General Conditions - Galileo Business Account

Presentation

These General Terms and Conditions apply to Users using the Galileo platform (the "Site") for the purpose of selling high-end and unique Products tokenized as pNFTs. Galileo Network AG is an entity governed by the Swiss law, located at Baarerstrasse 43, 6300 Zug registered under number CHE-457.767.118. Galileo Network AG owns and operates the website https://www.galileoprotocol.io and associated applications (collectively referred to as the "Site").

Galileo offers on its Site services designed and administered by Galileo Network, enabling users (the "Users") to sell and purchase tokenized luxury goods and collectibles (the "Products"). These services are accessible directly on the Site. On an exceptional basis, Galileo may directly offer Products for sale, which are clearly identified as sold by Galileo on the Site.

In these General Terms and Conditions, these entities are referred to individually or collectively as "Galileo", "we", "our", or "us".

These General Terms and Conditions shall prevail over any other general or specific terms not expressly approved by Galileo and the User. In the event of a conflict between these General Terms and Conditions and any other section of the Site, such as the FAQ, these General Terms and Conditions shall prevail.

These General Terms and Conditions may be supplemented, where applicable, by the Terms of Use for Galileo's Dispatch Service and by any other document referred to herein. These additional contractual terms are automatically incorporated into these General Terms and Conditions. In utilizing Galileo's services, the Seller agrees to the terms and conditions of the payment provider chosen by Galileo for conducting sales transactions. Currently, our payment processing options include transactions carried out on the blockchain. Payments are redirected to the Seller via the blockchain.

General Terms and Conditions Applicable to Sales Made on the Site

1. Role and Responsibility of Galileo

Users acknowledge that, except as explicitly stated in product offerings, Galileo's role is to serve as an intermediary facilitating connections between Users. Therefore, unless specified under certain conditions or scenarios, Galileo does not act as a reseller of Products nor does it assume ownership of any Products at any point. Each User operates independently, on their own behalf and for their own account, and not as an agent or representative of Galileo. Consequently, Galileo is not involved as a contracting party in the sales agreements forged between Buyers and Sellers and bears no liability stemming from or associated with these sales contracts.

The scope of any quality control measures undertaken by Galileo is limited to verifying the alignment of the Seller's Product with the description provided in the Physical Non-Fungible Tokens (pNFTs) and Product Listing created by the Seller. Additionally, any deliveries facilitated by Galileo through its subcontractors do not render Galileo a contractual party in the agreement between Seller and Buyer.

Beyond issues related to delays or non-delivery of Products for which Galileo is accountable, the Seller is obligated to address any disputes or claims connected to their listed Products, including aspects related to the product descriptions, any comments made by Users on the Product Listing, and/or the dispatch of Products by the Seller (this encompasses shipping related to the sale, exchange, or return of Products). Any such disputes or claims will be redirected to the Seller, who will bear complete and exclusive responsibility.

Furthermore, Galileo acts as the intermediary platform that connects sellers and buyers, providing sellers with the tools to list their products for sale and assisting in the creation of digital identity cards for products, known as Physical Non-Fungible Tokens (pNFTs), thereby facilitating a transparent and secure transaction environment.

1.1 pNFT Legal Framework on Galileo

A pNFT on Galileo, standing for "Physical Non-Fungible Token," is a digital innovation that links a physical item to a unique blockchain token. This mechanism secures the authenticity, provenance, and exclusive ownership of a physical object by representing it as a digital asset on the blockchain.

Within Galileo, a pNFT is used to:

Authenticate: Each pNFT serves as a digital certificate of authenticity for the physical object it represents, ensuring its authenticity and uniqueness. Digital passport: The pNFT acts as a digital passport and invoice for the purchase, which can carry all the ownership transfers and lifecycle changes of the product. Ease transactions: pNFTs enable the secure and transparent buying, selling, and transferring of physical object ownership on the blockchain, eliminating the complexities of physical transactions. Traceability: The ownership and authenticity history of the object can be traced through the pNFT, offering complete transparency of its journey.

pNFTs on Galileo introduce new possibilities for the trade of valuable items, merging the reliability of blockchain technology with the tangibility of physical goods in the Galileo Marketplace.

1.2 Redemption system on Galileo The redemption system in the context of Physical Non-Fungible Tokens (pNFTs) on the Galileo platform offers a unique bridge between the digital and physical worlds. This system allows pNFT holders to "redeem" their digital tokens for the physical items they represent. Here's an overview of how the redemption system works:

Tokenisation: Initially, a physical item is tokenised into a pNFT, creating a digital counterpart on the blockchain that represents the physical object. This token includes all relevant details about the item, such as its authenticity, ownership history, and physical characteristics.

Ownership: When someone purchases a physical item, they gain ownership of the digital token pNFT and access to update it. The blockchain ensures secure, transparent, and tamper-proof record-keeping of ownership.

Redemption Request: The owner of a pNFT may choose to redeem the associated physical item at any time. This is done by submitting a redemption request via the Galileo platform, indicating their intention to obtain the corresponding physical item.

Verification and Compliance: Upon receiving a redemption request, Galileo conducts necessary verifications to ensure the authenticity and ownership of the pNFT. This may involve compliance checks and confirmation that the requester is the legitimate owner of the pNFT.

Delivery Arrangements: Once the redemption request is successful the seller will take care of logistics of delivering the physical item to the pNFT owner.

Physical Item Delivery: Once the redemption process is complete, the physical item is securely packaged and shipped to the pNFT owner. While the pNFT remains active as the digital identity card, its status is updated on the blockchain to reflect the item's transition from digital ownership to physical possession, preventing any misuse.

Custody and Care: Until the redemption occurs, the seller or an appointed custodian is responsible for the safekeeping and maintenance of the physical item, ensuring it remains in the condition described in the pNFT. Applicable in only the cases where the seller allows buying and redemption process separately.

The redemption system empowers pNFT owners with the flexibility to enjoy their assets in the digital realm or take physical possession of them, enhancing the value and utility of tokenised physical items on the Galileo platform. By default, the owner of a pNFT has the right to redeem the associated physical item whenever they choose. This process usually involves submitting a redemption request through a platform like Galileo, where they clearly state their desire to receive the physical counterpart of their digital token. Now, depending on the Seller's preference, this redemption process can be set to occur by default. In such cases, once a pNFT is purchased, the physical item is automatically prepared for delivery to the Buyer without the need for a separate redemption request. This ensures a seamless transition from digital ownership to physical possession, reinforcing the tangible value behind the digital token.

1. Sale of Products

2.1 Mandate Within the framework of Galileo's online intermediation and pNFT services, the Seller consents to grant Galileo the authority to execute the following tasks:

1. List the Product: Galileo is authorized to display the Seller's Product Listing on its platform, encompassing all details provided by the Seller. Galileo may also adjust the product images as necessary, mainly through basic cropping, to enhance the listing's presentation.

2. Order Processing: Galileo will on their Marketplace provide sellers the features to manage the acceptance of purchase orders from buyers, formalizing the sales process and updating the order status to the buyers.

3. Payment Handling: After the escrow period is ended, the seller will be able to withdraw their earnings, the Seller Fees and any charges for extra services Galileo might have rendered during the transaction process will be deducted and will not be available for withdrawal.

2.2 Creation and Modification of the Product Listing

2.2.1 Creation of the Product Listing and pNFT

Before a Product can be offered for sale on Galileo, it must be represented as a Physical Non-Fungible Token (pNFT) and detailed in a written Product Listing. The Seller is required to accurately describe all characteristics of the physical Product associated with the pNFT, including its price, in the Product Listing. The minimum price for each pNFT is set at fifty (50) euros or the equivalent in local currency.

The process of creating a Product Listing involves the generation of a pNFT, for which Galileo provides an easy-to-use service. The Seller will need to input the product's description, title, media (including images or other relevant files), both static and dynamic characteristics in the pNFT metadata, the price, and any traditional proofs of authenticity in PDF format.

Metadata associated with a pNFT can be either dynamic or static. Dynamic metadata reflects attributes of the product that may change over its lifecycle, while static metadata pertains to attributes that are constant. The Seller has the option to specify which metadata can be updated by a pNFT holder and whether any updated metadata must be accompanied by traditional proof of authenticity, such as a PDF document that justifies the change in real-world metadata.

This detailed approach ensures that each pNFT accurately mirrors the physical product it represents, fostering transparency and trust on the Galileo platform. Sellers are committed to providing a full, honest, and accurate description of the physical product, including any defects, damages, wear, or other attributes buyers would reasonably want to know. Any aesthetic transformations the product has undergone prior to listing must be clearly indicated. Galileo maintains the right to review and approve all Product Listings to ensure consistency and reliability in the pNFTs offered for sale on the site. Upon acceptance of a Product Listing, Galileo will communicate with the Seller about the pricing of the pNFT, including any Seller Fees incorporated into the price.

2.2.2 Modification of the Product Listing Before a Product Listing is minted as a pNFT on the Galileo platform, Sellers have a wide range of elements they can modify to ensure their listing accurately represents the product they intend to sell. These elements include the product's name, description, price, the blockchain (chain) it will be minted on, as well as the associated media such as images, videos, 3D models, and any files that serve as proof of authenticity. Additionally, Sellers can adjust the metadata attributes and files, along with the supply of the pNFT, to align with the product's uniqueness and availability.

After the pNFT has been minted, Sellers still retain the ability to update certain aspects of their listing to reflect any changes or new information about the product. These post-minting modifications can include updating proof of authenticity files, adjusting metadata attributes and files, and changing or adding new images, videos, or 3D models related to the product. It's important to note that these updates are designed to enhance the accuracy and richness of the product's representation without altering the fundamental identity of the pNFT.

All modifications, whether made before or after minting, are subject to Galileo's review and approval process. This ensures that all listings remain consistent with the platform's standards and that the pNFT's verified details accurately reflect the physical product.

Here's a summary table showing what can be changed by the Seller or Galileo, both before and after minting a pNFT:

Before Minting	After Minting
Name	Proof of Authenticity Files
Description	Metadata Attributes and Files
Price	Image, Video, 3D Model
Image, Video, 3D Model
Proof of Authenticity Files
Metadata Attributes and Files
Supply

In the current framework, pNFT holders or Buyers have certain permissions when it comes to updating aspects of their pNFTs. Specifically, they can update:

• Proof of Authenticity Files

• Metadata Attributes and Files

• Image, Video, 3D Model

These updates allow pNFT holders to maintain the accuracy and relevance of the pNFT's associated physical product, reflecting any changes or new information that might arise after their initial acquisition.

However, it's worth noting that in upcoming releases, the scope of what pNFT holders or Buyers can update may expand. For instance, the original owner or creator of the pNFT might gain the ability to make more substantial updates to the pNFT, even after it has been sold or transferred to another holder. These potential updates could include:

• Name

• Description

• Price

• Image, Video, 3D Model

• Proof of Authenticity Files

• Metadata Attributes and Files

These changes are anticipated in future updates to the platform and will be designed to enhance the flexibility and functionality of pNFTs for both holders and original owners, fostering a more dynamic and responsive marketplace.

1. Option for Galileo to Acquire the Product Directly

In exceptional cases, after analyzing the product listing and discussing the price, Galileo may offer the Seller the option to directly purchase their product.

1. Product Compliance Check

Before the product is sent from the seller to the buyer, Galileo reserves the right to intercept the product for a compliance check. This step ensures that the product's characteristics are accurately reflected in the product listing and the associated pNFT data. Additionally, this verification can also be a specific request from the buyer, who may want Galileo to inspect the product before the final delivery. This process serves as a quality assurance measure, providing an extra layer of trust and security within the transaction process on the Galileo platform. If, during Galileo's compliance check, if a product shipped through Galileo is found not to match its corresponding pNFT listing provided by the seller—particularly in terms of the product's condition—Galileo will offer the Buyer the option to either (i) facilitate a negotiation between the seller and the buyer for a reduced price, or (ii) cancel the transaction and issue a full refund to the buyer.

In cases where the transaction is cancelled and the Seller requests the return of the non-compliant or counterfeit item, Galileo will impose a handling fee of seventy-five (75) euros (or an equivalent amount in local currency). This fee is to cover the essential costs incurred, such as transporting the product to and from Galileo, any necessary photo editing for the pNFT, and administrative expenses related to the transaction's cancellation.

1. Consequences in the Event of an Inability to Deliver Products

5.1 In the Event of Shipment by Galileo

In cases where it is impossible to return a product to the Seller, such as during the return of a non-compliant Product, especially when the provided address is incorrect or the package was returned due to non-receipt by the recipient, an email will be sent to the Product's Seller. The Product will then be held by Galileo for one (1) month. If the Product is not claimed from Galileo, or if no address update is provided to Galileo within the aforementioned one (1) month period, the Product will be relisted for sale on the User's account. Should the Product remain unsold after six (6) months, Galileo will then become the owner of the Product.

Sellers wishing to reclaim their Product must request it by contacting Galileo's customer service and will be required to pay a minimum fee of seventy five (75) euros (or the equivalent in local currency), representing the unavoidable processing costs incurred by Galileo.

Payment must be made exclusively by bank or cryptocurrency transfer according to the instructions provided by Galileo. The Seller must ensure the following information is included in the transfer description: the product reference, and the first and last names registered on the Galileo account.

Upon receipt of payment, the Product will be returned to the Seller within a maximum of fifteen (15) business days to the billing address listed on their account.

5.2 In the Event of Shipment by the Seller

In cases where it is impossible to deliver a product to the Buyer, particularly when the provided address is incorrect or the package was returned due to non-receipt by the Buyer, the package will be returned to the Seller according to the terms set by the carrier used by the seller. Galileo does not hold any responsibility for such reverse logistics.

1. Seller's Commitments and Obligations

The Seller pledges to only offer Products for which they hold sole ownership, or, in instances of consignment sales of pre-owned items, on behalf of the legitimate owner. The Seller ensures compliance with all applicable laws and regulations and refrains from infringing on third-party rights by listing a Product or conducting sales on the Galileo platform, inclusive of pNFT-associated Products.

The Seller is accountable for ensuring (i) the Product's origin, condition, and attributes match the Product Listing, including any digital representation as a pNFT, and (ii) the Product, including its physical and digital (pNFT) versions, is authentic and not counterfeit.

Upon Galileo's request, the Seller is required to present all necessary documentation to substantiate their ownership of the Product or its provenance, including any pNFT-related verifications. Galileo retains the right to remove the Seller's Profile and/or Product Listing if the Seller fails to adequately justify their ownership or the Product's origin, including the legitimacy of the associated pNFT. The Seller is not entitled to compensation for such removals.

The Seller is wholly responsible for the sale listing of a Product, ensuring not to offer any item subject to sales restrictions, in violation of current laws, or infringing on third-party rights. This includes pNFTs associated with such Products.

Specifically, Sellers are prohibited from selling prototypes, uniforms, or items from "staff" or "press" sales not authorized for resale, acknowledging that Galileo may not verify the applicability of such restrictions, including for pNFTs.

Should Galileo discover a Product listed, including its associated pNFT, that contravenes these terms, the Product Listing and/or Seller's Profile may be subject to immediate removal without compensation.

Upon listing a Product, including its pNFT, Sellers are obliged to frequently check their account to oversee ongoing Transactions and pNFT status. Sellers unable to monitor their account must notify potential buyers of potential delays, ensuring transparency regarding both the physical Product and its pNFT counterpart.

1. Seller Fees

The services provided by Galileo are compensated through Sales Fees and Processing Fees (collectively, "Seller Fees") that Galileo deducts from the Price of a Product paid by the Buyer.

The applicable Seller Fees schedules are as follows:

7.1. Referral fees - Referral fees involve collecting a specific percentage of the item's price as a fee from the Seller, but only when the item is successfully sold on the marketplace.

Range in USD	Referral fee in %
Under 2000	15%
2001 - 15000	12%
Above 15000	8%

7.2 Sellers can use the platform without incurring any initial or setup fees.

7.3 Galileo also offers a range of additional services.

Service	Summary	Charges
Photography, Videography, and 3D Model Support	Galileo offers assistance in capturing photos, videos, and creating 3D models for your products	Contact us
Authentication	After conducting an online verification for your product, Galileo will include a message in the listing confirming "Verified by Galileo."	Contact us
Marketing Services	Galileo will feature your products on the banner page and promote them across our social media channels.	Contact us
Premium Seller Service	The percentage of the referral fee can be reduced to a certain extent with a monthly subscription.	Contact us

Seller Fees collected by Galileo represent the sum paid for each Transaction to Galileo by the Buyer in exchange for, among other things, intermediation services between the Seller and the Buyer, and where applicable, product verification and shipping of the Products. These Seller Fees are included in the sales price at which the Product is listed on the Site and are specified upon Galileo's acceptance of the Product Listing created by the Seller.

It is important to note that the adoption of a new fee schedule does not result in any refunds for previously concluded Transactions (for example, if the Seller notices a difference between the amount of Seller Fees paid previously and the Seller Fees b sed on a new schedule).

Galileo's Wallet Management Service is designed to simplify the blockchain experience for newcomers. This addon and optional service ensures seamless listing of items on the blockchain and our marketplace, as well as effortless management of product details. For more details visit this link.

1. Sale of Products and Payment Due to the Seller

8.1 Order Verification Process

The Seller should be aware that all information related to a Buyer's Order undergoes automated processing, managed by our dedicated anti-fraud partner. In addition to this automated scrutiny, our anti-fraud partner, as well as Galileo's "Risk" department, may conduct further verifications through various means such as telephone, email, or postal mail. This step is crucial to ensure the authenticity and validity of each Order before proceeding with the shipment of any Product. The verification process may include requests for additional documentation to support the validation of the Order.

To bolster the integrity of transactions on our platform, we implement a Know Your Customer (KYC) procedure for all Users. This means that every User intending to interact with products and pNFTs on our platform must undergo a comprehensive KYC/Know Your Transaction (KYT)/Anti-Money Laundering (AML) process. This rigorous approach is designed to mitigate the risks of fraudulent activities and ensure a secure and trustworthy environment for all parties involved.

Should any Order be found to be based on deliberately incorrect or fraudulent information—even after its validation—Galileo reserves the right to cancel such Orders. In these instances, the Seller will be promptly notified via email about the actions undertaken by Galileo, which will include relisting the Product on the Seller's account. This system of checks and balances is essential for maintaining the security and reliability of our marketplace, safeguarding against fraud, and ensuring compliance with legal standards.

8.2 Shipping and Delivery Process of Products

8.2.1 In the Event of Direct Shipment of Products by the Seller to the Buyer Sellers on the Galileo platform have the flexibility to ship Products directly to Buyers, subject to specific conditions, through the Direct Shipping service. This service is particularly designed for Buyers across Europe, allowing them to receive their items directly without Galileo's physical inspection of the product.

Sellers are obligated to dispatch sold items within a 2-day window; failing to meet this deadline could lead to the sale being canceled and a refund being issued to the buyer. The availability of Direct Shipping ultimately lies in the hands of the Buyer, who has the sole discretion to enable or disable this option before finalizing their purchase.

In addition to this, Galileo retains the right to request that Sellers send Products directly to Galileo for a compliance check. This is to ensure that the physical product aligns with the information provided in the Product Listing and the associated pNFT. Similarly, Buyers also have the option to request that Sellers send the product to Galileo for such a compliance check. This measure is in place to maintain the integrity of transactions on the platform, ensuring that all products meet the advertised specifications and standards.

When a Seller's Product is ordered by a Buyer, the Seller receives an email notification of the sale informing them that the Product must be sent to the Buyer for a compliance check with the description provided by the Seller in the Product Listing and pNFT. Galileo provides Sellers with a dashboard where they can update the shipping status, tracking links, or any additional details, which will then be displayed to users. It is the seller's responsibility to ensure that this information is kept up to date.

Sellers must cover all shipping and insurance costs for their Product until it reaches Galileo's compliance verification center.

Sellers must obtain proof of shipment for each package sent to the Buyer. Galileo provides Sellers with a dashboard through which they can update shipping statuses, tracking links, or any supplementary information. These updates are then displayed to users. The Sellers bears the legal responsibility for ensuring the accuracy and timeliness of such updates.

Galileo disclaims any responsibility towards the Seller in case of damage to a Product or loss of a Product during its shipment to the Buyer.

To ensure the Products are well-protected during shipment to the Buyer, the Seller may, at their own initiative and expense, take out insurance covering loss or damage to the Product during its shipment to the Buyer.

In any case, the Seller will be responsible for adhering to the delivery deadlines communicated to the Buyer at the time of their Order.

8.2.2 Condition of Products upon Delivery

In any event, the Seller commits to delivering Products that are perfectly clean (i.e., Products that have been cleaned and, if necessary, ironed).

In cases where delivery goes through Galileo, Galileo has the right to recharge the Seller for the reasonable costs of cleaning and/or ironing the Products and to deduct these costs from any sum owed to the Seller by Galileo. To avoid any disputes, the Seller commits to taking particular care with the packaging methods (for example, the use of opaque envelopes reinforced with bubble wrap, reinforced package closures) of the Products they send. The Seller commits to keeping the proof of shipment for any package sent, in a safe place, for one month following the shipment date.

In the case of direct delivery, if a Buyer complains about receiving a Product in poor condition, and after reviewing the Buyer's request, Galileo will inform the Seller that the Product will soon be returned to them.

8.3 Payment to the Seller

The amounts received from the Buyer, excluding Seller Fees owed to Galileo, are transferred to the Seller. Seller fees, along with additional services requested by the Buyer and provided by Galileo, are deducted from the total price. However, if the Product does not conform to the Product Listing or if there is a dispute, Galileo is responsible for addressing the issue and facilitate the refund to the Buyer. In such cases, Galileo may collect the necessary amount from the seller afterward.

However, after the delivery of the Product to the Buyer, the Seller must refund, upon Galileo's first request, the amounts received from the Buyer for the Transaction and reimburse any shipping costs to the Buyer, when:

(i) the Product is counterfeit or subject to a sales ban, in violation of the Seller's obligations or

(ii) If the Buyer exercises their right of withdrawal within the legal timeframe of fourteen (14) calendar days, specifically in instances involving a return from a Professional Seller, it is required that both the physical product and the associated pNFT be returned. If either the product is not returned or the pNFT remains with the Buyer, no refund will be facilitated.

Should the physical product be returned but the pNFT remains in the Buyer's possession, the pNFT can be invalidated to reflect the return and withdrawal process.

In the event that a Seller has outstanding debts to Galileo, Galileo reserves the right, after providing written notice to the Seller, to take one or more of the following actions at its discretion:

1. Debt Offset: Galileo may offset any amounts due to the Seller against the Seller's outstanding debts. This means that if Galileo owes the Seller any payments for transactions, these amounts can be used to reduce the Seller's debt to Galileo.

2. Product Retention: Galileo may withhold any products bought or sold by the Seller through the platform until the Seller has settled their debts in full. This action serves as a security measure to ensure debt recovery.

3. Transaction Allocation: Should the Seller engage in new transactions while having an outstanding debt, Galileo may allocate the proceeds from these new transactions towards the repayment of the Seller's existing debts. Consequently, the Seller would be required to provide additional funds to complete the purchase of any new products, as the initial transaction proceeds will be directed towards debt repayment.

These measures are intended to manage and mitigate financial risks associated with unpaid debts on the Galileo platform, ensuring a fair and secure trading environment for all users. Galileo's decision to implement these actions will be communicated to the Seller in advance through written notification, allowing for transparency and dialogue.

To receive their payment, the Seller must provide bank or cryptocurrency information on their client account so that Galileo can make a transfer to their bank account or designated cryptocurrency wallet. Additionally, when opting for cryptocurrency payment, network fees or "gas fees" may apply, depending on the blockchain and network congestion. Sellers should familiarize themselves with their chosen cryptocurrency network's fee structures and transaction terms. It is specified that the first and last name must match those of the bank account for the transfer to be authorized by the concerned bank. It is the Seller's sole responsibility to ensure the accuracy of the bank information they enter, and Galileo cannot be held responsible in case of error. If opting for payment via cryptocurrency transfer, gas fees may apply.

Currencies on Galileo

The available currencies on the site are not traditional fiat currencies but only stablecoins representing the value of the US dollar (USD) and the euro (EUR) in near future. Galileo processes payments in these currencies, with details available in the FAQ section of the site. Buyers can view prices in both traditional currencies (EUR and USD) and their stablecoin equivalents, providing a wide range of transaction options.

Buyers can view prices in each of the currencies supported by Galileo.

8.4 Sale of Products Imported into the Territory of the European Economic Area

Galileo reserves the right to request from Sellers who are located outside the territory of the European Economic Area, or who offer Products located outside this territory, all documents proving that they have obtained authorization from the rights holder.

If a Seller fails to provide these documents to Galileo, Galileo reserves the right to cancel any Transaction and suspend the Seller's account.

Galileo also reserves the right to recharge, where applicable, any customs fees imposed during the shipment of the Product by the Seller to Galileo.

8.5 Presence of Counterfeit Products or Products Subject to a Sales Ban on the Site

Galileo implements the anti-counterfeiting procedures, for the benefit of consumers and rights holders.

In the course of its operations, Galileo closely collaborates with trusted resellers and sellers, designated as Trust Resellers and Trust Sellers, respectively. This collaboration aims to ensure a mutually trusted relationship between Users and the Galileo platform. Trust is paramount in our operations, and we strive to uphold it at every step of the transaction process. Additionally, when Galileo introduces individual sellers, periodic and random inspections may occur to ensure that products sold by these sellers meet the specified conditions and adhere to the product listing and pNFTs description.

To ensure compliance of the products offered for sale, Galileo reserves the right to conduct periodic and random inspections. These inspections are intended to verify that the products meet specified standards and are compliant with the respective product listings.

It is noteworthy that a new feature will enable Buyers to directly request sellers, whether professional or not, to send products to Galileo for compliance verification. This verification will ensure that the product characteristics align with the information outlined in the PNFT as well as the product listing By physically inspecting the Products before their shipment to the Buyer, Galileo endeavors to combat the sale of counterfeit goods or goods subject to a sales ban (for example, Products that would violate current laws or regulations, or infringe upon third-party rights, such as prototypes (clothing or accessories manufactured before mass production), uniforms (clothing or accessories intended for employees of certain brands), or certain products from "staff sales" or "press sales" whose resale would not be authorized by the concerned brands).

Sellers guarantee that the Products they list for sale are not counterfeit or subject to a sales ban. However, should a Buyer receive a counterfeit product or a product subject to a sales ban, despite the careful physical inspection, they may return it to Galileo and receive a refund.

If a counterfeit product or a product subject to a sales ban is discovered, it will be immediately removed, and the account of the concerned Seller may be temporarily or permanently suspended.

Furthermore, if a counterfeit product or a product subject to a sales ban is listed for sale on the Site, the Seller of this Product assumes the risk that the Product may be seized by the competent authorities or by the trademark holder, who may keep or destroy it. It would then be the Seller's responsibility to recover the said Product at their own risk and expense.

In this regard, it should be noted that, according to the Swiss law, counterfeiting can lead to civil and criminal penalties, including fines and, in some cases, imprisonment. For instance, trademark counterfeiting can be punished with up to three years in prison or a fine, as per Article 61 of the Swiss Trademark Law. For more severe cases, especially those committed for commercial purposes, the penalties can be more stringent.

If a counterfeit product or a product subject to a sales ban is nevertheless listed for sale or seized by the competent authorities or by the owner of the intellectual property rights or by the rights holder after being sold, the Transaction will be canceled.

In such cases, the Seller must reimburse Galileo for any amounts they may have received from the sale of said Product and compensate Galileo for any costs incurred by Galileo and/or the Buyer due to the Seller's activity, and must indemnify Galileo against any potential legal action.

Moreover, if the Product is not seized by the competent authorities or by the brand owner, Galileo will inform the Seller that the Product will be destroyed after a six (6) month period unless the Seller requests its return by contacting Galileo's customer service and provides information proving the Product's authenticity (to Galileo's satisfaction).

If Sellers wish to recover their Product, they must make a request by contacting Galileo's customer service and make a bank transfer of seventy five euros (€75) (or the equivalent in local currency), corresponding to the unavoidable processing fees. Upon receipt of payment, Galileo will return the Product to the Seller within fifteen (15) working days.

If there is any doubt about the authenticity of a Product, Galileo reserves the right to request from the Seller any documents proving the authenticity of said Product and to suspend the Seller's account until such documents are received. Galileo also reserves the right to contact the Sellers of the Products to verify, if necessary, the authenticity of a Product.

1. Ownership of Products and Risks

The Products remain the property of the Seller, or, if Galileo directly offers its own Products for sale on the Site, the property of Galileo, until the complete collection of the Order Price by Galileo from the Buyer, including principal and accessories (taxes, Authentication Fees, shipping fees, and other possible fees included). The transfer of the risks of loss and deterioration of a Product sold to the Buyer occurs at the moment the Product is received by the Buyer or by a third party designated by the Buyer. Therefore, the Buyer will be held responsible for any damage caused to the Product due to their fault after receipt.

1. Delivery and Custody Obligations

10.1 Custody Prior to Redemption: Prior to the redemption of a Physical Non-Fungible Token (pNFT) by the Buyer, the Seller shall bear full responsibility for the custody, care, and preservation of the corresponding physical Product. The Seller is obligated to ensure that the condition and specifications of the Product remain consistent with those described in the listing on the Galileo platform.

10.2 Delivery upon Redemption: In the event that the Buyer elects to redeem the pNFT, the Seller is required to arrange for the delivery of the physical Product to the address specified by the Purchaser. This delivery process may necessitate an intermediary compliance verification by Galileo to confirm the Product's conformity with its described specifications. The Seller shall ensure that the Product is delivered in a manner that safeguards its integrity during transit.

10.3 Ongoing Custody Post-Listing: Should the Buyer decide against redeeming the pNFT, the Seller is mandated to continue the custody of the physical Product, maintaining its integrity and ensuring that it accurately reflects the original product listing. Galileo reserves the right to perform periodic audits to verify the authenticity and accuracy of the pNFT information.

10.4 Custody and Management Fees: The Buyer is liable for any fees associated with the custody and management of the pNFT. Furthermore, the Seller retains the discretion to impose custody fees, which must be clearly disclosed to potential Buyers prior to the transaction.

This Article sets forth the obligations related to the delivery and custody of Products associated with pNFTs transacted on the Galileo platform. Failure to comply with these obligations may result in penalties as determined by Galileo's terms and conditions and applicable law.

1. Claims and Returns

11.1 Non-receipt and Delivery Delay of a Product If the Buyer doesn't receive their order within thirty (30) days following the Redemption date, they can request a cancellation, regardless of whether the sale was made by Galileo or another vendor on the platform. The buyer should first give Galileo or the vendor a reasonable extra time to deliver. If the order still doesn't arrive, the buyer can officially cancel.

When Galileo is the direct seller and cancellation occurs, they will issue a refund within 14 days of the cancellation request. If the product arrives after cancellation, the buyer is required to return both the physical product and the pNFTs to be eligible for a refund. This refund will cover the price of the product, any associated fees, and the costs of returning the item, on the condition that the product is returned in its original condition. Upon receipt and verification of the returned item, Galileo will process the refund within 14 days

When it comes to refunds for orders placed with Sellers, the process depends largely on the initial form of payment and any conversions that may have taken place.

1. Direct Refunds in Cryptocurrency: If there was no request for currency conversion, and the payment from the Buyer to the Seller was made in cryptocurrency, refunds will also be processed in cryptocurrency directly from the Seller to the Buyer. Galileo will oversee and facilitate this refund process to ensure it's completed smoothly.

11.2 Products Not Matching the Product Listing

It is specified that Galileo's involvement in claims following a purchase made from a professional Seller is only for the purpose of facilitating the procedure and does not make Galileo a party to the sale.

11.2.1 Findings During Quality Control Conducted by Galileo If the Products, including their associated pNFTs, partially deviate from their description, Galileo is obligated to notify the Buyer of the observed discrepancies. Subsequently, the Buyer will have seventy-two (72) hours to (i) accept the Product with the observed defects or (ii) cancel the sale. If the sale is canceled, Seller must facilitate a refund for the Buyer. For Products that do not correspond to their description in the Product Listing including their pNFTs, provided by the Seller, are counterfeit, or are prohibited from sale, Galileo will facilitate the refund to the Buyer.

In the event of Transaction cancellation, the Buyer is eligible for a refund, which will depend on the seller's chosen payment method, and for which Galileo will facilitate the transfer of funds, either in cryptocurrency or fiat currency. If only a portion of the Order is canceled, the refund will be issued for the canceled part of the Order under the aforementioned conditions.

11.2.2 Discovery of Non-conformity by the Buyer upon Receipt of Products

(i) Product Sold by Non-Professional Sellers:

Shipment by Galileo:

If a Product's non-conformity with its Product Listing, including its associated pNFT, is identified by the Buyer, they must contact Galileo via email within a maximum of seventy-two (72) hours from the date of receipt of the Product.

The Buyer must explain how the Product does not match the Product Listing and pNFT and provide photographs to support their claims. If the claim of non-conformity appears to be prima facie based on the Buyer's explanations and photographs, Galileo will authorize the Buyer to return the Product.

Upon receipt, Galileo will inspect the Product to determine whether it conforms to the Product Listing and pNFT. If non-conformity is confirmed, Galileo will facilitate the refund of the Buyer. If the Product is deemed to conform, Galileo will retain it and relist it on the Site on behalf of the Buyer, unless the Buyer requests Galileo to return the Product at the Buyer's expense.

All Products returned by Buyers due to a conformity defect must have retained the original seal (massif) initially placed by Galileo on the Product during shipment. If the Buyer receives a counterfeit product or a product subject to a sales ban, they may return the Product to Galileo and receive a refund, except in cases of fraud on their part.

Direct Shipment by the Seller:

In case of non-conformity of a Product with its Product Listing identified by the Buyer, they must contact Galileo via email within a maximum of seventy-two (72) hours from the date of receipt of the Product.

The Buyer must explain how the Product does not match the Product Listing and provide photographs to support their claims.

If the claim of non-conformity appears to be prima facie based on the Buyer's explanations and photographs, Galileo will authorize the Buyer to return the Product to the Seller. Galileo will facilitate the refund of the Buyer upon confirmation of receipt by the Seller. The refund process will be contingent on the payment method chosen by the Seller at the time of the transaction.

(ii) Products Purchased from a Professional Seller:

In case of non-conformity of a Product with its Product Listing, the Buyer has the right to make a claim against the Professional Seller through Galileo in accordance with legal warranties.

A claim invoking the Product's non-conformity with the Product Listing and pNFT description requires the Buyer to return the Product.

The Professional Seller acknowledges that if a Product is returned by the Buyer due to its non-conformity with the Product Listing and pNFT description or because it does not meet the legal obligations of the Professional Seller, the Professional Seller cannot refuse to apply the above terms and must act within a reasonable timeframe.

If the Buyer believes they have received a counterfeit product or a product subject to a sales ban, they must alert Galileo via email within a maximum of seventy-two (72) hours from the date of receipt of the Product and may return the Product to Galileo and receive a refund, except in cases of fraud on their part.

The provisions of this article do not make Galileo a party to the sale between the Seller and the Buyer. Galileo's liability is excluded in case of a failure by a Professional Seller or a Non-Professional Seller to meet their obligations under this article 11, particularly in case of failure by the Seller to provide a refund or any other remedy for a Product returned by the Buyer due to its non-conformity with the Product Listing, counterfeit nature, or being subject to a sales ban.

11.3 Special Provisions for Professional Sellers

11.3.1 Professional Seller Status

Every professional Seller is required to accurately identify their status on the Site. Galileo emphasizes that under Swiss law, specifically the Federal Act against Unfair Competition, deceptive commercial practices are strictly forbidden. This includes any misrepresentation where a professional might falsely imply they are not engaged in their commercial, industrial, artisanal, liberal, or agricultural activities, or wrongly identify themselves as a consumer as outlined in Article 3 of the Act.

Violations of this regulation can lead to severe legal consequences, including fines. The precise penalties are determined based on the severity of the offense, potentially considering the undue advantage gained. It is crucial for Sellers on Galileo to adhere to these legal standards to ensure transparency and fairness in the marketplace.

Upon registration on the Site or even subsequently if they change status after registration, the professional Seller must indicate to Galileo that they are acting as a professional. Galileo will then signal this to Users.

The professional Seller is not subject to the standard Seller Fees system and will benefit from a special regime of Seller Fees within the framework of their consignment or online brokerage contract.

11.3.2 General Obligations of the Professional Seller

The Professional Seller (including Galileo when it offers its own Products for sale directly to Users on the Site) guarantees the proper execution of their legal obligations regarding the sale of Products to non-professional Buyers and commits in particular to:

• Not committing an act or omission likely to mislead the Buyer, so that the Buyer purchases a Product they would not normally have bought;

• Respecting the non-professional buyer's right of withdrawal as provided by applicable legislation, as well as any other rights the Buyer may have (if any) under applicable legislation, in particular concerning legal warranties; and

• Ensuring that every Product associated with the pNFT they list for sale on the Site conforms to the description they provided in the Product Listing, is of satisfactory quality, and is fit for the purpose indicated by the Professional Seller in the description or for any purpose for which the Product is usually intended. Unless otherwise stated, the Product should be free from any material, design, or manufacturing defects and, consequently, guarantee the Buyer under the legal warranty of conformity and those relating to hidden defects.

Furthermore, the Professional Seller will take care of all necessary declarations to the relevant authorities to comply with applicable regulatory provisions (notably their registration obligation).

Galileo draws Sellers' attention to the fact that Sellers who regularly carry out sales activities and/or sell a significant number of Products may be classified as professionals by tax authorities or other authorities and may therefore be subject to the obligations applicable to Professional Sellers under applicable regulations and these General Terms and Conditions. It is expressly specified that it is the responsibility of Users to comply with all their obligations, including making the necessary declarations to the relevant authorities to comply with applicable regulatory provisions. Galileo assumes no responsibility in this regard.

Galileo reserves the right to request Professional Sellers to provide any documentation confirming their identity and address, in order to verify and retain information regarding the identity of Professional Sellers and their contact details, as well as identity documents for the duration of an account being open and for five (5) years following the closure of an account.

11.3.3 Return of Products

The Professional Seller acknowledges that if a Product is returned by the Buyer due to its non-conformity with the Product Listing description or because it violates these General Terms and Conditions and/or the legal obligations of the Professional Seller, the Professional Seller cannot refuse to refund the Buyer for the Product (as well as the shipping costs related to the Order), to repair the Product (if reasonably possible), or, at the Buyer's choice, and in each case within a reasonable timeframe.

If a Transaction is canceled as part of a Buyer exercising their right of withdrawal or in the case of a Product's non-conformity, counterfeit Products, or products subject to a sales ban, and the Seller wishes to have the Product subject to the canceled Transaction returned, they must inform Galileo within six (6) months from the Transaction cancellation date. The Seller will then need to pay Galileo a minimum fixed amount of seventy five (75€) euros (or the equivalent in local currency) for a non-conforming and/or counterfeit item, corresponding to the unavoidable processing costs (costs related to shipping the Product to Galileo and costs related to reshipping the Product to the Seller) and must reimburse Galileo for any amounts they may have received from the sale as well as the shipping costs due on the Order, if applicable. In this case, the Seller will have a period of six (6) months from the written notification to claim the Product and pay the minimum penalty of seventy five (75€) euros (or equivalent in another currency at the applicable conversion rate) to retrieve the Product by providing a specific reason to Galileo. Failure to pay the penalty within this period will automatically grant Galileo the authority to dispose of the Product as it deems necessary.

In the event of a Transaction cancellation following the Buyer's exercise of their right of withdrawal or due to a Product's non-conformity, counterfeit Products, or products subject to a sales ban, and if the Seller wants the return of the concerned Product, all customs duties and taxes related to the return of said Product will be borne by the Seller upon delivery.

11.3.4 Information on Listing and Processing Offers

Listing Procedures

Any adult who holds a valid Galileo account can post an offer on the Galileo platform. The account holder may act as either a professional or an individual. Products offered for sale must be available and can be ordered by Buyers as long as the Product Listing appears on the Site. Sellers have the flexibility to utilize multiple distribution channels, as there is no exclusivity requirement with Galileo. If a Seller chooses to sell a product through another channel, it is advisable to delist the item from Galileo to maintain accurate inventory and avoid potential order conflicts. A Seller may at any time permanently remove a listed Product from the Site if the Product has not been ordered, by deleting the Product Listing.

Delisting Procedures

An offer may not be published or may be removed by Galileo for the following reasons:

• The proposed product is prohibited under the general terms of use of Galileo because it is contrary to good morals or not permitted under legislative, regulatory, or contractual provisions. This includes products that would constitute counterfeit products within the meaning of the Intellectual Property Code or that would be sold in violation of selective or exclusive distribution networks.

• An error has appeared on the product listing and the associated pNFT of the offer.

• The Galileo account of the product seller is suspended or deleted, for any reason.

• The listed product is sold on or off the Galileo Marketplace

Classification of Offers on Result Pages

Default Listing: Offers are listed by default based on a selection by our editorial teams, "our selection," which considers the following elements: price, product category (clothing, accessories, jewelry, etc.), representation of different brands.

"Galileo's Choice" Listing: Articles marked as "Galileo's Choice" represent the pinnacle of "style distinction." This label is crafted through the expert lens of our editorial teams, who meticulously select from the realms of fashionable, upscale, and luxurious items. The goal is to assemble a catalog brimming with extraordinary pieces that engage and bring value to our users, highlighting the trends and craftsmanship that make a mark in the fashion industry.

Personalized Listing: Buyers can choose another criterion that will determine the sorting of offers according to the following sorting criteria:

• "The newest," "The oldest": products are sorted based on the creation date of their listing on our platform.

• "The least expensive": products are sorted from the least expensive to the most expensive.

• "The most expensive": products are sorted from the most expensive to the least expensive.

• "The most popular": the stylistic trend comes from the selection of our editorial teams who choose fashion, high-end, and luxury articles to offer a catalog composed of the most inspiring pieces that present interest or value to users.

1. Seller Evaluation

12.1 Automated Evaluation Rules Galileo implements an updated and coherent evaluation system to assess transactions:

Initial Grace Period: Sellers will not receive a rating for their first canceled sale, delayed shipment, or non-compliance to maintain fairness for unforeseen circumstances.

72-Hour Dispute Window: Transactions involving returns or disputes within seventy-two (72) hours, including issues related to product conformity or authenticity and direct shipping disputes, will not immediately affect the seller's rating to allow time for resolution.

1-Star Warning: On a seller's second occurrence of a canceled sale, shipment delay, or non-compliance, they will receive a 1-star rating as an alert to improve service.

Zero Tolerance for Counterfeits: Sales involving counterfeit goods will result in an immediate 1-star rating to emphasize the importance of authenticity.

5-Star Standard Compliance: Sellers adhering to quality control and successfully passing authentication checks will be awarded a 5-star rating for maintaining high standards.

Buyer Engagement: In cases of direct shipping where there is no buyer feedback within ten (10) days post-delivery, the seller will receive a 5-star rating to reflect the successful completion of the transaction without explicit buyer validation.

12.2 Manual Evaluation

When the feature becomes available, buyers will have the option to rate sellers on a scale from one to five stars for transactions via Direct Shipping, between five (5) and twelve (12) days after the item's receipt date, provided no dispute has been reported by the buyer within seventy-two (72) hours. Additionally, buyers will be able to add "tags" to clarify their experience and write a private comment using the buyer/seller Chat to thank the seller or provide constructive feedback, subject to the applicable rules.

The seller's rating will be displayed in various sections of the Galileo platform: Product page, member profile, timeline, cart. All sellers who have made at least one sale since the communication date will receive their first rating, based on the automated evaluation conducted by Galileo from the communication date.

At least one week before the launch of the feature on the platform, all communication recipients will receive an update with the launch date of the feature and their first rating, based on automated rating rules for all orders placed between the communication date and the update date. They will have the opportunity to contact Galileo's customer service to prevent this first rating from appearing at the feature's launch.

General Provisions

1. Duration and Validity

The User is subject to these General Terms and Conditions from the moment they accept them upon accessing the Site or upon registration on the Site, and until their account is deleted, whether or not they carry out Transactions.

Galileo reserves the right to modify its General Terms and Conditions at any time, without notice or obligation to justify its decision and without its liability being engaged as a result. In the event of a substantial change to one of the terms of these General Terms and Conditions, Users who have previously accepted their terms will need to accept the new version of these General Terms and Conditions. The applicable General Terms and Conditions are those in force on the day of the User's use of the Site and/or the purchase of a Product, depending on the nature of the modifications made to the General Terms and Conditions.

1. Service Interruption and Termination

In case of a breach of any of the conditions of these General Terms and Conditions (notably in case of failure to make payment within the stipulated deadlines or breach of these General Terms and Conditions), whether identified by Galileo or subject to a justified complaint from other Users, Galileo may temporarily interrupt a User's access to Galileo's services, particularly to allow for possible rectification of the contentious situation.

When the breach is rectifiable and if such rectification does not occur within three (3) calendar days from Galileo's notification of the observed irregularities, Galileo may rightfully and permanently close the concerned User's access to the services. This permanent access closure will be preceded by sending an email to the concerned User informing them of this measure and the reasons behind it, without further formalities and without prejudice to the compensation Galileo may claim for any damage it may have suffered.

Furthermore, Galileo may rightfully terminate the services provided without prior notice and with immediate effect if the User's behavior seriously violates these General Terms and Conditions, especially and without limitation, in the following cases: opening multiple accounts, payment fraud, attempted scam, or any other criminal offense. Such a measure will not entitle the User to any compensation of any kind from Galileo, and Galileo reserves its rights to compensation for any damage it may have suffered.

If Galileo permanently prohibits Users from accessing the services for reasons mentioned in these General Terms and Conditions, any ongoing orders or sales will not be affected. Users will retain limited access to their account until these ongoing transactions are completed.

In the event that Galileo cancels the Transaction(s), the User will automatically be refunded in cash (amount credited to the initial payment method used).

1. Service Interruption and Termination

In instances where there's a violation of any terms within these General Terms and Conditions, such as failure to complete payments on time or other breaches, Galileo holds the right to temporarily suspend a User's access to its services. This action aims to allow for the potential resolution of the contentious issue.

Should the violation be rectifiable and no rectification is made within two (2) calendar days following Galileo's notification of the noted discrepancies, Galileo is entitled to definitively terminate the concerned User's access to the services. Users will be notified via email about this action and the underlying reasons, conducted without any additional formalities and without affecting Galileo's right to seek compensation for any incurred damages.

Moreover, Galileo reserves the right to immediately and without prior notice terminate the services if a User's conduct significantly breaches these General Terms and Conditions, including, but not limited to, opening multiple accounts, engaging in payment fraud, attempting scams, or committing any criminal offenses. Such actions will not warrant any form of compensation from Galileo to the User, and Galileo retains the right to seek damages for any losses endured.

If Galileo permanently restricts Users' access to the services due to the aforementioned reasons, it will not impact any ongoing orders or sales. Users will continue to have limited access to their accounts until all pending transactions are finalized.

Should Galileo decide to cancel one or more Transactions, Users will receive an automatic cash refund, credited to the original payment method utilized for the transaction.

1. Mediation

In the event of a dispute between the User and Galileo, Galileo invites the User to get in touch with it in an attempt to resolve the dispute amicably. Galileo informs the User about the availability of alternative dispute resolution methods such as mediation or arbitration.

The User may also contact the dispute resolution platform set up by the European Commission at the following address: http://ec.europa.eu/consumers/odr.

1. Applicable Law and Competent Jurisdiction

These General Terms and Conditions are governed by Swiss law. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these General Terms and Conditions.

In the absence of an amicable resolution to the dispute between them, Galileo and the User agree to submit the dispute to the jurisdiction of the Swiss courts. The terms of this article shall not deprive consumers of the right to bring or defend legal action in the country where they reside or are domiciled, nor shall it deprive them of the protective measures provided for by the legislation applicable in their country of residence.