General Terms and Conditions of Sale (GTCS) of MY CONSULTING

1.- Identification of MY CONSULTING SASU

The company MY CONSULTING SASU (hereinafter « MY CONSULTING ») is a French simplified single shareholder company, headquartered at 2 bis rue Henri Deschamps 59115 Leers, and registered with the Lille Trade and Companies Register (RCS) under number 801181843. MY CONSULTING’s VAT identification number is: FR01801181843.

2.- Purpose

2.1.- These General Terms and Conditions of Sale (GTCS) govern the relationship between MY CONSULTING and a professional INSTALLER, i.e., a legal or natural person who acquires PRODUCTS from MY CONSULTING, particularly under the trade name NRPERFORMANCE, via the website www.nrperformance.fr, to modify certain characteristics of their clients’ vehicles. Specifically, they regulate the rights and obligations of the parties regarding the sale of PRODUCTS designed by MY CONSULTING, particularly CALIBRATION FILES, tools, and accessories that allow the INSTALLER to reprogram the engine control unit (ECU) of their clients’ vehicles, enabling them to run on bioethanol (E85), enhance their performance, or modify other vehicle characteristics.

2.2.- These terms apply to all orders placed between MY CONSULTING and the INSTALLER on the website www.NRPERFORMANCE.FR, regardless of the INSTALLER’s location at the time of ordering or the delivery or service location.

2.3.- MY CONSULTING reserves its PRODUCTS, particularly the CALIBRATION FILES sold on its website www.NRPERFORMANCE.FR, exclusively for professionals, expressly excluding consumers. Before placing an order, the INSTALLER must confirm that they are a professional by checking the appropriate box and acknowledge that they cannot be considered a consumer or non-professional in any way under these GTCS.

2.4.- By placing an order on the website www.NRPERFORMANCE.FR, the INSTALLER expressly acknowledges having read, understood, and fully accepted these GTCS as presented on the website at the time of the order.

2.5.- In addition to these GTCS, « product sheets » accompanying the PRODUCTS sold on the website www.NRPERFORMANCE.FR and available online may contain specific conditions for each PRODUCT. By purchasing a PRODUCT, the INSTALLER acknowledges having read the « product sheet » and accepts any special conditions contained therein fully and unreservedly.

3.- Independence of the Parties

MY CONSULTING and the INSTALLER are two separate and independent entities, with no subordination or shared interests binding them.

4.- Pre-contractual Information

4.1.- The INSTALLER must act as a reasonable, attentive, prudent, and informed professional at all times. The use of PRODUCTS sold by MY CONSULTING, particularly CALIBRATION FILES for reprogramming vehicle ECUs, requires specific knowledge, skills, and expertise. It is the INSTALLER’s responsibility to ensure they have the necessary qualifications to safely use these PRODUCTS; otherwise, any malfunction encountered during installation will be deemed the result of the INSTALLER’s fault.

4.2.- For similar reasons, it is the INSTALLER’s responsibility to follow all instructions and steps indicated in the documentation provided by MY CONSULTING. Failure to do so will result in any malfunction encountered during installation being considered the INSTALLER’s fault.

4.3.- The INSTALLER must use the PRODUCTS covered by these GTCS with official reprogramming tools.

4.4.- The INSTALLER must ensure the compatibility of the PRODUCTS with their own equipment and the vehicles on which they install these PRODUCTS, especially ensuring that the vehicles have been properly maintained and are in a condition suitable for the installation of the PRODUCTS.

4.5.- The INSTALLER is advised that installing the PRODUCTS, particularly ECU REPROGRAMMING, may cause premature wear of certain vehicle components, including but not limited to:

• The injection system (including injectors, low-pressure fuel pumps, and high-pressure fuel pumps);
• The engine (including pistons, crankshaft, and connecting rods);
• The turbocharger;
• The transmission system (including the gearbox, clutch, and flywheel);
• The emission control system (including the catalytic converter and particulate filter).

4.6.- It is highly recommended that the INSTALLER avoid installing the PRODUCTS, especially ECU REPROGRAMMING, on vehicles older than 4 years or with over 100,000 kilometers, due to potential wear and the vehicle’s structural integrity.

4.7.- The INSTALLER is responsible for reading the parameters of their client’s vehicles and keeping a copy of the vehicle’s original parameters to restore it to its original state upon the client’s request, according to their own contractual conditions.

4.8.- The INSTALLER must obtain professional liability insurance covering any risks arising from their activities, as required by the law of the country where they operate. Failing this, their insurer may refuse to cover damages arising from this professional activity, leaving the INSTALLER personally responsible for the financial costs of repairing any damages.

4.9.- The INSTALLER is also responsible for seeking legal advice, at their own expense, to understand the extent of their civil or criminal liability and any potential limitations, in accordance with applicable regulations.

4.10.- The INSTALLER must ensure that their activity of installing PRODUCTS on their clients’ vehicles, especially ECU REPROGRAMMING, is fully legal under the applicable laws. In some countries, ECU REPROGRAMMING is strictly prohibited and may be subject to criminal penalties such as fines, seizure of certain assets, or imprisonment.

5.- Contract Formation

5.1.- The CONTRACT governed by these GTCS is only concluded once the INSTALLER has made full payment of the sale price and expressly accepted these GTCS.

5.2.- The transfer of ownership of the PRODUCT occurs upon its dispatch by MY CONSULTING, meaning that MY CONSULTING is not responsible for any damage to the product after its dispatch.

6.- Prices

6.1.- PRODUCTS are sold at the PRICES listed on MY CONSULTING’s website, which is accessible at the following address: https://www.NRPERFORMANCE.FR.

6.2.- The final PRICE, which the INSTALLER is obligated to pay upon placing an order, is listed on the order form.

7.- Payment Methods

7.1.- Unless otherwise stated, payments are made online, according to the methods imposed by MY CONSULTING on its website and in strict compliance with its terms, which condition the formation of the contract between MY CONSULTING and the INSTALLER.

7.2.- In the absence of full payment of the price, the contract is not concluded, and MY CONSULTING is under no obligation, particularly regarding the delivery of the PRODUCT.

8.- Transfer of CALIBRATION FILES

8.1.- After payment, the INSTALLER must upload, using only the interface provided on MY CONSULTING’s website, the files related to the vehicle’s ECU they wish to reprogram, providing precise information about the make, model, and main technical specifications, particularly concerning fuel type and power. Any inaccuracies in the information provided by the INSTALLER will forfeit any right to reimbursement, even if the PRODUCT becomes unusable.

8.2.- After receiving this information, MY CONSULTING will prepare and send a modified file to allow the requested REPROGRAMMING. The time between receiving the information and sending the modified file is usually under one hour, but may vary depending on the complexity of the case.

8.3.- Each TRANSFER is for a single, specific vehicle. It is strictly prohibited for the INSTALLER to reuse a PRODUCT for another vehicle.

8.4.- MY CONSULTING retains all intellectual property rights to its PRODUCTS. The INSTALLER is prohibited from transferring, copying, or modifying these PRODUCTS.

9.- INSTALLER’s General Obligation to Inform, Advise, and Warn

9.1.- MY CONSULTING emphasizes the INSTALLER’s obligation to inform their clients of the technical and legal consequences of installing the PRODUCTS, particularly ECU REPROGRAMMING, as these consequences vary by country.

9.2.- The INSTALLER must ensure their clients understand, for example:

• ECU REPROGRAMMING may void the vehicle manufacturer’s warranty.
• Vehicle owners must update their insurance coverage post-REPROGRAMMING.
• In some jurisdictions, ECU REPROGRAMMING may lead to legal penalties, including fines or imprisonment.

10.- Disclaimer of Liability

10.1.- The CONTRACT is concluded without any warranty in favor of the INSTALLER for defects in the delivered PRODUCT. MY CONSULTING shall not be liable for any damage caused by the use of its PRODUCTS.

10.2.- The INSTALLER installs the PRODUCTS, whether hardware or software, at their own risk.

10.3.- In any event, MY CONSULTING’s liability, if engaged under this CONTRACT, will be limited to 10% of the damages suffered.

11.- INSTALLER’s Warranty

11.1.- If a client or third party holds MY CONSULTING liable for damages related to the INSTALLER’s installation of a PRODUCT, the INSTALLER shall indemnify MY CONSULTING for all defense costs and any amounts for which MY CONSULTING is held liable.

12.- Competent Jurisdiction

In the event of a dispute concerning these GTCS, the Luxembourg courts shall have exclusive jurisdiction, regardless of the number of defendants or third-party claims.

13.- Interpretation

13.1.- In the event of conflict between these GTCS and other documents…