Booking agreement and reservation terms

Early Adopter Contract for the reservation of a “WEELIN” folding bicycle and its storage accessories

This Early Adopter Contract for the reservation of “WEELIN” folding bicycles between the undersigned below, referred to hereafter as “you” and the company Isocycle SAS having main business premises at 11 rue du Clos-Courtel CS 30817, 35708 Rennes, France, hereafter referred to as “we” or “us”, sets out the terms and conditions whereby you may reserve our WEELIN folding bicycles and, optionally, the bicycle’s storage accessories.

The company Isocycle has registered a patent for a folding bicycle with storage accessories and plans to market this product. The purpose of the present Early Adopter Reservation Contract is to enable the company Isocycle to optimally manage the commercial launch and production of its products, while offering customers who have made a reservation to receive the product as priority buyers.

1. Reservation

By signing this contract, you confirm that you wish to reserve a WEELIN folding bicycle from us, and, if you wish, the bicycle’s storage accessories. Reservation of the storage accessories, in addition to the bicycle, is optional. The storage accessories cannot alone be reserved. You may reserve up to three bicycles per person/entity.

2. Nature of Contract, Down Payment for Reservation with no obligation to purchase

The Down Payment for a Reservation does not imply an obligation to purchase and we undertake to fully refund, at any time, the amount you have paid, notably, though not exhaustively, should you wish to abandon your reservation, or should we wish not to maintain your reservation. This Contract is not a sales contract for a WEELIN folding bicycle and does not set the definitive price, or production or delivery dates thereof. The information is of a purely estimative nature at this stage and is consequently liable to modification. You are under no obligation to purchase a “WEELIN” folding bicycle from us, and we are under no obligation to provide you with a “WEELIN” folding bicycle, with or without the storage accessories. Should we notify you of the availability of a “WEELIN” folding bicycle and should you wish to go ahead with your purchase, the said purchase/sale operation shall be governed by a separate Contract of Sale between you and us, or between you and one of our approved resellers.  Such contract would cover the whole of your reservation, comprising both the bicycle and, where applicable, the storage accessories. Should you, having reserved the bicycle with its storage accessories, then finally decide to include only the bicycle in the Contract of Sale, the Reservation Contract would be deemed null and void and your Down Payment for the Reservation would be refunded to you.

The amount of the Down Payment is currently set at 150 euros, including VAT, for the bicycle, and 50 euros, including VAT, for the storage accessories.

3. Date of effect, reservation process

This contract shall enter force as soon as we receive from you: (1) the contract duly signed and (2) the Down Payment for Reservation as set out in article 2 above.

(1) You may activate this contract: (i) by returning the signed contract to us either by hand or by sending it by facsimile, e-mail or prepaid postal delivery, or (ii) by acknowledging receipt and accepting the contract on line. Your contract will be deemed to have been received (a) on the actual date of receipt when returned by physical or electronic means, (b) on the working day following the date of the e-mail when sent in PDF form or by facsimile with proof of successful transmission or (c) seven working days as from the date of the postmark.

(2) Payment for the reservation is to be made by check payable to ISOCYCLE. Your Reservation Down Payment matches that check. The check is not cashed, and remains valid up to one year. You can recover your check at any time, with no charge, irrespective of the success or otherwise of the launch of our venture. This facility shall apply until the initiation of the order process detailed in article 6 below. The check gives you an order priority on first series of products, and proves the real and serious character of your reservation. If a sales contract was to happen between you and us, the check comes then in deduction of your invoice. Address, telephone or date of birth shall be asked from you, in addition on the “www.Weelin.com” Web site, in order to validate your Reservation.

As soon as your Early Adopter Reservation Contract has taken effect and your Reservation Down Payment been made, you will be placed on the waiting list for the “WEELIN” folding bicycle, with its storage accessories; you will receive information about “WEELIN”.

4. Minimum number of orders per country

For each country in which reservations can be made, we shall assign a minimum number of reservations that must be reached for the whole of that country, below which we shall make no undertaking to offer a Contract of Sale as set out in article 3 above. The countries open to reservations are: France. For France the minimum number of reservations is 250 units. Moreover, when your reservation has been made, we shall keep you updated on our progress towards achieving these quantities.

Other uncertain factors such as our capacity to invest in the production tools may also lead us to defer the start of production. In this eventuality, we shall keep you informed and your Reservation Down Payment shall remain fully refundable.

Thus, by signing this Reservation contract, you accept that:

• Your reservation is subject to the recording of a total number of reservations in the sales territory in which you are located.

5. Order process

As the start of the production of the “WEELIN” folding bicycle approaches, we shall provide Full Product Information, namely: (i) the definitive delivery date for the folding bicycle, (ii) the definitive price of the “WEELIN” folding bicycle, (iii) any additional taxes you may have to pay, depending upon your country of residence. The same information shall also be communicated for the bicycle storage accessories. Should you reject these conditions, for example, but not exhaustively, because you no longer wish to purchase a bicycle, your Reservation Down Payment shall be returned in full. Should you accept the conditions and wish to fully confirm your reservation:

1. You must accept our proposed Contract of Sale within a period to be fixed then (estimation of thirty (30) working days), and make the requested payments. If the transaction is not concluded by a Contract of Sale within thirty (30) days, your reservation shall be rendered null and void, and the amount of the reservation refunded. You shall effectively forfeit your priority ranking in the waiting list. To rejoin the list it would then be necessary to make a new reservation for the next production series.
2. When you have made payment, an invoice will be sent to you electronically with the number of your bicycle: you must bring your invoice and present it when you collect your products. The Reservation Down Payment shall then be either fully deduced from the payment made at time of sale or refunded to you if not included in the paid amount.

6. Purchase price

The estimated final purchase price of the “WEELIN” folding bicycle is currently 1,255 Euros, exc. VAT, for deliveries in France, but is liable to change. Excluding transport.

The estimated final purchase price of the storage accessories for the “WEELIN” bicycle is currently 335 Euros, exc. VAT for deliveries in France, but is liable to change. Excluding transport.

7. Deferment and non-transferability

Should you not wish to maintain your reservation at the date on which you are contacted by Isocycle, you may optionally abandon your place in the waiting list and move your reservation in the list to a lower position that we shall decide at our discretion. One such deferment only is authorised. Should you inform of us your decision within ten (10) days of the notification mentioned in article 5 above, a deferment will be granted automatically. This Contract may not be transferred to a third party without prior written agreement from an authorised representative of Isocycle.

8. Order of priority

We shall have the full right to establish your order of priority in the waiting list. We have the right to reject reservations in order to avoid the risk of oversubscription or for any other reason at our discretion. Should your reservation be rejected, you would be notified and your Reservation Down Payment refunded.

9. Information of a personal nature

To enable us to fulfil our obligations under the terms of this Contract, we shall ask you to provide us with your name and contact details. We shall store your data safely and comply in full with the applicable legislation on privacy and the protection of personal data. You hereby authorise us to use this information of a personal nature, as well as any other information that you provide to enable us to process your reservation, to prepare the invoice that will be sent to you, and to enable us to send you the information you will need to acquire the “WEELIN” folding bicycle. For this purpose, we are entitled to share this information with companies involved in the manufacture or distribution of the “WEELIN” folding bicycle. Until you have received your property, we or these third-party companies may wish to contact you by mail, telephone, e-mail, SMS or facsimile, for the above-mentioned reasons, which you acknowledge as actions that do not constitute a violation of your rights, as protected by legislation on privacy and the protection of personal data. You are entitled to request that we delete your details from our database, and to contact us for further information. We shall, however, maintain the right to use your personal data for the management of your reservation. You are entitled to ask for a copy of your personal data, and correct any inaccuracies. We shall be responsible for processing your contact details. Should you wish to enquire about your personal data in our care, please do so via our Web site “www.weelin.com”.

10. Limit of liability

Within legally authorised limits, we grant no warranty whatsoever as regards the present Contract or the object thereof. We may in no way be held liable for direct or indirect damage including (a) loss of opportunity (including loss of a Contract or the right to participate in a private or public bidding process), (b) the cost of a loss of opportunity, (c) loss of income, (d) loss of goodwill, (e) prejudice to reputation, (f) loss or corruption of data and, in general, irrespective of the circumstances, loss or damage, whether direct or indirect, either in breach of contract or unlawfully (including by negligence), pursuant to the violation of any law or regulation or any failure to execute this Contract or faulty execution thereof, even if Isocycle has been forewarned of the possible occurrence of an event liable to cause such loss or damage. Should we, however, be bound to pay damages under the terms of this Contract, such payment may not exceed the refund of the Reservation Down Payment you made to us.

11. Acknowledgements

You hereby declare and acknowledge that you are aware that Isocycle SAS has not yet completed the development of the “WEELIN” folding bicycle and is not, at the current time, manufacturing this design. You also acknowledge that, if you reserve the “WEELIN” folding bicycle, this will not be delivered to until the spring of 2015 at the earliest.

We declare that we have selected the MIPISE electronic money solution to manage your Reservation Down Payment in order to offer you the greatest possible independence in the management of this payment, and to ensure that you may be refunded at any time, within the limits of the order process detailed in article 5 above.

No interest, except where provided for by law, shall be paid to you: checks are not cashed.

12. Applicable law and jurisdiction

This Contract is governed by French law and by the commercial court of Rennes, France, within whose jurisdiction the company Isocycle lies. Both parties hereto accept that this court shall have sole jurisdiction, within the scope of its competency. The French version of this Contract shall alone be binding.