Terms of sale

1.1          Stanley and Stella SA, with registered offices at Delta Building, Rue Jules Cockx 8-10, floors 3-4, B-1160 Auderghem, Belgium, VAT Registration BE0810580894 (hereinafter “Parent”), distributes blank textile Products through various distribution channels, among others, the Seller B2B Webshop (hereinafter “Webshop”) operated by its affiliate, Stanley Stella, Inc., a Delaware corporation located at 200 Progress, Suite 100, Irvine, CA 92618 USA (hereinafter, “Seller”).

1.2          These B2B General Terms of Sale (hereinafter, “Terms of Sale”) are applicable to approved B2B business customers who desire to purchase products from the Seller (the “Products”) via the Webshop for the purpose of printing, personalizing, and customizing such blank products (each a “Dealer”). The Webshop is intended exclusively for Dealers, to the exclusion of private individuals.  

1.3          Seller management reserves the right to make unilateral business decisions to elect to decline to sell its Products to any person or entity. Seller maintains full discretion in the decision to open any new Dealer account as well as over the closure of existing Dealer accounts in accordance with law.  

1.4          These Terms of Sale govern all B2B sales of the Products by Seller. Placing an order online, on the Webshop, or by any other means (EDI, offline order, etc.) implies the Dealer’s acceptance of, and full compliance with, these Terms of Sale, which are deemed material terms incorporated into any contract for the purchase of Products from the Seller.  

1.5       Seller reserves the right to amend the Terms of Sale at any time by posting same, without the duty of future notice to any existing Dealer. These amendments shall apply to any future order placed thereafter by any Dealer. The latest version of the Terms of Sale is available online on the website of Seller.  

2.1       In order to request access to the Webshop, a potential Dealer (hereinafter, “Potential Dealer”) must request access to Seller via an e-mail sent to the address [email protected]. The Potential Dealer can also fill out a contact form on the Webshop under the “Contact Us” tab. The Potential Dealer undertakes to provide accurate information and the duty to keep such information updated. These Terms of Sale also apply to Potential Dealers.  

2.2       Registration as an official Dealer with right to purchase on the Webshop is only valid if the Potential Dealer receives a confirmation e-mail from Seller informing it that its application for access has been accepted. The Potential Dealer shall receive a link beforehand enabling it to register online. On this form, it can choose his own login codes to the Webshop. Seller reserves the right to refuse registration giving access to the Webshop to a Potential Dealer and is not required to communicate the reasons for the refusal nor shall engage any Potential Dealer in a discussion concerning its unilateral business decisions in such regard.  

2.3       The Dealer must take all reasonable steps to avoid the unlawful use of the login codes provided. The Dealer undertakes to ensure that anyone it authorizes to use its designated login codes complies with the Terms of Sale. The Dealer is liable for any damage resulting from the use of its login codes or from the use thereof by an unauthorized person. Seller does not accept and hereby disclaims any liability in the event of the misuse of login codes.   

2.4       If the Dealer wants to have multiple login codes for other internal employees, it must explicitly request this from its designated contact person at Seller.  

3.1       The Products offered for sale by Seller are those shown in the Webshop, subject to stock availability. Seller uses reasonable efforts to indicate real-time Product availability on its Website but makes no representation to Dealer nor can be held liable if a Product ordered by the Dealer is no longer available or sells out prior to shipment.  

3.2       The Dealer can also order Products that are out of stock, but which are scheduled to be back in stock on the approximate date indicated on the Webshop. This in-stock date is an estimate for forecast purposes only, and is therefore not binding or contractual, and Seller cannot be held liable for delays in delivery.  

3.3       Once the Dealer has validated its order on the Webshop, an acknowledgement of receipt is automatically sent to the Dealer. If the Dealer does not receive an acknowledgement of receipt, this means that Seller has not accepted the order. In this specific case, it is strongly recommended to contact the local Customer Service Department by e-mail at [email protected]. Once the order is confirmed, the Dealer shall receive an order confirmation. The order is only deemed accepted once the Dealer validly receives the order confirmation from Seller by e-mail.  

3.4       The order confirmation specifies, in particular:

·         The price that applies to the quantities ordered;

·         The description of the Products ordered;

·         The delivery date, purely as an estimate which is not binding on Seller;

·         The delivery fees (if applicable);

·         The payment terms; and

·         Any other terms as established by Seller. 

3.5       Once Seller has e-mailed the order confirmation to the Dealer, the purchase contract is deemed final and no further amendment to the Products ordered can be requested. If, in its discretion and in exceptional circumstances, Seller should agree to such an amendment after sending the order confirmation, a new order - cancelling the previous one - shall need to be placed by the Dealer. In such event, Seller shall be entitled to charge or claim reimbursement from the Dealer for the expenses incurred as a result of the cancellation of the original order, in an amount equal to such actual expenses or 20% of the order total, whichever is greater. Seller additionally reserves the right to refuse or cancel any order or delivery in the event of:   

·         Total or partial non-payment by the Dealer of a previous order (even if the new order is paid for by credit card or bank transfer);  

·         Any dispute between the Dealer and Seller;  and/or

·         Refusal of the credit card payment for any reason. In this event, Seller cannot under any circumstance be held liable. 

3.6       Seller reserves the right to refuse an order if the information provided by the Dealer is believed or found to be inaccurate, incomplete or out of date. Seller is not required to inform the Dealer of the reasons for this refusal. Moreover, Seller shall not be held liable for the consequences of the Dealer providing incorrect information. Seller must be notified immediately by e-mail of any change relating to the Dealer’s EIN or other identifying information at the address [email protected].   

3.7       The Products offered for sale by Seller are exclusively blank Products, and each Dealer who buys Seller Products is required as an express condition and covenant of its purchase order to materially alter them using its choice of decoration technique (digital printing, screen printing, embroidery, transfer,  etc.) before any Products can be resold by any Dealer. This therefore explicitly means - with absolutely no exception - that Dealers are not permitted to sell blank Seller Products (not decorated or not personalized). Seller reserves the right to immediately terminate its relationship with a Dealer that does not comply with the principle mentioned, in addition to any other rights or remedies.  

3.8       Dealers that buy Seller Products in order to sell their own brand and Dealers such as textile printers, agencies or other retails of promotional Products that use Seller Products in connection with a promotional campaign are not required to remove the neck label featuring the Seller brand name inside the Product.  

3.9       Seller is entitled to cancel any order by notifying the Dealer by e-mail, if the Dealer fails to timely pay any amount that it owes. For prepayment Dealers using bank transfer as their payment method, Seller is entitled to cancel the order if the payment has not been made within five (5) calendar days of the order date.  

3.10       If the Dealer asks to cancel the order when it has already been picked by the warehouse, Seller is entitled to a restocking fee in the amount of 20% of the order total.

4.1       The characteristics of the Products to be delivered are as referred to in the order confirmation. 

4.2       In the event that certain Products ordered are out of stock or cannot be made available for any reason, such as discontinuation of supply, Seller shall notify the Dealer prior to shipment and discuss on a suitable resolution such as a slight alteration of the characteristics of the Product mix. In the event that suitable replacement products cannot be shipped, a credit will be issued in favor of Dealer with respect to the Products which cannot be shipped as ordered.

5.1       The applicable sales price for each Product are as shown on the Webshop as well as in the official price list sent by e-mail when the account was created or when the price was subsequently changed, as confirmed in the order confirmation, which shall state the price definitively. Unless stated otherwise, Product prices are indicated in USD, excluding taxes and excluding delivery fees, which shall be indicated and invoiced to the Dealer at the time of payment. In the event of a price change, the Dealer should take into account the most recent price list shown on the Webshop.  

5.2       Seller retains the right to update its posted price list at any time, which shall apply to any new order[s] from a Dealer.  

5.3       If, due to an error, no price should be displayed on the Webshop or on the order confirmation, the Dealer shall inform Seller immediately so that this error can be rectified. Under no circumstances shall the Dealer be entitled to receive free of charge the Products for which no price was indicated on the Webshop or on the order confirmation.  

5.4       The prices indicated on the Webstore are of course subject to stock availability, subject to significant changes in charges and subject to typos or omissions.   

6.1       The Products are delivered to the given delivery address indicated by the Dealer at the time of ordering. 

6.2       The delivery dates are provided by Seller are purely estimates and not binding. A delay in delivery (even for an express delivery) does not amount to a breach or give rise to any liability whatsoever from Seller nor justify the cancellation of the order, provided that in the event that Seller notifies Dealer of a shipment delay in excess of ninety (90) days, Dealer shall have the right to cancel the order on notice to Seller prior to shipment for those specific Products (not the whole order) which are delayed beyond such 90 day period.  

6.3       In addition to its other rights and remedies, Seller has the right to refuse one or more deliveries, even of new orders, if the Dealer does not comply with any of its obligations towards Seller (for example, obligation to pay, obligation to personalize each Product purchased, etc.), regardless of the reasons. 

6.4       The transportation costs payable by the Dealers are as specified in the order confirmation. If a Dealer requests a delivery method not shown among the selected delivery methods available on the Webshop (for example, express delivery) and Seller agrees in its discretion to allow such method, the Dealer shall be invoiced separately for the additional costs. If a Dealer has already paid for a selected delivery method, he shall be invoiced for the difference between the extraordinary and selected delivery charges. In some specific delivery zones, the delivery charges shall always be calculated based on the order and shall be e-mailed to the Dealer for approval prior to dispatch. This includes deliveries outside Europe and to certain islands within Europe.  

6.5       If the Dealer orders Products to be delivered to a country other than the Unites States, the Dealer is deemed to be the approved importer of record and, in this respect, must comply with all import, customs and other laws and regulations in force in the country in which the goods are received. The Dealer may be subject to import duties or taxes when the goods arrive in the country. All these additional customs clearance fees, if applicable, are payable by the Dealer.  

6.6       Seller shall not be held liable if the Dealer encounters any customs issue whatsoever when exporting Seller Products to a country located outside United States for which Seller is not able to provide the required documents.

7.1          Unless otherwise expressly indicated on the invoice, Seller retains title to, and a lien and secured interest (whether or not the subject of a filing of a UCC-1) in, the Products at all times until the invoice on such Products has been paid in full (not just payment for the Products, but also for other fees invoiced such as delivery, default interest, etc…).  

7.2       In the event of non-payment by the Dealer of any invoice within the contractual timeframe, without prejudice to its other rights pursuant to the contract or the law, Seller may demand that the Dealer immediately segregate and return all unpaid Products at the Dealer’s sole expense and risk.  

7.3       The Dealer additionally agrees to pay interest on any outstanding amounts due at the lesser of twelve percent (12%) per annum or the highest amount allowed by law.  

Unless otherwise expressly indicated on the invoice, the risk of loss on all Products is deemed transferred to the Dealer on the day on which the Products are delivered to Seller, whether or not Seller accepts delivery.  

9.1       The Dealer is required to immediately inspect all Products delivered as soon as they are received. If the Dealer observes that the packaging containing the Products is damaged, he can refuse to accept it and ask for the parcel to be returned to Seller. The Dealer shall be required to notify the Dealer service department of the damage as soon as possible.  

9.2       Any complaint about the invoice must be made by e-mail within seven (7) calendar days of the invoicing date. Otherwise, the invoice shall be considered to have been accepted in full and all errors waived. A complaint cannot under any circumstance be relied upon to delay the payment of the invoice.  

9.3       In the event of a Dealer allegation of short shipment, non-conformance, non-compliance or latent or hidden defect, the Dealer must send Seller a written complaint (“Dispute Notice’) by e-mail, stipulating the nature of and reasons for this complaint within the time frame set forth in the next paragraph. Slight differences in size, shade, color and product construction do not constitute a non-compliance. Any quality complaint alleged shall be analyzed by the quality department of Seller, which shall determine whether there exists a defect.  Any Dispute Notice must reach Seller by e-mail prior to the earlier of (i) 7 calendar days from receipt of the Products by the Dealer or a third-party taking initial possession of the Products, or (ii) prior to any printing or other alteration of the Products.  Once the foregoing notice period (the “Notice Period”) has elapsed, the Dealer or aforementioned third-party is considered to have accepted the Products in full, waiving any defect, damage or offset rights, and any complaint other than those relating solely to hidden defects shall be rejected.  

9.4       Any request to return Products must reach Seller by e-mail within the Notice Period or the Dealer or third-party taking initial possession of the goods is considered to have accepted the Products. The Dealer shall send a written return request outlining the nature and reasons for this request and wait to receive written confirmation from Seller regarding its request for a return authorization, if applicable. The response of Seller to such request for return authorization shall be deemed binding for all purposes.   

9.5       In the event Seller agrees to accept a return, Seller shall open a return file. The Dealer shall receive a return authorization number as well as a label on which the return address is written. The Dealer shall enclose the return authorization and affix the label provided by Seller onto the box to be sent back. Responsibility for sending the Products with the carrier of his choosing is incumbent on the Dealer. Any return sent to an address other than the one indicated by Seller shall be refused. Returns must be made within seven (7) calendar days of receipt of the return file being opened by Seller or else are deemed waived. Parcels containing no element identifying the sender (return number, order number, Dealer’s name, address, etc.) shall be refused. Seller shall never accept the costs of a return organized by the Dealer without its prior written agreement.  

9.6       The Products must be returned to Seller in their original packaging and in the condition in which the Dealer received them, along with all of the elements delivered (accessories, packaging, etc.). Products cannot be accepted if they are returned in any packaging other than the original packaging or in damaged original packaging. Products altered by the Dealer (embroidered, screen printed, etc.) or by a third-party can never be returned. Returned Products that have been refused by Seller shall be held at the disposal of the Dealer, who is required to collect them from the address notified to him and to pay for them if he has not yet done so. In the event of a non-compliance or defect duly observed by Seller within the Notice Period, the Dealer can request a replacement, or a credit note which the Dealer can deduct from his next purchase or reimbursement for the Products, as the Dealer so chooses, excluding any compensation or damages.  

9.7       In the event of the authorized return of otherwise compliant Products, i.e. Products that are compliant and without a visible or hidden defect, the Dealer can obtain reimbursement for them. In this event, Seller shall charge Dealer a restocking fee equal to twenty percent (20%) of the invoiced value excluding taxes of the compliant Products returned, subject to a minimum restocking fee of USD$20 per return.  In such cases, the Dealer has 30 days after receipt of the order to file the request for the return.

9.8       In the event of abnormal or unjustified return requests, Seller reserves the right to refuse this return as well as any subsequent order return request.  

11.1     Purchases on the Webshop can be paid for using a credit card, ACH or any other payment method made available on the Webshop.  

11.2     Unless otherwise stated on the invoice, invoices are payable on cash terms, without discount, on and as soon as the order is accepted.  

11.3     In the event of payment by credit card, the entire balance (including delivery costs) must be paid at the time of ordering. Please note that the credit card will be charged immediately at the time of the transaction.  

11.4     Credit card payments are made via the Internet Payment Service Provider Braintree secure system. Payment by credit card is subject to the approval of the financial institution that issued the card and other fraud approval systems. Seller does not accept any liability in the event that the financial institution should refuse the payment for any reason whatsoever or regarding any additional charges due to bank charges.  

11.5     Payment via the “on account” option may be used, either for Dealers with available cash in advance payment terms or, for Dealers who are granted a credit limit who are authorized to make a deferred payment (payment on the invoice due date). Any credit limit request must be made exclusively by e-mail sent to Seller, who reserves the right to accept or refuse to grant a credit limit in its sole discretion, without obligation to inform the Dealer of the reasons for its refusal.  

11.6     If payment is made via the “on account” payment method, the payment must be made according to the payment terms as agreed with the Dealer and indicated on the invoice (or proforma invoice) sent to it. If the payment terms stipulate “prepaid”, the payment must be made via bank transfer to the bank account of Seller. Delivery will take place after the payment has been received. If the payment terms is with a credit limit, the payment must be made before the invoice due date.  

11.7     If a credit limit is granted, the total amount of outstanding invoices cannot exceed the credit limit set between the parties. Once this limit has been reached, the Dealer shall see this on the Webshop, and it  shall receive an e-mail from Seller asking it to settle by bank transfer the amount in excess of the credit limit granted. Under no circumstance can the order be delivered if the Dealer does not pay the amount due in full.  The granting of a certain credit limit once does not guarantee any future extension of credit or future terms.  

11.8     In the event of payment by ACH, the order will be sent after Seller receives the payment, which usually takes an additional 1-3 business days.

11.9       ACH payments are made via the Internet Payment Service Provider Braintree secure system or its successor as designated by Seller.

12.1     Non-payment of one due invoice shall automatically render all outstanding invoices, due or undue, payable immediately. Seller shall have the right to demand payment guarantees at any time. If it has not received the requested guarantee, Seller in addition to its other rights and remedies shall be entitled to delay the delivery of the open orders or cancel them. All of the direct or indirect costs related to non-compliance with the payment period, including all attorneys’ fees incurred in collection (whether suit is filed or otherwise) and additional delivery costs, shall be payable by the Dealer.  

13.1     Force majeure is any event outside the reasonable control of Seller that affects the performance of its commitments, including, without being limited to, natural disasters, riots, war, terrorism, civil insurrection and military operations, national or local emergency situations, acts or negligence by the public authorities, economic disputes of any kind whatsoever, actions by workers, fires, floods, lightning, explosions, pandemics, collapses as well as any act or negligence by an individual or entity outside the reasonable control of Seller, notably its third-party suppliers.  

13.2     In the event of force majeure, the delivery period for the Products shall be extended by a period corresponding to the period during which Seller is prevented from satisfying its obligations due to the force majeure.  

13.3     If the delivery period for the Products is delayed by more than ninety (90) days due to a force majeure event, both Seller and the Dealer shall have the option to cancel all or part of the order without the Dealer being entitled to claim any compensation whatsoever. Seller nevertheless has the right to be compensated for the costs incurred.  

14.1     If a Dealer has made a clear inputting error with his order, it can request in writing to return the Products. Seller shall do its best to process requests to cancel orders that it believes have been placed with clear inputting errors for which notice is immediately provided by Dealer to Seller of such error within 24 hours of the order being placed and at all times prior to shipment.  The returns procedure is described in article 9 Complaints/returns of the Terms of sale. In fact, these same return conditions mentioned in article 9 shall apply if the Dealer has made an error. Any request to return goods must reach Seller during the Notice Period.  Once this period has elapsed, the Dealer is considered to have accepted the Products, and Seller can no longer be held liable for the error.  

14.2     An ordering error cannot under any circumstance be relied upon to delay the payment by Dealer of the invoice. A Product return shall only be accepted and approved following prior written request and written agreement from Seller mentioning the address to which the Products should be returned. The costs of return shall be payable by the Dealer.  

14.3     The Products must be returned to Seller in the same condition in which the Dealer received them, along with all the elements delivered (accessories, packaging, etc.). Returned Products which are deemed unable to be accepted for return by Seller are to be collected by the Dealer at its expense.  Such goods shall be held at the disposal of the Dealer for a maximum of 4 weeks.  During such time, the Dealer is required to collect them from the address notified to him and to pay for them. In the event of abnormal or unjustified returns, Seller reserves the right to refuse this return as well as any subsequent order.  

14.4     Products in any way altered by the Dealer or a third-party can never be returned. Neither can the Products be taken back where there is no element identifying the sender (return number, order number, Dealer’s name, address).  

14.5     Returns must be sent to the address indicated by Seller in its prior written agreement and must include a copy of the delivery note and the invoice. Products properly returned shall be taken back by Seller at 80% of the amount invoiced by Seller, provided the Dealer has complied with Articles 14.1 to 14.4 of these Terms of Sale.  

14.6     Notwithstanding the Notice Period, complaints as a result of a picking error must reach Seller within a maximum period of seven (7) calendar days from either the Dealer or a third-party taking possession of the goods. Once this period has elapsed, the Dealer is considered to have accepted the Products, and Seller can no longer be held liable for the error. In the event of an order picking error, Seller shall arrange for the goods to be returned at its expense.  

Upon written notification to the Dealer, Seller is entitled to cancel the order if the Dealer fails to pay the amount he owes within the timeframe given. For prepayment Dealers using bank transfer as their payment method, in addition to its other rights, Seller is entitled to cancel the order if the payment has not been made within five (5) calendar days of the order date.  

16.1       The STANLEY/STELLA name and logos are owned 100% by Seller’s affiliate and protected by trademark law in all applicable jurisdictions. The use of the name and/or logo by a Dealer is revocable at any time and needs to strictly follow Seller’s Graphic Identity Guide. In case of doubt, please contact your Sales Account.   

The Seller brand and image rights, including all rights to content on the Webstore or in any Marketing Materials presented by Seller (hereinafter, “Brand and Image”) and the communication of these rights (for example on the website of Seller or in its publications like the Brand Book) are protected by law. A Dealer may not use or adopt Seller’s Brand and Image as if it were its own or act to give this impression to any party.   A Dealer may not use/register the name Seller in a domain name (e.g. www.cheapstanleystella.com or www.stanleystellabrussels.be are not allowed).   A Dealer is not allowed to use the name STANLEY/STELLA in a Google Ads or other types of (paid) advertising.  

16.2       Seller from time to time in its discretion supplies its Dealers with marketing material, such as logos, photographs, video-material, visuals, etc. (hereinafter “Marketing Material”).  

The Marketing Material is owned by and remains the exclusive property of Seller. Dealers are only granted a limited non-exclusive authorization to use and/or publish the Marketing Material, which authorization is revocable at any time by Seller.    

Seller designs, develops and/or reviews its Marketing Material from time to time. Dealers are responsible to only use the most recent Marketing Material and to replace any old Marketing Material they use in due course with the most recent Marketing Material. The authorization granted by Seller is limited in time per collection and/or season or otherwise expressly determined by Seller.   

Dealers who use the products of Seller under their own name, may only use the ‘pack shots’, i.e. textile photos without the head of the model, from the Marketing Material. The Dealer is authorized to edit the textile part of the pack shot (e.g. with an illustration or words/signs) if they do not violate public order and morality, any law or regulation or any rights of third parties and/or Seller.   

Any Dealer who is selling products under the name “STANLEY/STELLA”, can only use the Marketing Material in its original format and in accordance with the instructions provided on a case-by-case basis. The Marketing Material cannot be in any way altered, re-colored, photoshopped or adapted to any communication requirement or method, whether in print, video or digital media.  

The Dealer may not use Marketing Material of Seller in combination with products and/or marketing material from a third party.  

The authorization by Seller to the Dealer is strictly limited to its website, web shop and social media (and for example not for third party websites as Amazon). The Marketing Material may not, without prior written authorization, be used on websites of any third parties or for a third-party advertising campaign.   

If a Dealer wishes to edit the Marketing Material, it needs the express and written consent from Seller, which may be granted in Seller’s sole discretion.

16.3 When a Dealer shares the Marketing Material of Seller with a third party, the latter will comply with Article 16 of these Terms of Sale and the Dealer will guarantee and warrant performance by such third party of these covenants.  Seller will not be held liable in the event they receive any claims by a third party if the Dealer does not comply with this.

The Dealer shall, indemnify, defend and hold Seller and its agents, employees, successors, parents, affiliates, licensees, directors, officers, shareholders, and other representatives, harmless at all times from and against any and all third party liability, loss, damage, costs, charges, claims, actions, causes of action, recoveries, judgments, penalties and expenses, including reasonable outside lawyers’ fees, which it or any of them may suffer by reason of any violation of Article 16.   

The Dealer shall assist and indemnify Seller if third parties hold Seller accountable on grounds for which under this Article 16 the Dealer has a duty of indemnification or other commitment towards Seller.  

The Products offered on the Webshop are sold via a digital platform. As a result, the Dealer agrees to Seller communicating with him electronically. Seller is authorized to send the Dealer electronic messages and other notifications about his order through the internet. To the extent permitted by the law, the Dealer agrees that the above replaces any legislation imposing other methods or timings for receiving notifications relating to his order. Seller is authorized to send messages through other methods (e.g. by regular mail) and also to receive notifications in writing if this method is expressly specified by the parties, by way of derogation from these Terms of Sale. To the extent permitted by the law, the Dealer undertakes, in the event of a dispute, not to dispute the validity of any order, information, notification or message sent electronically between the parties in connection with the Terms of sale and the contracts to which they apply.  

18.1     The substantive laws of the state of California, USA shall govern these Terms of Sale, without regard to principles of conflict of laws.

18.2       The state and federal courts located within the County of Orange, State of California, USA, shall have exclusive jurisdiction and venue on any action to enforce these Terms of Sale or your relationship with Seller.

18.3       Any amendment or waiver herein to be binding to Seller, even if issued by representative[s] of Seller, must be expressly confirmed in writing by the executive management of Seller.

18.4       If any of the terms or provisions herein is deemed by a court of competent jurisdiction as illegal or invalid, the remaining provisions remain intact and binding upon the parties.  

If you require any further information or have a question, please do not hesitate to contact our customer service department:

E-mail: [email protected]  

Address: 
Stanley and Stella S.A.  
Delta Building 
Rue Jules Cockx 8-10 | floors 3-4
B-1160 Auderghem 
Belgium 
Appendix 3