General Terms and Conditions of Sale and Purchase

ARTICLE 1: PURPOSE

These general terms and conditions govern the online sale of products by the owner of the website www.kipli.com. Users who intend to make a purchase are required to review the following terms before entering into a contract with the company and to retain a copy of this document on a durable medium, in accordance with Article 12 of Legislative Decree No. 70 of April 9, 2003. The general terms and conditions of sale will be stored by the seller on the server hosting the website and may be accessed at any time either through specific links on the website’s pages or by requesting a copy via email at the following address: info@kipli.com.

ARTICLE 2: DEFINITIONS

In this Agreement, terms used in the singular may also include the plural; terms denoting one gender may include the other gender. Customer or Purchaser: any natural or legal person who purchases one or more Goods through the Site. In accordance with Legislative Decree No. 206 of September 6, 2005, as amended (“Consumer Code”), the term “Consumer” shall mean a natural person who enters into the contract for purposes unrelated to any business, commercial, craft, or professional activity they may carry out. The term “Professional” refers to any natural or legal person who, in entering into the contract, acts within the scope of their professional, commercial, artisanal, or business activity, or to an intermediary acting on their behalf. Contract or General Terms and Conditions: the agreement governing the rights and obligations of the Parties with respect to the purchase of Products sold on the Website. Order: means the purchase order that the Customer submits to the Seller electronically. Product or Good: the item offered for sale on the Website as described in the online catalog. Website: the website located at http://www.kipli.com where Goods may be purchased. Seller or Supplier: the company KIPLI SAS, with its registered office at 200 RUE DE LA CROIX NIVERT, 75015 PARIS, Tax ID and VAT Number 00431009992, share capital €172,746.20.

ARTICLE 3: CONCLUSION OF THE CONTRACT AND EFFECTIVENESS

Article 3.1

To complete one or more transactions, the Customer must be at least eighteen (18) years of age (the age required to have legal capacity). To submit a Purchase Order and enter into the Contract with the Seller, the Buyer must confirm that they have read the General Terms and Conditions by checking the appropriate box to indicate their acceptance and, at the same time, click the virtual payment button to confirm their intention to complete the purchase under the General Terms and Conditions set forth herein.

Article 3.2

In addition to the procedure described above, the Buyer will receive an order confirmation email confirming the successful completion of the transaction and the conclusion of the Contract, containing the details of the Order and the concluded Contract, including, in particular: the amount paid, the main characteristics of the Product, the procedures for exercising the right of withdrawal and any limitations on its exercise, the expected delivery times, and an email address to which requests for assistance regarding the order placed may be sent, and finally, a link that will allow the Buyer to download and save these General Terms and Conditions.

ARTICLE 4: PURCHASE PROCEDURE

Article 4.1

Before placing one or more Orders, the Buyer must follow the instructions on the Website and select the Products listed in the online catalog based on their characteristics and in the desired quantities. The Products selected in this manner will be automatically added to the virtual shopping cart. It is understood that the Buyer may modify both the information entered in the purchase form and the Products added to the shopping cart at any time until the Order is finalized.

Article 4.2

After verifying that the payment has been successfully processed, the Seller will send the Buyer an order confirmation via email and, at the same time, instruct the shipping carrier to deliver the selected Product.

Article 4.3

In the event that, despite the order confirmation, the purchased Product is no longer available for any reason, the Supplier will promptly notify the Purchaser and inform them of the estimated wait time. The Buyer may then either confirm the Order or request a prompt refund of any amount paid in advance. It is understood that, in the event the Product is unavailable, the Buyer may only request a refund of any amount paid in advance, which will be issued no later than 14 days from receipt of the relevant request.

ARTICLE 5: PRICE AND PAYMENT TERMS

Article 5.1

Payment for the Goods may be made by credit card, PayPal, or bank transfer. The Customer hereby authorizes and agrees that, upon submission of the Order, the Supplier may charge or request authorization to charge the payment card used.

Article 5.2

Credit card information transmitted during the purchase process will be sent directly to the payment service provider—whether a bank or financial institution—and not to the Seller. Therefore, the Provider does not store any data related to the payment methods used by the Customer; such data will be transmitted directly to the third-party provider that manages the payment services.

Article 5.3

If payment is made by bank transfer, the Seller will ship the order only after receiving proof of payment, consisting of a copy of the transfer order, to be sent via email to info@kipli.com, with the Order number and the Buyer’s name in the email subject line.

Article 5.4

Product prices and related shipping costs include VAT, where applicable. The prices listed in the catalog are subject to change and are valid until the purchase process is completed. Any additional costs, such as duties, taxes, and other levies required by the laws of the country to which the Products will be shipped, shall be borne entirely by the Customer, who agrees to pay them directly to the relevant tax or customs authorities or to the carrier responsible for delivery.

ARTICLE 6: DELIVERY AND NOTIFICATION OF DEFECTS

Article 6.1

The Supplier is not required to ship the Products until it has received full payment of the price. The delivery terms indicated in the Order Summary are to be considered merely indicative and non-binding, without prejudice to the Supplier’s obligation to deliver the Goods sold to Customers who qualify as Consumers no later than 30 days from the date of Order confirmation. The Seller shall therefore not be held liable in any way for failure to meet these deadlines, except as provided in clause 6.2 below with respect to Customers who qualify as Consumers under the Consumer Code.

Article 6.2

Only in cases where the Buyer qualifies as a Consumer may the delivery time for the Products not exceed 30 days from the date of Order confirmation. If delivery is not made within the maximum period of 30 days, the Customer shall request that the Seller make delivery within an additional period appropriate to the circumstances. The Customer shall not be required to grant such an additional period in the following cases: – the Supplier has expressly refused to deliver the goods; or – if the Customer has informed the Seller, prior to the conclusion of the Contract, that compliance with the delivery deadline agreed upon by the parties is to be considered essential; – In the event of inability to deliver, the Customer shall have the right to terminate this Contract.

Article 6.3

The Customer is required to verify, at the time of delivery of the Product, that the Product’s packaging is intact, undamaged, not wet, and not otherwise altered, including the sealing materials. Any damage to the Product’s packaging must be immediately noted by the Customer by adding a “subject to inspection” note on the courier’s proof of delivery, and reported to the Seller via certified mail with return receipt requested, preceded by an email notification. Otherwise, and in particular, once the courier’s document has been signed without any written comments, the Customer may not raise any objections regarding the external condition of the delivered item.

Article 6.4

It is understood that, if the Customer is a Professional, the rule governing sales by shipment, as set forth in Article 1510, paragraph 2, of the Civil Code, shall apply.

ARTICLE 7: RIGHT OF WITHDRAWAL AND RETURNS

Article 7.1

Pursuant to the Consumer Code, a Customer who qualifies as a Consumer may cancel the Contract without providing a reason and without incurring any penalty within 14 days from the day on which the Customer or a third party, other than the designated carrier, takes physical possession of the Product. View the return fees directly here: https://kipli.com/fr/frais-de-retour/

Article 7.2

The Customer must exercise the right of withdrawal by notifying the Supplier of their intention to withdraw by sending a written notice via certified mail with return receipt or certified email (PEC) within 14 days of delivery, specifying the Order number for the Product. Alternatively, the Buyer may send a simple email to info@kipli.com; however, such an email will be considered valid for the purposes of withdrawal only if the Seller immediately acknowledges receipt of the message. Otherwise, the Seller assumes no liability for failure to receive or read the notice of withdrawal sent via regular email. The Buyer may, at their discretion, use the withdrawal form made available by the Seller on the home page under the “Returns and Refunds” section.

Article 7.3

Following the cancellation, the Seller will refund the Customer all payments received. The Customer is responsible for the direct costs of returning the Product. The refund will be issued no later than 14 (fourteen) days from receipt of the notice of cancellation, using the same payment method used for the initial transaction, unless the Customer has expressly indicated otherwise. The refund may be withheld until the Products are received or until the Customer provides proof of having returned the Goods, whichever occurs first. The Goods must be returned in good condition and undamaged to the Seller’s place of business or to the address provided by the Seller.

ARTICLE 8. TRIAL PERIOD AND COOLING-OFF PERIOD

Article 8.1

Without limiting the right of withdrawal provided by law, if a Customer, after making a purchase and trying out the Product, is not satisfied, the Customer may request, no later than the first 100 days from the delivery date, the return of the Product and a refund of the purchase price. The return will be accepted provided that the Product shows no damage or significant signs of wear and tear that would diminish its value. The 100-night trial period applies to all Kipli mattresses, with the exception of custom-made or oversized models, Kipli Baby mattresses, the Kipli pillow, and the Kipli bed. The 100-night trial period is available only for shipments within Italy. If any free items were sent along with the Kipli mattress, their retail price will be deducted from the refund for the Product.

Article 8.2

The Buyer may return the Product by sending a written notice via certified mail with return receipt requested or via certified email (PEC), specifying the Order number for the Product. Alternatively, the Buyer may send a simple email to info@kipli.com; however, such an email will be considered valid only if the Seller immediately acknowledges receipt of the message. Otherwise, the Seller assumes no liability for failure to receive or read the notice sent via regular email. The refund will be issued no later than 14 days after the Product has been returned.

ARTICLE 9. WARRANTIES ON PRODUCTS OFFERED FOR SALE

Article 9.1

Each Product purchased on the Website is covered by the statutory warranty of conformity for a period of 2 years. The Seller also offers a contractual warranty for a period of 10 years from delivery exclusively for the Kipli natural latex mattress and 5 years from delivery exclusively for the Kipli solid wood bed, excluding any other Product. Both the statutory and contractual warranties must be asserted directly by the Customer within 2 months of discovering the defect by sending the Seller a certified letter with return receipt requested to the address indicated in Article 10 “CONTACT INFORMATION,” specifying the defect found. With regard to the statutory warranty and unless proven otherwise, it is presumed that any lack of conformity that becomes apparent within six months of the Product’s delivery already existed at that time, unless such a presumption is incompatible with the nature of the product or the nature of the lack of conformity. After the lack of conformity has been reported, the Seller reserves the right to offer the Customer appropriate available remedies.

Article 9.2

In the event of a lack of conformity, the Customer is in any case entitled to have the goods brought into conformity, at no cost, through repair or replacement, or to an appropriate price reduction or termination of the contract. The Customer may request that the Supplier, at the Customer’s discretion, repair or replace the goods, at no cost in either case, unless the requested remedy is objectively impossible or excessively burdensome compared to the other.

Article 9.3

The warranty set forth in clauses 9.2 and 9.3 shall apply only to Purchasers who qualify as Consumers. The provisions applicable to Customers who qualify as Professionals are set forth below.

Article 9.4

A Customer who does not qualify as a consumer under Legislative Decree No. 206 of September 6, 2005, as amended, or Directive 2011/83/EU, must report any apparent quality defects or flaws in the Product to the Seller no later than 8 days after delivery, in accordance with Article 1511 of the Civil Code. The Buyer agrees to ship the goods in their original packaging, complete with all accessories, the delivery receipt, and a detailed description of the defects. In any case, the right to bring a claim expires one year after delivery.

ARTICLE 10. CONTACT INFORMATION

For any complaints or requests for assistance, please contact the Supplier directly using the contact information provided below: KIPLI SAS, with its registered office at 200 RUE DE LA CROIX NIVERT, 75015 PARIS Email: info@kipli.com Certified Email (PEC): kiplisrl@pec.it

ARTICLE 11. GOVERNING LAW

Article 11.1

This contract is governed by Italian law, subject to any different mandatory provisions that may apply in the Customer’s country of residence.

Article 11.2

If the Customer is a consumer, the court with jurisdiction to hear the matter is the court of the Customer’s place of residence. If the Customer is not a consumer, the Court of Milan shall have exclusive jurisdiction to resolve the dispute.

Article 11.3

Unless otherwise expressly provided in this Agreement, the provisions set forth in Title III, Chapter I of Legislative Decree No. 206 of September 6, 2005, as amended, shall apply to Customers who qualify as consumers.

Article 11.4

In accordance with EU Regulation No. 524/2013 of the European Parliament and of the Council, we are providing the link to the European online dispute resolution platform: http://ec.europa.eu/consumers/odr/