Disclaimer

1. Purpose, publisher and scope

This disclaimer (the « Disclaimer ») sets out the capacity in which LBO Automobile, a trading name of EDISYS SA (« LBO Automobile » or the « Company »), acts, the limits of its services and the extent of its liability, and identifies the legal regimes applicable to the activity of vehicle registration assistance within the European Economic Area.

Publisher: EDISYS SA, a public limited company governed by Luxembourg law, with a share capital of 40.000,00 €, whose registered office is at 2, Rue Edmond Reuter, L-5326 Contern (Luxembourg), registered with the Luxembourg Trade and Companies Register under number B139924, holder of business licence no. 00140724/1 issued under the amended Law of 2 September 2011, VAT identification number LU 227 183 55, represented by its management team (director under mandate). Hosting provider of the Website: OVH SAS, 2 rue Kellermann, 59100 Roubaix, France.

The Disclaimer supplements, without replacing, the general terms of service (the « Terms ») and the data protection policy (the « Privacy Policy »). In the event of conflict, the special provisions of the Terms prevail over the Disclaimer as regards the contractual relationship, subject to mandatory provisions of law.

Legal basis: amended Law of 2 September 2011 (right of establishment); amended Law of 14 August 2000 on electronic commerce; Directive 2000/31/EC.

2. Definitions

For the purposes of the Disclaimer, the following terms have the meanings set out below:

• Client: any natural or legal person entering into an assistance mandate with the Company; « Consumer » means a Client who is a natural person acting for purposes outside their trade, business, craft or profession.
• Mandate: the contract whereby the Client entrusts the Company with the coordination and material performance of administrative formalities, within the meaning of articles 1984 et seq. of the Civil Code.
• Services: the information, coordination and administrative assistance services described in the Terms, to the exclusion of any regulated act.
• Licensed third parties: independent professionals locally authorised (lawyers, chartered accountants, approved technical inspection centres, registration agents) to whom regulated acts are entrusted.
• Vehicle: the motor vehicle which is the subject of the formalities.
• Registration: all formalities for the issue of a registration certificate in a Member State.
• Website: the website published by the Company and accessible at https://immatriculation.eu.

3. Legal nature of the relationship: mandate

The relationship between the Client and the Company is a contract of mandate governed by articles 1984 to 2010 of the Civil Code. The Company acts in the name and on behalf of the Client, strictly within the powers conferred by the Mandate.

Save as expressly agreed in writing to the contrary, the Company is bound by an obligation of means (best efforts) and not an obligation of result: it undertakes to exercise the reasonable diligence of a normally prudent mandatary, without guaranteeing any specific outcome, which depends in particular on decisions of administrative authorities and third parties beyond its control.

The Company is liable, under article 1992 of the Civil Code, for wilful misconduct and for fault committed in the performance of the Mandate. It accounts for its management in accordance with article 1993. Recourse to Licensed third parties constitutes a power of substitution within the meaning of article 1994; the Company's liability for the substituted person is assessed within the limits of that article.

Legal basis: articles 1984, 1991, 1992, 1993 and 1994 of the Civil Code.

4. Scope of services

The Services comprise, on an exhaustive basis: (i) the provision of general information on registration procedures; (ii) the coordination of formalities and liaison with Licensed third parties and authorities; (iii) administrative assistance, the collection, formal verification and transmission of documents; (iv) the monitoring of the file.

The following are expressly excluded: (i) any regulated legal, tax, accounting or technical act; (ii) any personalised advice within the meaning of the « No advice » section; (iii) any guarantee as to time-limits, administrative delays being the act of the competent authorities; (iv) any guarantee as to the condition, history, conformity or value of the Vehicle; (v) the negotiation, purchase, sale, financing or insurance of the Vehicle, save under a separate agreement.

5. Licensed third parties and regulated acts

The legal (advice, drafting of instruments), accounting and technical (technical inspection, type-approval) acts are performed exclusively by Licensed third parties authorised in each jurisdiction concerned. The Company carries on no reserved activity and, in particular, provides no legal advice and undertakes no representation before the courts.

The exercise of these activities is reserved by national laws: by way of illustration, in France, legal advice and the drafting of private instruments are reserved by articles 54 et seq. of Law no. 71-1130 of 31 December 1971; in the Grand Duchy of Luxembourg, the legal profession is governed by the amended Law of 10 August 1991; accountancy and technical inspection are subject to approval regimes specific to each State.

The Company acts as an intermediary and coordinator. Where applicable, a direct contractual relationship may be formed between the Client and the Licensed third party, whose own professional liability remains entire. The Company is not liable for the fault of Licensed third parties in the performance of acts within their monopoly, subject to article 1994 of the Civil Code and to any fault in their selection (culpa in eligendo) or supervision.

Legal basis: Law no. 71-1130 of 31 December 1971 (France), art. 54; amended Law of 10 August 1991 (Luxembourg); national approval regimes; art. 1994 of the Civil Code.

6. No advice — general information

The information published on the Website and provided in the course of exchanges is of a general and purely informative nature. It does not constitute personalised legal, tax, accounting or technical advice, a recommendation or a binding position, and cannot replace the opinion of a competent professional having regard to the Client's specific situation.

No advisory relationship, and in particular no lawyer-client relationship, arises from consulting the Website or concluding the Mandate. The Client remains solely responsible for the use it makes of the information and is invited to obtain, prior to any decision, the opinion of the Licensed third party or competent professional.

7. Regulatory framework of registration

Vehicle registration documents are harmonised by Directive 1999/37/EC of 29 April 1999, as amended in particular by Directives 2003/127/EC and 2014/46/EU. The type-approval and market surveillance of motor vehicles are governed by Regulation (EU) 2018/858 of 30 May 2018, which repealed Directive 2007/46/EC.

According to the settled case-law of the Court of Justice of the European Union, a Member State may require registration on its territory of a vehicle which is essentially and permanently used there; correspondingly, a vehicle must, as a rule, be registered in the State of the holder's normal residence or of its actual use (see, in particular, CJEU, 21 March 2002, Cura Anlagen, C-451/99; CJEU, 26 April 2007, van de Coevering, C-242/05; CJEU, 26 April 2012, van Putten and Others, C-578/10 to C-580/10). The concept of normal residence is defined, for tax purposes, in article 7 of Directive 83/182/EEC.

The Company does not warrant the eligibility of any given situation for registration in a particular State, such assessment falling to the competent authorities and, where applicable, the Licensed third party. It is for the Client to ensure that the registration sought complies with the connecting criteria applicable to its situation.

Legal basis: Directive 1999/37/EC; Regulation (EU) 2018/858; Directive 83/182/EEC, art. 7; CJEU case-law cited above; articles 34 to 36 and 56 to 62 TFEU.

8. Taxation: VAT, new means of transport, national duties

As regards value added tax, Directive 2006/112/EC establishes a specific regime for new means of transport. A means of transport within the meaning of article 2(2)(a) includes, in particular, a motorised land vehicle with a cylinder capacity exceeding 48 cc or a power exceeding 7.2 kW. Such a vehicle is deemed new where the supply takes place within six months of first entry into service or where it has travelled no more than 6,000 kilometres (article 2(2)(b)).

The intra-Community acquisition of a new means of transport is taxable in the Member State of destination, irrespective of the seller's status (article 2(1)(b)(ii)), the corresponding supply being exempt in the State of departure (article 138(2)(a)). Used vehicles are subject, as the case may be, to the ordinary regime or the margin scheme. Registration duties, first-registration taxes and circulation taxes remain governed by the national law of each Member State.

The Company provides no tax advice and does not assume the tax characterisation of transactions, which is incumbent on the Client and its advisers. Any optimisation based on a domicile or use which does not correspond to reality is liable to be characterised as abuse or fraud by the competent authorities, under the Client's sole responsibility.

Legal basis: Directive 2006/112/EC, art. 2(1)(b)(ii), art. 2(2) and art. 138(2)(a); national tax laws.

9. Client's obligations and representations

The Client warrants the accuracy, completeness and authenticity of the information and documents it provides, as well as its capacity and rights in respect of the Vehicle. It undertakes to make lawful use of the Vehicle and to comply with the regulations applicable to its situation, in particular as regards territorial connection, use and taxation.

The Client represents that the registration sought corresponds to a genuine and lawful situation. It undertakes to inform the Company without delay of any relevant change. The Client indemnifies the Company against any adverse consequence, claim or penalty resulting from inaccurate, incomplete or misleading information, or from a breach of its own legal obligations.

10. Anti-money laundering and counter-terrorist financing (AML/CTF)

To the extent that it is subject thereto, the Company applies the customer due diligence obligations arising from Directive (EU) 2015/849 of 20 May 2015, as amended by Directive (EU) 2018/843, as transposed, in Luxembourg, by the amended Law of 12 November 2004 on combating money laundering and terrorist financing. Enhanced due diligence applies, in particular, to persons trading in goods where payment is made or received in cash in an amount equal to or exceeding EUR 10,000.

Accordingly, the Company may be required to identify and verify the identity of the Client and the beneficial owner, to assess the purpose and nature of the business relationship and to enquire into the source of funds. The Client undertakes to cooperate and to provide any required supporting documents. The Company reserves the right to refuse, suspend or terminate any relationship where it is unable to meet its obligations or in case of suspicion. Where applicable, the Company files a report with the Financial Intelligence Unit, without being able to inform the Client, in accordance with the prohibition of disclosure (tipping-off).

Legal basis: Directive (EU) 2015/849, as amended (notably art. 39, prohibition of disclosure); amended Law of 12 November 2004 (Luxembourg).

11. Protection of personal data

The processing of personal data carried out in connection with the Services is governed by Regulation (EU) 2016/679 (GDPR) and applicable national law. EDISYS SA acts as data controller.

Data are processed for the purposes of, in particular, the performance of the Mandate, compliance with legal obligations (including AML/CTF and tax obligations) and the Company's legitimate interests, on the basis of article 6(1)(b), (c) and (f) GDPR. Recipients are the Licensed third parties, the competent authorities and technical processors. Retention periods are determined by the purposes and by statutory limitation and retention periods.

The data subject has the rights of access, rectification, erasure, restriction, objection and portability (articles 15 to 22 GDPR), as well as the right to lodge a complaint with the supervisory authority (in Luxembourg, the National Commission for Data Protection – CNPD). The arrangements are set out in the Privacy Policy. Data protection officer / contact: via the contact form on the Website.

Legal basis: Regulation (EU) 2016/679 (GDPR), notably art. 6, 13, 14 and 15 to 22.

12. Consumer-specific provisions

Where the Client is a Consumer, mandatory consumer-protection provisions apply and prevail over any contrary provision of the Disclaimer.

In accordance with Directive 2011/83/EU on consumer rights, the Consumer benefits from pre-contractual information and, for distance or off-premises contracts, from a 14-day right of withdrawal, subject to the exceptions in article 16, notably where the service has been fully performed with the Consumer's prior express consent and acknowledgement of the loss of the right of withdrawal. Pursuant to Directive 93/13/EEC, any term of the Disclaimer which creates, to the Consumer's detriment, a significant imbalance in the parties' rights and obligations is deemed not binding; this applies, in particular, to limitations of liability in so far as they exceed what mandatory law permits. Directive 2005/29/EC on unfair commercial practices also applies.

Consumer mediation: in accordance with Directive 2013/11/EU, the Consumer may have recourse to an alternative dispute resolution entity; the competent entity may be provided, on request, by our legal counsel. It is specified that the European online dispute resolution (ODR) platform, established by Regulation (EU) No 524/2013, was discontinued with effect from 20 July 2025 by Regulation (EU) 2024/3228 and is therefore no longer available.

Legal basis: Directive 2011/83/EU (notably art. 9 and 16); Directive 93/13/EEC; Directive 2005/29/EC; Directive 2013/11/EU; Regulation (EU) 2024/3228 repealing Regulation (EU) No 524/2013; applicable Consumer Code.

13. Limitation and exclusion of liability

The Company's liability is assessed in the light of its obligation of means and is limited to the proper performance of the tasks entrusted to it under the Mandate. The Company is not liable for the acts of Licensed third parties acting within their monopoly, of administrative authorities or of any third party, nor for the consequences of inaccurate information provided by the Client.

To the extent permitted by law, the Company is not liable for indirect or non-material damage (in particular loss of business, loss of profit, loss of opportunity or reputational harm). In accordance with article 1150 of the Civil Code, the Company is liable only for damage foreseeable at the time the contract was concluded. The Company's liability is, where applicable, capped [at the amount of fees actually received in respect of the file concerned], in so far as such a cap is lawful.

None of the foregoing limitations or exclusions applies in the event of wilful misconduct (dol) or gross negligence (faute lourde) on the part of the Company, in the event of personal injury, or where the law prohibits such limitation, in particular vis-à-vis Consumers. Any exemption clause depriving an essential obligation of its substance is deemed not binding.

Legal basis: articles 1147 and 1150 of the Civil Code; ineffectiveness of limitation clauses in case of wilful misconduct or gross negligence; Directive 93/13/EEC for Consumers.

14. Force majeure

The Company shall not be liable for any non-performance or delay attributable to an event of force majeure, that is, an event beyond its control which could not reasonably be foreseen and whose effects cannot be avoided by appropriate measures. Such events may include failures or delays of administrations and registration systems, strikes, disasters and network interruptions. The affected obligations are suspended for the duration of the impediment.

Legal basis: articles 1147 and 1148 of the Civil Code.

15. Website: availability, content and editorial liability

The Website is an information society service within the meaning of Directive 2000/31/EC and the amended Law of 14 August 2000 on electronic commerce. Information is provided as is, without warranty of completeness, currency or absence of error. The Company does not guarantee continuous and uninterrupted availability of the Website and reserves the right to modify or suspend access to it. The Website's hosting provider is OVH SAS (2 rue Kellermann, 59100 Roubaix, France).

16. Intellectual property

All elements of the Website (texts, visual identity, photographs, layouts, databases) are protected by intellectual property law, in particular Directive 2001/29/EC. Any reproduction, representation or extraction, in whole or in part, without the Company's prior written authorisation, is prohibited. The trademarks, names and logos of manufacturers or third parties remain the property of their respective owners; they are cited solely for identification and reference purposes and imply no connection, partnership or endorsement.

Legal basis: Directive 2001/29/EC; Regulation (EU) 2017/1001 and Directive (EU) 2015/2436 (trademarks).

17. Hyperlinks

The Website may contain links to third-party sites, provided for convenience. The Company exercises no control over those resources and disclaims any liability as to their content, availability or data processing policy.

18. Amendment of the Disclaimer

The Company reserves the right to amend the Disclaimer at any time to reflect legislative, regulatory or case-law developments. The applicable version is the one published on the Website at the date of access or, as regards the contractual relationship, at the date the Mandate is concluded. Last updated: [to be completed]. Version: [to be completed].

19. Governing law and jurisdiction

The Disclaimer and the relationship between the parties are governed by Luxembourg law. Any dispute falls within the jurisdiction of the courts of Luxembourg, subject to the mandatory rules below.

As regards a Consumer, the choice of law may not deprive the Consumer of the protection of the mandatory provisions of the law of their habitual residence (article 6 of Regulation (EC) No 593/2008 – Rome I); as to jurisdiction, the Consumer benefits from the protective fora of articles 17 to 19 of Regulation (EU) No 1215/2012 – Brussels I bis, enabling them, in particular, to bring proceedings, and to be sued only, before the courts of their domicile. Non-contractual obligations are governed by Regulation (EC) No 864/2007 – Rome II.

Legal basis: Regulation (EC) No 593/2008 (Rome I), art. 6; Regulation (EU) No 1215/2012 (Brussels I bis), art. 17 to 19; Regulation (EC) No 864/2007 (Rome II).

20. Severability

The invalidity, illegality or unenforceability of any provision of the Disclaimer shall not affect the validity of the remaining provisions, which remain applicable. The affected provision shall, as far as possible, be deemed replaced by a valid provision of equivalent economic and legal effect.

21. Language

The Disclaimer is drawn up in French and in English. In the event of any discrepancy in interpretation, the French version prevails.

22. Contact and complaints

Any request for information or complaint may be addressed to: EDISYS SA – LBO Automobile, 2, Rue Edmond Reuter, L-5326 Contern, +352 661 754 747, or via the contact form on the Website. Complaints are handled within a reasonable time. Failing an amicable solution, the Consumer may refer the matter to the competent consumer mediation entity referred to above.

23. Legal references (summary)

By way of summary, the Disclaimer refers in particular to the following instruments:

• TFEU, articles 34 to 36 (free movement of goods) and 56 to 62 (freedom to provide services).
• Directive 1999/37/EC (registration documents), as amended by 2003/127/EC and 2014/46/EU.
• Regulation (EU) 2018/858 (type-approval and market surveillance), repealing Directive 2007/46/EC.
• Directive 83/182/EEC, article 7 (concept of normal residence).
• Directive 2006/112/EC (VAT), articles 2 and 138 (new means of transport).
• Directive (EU) 2015/849, as amended by 2018/843 (AML/CTF); amended Law of 12 November 2004 (Luxembourg).
• Regulation (EU) 2016/679 (GDPR).
• Directive 2011/83/EU; Directive 93/13/EEC; Directive 2005/29/EC; Directive 2013/11/EU (consumers).
• Regulation (EU) 2024/3228 repealing Regulation (EU) No 524/2013 (discontinuation of the ODR platform on 20 July 2025).
• Directive 2000/31/EC; amended Law of 14 August 2000 (electronic commerce).
• Directive 2001/29/EC; Regulation (EU) 2017/1001; Directive (EU) 2015/2436 (intellectual property, trademarks).
• Regulation (EC) No 593/2008 (Rome I); Regulation (EU) No 1215/2012 (Brussels I bis); Regulation (EC) No 864/2007 (Rome II).
• Civil Code, articles 1147, 1148, 1150 and 1984 to 2010 (contractual liability and mandate).
• Law no. 71-1130 of 31 December 1971 (France), article 54; amended Law of 10 August 1991 (Luxembourg); amended Law of 2 September 2011 (right of establishment).