. DIL must be advised of shipment errors within 15 days of shipping.

6.8. Return of Software products are not accepted once the license key or download link has been provided, except as required under applicable consumer law. In case of proven technical defect, Customer may request replacement or support within the warranty period defined in clause 9.2.

7. TRANSFER OF RISK

7.1. Risk passes to Customer from the time the Goods have been shipped ex works, unless a shipment free of charge has been agreed upon in writing. In this case the place of delivery is the place for transfer of risk.

7.2. In the case of downloadable Software, the risk is considered transferred to the Customer at the time the license key and the download instructions are transmitted to the Customer by email.

8. RETENTION OF TITLE

8.1. The Goods shall remain the property of DIL until the complete payment of the corresponding price; cheques are regarded as means of payment only from their effective cashing.

8.2. Customer is responsible, as of the delivery, of the risks in the event of loss, theft or destruction of the material due to fire and other property damages, and he has the obligation to insure at his own expense the aforementioned material according to receipt which will have to be presented at any DIL’s request.

8.3. In case of non-payment or partial payment not received by the stipulated payment conditions, DIL shall be entitled to require, by registered letter with acknowledgement of receipt, the restitution of the Goods delivered, and corresponding expenses and risks shall be supported by Customer.

8.4. DIL is authorized to decide an inventory of the unpaid Goods unilaterally. Customer shall grant DIL access to the reserved Goods in its possession and must take care that the identification of the Goods is possible at any time. Customer shall support all the expenses and fees caused by the claim, the inventory and the return of Goods.

8.5. In the event of return of Goods, all instalments that may have been paid by Customer shall not be reimbursed by DIL.

8.6. DIL shall exempt Goods from retention of title at Customer’s request, if the effective securities which have been assigned to DIL are more than 20% higher than DIL’s claim.

8.7. Customer is authorized to resell the delivered Goods in the normal course of business. However, this authorization is cancelled automatically in the event of suspension of payment of Customer. In the case of resale, Customer is obliged in turn to reserve the right of retention of title against its own customers until its claims are settled. To secure all DIL’s claims against Customer, all rights and claims resulting from utilisation of the Goods are hereby already assigned to DIL.

8.8. Customer shall inform DIL immediately in the case of distraint procedures or other intervention by third parties and in agreement with DIL, take all necessary action to avert the jeopardy and to allow DIL to preserve its rights.

8.9. The costs for the fulfilment of the aforementioned co-operation obligation in the pursuance of all rights from retention of title and all intercessions made for the purpose of the maintenance and storage of the Goods shall be borne by Customer.

9. WARRANTY

9.1. The manufacturer warranty applies for all Goods delivered by DIL for a period of 12 months from the date of shipment. The above warranty does not cover any defect in the Goods arising from (i) fair wear and tear, willful damage, accident, negligence of the Customer or any third party, (ii) improper use of the Goods by the Customer  in a way not compliant with DIL recommendations, (iii) failure of the Customer to follow DIL’s instructions, or (iv) any alteration or repair the Customer carries out without DIL’s written approval. DIL shall endeavor to pass to the Customer the benefit of any warranty or guarantee given to DIL by the manufacturer of the Goods.

9.2. The Software warranty is as per the terms of DXOMARK IMAGE LABS’ End User License Agreement.

10. LIMITATION OF LIABILITY

In no event shall DIL be liable for any indirect, special, incidental or consequential damages resulting from DIL’s performance or failure to perform under this sale, or the furnishing, performance or use of any products sold pursuant hereto, whether due to a breach of contract, breach of warranty, strict liability, the negligence of DIL, or otherwise.

Under no circumstances will DIL’s liability to customer under this agreement exceed the price actually paid by Customer for the product up until the date of the breach giving rise to the claim.

11. SOFTWARE

All Software is provided subject to the End User License Agreement that is part of the software package and Customer agrees that he will be bound by such license agreement at the first use of the Software by the Customer.

12. PLACE OF PERFORMANCE, PLACE OF JURIDICTION

12.1. The place of performance for DIL deliveries and payment is the headquarters location of DIL in Boulogne-Billancourt (France).

12.2. Any dispute arising out of or in connection with this Agreement will be subject to the exclusive jurisdiction of the Paris Commercial Court (France).

12.3. DIL and Customer legal relations are governed solely by the laws of France. References to foreign legal systems are invalid.

13. FORCE MAJEURE

13.1. DIL shall not be liable for any failure to perform any contractual obligations if the performance of such is, partly or wholly, delayed, prevented or hindered by an event of force majeure.

13.2. Shall be considered as an event of force majeure any event the causes of which are beyond the control of the DIL, such as but not limited to, fires, gales, floods, earthquakes, explosions, accidents, strikes and/or industrial conflicts, hostilities, riots, war (whether or not declared), rebellions, sabotage, acts of public enemy, civil commotion, epidemics, quarantines, inability to procure parts, raw materials or machines (including without limitation electricity, water, fuel and the like), embargo, lack or cancellation of governmental authorisations, governmental decisions and legal actions, Acts of God, default or failure of any of the DIL’s supplier or sub-contractor, seizure or freeze of assets.

13.3. The occurrence of an event of force majeure shall automatically suspend the performance of the Order and all the delivery dates shall be postponed for the period necessary to overcome the effects of the force majeure event, without prejudice to the right of DIL to terminate the Order with regard to the Product not yet under production / performance, without any formality except from a written notification to Customer and without any compensation whatsoever for any Party. However, if the performance in whole or part of any DIL’s obligation under the Order is delayed by reason of force majeure for a period exceeding six (6) months, either Party may request termination of the Order or any part thereof; the Parties then will try to establish by mutual agreement a liquidation settlement. Failure to reach such an agreement shall be deemed as a dispute and settled in accordance with clause 11 of these General Conditions of Sales.

13.4. Termination shall not affect debts already payable between the Parties, in particular for the Products under production / performance prior to the date of termination.

14. Personal Data Protection

The personal data collected during the ordering process or through your use of our website is processed by DIL, in its capacity as data controller, in accordance with applicable data protection laws, including the General Data Protection Regulation (EU) 2016/679 (GDPR).

Purposes of Data Collection

Your data is collected for the following purposes:

  • Processing and fulfilling orders
  • Customer account management
  • Communication regarding products, services, and promotional offers
  • Compliance with legal obligations
  • Improving the user satisfaction, experience and website functionality

Legal Basis for Processing

The legal bases for the processing of your personal data are:

  • The performance of a contract (e.g., to fulfill your order)
  • Compliance with legal obligations
  • Your consent (for marketing communications)
  • Our legitimate interest (e.g., fraud prevention, analytics)

Data Retention

Your data is retained only for as long as necessary for the purposes listed above and in accordance with legal requirements.

Data Sharing

Your personal data may be shared with service providers (e.g., payment processors, logistics partners) strictly for the purposes of order fulfillment. These third parties are contractually obligated to protect your data and process it only in accordance with our instructions.

Your Rights

In accordance with the GDPR, you have the following rights:

  • Right of access, rectification, or erasure of your personal data
  • Right to object to or restrict the processing
  • Right to data portability
  • Right to withdraw consent at any time, where applicable
  • Right to lodge a complaint with a supervisory authority (e.g., CNIL in France)

To exercise your rights, please contact us at:
Email: legal@dxomark.com
Postal Address: DXOMARK, 24-26 quai Alphonse Le gallo 92100 Boulogne-Billancourt

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