OCTANBRO
Dress your ambitions.
TERMS AND CONDITIONS OF SALE
Consumers (B2C)
TheOctanBro’s S.à r.l.-S
Luxembourg Trade & Companies Register B277863
Version in force as of 8 July 2026

PREAMBLE

These Terms and Conditions of Sale (hereinafter the “T&Cs”) govern all contractual relationships between TheOctanBro’s S.à r.l.-S (hereinafter “Octanbro”) and any natural person acting for purposes which fall outside the scope of their commercial, industrial, craft, professional or agricultural activity (hereinafter the “Consumer” or “Client”).
These T&Cs apply to all orders of textile products, prototypes, digital products, resources, consulting services, services marketed under the Brand.UP trade name, and any other goods or services offered by Octanbro, whether ordered via the octanbro.com website, by email, in person, or through any other order channel made available by Octanbro.
Any order placed by the Consumer entails full, entire and unreserved adherence to these T&Cs. Prior to any order, the Consumer acknowledges having read these T&Cs, understood their scope, and freely accepted them by means of a check box, written validation, full or partial payment of an Order Document referring to these T&Cs, or any other equivalent mechanism enabling proof of consent to be retained.
The applicable T&Cs are those in force on the date of the order. Octanbro makes available a downloadable PDF version so that the Consumer may retain and reproduce them in accordance with Article L. 222-9 of the Luxembourg Consumer Code.

Article 1 — Company Information

1.1 The products and services offered under these T&Cs are marketed by:

TheOctanBro’s S.à r.l.-S
 (trade name: Octanbro)
Simplified private limited company under Luxembourg law
Registered office: 233, rue Pierre Gansen, L-4570 Niederkorn, Grand Duchy of Luxembourg
Luxembourg RCS: B277863
Intracommunity VAT: LU35028166
Represented by its manager: Mr. Kevin Tucci
Email: info@octanbro.com
Website: www.octanbro.com

1.2 All correspondence, claims or exercise of rights relating to these T&Cs must be sent to the email address info@octanbro.com or by post to the registered office address indicated above.

1.3 Octanbro is subject to Luxembourg law and to the European Union law applicable to consumer sales.

Article 2 — Definitions

Within these T&Cs, the following terms have the meaning defined below:

“Consumer” or “Client”: any adult natural person acting for purposes which fall outside the scope of their commercial, industrial, craft, professional or agricultural activity, within the meaning of Article L. 010-1 of the Luxembourg Consumer Code.

“Octanbro”: the company TheOctanBro’s S.à r.l.-S as identified in Article 1.

“Site”: the website accessible at www.octanbro.com.

“Standard Products”: non-customized textile products offered for sale as-is (for example, Octanbro branded clothing without modification, textile accessories, prefabricated items).

“Custom Products”: any textile products or accessories manufactured, modified, reproduced or personalized according to the specifications, files, designs, samples or instructions of the Consumer. Are notably considered as Custom Products, without limitation: (i) any product manufactured under OEM (Original Equipment Manufacturer) arrangements based on the Consumer’s specifications, files or samples; (ii) any product manufactured under ODM (Original Design Manufacturer) arrangements based on an existing product adapted to the Consumer’s request (modification of the fabric, weight, cut, dimensions, colours, labelling, packaging, finishes); (iii) any product reproduced from a physical sample provided by the Consumer; (iv) any product bearing embroidery, screen printing, DTF printing, DTG printing, flocking, patch, custom label, custom packaging or any other specific marking; (v) any variation of an existing model in a non-standard size, cut, colour or material. All such Products constitute goods made to the Consumer’s specifications or clearly personalized within the meaning of Article L. 222-10, point 3°, of the Luxembourg Consumer Code, and are consequently excluded from the right of withdrawal.

“Prototype”: a unique physical model produced for prior validation of a custom development. Each variation of size, cut, material or colour gives rise to a distinct prototype, in accordance with Article 5.7 of these T&Cs.

“Digital Products”: digital content supplied on an intangible medium, including eBooks, guides, mockup packs, downloadable resources, templates, videos, online training and any other digital content marketed by Octanbro.

“Consulting Services”: intellectual services of audit, consulting, strategy, coaching or assistance, provided remotely or in person and billed according to the rate communicated to the Consumer, notably in thirty (30) minute increments.

“Order Document”: any document transmitted by Octanbro before payment or order validation, including a quotation, pro forma invoice, order confirmation, deposit invoice, balance invoice, product listing, commercial proposal or any equivalent document specifying the essential elements of the order.

“Order”: any purchase act formalized by the Consumer entailing acceptance of an Order Document, product listing or offer, and giving rise to full or partial payment of the price.

“Production Partner”: any third-party workshop, factory or manufacturer selected by Octanbro, mainly located in Asia, according to the needs of the project. Applicable certifications, when relevant, are specified in the Order Document, product listing or contractual documents when they actually concern the ordered Product.

“Brand.UP”: a trade name and business activity relating to branding, marketing, content creation and associated services, currently operated as a legal matter by TheOctanBro’s S.à r.l.-S. As of the entry into force of these T&Cs, Brand.UP does not have a legal personality separate from Octanbro.

Article 3 — Scope of Application

3.1 These T&Cs apply to all sales of Standard Products, Custom Products, Prototypes, Digital Products and Consulting Services, as well as services marketed under the Brand.UP trade name, concluded between Octanbro and a Consumer, regardless of the order channel used.

3.2 These T&Cs apply to the exclusion of any other conditions, in particular those applicable to B2B (professional) relationships, which are the subject of a separate document.

3.3 The services offered under the Brand.UP trade name are, as long as Brand.UP does not have a separate legal personality, contracted and invoiced by TheOctanBro’s S.à r.l.-S. They are governed by these T&Cs, by the accepted Order Document and, where applicable, by particular conditions specific to the service.

3.4 Octanbro reserves the right to amend these T&Cs at any time. The version applicable to an order is the one in force on the date of the order, freely accessible and downloadable on the Site.

Article 4 — Pre-contractual Information

4.1 Prior to any order of a Custom Product or Prototype, Octanbro expressly reminds the Consumer that these Products are excluded from the right of withdrawal in accordance with Article L. 222-10, point 3°, of the Luxembourg Consumer Code. The order is legally binding upon its conclusion, without prejudice to the commercial cancellation option that Octanbro may accept before the effective start of production under the conditions of Article 5.9.

4.2 In accordance with Articles L. 222-2 and following of the Luxembourg Consumer Code, Octanbro also communicates to the Consumer, prior to the conclusion of any order, in a clear and comprehensible manner, the following information:

1. the essential characteristics of the Product, Digital Product or Service concerned;
2. the identity and contact details of Octanbro (Article 1);
3. the total price including all taxes, or the method of price calculation when the price cannot be determined in advance;
4. delivery costs, where applicable, and any other charges;
5. the terms of payment, delivery and performance;
6. the date or period by which Octanbro undertakes to deliver the Product or perform the Service;
7. the terms for exercising the right of withdrawal, where applicable (Article 10), and cases of exclusion;
8. a reminder of the existence of the statutory warranties of conformity and against latent defects;
9. the duration of the contract or, in the case of an open-ended contract, the conditions for termination;
10. where applicable, the functionality and interoperability of digital content.

4.3 The Consumer expressly acknowledges, upon validating the order or making full or partial payment of an Order Document referring to these T&Cs, having received communication in a legible and comprehensible manner of the mandatory pre-contractual information listed above, and in particular of the essential characteristics, the total price, the duration of the contract, and, where the right of withdrawal is excluded, the conditions of such exclusion.

Article 5 — Quotations and Orders

5.1 For Standard Products and Digital Products offered for direct sale on the Site, the order is validated according to the purchase process provided on the Site, after express acceptance of these T&Cs and full payment of the price.

5.2 For Custom Products and Prototypes, Octanbro may formalize its commercial offer by means of a quotation, pro forma invoice, order confirmation, deposit invoice or any other Order Document transmitted to the Consumer before payment. This document details, according to the information available at this stage, the characteristics of the Product, the quantities, the price, the indicative deadlines, the applicable payment terms and the link to these T&Cs.

5.3 Order Documents issued by Octanbro are valid for thirty (30) calendar days from their date of issue, unless expressly stated otherwise. After this period, the pricing conditions may be revised, in particular in light of changes in the cost of raw materials, transport or exchange rates.

5.4 An order becomes firm and binding upon (i) written acceptance of the Order Document by the Consumer, including by email, written message, electronic signature or online validation, or full or partial payment of the Order Document when it states that payment constitutes acceptance of the order and these T&Cs; and (ii) actual receipt of the required deposit or full price. Payment authorizes Octanbro to engage the necessary preparatory operations, including the reservation of teams, sourcing or ordering of materials, fabric preparation, technical planning, preparation of cutting and coordination with the Production Partner. The effective start of production only occurs after written validation by the Consumer of the Tech Pack when required, the final artwork transmitted by email and, when required, the Prototype.

5.5 For Prototypes and any custom development, payment is due at the rate of one hundred percent (100%) of the price upon ordering. The Consumer expressly acknowledges that Prototypes constitute goods made to their specifications, excluded from the right of withdrawal in accordance with Article 10.3.

5.6 For bulk orders of Custom Products (from fifty (50) pieces onwards) — hereinafter “Bulk Orders” — the payment terms are as follows: fifty percent (50%) upon ordering as production deposit, and fifty percent (50%) before shipment. Specific terms concerning logistics invoicing are detailed in Article 9.

5.7 Each variation of a Custom Product constitutes a distinct development. By way of example, the reproduction of the same t-shirt model in several sizes (S, M, L, XL, 2XL, etc.) implies the creation of a distinct Prototype for each size, cut, material or colour requested. Each distinct Prototype is invoiced separately in accordance with Article 5.5.

5.8 The Consumer undertakes to provide all information, files and exact and complete specifications necessary for the realization of the Product and to validate in writing, in particular by email, written message or any equivalent mechanism, the Tech Pack when required, the final artwork, dimensions, placements, colours, materials and other technical elements submitted for approval. Any delay, error, omission, lack of response or modification attributable to the Consumer suspends or postpones the production deadlines and may, where applicable, entail a price revision.

5.9 Custom Products and Prototypes being excluded from the legal right of withdrawal, any cancellation request is subject to Octanbro’s commercial agreement. Before the effective start of production, Octanbro may accept the cancellation and refund the amounts paid after deduction of the costs actually incurred, in particular ordered materials, sourcing costs, preparation, development, technical files, third-party services and non-recoverable banking fees, upon presentation by Octanbro of the corresponding supporting documents. After validation of the Tech Pack when required, the final artwork and the effective start of production, no cancellation or modification may be imposed on Octanbro; any adaptation remains subject to Octanbro’s written agreement and may give rise to additional invoicing.

5.10 When the Order Document or invoice includes a statement indicating that payment constitutes acceptance of the order and these T&Cs, full or partial payment by the Consumer confirms their agreement on the price, the information communicated at that stage, these T&Cs and, where applicable, the exclusion of the right of withdrawal applicable to Custom Products, Prototypes or Digital Products. This acceptance does not replace the subsequent technical validations required for the effective start of production.

Article 6 — Prices and Payment Terms

6.1 Prices indicated to the Consumer are expressed in euros (EUR), including all taxes (TTC), in accordance with the requirements of the Luxembourg Consumer Code. Delivery costs, where applicable, are communicated to the Consumer prior to the validation of the order.

6.2 For Bulk Orders within the meaning of Article 5.6, prices may be subject to adjustment in the event of a significant and unforeseeable variation in the cost of raw materials, transport or exchange rates between the date of issue of the Order Document and the date of production launch. Any adjustment is communicated to the Consumer prior to its application and, where appropriate, gives them the right to cancel the order free of charge before the effective start of production.

6.3 Payment methods accepted by Octanbro include: bank card, SEPA bank transfer, and any other payment method expressly offered on the Site or in the Order Document. No payment method is imposed on the Consumer without clear prior information.

6.4 For Standard Products and Digital Products sold on the Site, payment is due at the rate of one hundred percent (100%) of the price upon ordering.

6.5 For Custom Products, Prototypes and Bulk Orders, the payment terms defined in Article 5 (50/50 or 100%) apply. Failing payment of the deposit or required price within a period of fourteen (14) calendar days following the issue of the Order Document, Octanbro reserves the right to consider the order as void, without prejudice to any other action.

6.6 In the event of late payment attributable to the Consumer, Octanbro may claim interest at the legal rate applicable to transactions with a consumer, under the conditions and from the date provided for by Luxembourg legislation. The invoice or payment request expressly mentions Octanbro’s intention to claim such interest. Recovery costs may only be claimed under the conditions permitted by law, in particular when awarded in the context of legal proceedings.

6.7 Bank fees, exchange fees and any international transfer fees remain at the Consumer’s expense, unless mandatory legal provisions provide otherwise.

6.8 Retention of title and transfer of risk: Octanbro retains full ownership of the delivered Products until full payment of the price. However, in accordance with Article L. 222-39 of the Luxembourg Consumer Code, the risks of loss or deterioration of the Products are transferred to the Consumer at the moment when the Consumer, or a third party designated by the Consumer other than the carrier proposed by Octanbro, takes physical possession of the Products.

Article 7 — Production and Deadlines

7.1 Unless a different deadline is expressly indicated in the Order Document, the standard production time is estimated at twenty-five (25) working days on average and normally does not exceed thirty (30) working days from the effective start of production. The complexity of the Product, the customization technique, the quantities, the finishes, the washes or the development of a specific material may justify a different deadline, indicated in the Order Document.

7.2 After completion of production and quality control, the transport time is estimated between three (3) and seven (7) working days, with a usual average of about five (5) working days. The standard overall time is thus generally between twenty-eight (28) and thirty-seven (37) working days from the effective start of production, subject to the conditions of this article.

7.3 The payment of the deposit or full price triggers the preparatory phase, including the mobilization of teams, capacity reservation, preparation or ordering of fabric, sourcing, technical preparation and cutting planning. This preparatory phase does not constitute the effective start of production and its duration depends in particular on the speed of the Consumer’s validations.

7.4 The effective start of production occurs when all the following conditions are met: (i) payment of the deposit or required price; (ii) receipt of all necessary files and specifications; (iii) written validation by email or written message of the Tech Pack when required; (iv) written validation of the final artwork; (v) validation of the Prototype when required; and (vi), where applicable, payment of the Logistics Invoice referred to in Article 8.4. The first working day following the fulfilment of these conditions constitutes the starting point of the production period.

7.5 Any delay caused by a modification request, a failure to validate, late transmission of information, lack of response or any other action or omission of the Consumer suspends the current deadlines and entails their postponement by an at least equivalent duration, without indemnity payable by Octanbro.

7.6 Average and estimated deadlines may also vary due to the availability of raw materials, additional quality control, technical incidents, customs formalities, the carrier or force majeure. Octanbro shall inform the Consumer within a reasonable time of any significant delay. When a precise date or an imperative deadline constitutes an essential condition for the Consumer, they must inform Octanbro before the conclusion of the order so that this requirement is expressly accepted in the Order Document.

7.7 Failing delivery within the agreed contractual period or, failing a specific period, within the applicable legal period, the Consumer may request in writing that Octanbro deliver within a reasonable additional period. If Octanbro fails to comply within this additional period, the Consumer may terminate the contract in accordance with Articles L. 222-15 and following of the Consumer Code. Sums due under this termination are refunded without undue delay and at the latest within fourteen (14) days following termination.

7.8 Octanbro shall keep the Consumer informed of the progress of the order and shall communicate, upon reasonable request, the useful information available on the state of production and shipment.

Article 8 — Samples and Packages Sent by the Consumer

8.1 When the Consumer wishes to send a sample, package or existing product to Octanbro or directly to one of its Production Partners, in particular for reproduction, custom development or analysis, all associated costs are entirely at the Consumer’s expense. This includes: transport costs, insurance, export and import customs clearance, customs duties, applicable taxes and any other logistics costs.

8.2 The Consumer is expressly informed, and accepts the principle before any shipment, that the invoice relating to the costs referred to in Article 8.1 (hereinafter the “Logistics Invoice”) is issued by Octanbro after actual receipt of the package by the Production Partner. This procedure results from the need to first carry out customs clearance operations, which determine the final amount of applicable duties and taxes.

8.3 The Consumer has a period of seven (7) calendar days from the issue of the Logistics Invoice to make full payment. This period has been set to allow the Consumer to examine the invoice and organize payment under reasonable conditions, without constituting a disproportionate burden on them.

8.4 Full payment of the Logistics Invoice constitutes, where applicable, one of the conditions prior to the effective start of production. No reproduction, personalization or development work may be undertaken as long as this invoice has not been fully paid, regardless of the prior payment of the Prototype, deposit or production price.

8.5 The production deadlines communicated to the Consumer are automatically postponed by the time elapsed between the issue of the Logistics Invoice and its effective payment. Such postponement cannot give rise to any claim, indemnity or termination of the contract against Octanbro.

8.6 Failing payment of the Logistics Invoice within a period of thirty (30) calendar days following its issue, Octanbro reserves the right, after formal notice remaining without effect, to consider the order as void. In such case, any sums paid for the Prototype or production deposit remain acquired by Octanbro up to the amount of the costs actually incurred, any balance being refunded to the Consumer. The physical return of the package transmitted by the Consumer remains at the Consumer’s expense and cost.

8.7 Octanbro declines all responsibility in the event of loss, theft, damage or delay affecting the package during its transport or customs clearance operations, such risks falling exclusively on the carrier chosen by the Consumer and the insurance the Consumer will have taken out.

Article 9 — Delivery

9.1 Unless a specific arrangement is agreed with the Consumer, Octanbro delivers by default under the DDP Incoterm (Delivered Duty Paid), organizing transport, insurance, export and import customs clearance and the payment of applicable duties and taxes. These costs are either included in the price including all taxes, or invoiced separately under the heading “Logistics Service / DDP Delivery”, in accordance with the Order Document and the information provided before the order.

9.2 For Bulk Orders, delivery costs may be the subject of a separate invoice when their final amount depends on actual or volumetric weight, destination, carrier, customs duties or applicable taxes. Prior to the order, Octanbro communicates a reasonable estimate or the method of calculating these costs. After production and determination of the final logistics data, the final amount is communicated to the Consumer and must be expressly accepted and fully paid before shipment. No additional cost that has not been previously brought to the Consumer’s attention and accepted by them may be imposed on them.

9.3 Products are delivered to the address indicated by the Consumer at the time of the order. The Consumer is solely responsible for the accuracy of the delivery details they communicate. Any reshipment made necessary by an address error or absence of the Consumer at the time of delivery may give rise to additional invoicing.

9.4 Transfer of risk: The risks of loss or deterioration of the Products are only transferred to the Consumer at the moment when the Consumer, or a third party designated by the Consumer other than the carrier proposed by Octanbro, takes physical possession of the Products.

9.5 For Digital Products, delivery means the provision of the digital content to the Consumer, either by download, online access, or by email. The provision is deemed effective as soon as Octanbro has transmitted the access details to the Consumer at the email address provided.

Article 10 — Right of Withdrawal

10.1 Principle. In accordance with Articles L. 222-9 and following of the Luxembourg Consumer Code, transposing Directive 2011/83/EU, the Consumer has a period of fourteen (14) calendar days to exercise their right of withdrawal, without having to justify their decision or bear any costs other than those provided for herein.

10.2 Starting point of the period. The withdrawal period runs: (i) for contracts of sale of goods, from the day on which the Consumer, or a third party designated by them other than the carrier, takes physical possession of the goods; (ii) for contracts for the supply of Digital Products not delivered on a tangible medium and for Consulting Services contracts, from the day of the conclusion of the contract.

10.3 Exclusions from the right of withdrawal. In accordance with Article L. 222-10 of the Consumer Code, the right of withdrawal does NOT apply notably:

1. to Custom Products as defined in Article 2 and in the preamble notice, namely any textile produced under OEM or ODM arrangements based on the Consumer’s specifications, any reproduction of a sample, any modification of fabric, cut, weight, size, colour, labelling, packaging or finish of an existing model, any embroidery, screen printing, DTF, DTG printing, flocking, patch or custom marking, and more generally any goods manufactured or clearly personalized for the Consumer;
2. to Prototypes, which are by nature unique goods made to the Consumer’s exact specifications;
3. to Digital Products, notably eBooks, guides, mockup packs, resources, training and videos, when performance has begun with the Consumer’s prior express consent and their acknowledgement of the loss of the right of withdrawal, in accordance with Article L. 222-10 of the Consumer Code;
4. to sealed goods which cannot be returned for reasons of health or hygiene protection, when they have been unsealed after delivery;
5. to goods liable to deteriorate or expire rapidly.

10.3 bis The Consumer is expressly informed that the vast majority of the textile Products offered by Octanbro fall under the above exclusions due to their custom or made-to-measure nature. Only Standard Products that are strictly non-personalized and expressly identified as such at the time of the order may give rise to the right of withdrawal provided for in this article.

10.4 Consulting Services. For any Consulting Service concluded at a distance or off-premises, the Consumer has in principle a period of fourteen (14) days from the conclusion of the contract. When the Consumer wishes the service to begin before the expiry of this period, they submit an express request to Octanbro. If the Consumer withdraws after the beginning of the service but before its complete performance, they remain liable for the amount proportional to the Services actually performed. When the increment or consulting session has been fully performed, the right of withdrawal is lost for that service, provided that its performance began with the Consumer’s prior express consent and that the Consumer acknowledged this loss of right.

10.5 The Consumer expressly acknowledges, when validating an order of Custom Products, Prototypes or Digital Products, or making full or partial payment of an Order Document mentioning this information, having received the applicable information on the exclusion or loss of the right of withdrawal. For Digital Products and Consulting Services performed before the expiry of the withdrawal period, the prior consent and acknowledgement required by law are collected through a distinct check box, written validation or any equivalent mechanism enabling proof of consent to be retained.

10.6 Terms of exercise. To exercise their right of withdrawal when applicable, the Consumer must notify their decision to Octanbro by an unambiguous declaration before the expiry of the fourteen (14) day period. Notification may be made by email to info@octanbro.com or by post to the registered office address. The Consumer may use the model form attached to these T&Cs, without being required to do so.

10.7 Effects of withdrawal. In the event of validly exercised withdrawal, Octanbro shall refund the Consumer the sums due, including standard delivery costs where legally refundable, without undue delay and at the latest within fourteen (14) calendar days from the date on which Octanbro is informed of the decision. When performance of a Consulting Service has begun at the Consumer’s express request, the amount corresponding to the part already performed remains due and may be deducted from the refund. The refund is made using the same means of payment as that used for the initial transaction, unless expressly agreed otherwise.

10.8 For sales of goods, Octanbro may defer the refund until recovery of the Products or until the Consumer has provided proof of their shipment, the date used being that of the first of these facts.

10.9 Return of Products. The Consumer shall return the Products concerned, without undue delay and at the latest within fourteen (14) days following notification of their withdrawal. Direct return costs are at the Consumer’s expense. The Consumer is only responsible for depreciation resulting from handling other than that necessary to establish the nature, characteristics and proper functioning of the Products.

Article 11 — Reception and Claims

11.1 The Consumer is invited to inspect the Products upon receipt and to indicate, where applicable, any detailed reservation on the carrier’s delivery note or by notification sent to info@octanbro.com.

11.2 This Article 11 does not affect the mandatory statutory warranties from which the Consumer benefits, which are set out in Articles 12 and 13 of these T&Cs.

11.3 Claims may be sent by email to info@octanbro.com, accompanied by any evidence to objectify the alleged defect (photographs, videos, detailed description).

Article 12 — Statutory Warranty of Conformity

12.1 In accordance with Articles L. 212-1 and following of the Luxembourg Consumer Code, Octanbro is required to deliver Products that comply with the contract and is liable for any lack of conformity existing at the time of delivery of the Products.

12.2 The statutory warranty of conformity applies for a period of two (2) years from delivery of the Product. Any lack of conformity which appears within a period of one (1) year from delivery is presumed to have existed at the time of delivery, unless proven otherwise or incompatible with the nature of the Product or the defect.

12.3 In the event of a lack of conformity, the Consumer has the right to request, at their choice: (i) bringing the Product into conformity by repair or replacement, free of charge, within a reasonable time and without significant inconvenience; (ii) failing this, a proportional price reduction or termination of the contract, under the conditions provided for by law.

12.4 The Consumer exercises their rights under the statutory warranty of conformity by sending a motivated request to info@octanbro.com, accompanied by any useful supporting documents (invoice, photographs, description of the defect).

12.5 The statutory warranty of conformity applies independently of any commercial warranty. The rights of the Consumer resulting from the statutory warranty cannot in any case be contractually limited or excluded.

Article 13 — Warranty against Latent Defects

13.1 Independently of the statutory warranty of conformity, the Consumer benefits from the statutory warranty against latent defects provided for in Articles 1641 and following of the Luxembourg Civil Code. Octanbro is liable for hidden defects in the sold Product that render it unfit for its intended use, or that diminish this use so much that the Consumer would not have acquired it, or would have paid a lesser price, had they known of them.

13.2 In the event of implementation of the warranty against latent defects, the Consumer may, at their choice, return the Product and be refunded the price, or keep the Product and be refunded part of the price.

Article 14 — Industrial Tolerances

14.1 The Consumer acknowledges that textile manufacturing entails technical tolerances inherent in industrial and craft processes. Unless a more precise tolerance is indicated in the Order Document, Tech Pack or validated Prototype: (i) the placement and dimensions of a print or marking may vary by approximately one (1) inch, i.e. 2.54 cm, and up to two (2) inches, i.e. 5.08 cm, for oversize pieces, large visuals or certain specific techniques; and (ii) cutting measurements or garment dimensions may vary by approximately one (1) inch and up to two (2) inches for oversize, washed, dyed or manually finished pieces, depending on the product and the manufacturing method.

14.2 Colours displayed on a screen, digital file or mockup may differ from the physical result due in particular to screen calibration, lighting, textile support, printing technique, dye bath and shooting conditions. A reasonable visual variation of up to approximately ten percent (10%) between the digital representation and the physical Product is admitted. Where a Pantone reference, physical sample or validated Prototype exists, this reference prevails over the digital display.

14.3 The tolerances in this article only apply insofar as they do not alter the essential characteristics agreed, the expected use of the Product or the mandatory rights of the Consumer. Any stricter tolerance expressly accepted in the Order Document, Tech Pack or Prototype prevails.

Article 15 — Digital Products and Consulting Services

15.1 Digital Products (eBooks, guides, mockup packs, downloadable resources, templates, videos, training, and any other digital content marketed by Octanbro) are provided to the Consumer in intangible form, by download, online access or electronic delivery.

15.2 Waiver of the right of withdrawal. In accordance with Article L. 222-10, point 13°, of the Consumer Code, the Consumer expressly acknowledges, upon ordering, that performance of the contract begins immediately with their prior consent, and that they thereby waive their right of withdrawal from the download or effective provision of the Digital Product. This waiver is materialized by a distinct check box or any equivalent mechanism.

15.3 Digital Products are provided under a personal, non-exclusive, non-transferable licence limited to the strictly private use of the Consumer. Any reproduction, redistribution, resale, public sharing, provision to third parties or commercial exploitation, whether total or partial, of the content of a Digital Product is strictly prohibited.

15.4 Any breach of the obligations of this article may result in immediate termination of the licence, without prejudice to any civil and criminal proceedings incurred, notably for counterfeiting.

15.5 Octanbro ensures that digital content and services are provided in accordance with their description and the conformity requirements set out in Articles L. 212-1 and following of the Luxembourg Consumer Code, as applicable to digital content and services.

15.6 Consulting Services are invoiced according to the rate communicated before the order, notably in thirty (30) minute increments. Each reserved and confirmed increment or session constitutes a distinct unit of service. The Order Document, booking confirmation or invoice specifies the applicable rate, the expected duration and, where applicable, the included deliverables.

15.7 When the Consumer requests that the Consulting Service begin before the expiry of the legal withdrawal period, Octanbro collects their express request as well as their acknowledgement that they will lose their right of withdrawal once the increment or session is fully performed.

15.8 In the event of validly exercised withdrawal after the beginning of a service but before its complete performance, the Consumer remains required to pay the amount proportional to the Services already provided until the communication of their decision. A thirty (30) minute increment entirely performed is considered fully executed.

15.9 The analyses, recommendations and advice are provided on the basis of the information communicated by the Consumer and constitute a best-efforts obligation. Unless otherwise agreed in writing, Octanbro does not guarantee any specific commercial, financial, marketing or operational result.

Article 16 — Brand.UP Services

16.1 Brand.UP is currently a trade name and an internal activity operated as a legal matter by TheOctanBro’s S.à r.l.-S. It offers in particular services of branding, visual identity, marketing, website creation, content creation and communication strategy.

16.2 As long as no separate Brand.UP legal entity has been created and expressly identified as co-contractor, the Order Documents, contracts and invoices relating to Brand.UP services are issued by TheOctanBro’s S.à r.l.-S. Octanbro remains the Consumer’s co-contractor and is liable for the performance of these services under the conditions provided for in these T&Cs and the accepted Order Document.

16.3 Octanbro may involve collaborators, freelancers, agencies or specialized subcontractors for the performance of all or part of the Brand.UP services. This involvement does not modify the identity of the Consumer’s co-contractor and does not exempt Octanbro from its legal obligations toward them.

16.4 If Brand.UP subsequently acquires a separate legal personality, this new entity only becomes co-contractor for future contracts expressly concluded in its name. Orders already concluded with TheOctanBro’s S.à r.l.-S remain governed by these T&Cs, unless otherwise agreed in writing between the parties.

Article 17 — Intellectual Property

17.1 Until full payment of the sums due, Octanbro retains control and the necessary usage rights over the creations, designs, patterns, artworks, labels, technical files, Prototypes and other elements specifically developed within the framework of the order. The elements initially provided by the Consumer remain the Consumer’s property or that of their respective owners.

17.2 After full payment, the final creations specifically produced for the Consumer, notably the designs, logos, patterns, artworks, labels and final delivered files, belong to the Consumer to the extent that the corresponding rights are held by Octanbro and subject to any third-party licences that may be indicated. The Consumer may use, modify and exploit them for their brand and their Products without additional licence from Octanbro.

17.3 Production patterns, pattern-making files, gradings, sizing rules, industrial templates, processes, methods, manufacturing tools, technical libraries and the know-how of Octanbro or its Production Partners are not transferred with the Product or Prototype. The transfer or assignment of the exact patterns developed for production must be the subject of a separate written agreement and may give rise to an additional price.

17.4 Unless a confidentiality agreement (NDA) has been signed or the Consumer has expressed written objection to Octanbro prior to publication, the Consumer authorizes Octanbro to photograph and use the samples, Prototypes and Products produced for portfolio, website, social media and commercial support purposes. Octanbro undertakes not to publish patterns, Tech Packs, source files, pricing information, confidential data or personal data of the Consumer. The Consumer’s identity is only mentioned if it is already publicly associated with the Product or with the Consumer’s agreement.

17.5 The Consumer warrants that they hold all rights necessary in respect of the elements they provide to Octanbro, notably logos, photographs, texts, patterns, slogans and trademarks. The Consumer indemnifies Octanbro against any third-party claim resulting from the use of these elements in accordance with the Consumer’s instructions.

Article 18 — Personal Data and Cookies

18.1 Octanbro processes the Consumer’s personal data in accordance with Regulation (EU) 2016/679 of 27 April 2016 (GDPR) and the Luxembourg Law of 1 August 2018 on the protection of natural persons with regard to the processing of personal data.

18.2 Data collected is used exclusively for the following purposes: order management, performance of services, invoicing, after-sales service, compliance with legal and accounting obligations, and, subject to prior consent of the Consumer, commercial prospecting. Data is in no case resold to third parties for commercial purposes.

18.3 The Consumer has the rights of access, rectification, erasure, restriction, objection, portability and withdrawal of consent at any time. These rights may be exercised by email to info@octanbro.com. The Consumer also has the right to lodge a complaint with the National Commission for Data Protection (CNPD), 15, boulevard du Jazz, L-4370 Belvaux, Luxembourg.

18.4 The Site uses cookies for functional, analytical and, where applicable, advertising purposes. Non-essential cookies are only deposited after obtaining the Consumer’s free, specific, informed and unambiguous consent, via the cookie banner. The Consumer may modify their preferences at any time from the cookie management panel of the Site.

Article 19 — Liability

19.1 Octanbro undertakes to perform its obligations with all due care and in accordance with the usages of the profession. Octanbro’s liability is engaged under the conditions of common law and mandatory provisions applicable to consumer relations.

19.2 Without prejudice to the mandatory statutory warranties and to the rights of the Consumer resulting from public policy provisions, Octanbro cannot be held liable for indirect damages, such as loss of opportunity, loss of data, damage to image, except in the case of gross negligence or wilful misconduct.

19.3 Octanbro’s liability cannot be engaged for damages resulting from: (i) erroneous or incomplete instructions, files or specifications provided by the Consumer; (ii) inappropriate maintenance of the Products, washing not in accordance with the care instructions, or use not in accordance with the intended purpose of the Product; (iii) intervention by third parties not authorized by Octanbro.

19.4 No clause of these T&Cs may be interpreted as limiting the mandatory rights recognized to the Consumer by Luxembourg law or European Union law. In the event of contradiction, mandatory provisions prevail.

Article 20 — Force Majeure

20.1 Octanbro cannot be held liable for any failure or delay in the performance of its obligations resulting from a force majeure event, i.e. an external, unforeseeable and irresistible event preventing normal performance of the contract. Are notably considered as such: natural disasters, governmental decisions, general strikes, armed conflicts, pandemics, major logistical blockages, export or import restrictions.

20.2 In the event of a force majeure event, the performance of contractual obligations is suspended for the duration of the event. If the force majeure persists beyond sixty (60) consecutive calendar days, either party may terminate the contract, without indemnity. Sums paid by the Consumer are refunded, with the exception, where applicable, of reasonable and justified costs corresponding to services actually performed.

Article 21 — Termination

21.1 Without prejudice to the termination rights recognized to the Consumer by these T&Cs and by law, Octanbro may suspend or terminate an order in the event of a serious breach by the Consumer, notably in the event of persistent payment default after formal notice remaining without effect, or of provision of illegal content.

21.2 Termination does not exempt the Consumer from paying the sums remaining due for services actually performed before termination. Deposits paid may remain acquired by Octanbro up to the amount of the costs actually incurred, any balance being refunded to the Consumer.

Article 22 — Customer Service and Consumer Mediation

22.1 Any claim, request for information or difficulty encountered in the performance of an order may be sent to the Octanbro customer service by email to info@octanbro.com or by post to the registered office address. Octanbro undertakes to provide a reasoned response within a reasonable time.

22.2 Consumer mediation. In accordance with Directive 2013/11/EU and applicable Luxembourg legislation, in the event of a dispute not resolved amicably, the Consumer has the right to have free recourse to a mediation procedure with the National Consumer Mediation Service:

Service national du Médiateur de la consommation
6, rue du Palais de Justice, L-1841 Luxembourg
Website: www.mediateurconsommation.lu
Email: info@mediateurconsommation.lu

22.3 European online dispute resolution platform (ODR). The Consumer may also have recourse, in the event of a dispute relating to an online order, to the European online dispute resolution platform accessible at: https://ec.europa.eu/consumers/odr

22.4 Recourse to mediation does not prevent the Consumer from exercising any legal action.

Article 23 — Governing Law, Language and Jurisdiction

23.1 These T&Cs and all contractual relations between Octanbro and the Consumer are governed by Luxembourg law, without prejudice to the application of more favourable mandatory provisions resulting from the law of the country of the Consumer’s habitual residence, in accordance with Article 6 of Regulation (EC) No 593/2008 (Rome I).

23.2 These T&Cs are drafted in the English language. In the event of divergence between the English version and any French version, the French version shall prevail, except where a legal provision imposes the use of another language with regard to the Consumer.

23.3 Any dispute relating to the formation, interpretation, performance or termination of these T&Cs falls, in the absence of amicable resolution or mediation, under the jurisdiction of the Luxembourg courts. In accordance with mandatory applicable provisions, the Consumer retains the right to bring proceedings before the courts of their place of habitual residence.

Article 24 — Severability and Entire Agreement

24.1 If one or more clauses of these T&Cs are declared null, illegal or unenforceable by a competent court, the other clauses shall retain their full force and effect.

24.2 The contractual relationship between Octanbro and the Consumer is formed, as applicable, by the following documents: the accepted Order Document, these T&Cs, the invoice, written validation exchanges, the Tech Pack, the validated final artwork, the validated Prototype and any particular condition expressly accepted in writing by the parties. In the event of contradiction between these documents, the particular conditions of the Order Document shall prevail over these T&Cs. The invoice is intended to materialize the price due for the validated order and does not replace the technical validations required for the effective start of production.

24.3 The fact that Octanbro does not avail itself of a clause of these T&Cs at any given time cannot be interpreted as a waiver of its right to avail itself of it subsequently.

Article 25 — Amendments to the T&Cs

25.1 Octanbro reserves the right to amend these T&Cs at any time, in particular to adapt them to the evolution of legislation or its commercial practices.

25.2 Amendments only apply to orders placed after their publication on the Site. The version applicable to an order is the one in force on the date of that order, freely accessible and downloadable on the Site.