Professional General Terms and Conditions of Sale
BOKABAS SAS
Version in force on 28 July 2026
Seller identification
Company name: BOKABAS
Legal form: Société par Actions Simplifiée (SAS)
Registered office: 229 rue Saint-Honoré, 75001 Paris, France
SIREN: 999 047 855
SIRET (registered office): 999 047 855 00013
Intra-Community VAT number: FR38 999 047 855
Email address: contact@bokabas.com
Hereinafter referred to as « Bokabas » or « the Seller ».
Article 1. Purpose and scope
1.1. These General Professional Terms and Conditions of Sale (hereinafter the « Professional Terms and Conditions of Sale ») exclusively govern sales of products concluded between Bokabas and any buyer acting for professional purposes within the scope of its main activity, with a view to reselling the products (hereinafter the « Reseller » or the « Client »).
1.2. They apply to any order placed by the Reseller, regardless of the channel: the professional area of the bokabas.com website, an order sent by email, or a direct order.
1.3. These Professional Terms and Conditions of Sale entirely replace, in dealings with the Reseller, the General Terms and Conditions of Sale intended for consumers published on bokabas.com. None of the provisions thereof, particularly those relating to the right of withdrawal, statutory conformity warranties, or consumer mediation, applies to relationships governed by these terms.
1.4. The Reseller acknowledges that it is acting within the scope of and for the purposes of its main commercial activity. It expressly declares that the protective provisions of the French Consumer Code, including those of Article L. 221-3 thereof, do not apply to this relationship.
1.5. Any order constitutes full, complete and unreserved acceptance of these Professional Terms and Conditions of Sale. They prevail over all of the Reseller's general purchasing conditions, any other document issued by the latter, and any contrary provision not expressly accepted in writing by Bokabas.
1.6. Bokabas reserves the right to modify these Professional Terms and Conditions of Sale at any time. The terms applicable to an order are those in force on the date that order is recorded.
Article 2. Access to the professional account
2.1. Access to professional pricing is subject to the prior opening of a professional account, approved at Bokabas's sole discretion.
2.2. In support of its application, the Retailer shall provide its legal name, SIRET number, intra-Community VAT number where applicable, the address of its sales outlet or outlets, and the identity of its legal representative. The Retailer guarantees the accuracy of this information and undertakes to report any change without delay.
2.3. Bokabas reserves the right to refuse to open an account or to suspend it without having to provide reasons, particularly in the event of inaccurate information, incompatibility with its brand positioning, non-compliance with these Professional General Terms and Conditions of Sale, or a previous payment incident.
2.4. Access credentials for the professional area are strictly personal. The Retailer is responsible for their confidentiality and for any order placed from their account.
Article 3. Products
3.1. The products offered are those listed in the current professional catalogue, subject to availability.
3.2. Bokabas products are made using artisanal processes and natural materials. They may show variations in colour, print placement, dimensions and finish from one item to another and from one production run to another. These variations are a characteristic of the product and may not be considered a lack of conformity or serve as grounds for a claim.
3.3. The photographs, visuals and samples shown in the catalogue are provided for information only and have no contractual value.
3.4. Bokabas reserves the right to change the composition of its range, discontinue a product reference or modify its characteristics at any time, without the Retailer being entitled to rely on this.
Article 4. Orders
4.1. Every order is firm and final as soon as it is recorded by Bokabas. However, it becomes binding only after written confirmation from Bokabas, which may refuse any order, particularly in the event of unavailability, a previous dispute, exceeding the authorized credit limit or failure to pay an overdue invoice.
4.2. The minimum order amount is set at 150 euros excluding taxes, excluding shipping costs.
4.3. Any request to modify or cancel an order must reach Bokabas in writing before shipment and will become effective only after written acceptance by Bokabas.
4.4. Orders are processed within an indicative period of twenty-four business hours from their confirmation.
Article 5. Prices
5.1. The prices shown in the professional catalogue are expressed in euros excluding taxes, ex warehouse, excluding shipping, insurance and customs fees.
5.2. The applicable prices are those in effect on the date the order is recorded. Bokabas reserves the right to change its prices at any time and without notice, with no effect on orders already confirmed.
5.3. In the event of an obvious pricing error, including a derisory price or one inconsistent with the product's positioning, Bokabas reserves the right to cancel the order without compensation.
5.4. Shipping costs. Shipping costs are 15 euros excluding tax per order for metropolitan France and the European Union. They are waived for any order totaling 300 euros excluding tax or more. The terms applicable to other destinations are provided upon request or indicated when the order is placed.
5.5. Value-added tax. Sales made to a Reseller established in France are subject to French VAT at the applicable rate. Intra-Community supplies to a taxable Reseller with a valid intra-Community VAT number provided before invoicing are exempt from VAT pursuant to Article 262 ter I of the French General Tax Code, with the tax payable by the recipient. The Reseller guarantees the validity of its VAT number and shall bear all tax consequences, surcharges, and penalties resulting from incorrect information.
Article 6. Resale prices
6.1. The Reseller determines freely the prices at which it resells Bokabas products to its own customers.
6.2. Bokabas may provide, purely for guidance and without obligation, a suggested retail price, in particular in the form of a reference multiplier. This indication does not in any way constitute a fixed price, and whether or not the Reseller applies it has no bearing on the continuation of the business relationship.
Article 7. Invoicing and payment terms
7.1. An invoice is issued for each order and provided to the Reseller upon shipment or electronically.
7.2. Unless otherwise agreed in writing, payment is due when the order is placed, before shipment.
7.3. Payment terms. Bokabas may grant the Reseller, on a case-by-case basis and expressly and in writing, a payment period. This period may under no circumstances exceed sixty days from the invoice issue date, or forty-five days from the end of the month, in accordance with Article L. 441-10 of the French Commercial Code. Granting a payment period for a given order does not constitute a commitment for subsequent orders and may not establish a practice between the parties.
7.4. Outstanding balance. Bokabas may set a maximum authorized outstanding balance for each Reseller and revise it at any time. Any order that would cause the outstanding balance to exceed this limit may be refused or made subject to payment in full.
7.5. Payment methods. Payments shall be made by bank card or bank transfer to the account indicated on the invoice. No discount is granted for early payment.
7.6. Payment is deemed to have been made on the date the funds are actually received by Bokabas. The Reseller may not unilaterally offset any penalties it may claim against amounts owed to Bokabas.
Article 8. Late payment
8.1. Late-payment penalties. In accordance with Articles L. 441-9 and L. 441-10 of the Commercial Code, any late payment automatically triggers, from the day following the due date stated on the invoice and without any reminder or formal demand being required, late-payment penalties calculated on the outstanding amount including all taxes, at the rate applied by the European Central Bank to its most recent refinancing operation increased by ten percentage points.
8.2. Fixed recovery fee. Any late payment also automatically makes a fixed recovery fee of 40 euros per unpaid invoice due and payable, in accordance with Articles L. 441-10 and D. 441-5 of the Commercial Code. Where the recovery costs actually incurred exceed this amount, Bokabas may request additional compensation upon presentation of supporting documentation.
8.3. Early-payment discount. No discount is granted for early payment.
8.4. Acceleration. In the event of failure to pay any single instalment, and following a formal demand that remains unsuccessful for eight days, all sums owed by the Reseller, including under other orders and regardless of their due date, shall become immediately due and payable.
8.5. Suspension. Bokabas reserves the right, in the event of late payment, to automatically suspend the performance of any order in progress, suspend access to the professional account, and make any new order conditional on payment in full, without the Reseller being entitled to any compensation.
Article 9. Retention of title
9.1. BOKABAS RETAINS TITLE TO THE PRODUCTS SOLD UNTIL FULL AND EFFECTIVE PAYMENT OF THEIR PRICE, INCLUDING PRINCIPAL, COSTS, PENALTIES AND ACCESSORIES. Failure to pay any instalment may result in the products being reclaimed.
9.2. This clause, accepted by the Reseller no later than upon delivery, is governed by Articles 2367 et seq. of the Civil Code and Article L. 624-16 of the Commercial Code.
9.3. Notwithstanding this retention of title, the transfer of risk of loss, theft, and deterioration of the products, as well as of any damage they may cause, occurs as soon as the products are handed over to the carrier. Accordingly, the Retailer undertakes to insure the products held under retention of title, for the benefit of whoever may be concerned, against all risks of loss, theft, or destruction, and to provide proof thereof upon first request.
9.4. Until full payment, the Retailer may not pledge, use as collateral, or create any security interest in the products. It undertakes to keep them separately identified and identifiable as belonging to Bokabas.
9.5. The Retailer is nevertheless authorized, in the ordinary operation of its business, to resell the products. In the event of resale before full payment, the Retailer's claim against its own customer is automatically subrogated to Bokabas's claim, up to the amount of the sums remaining due.
9.6. In the event of non-payment when due, Bokabas may demand the immediate return of the products, at the Retailer's expense and risk, upon simple written request. The Retailer undertakes to inform Bokabas without delay of any safeguard, receivership, or judicial liquidation proceedings concerning it, as well as any seizure or protective measure affecting the products.
Article 10. Delivery
10.1. The products are shipped to the delivery address indicated by the Retailer when placing the order.
10.2. Delivery times are provided for information purposes only. Exceeding the delivery time may not result in cancellation of the order, refusal of the goods, withholding of payment, damages, or a penalty of any kind.
10.3. Bokabas is authorized to make partial deliveries. Each partial delivery shall be invoiced separately and shall be payable under the conditions of Article 7.
10.4. The transfer of risk takes place as soon as the products are handed over to the carrier, in accordance with Article 9.3.
Article 11. Receipt and claims
11.1. Claims against the carrier. The Retailer must check the condition of the packages upon receipt, in the presence of the carrier. In the event of damage, missing items, or partial loss, the Retailer must make precise and detailed reservations on the delivery receipt and confirm them to the carrier by extrajudicial act or registered letter within three days of receipt, in accordance with Article L. 133-3 of the French Commercial Code, sending a copy to Bokabas. Failing this, any action shall be extinguished and no claim may be accepted.
11.2. Apparent Defects and Non-Conformity. Any claim concerning an apparent defect, an incorrect product reference, or non-conformity of the delivery with the order must be sent to Bokabas in writing at contact@bokabas.com, accompanied by photographs and the order reference, within five business days of receipt. After this period, the products will be deemed accepted without reservation.
11.3. No return will be accepted without Bokabas’s prior written consent. Products returned without prior consent will be held at the Reseller’s disposal at its own expense and risk and will not give rise to any credit note.
11.4. Where the claim is justified, Bokabas will, at its discretion, replace the products, refund their price, or issue a credit note, to the exclusion of any other compensation.
Article 12. No Right of Withdrawal
The Reseller, acting for professional purposes in the course of its main business, has no right of withdrawal. The provisions of Articles L. 221-18 et seq. of the French Consumer Code do not apply to sales governed by these terms.
Article 13. Warranties
13.1. The products benefit from the statutory warranty against hidden defects under the conditions set out in Articles 1641 et seq. of the French Civil Code. The statutory conformity warranty provided for by the French Consumer Code, which is reserved for consumers, does not apply.
13.2. The warranty is excluded where the defect results from improper storage, prolonged exposure to light or humidity, maintenance that does not comply with the recommendations, modification or alteration of the product by the Reseller or a third party, or normal wear and tear.
13.3. The Reseller, as a professional distributor, is deemed to have the necessary expertise to assess the characteristics of the products and their suitability for its customers. The Reseller is solely responsible for informing its own customers about the characteristics and care of the products.
Article 14. Liability
14.1. Bokabas’s liability is limited to direct, foreseeable, and certain damages suffered by the Reseller, excluding any indirect damages, including loss of revenue, loss of margin, loss of customers, loss of business, loss of opportunity, or damage to reputation.
14.2. In any event, Bokabas’s liability is limited to the pre-tax amount of the order giving rise to the damage.
14.3. These limitations do not apply in cases of fraud or gross negligence, or in the event of personal injury.
Article 15. Intellectual Property and Use of the Trademark
15.1. The Bokabas trademark, its logo, designs and models, prints, visuals, texts, and photographs remain the exclusive property of Bokabas. The sale of the products does not entail any transfer of intellectual property rights.
15.2. Bokabas grants the Reseller, solely for the duration of the business relationship, a non-exclusive, non-transferable, and revocable licence to use the trademark and official visuals solely for the promotion and resale of products purchased from Bokabas.
15.3. The Reseller undertakes not to modify the visuals, associate them with third-party products in a way that could create confusion, register any sign reproducing or imitating the Bokabas trademark as a trademark or domain name, or remove or alter the labels and markings affixed to the products.
15.4. This licence shall automatically terminate when the business relationship ends, with the Reseller having three months to sell off its remaining stock.
Article 16. Display Samples
Bokabas may provide the Reseller, free of charge, with products intended for display in a window or shop. These products are invoiced free of charge, identified as display samples, and are not intended for sale. They may not be returned or give rise to any credit note or refund.
Article 17. No Exclusivity
Unless otherwise agreed in writing, the relationship between the parties is not subject to any exclusivity, whether territorial or otherwise. Bokabas remains free to market its products through any channel, including direct sales to consumers, online sales, marketplaces, and the use of other resellers, including within the Reseller’s trading area.
Article 18. Confidentiality
Professional prices, discounts, commercial terms, and information relating to collections not yet marketed constitute confidential information. The Reseller undertakes not to disclose them to third parties throughout the business relationship and for two years after its termination.
Article 19. Personal Data
The personal data collected in the course of the business relationship is processed by Bokabas, as data controller, for the purposes of managing orders, invoicing, debt collection, and the business relationship, on the legal bases of contract performance and legitimate interest. Data subjects have the rights provided for by Regulation (EU) 2016/679, which may be exercised by contacting contact@bokabas.com. For further information, please refer to the Privacy Policy published on bokabas.com.
Article 20. Force majeure
Bokabas may not be held liable for failure to perform or delay in performing its obligations resulting from a force majeure event within the meaning of Article 1218 of the French Civil Code, including in particular natural disasters, epidemics, armed conflicts, fires, strikes, blockages affecting means of transport, customs or import restrictions, and failures by suppliers or logistics service providers. If the impediment is permanent, the contract shall automatically terminate without compensation.
Article 21. Duration, termination and suspension
21.1. The business relationship is concluded for an indefinite period. Either party may terminate it at any time by registered letter with acknowledgment of receipt, subject to reasonable notice taking into account the duration of the relationship, in accordance with Article L. 442-1 II of the French Commercial Code.
21.2. Bokabas may terminate the relationship without notice or compensation in the event of a serious breach by the Reseller, including non-payment, damage to the brand's image, violation of Article 15, or the provision of inaccurate information when opening the account.
Article 22. Miscellaneous provisions
22.1. Assignment. The Reseller may not assign or transfer these terms, or the rights and obligations arising from them, without Bokabas's prior written consent.
22.2. Partial invalidity. If any provision of these B2B Terms and Conditions is declared null and void or unenforceable, the other provisions shall remain fully effective.
22.3. Waiver. Bokabas's failure to invoke any of these provisions at any given time may not be interpreted as a waiver of its right to invoke them subsequently.
22.4. Entire agreement. These B2B Terms and Conditions, the order confirmation and the invoice constitute the entire agreement between the parties.
Article 23. Applicable law and competent jurisdiction
23.1. These B2B Terms and Conditions and all the relationships governed by them are subject to French law, excluding the Vienna Convention on the International Sale of Goods.
23.2. In the event of a dispute, the parties shall endeavor to reach an amicable solution. They may, in particular, refer the matter to the Business Mediator.
23.3. IN THE ABSENCE OF AN AMICABLE AGREEMENT, ANY DISPUTE RELATING TO THE FORMATION, INTERPRETATION, PERFORMANCE OR TERMINATION OF THESE TERMS AND CONDITIONS SHALL FALL WITHIN THE EXCLUSIVE JURISDICTION OF THE PARIS COMMERCIAL COURT, including in the event of multiple defendants, third-party proceedings or emergency proceedings.