General conditions of sale

1. Definitions

1.1       The terms and phrases listed below have the meaning indicated below, it being understood that the terms defined in the singular are also intended to be defined in the plural and vice versa.

• Happydays: means Happydays Srl – with registered office in Via Vittorio Alfieri 18 – (10121), Turin (TO), VAT and Tax Code 12790020015
• Customer: means any person (natural or legal) who purchases one or more Products through the Online Store, accepting the General Conditions.
• General Conditions: means these general conditions of sale and any future new versions that may be published in the Online Shop by Happydays.
• Order Confirmation: means the email message through which Happydays communicates to Customers the acceptance of the Orders.
• Consumer: the natural person who acts for purposes outside of any entrepreneurial, commercial, artisanal or professional activity carried out.
• Sales Contracts: means the sales contracts of the Products concluded, pursuant to art. 3, between Happydays and the Customers through the Online Store.
• Online Store: means the virtual store, managed by Happydays and accessible via the URL https://grandorangedeturin.it/ through which it is possible to purchase the Products.
• Orders: means the purchase orders for the Products sent by Customers, in accordance with the General Conditions and following the procedure set out in art. 6.
• Parties: means jointly Happydays and the Customers.
• Price: means the selling price of the Products as indicated in the Online Store in correspondence with the Products themselves.
• Products: means the products published in the Online Store for the purpose of their sale.
• Professional: the natural or legal person who acts in the exercise of his entrepreneurial, commercial, artisanal or professional activity, or his intermediary.

2. Object

2.1 The General Conditions govern all Sales Contracts and constitute an integral part thereof.

2.2 Happydays reserves the right to modify the General Conditions at any time, it being understood that the modifications will not be retroactive and that those accepted by the Customers at the time of sending the Orders will be considered applicable to the Sales Contracts.

2.3 The Online Store is dedicated to retail sales and as such is dedicated to purchases by Consumer Customers. In the event of a Sales Contract concluded between Happydays and a Professional Customer, these General Conditions will apply but, in derogation of what is provided for in the same:

1. the Professional Customer will not be granted the right of withdrawal pursuant to Article 9;
2. the Professional Customer will not be able to benefit from the guarantee for defects and non-conformities of the Products referred to in article 10 reserved for Consumer Customers;
3. the Professional Customer will not be granted any other protections, provided herein in favour of the Consumer Customer, which reflect or comply with mandatory provisions of the law;
4. the Sales Agreement will be governed exclusively by Italian law.

2.4 In order to make purchases through the Online Store, the Customer must be of legal age and have the capacity to act, which he/she declares to possess by sending the Order.

3. Conclusion of Sales Contracts

3.1 Happydays undertakes to send Customers the Order Confirmation within 2 working days of receiving the Orders from the Customers.

3.2 The Sales Contracts are considered concluded between the Parties at the moment in which the Customers receive the Order Confirmation. If the Customers do not receive the Order Confirmation within the term indicated in art. 3.1, the relevant Order shall be considered rejected by Happydays and, therefore, void.

3.3 With the Order Confirmation, Customers will receive a copy of these General Conditions, a summary of the Order placed, including a detailed indication of the Price, shipping costs and applicable taxes and a description of the characteristics of the Products ordered.

3.4 By sending Orders, Customers declare that they have read all the instructions relating to the method of purchasing the Products referred to in art. 6 and that they have fully accepted the General Conditions as well as having read all the additional information contained in the Online Store, also referred to via links.

4. Product Availability

4.1 For each Product published in the Online Store, Happydays indicates whether the same:

1. is available in their warehouses;
2. is not available in our warehouses.

4.2 The indication regarding the availability of the Products is not binding, it being understood that the Products indicated as "not available" pursuant to art. 4.1.(ii) cannot be ordered by Customers. In the event of subsequent unavailability of a Product indicated as available at the time of sending the Order by a Customer, Happydays undertakes to indicate to such Customer, in a subsequent communication by e-mail, the indicative times expected for a new availability of the Product subject of the Order sent by the Customer. The Customer may in any case withdraw the Order and Happydays undertakes to refund any sums already collected as quickly as possible.

5. Price and shipping costs / Taxes and duties

5.1 The Price is expressed in € (Euro) VAT included. The applicable Price is the one published in the Online Store at the time the Orders are sent by the Customers.

5.2 Without prejudice to the provisions of the previous paragraph, Happydays may deny an Order Confirmation if the Order contains an incorrect Price. If during the Product selection procedure the Customer finds that the Price of one or more Products is clearly lower than the one normally applied, net of any discounts or promotions in force, he/she is requested not to send the Order and to send a report to Happydays.

5.3 The Price does not include shipping costs. Happydays reserves the right to request a contribution from Customers for shipping costs which may vary depending on the type of delivery, the quantity of Products to be delivered, their volume, their weight and their destination.

5.4 The contribution requested by Happydays for shipping costs is indicated, separately from the Price, before the Order is sent by the Customers and will be paid by the Customers together and at the same time as the payment of the Price according to the methods set out in art. 7.

5.5 Any taxes, duties, duties and other charges provided for by the laws of the State where the Products are shipped and delivered will be entirely borne by the Customers and paid by them upon delivery of the Products, directly to the competent tax or customs authorities or to the courier responsible for delivery.

6. Methods of sending Orders

6.1 Customers may send Orders by entering all the data necessary for the conclusion of the Sales Contract and the shipment of the Products.

6.2 Customers can purchase the Products by selecting them in the section of the Online Store dedicated to the type of Product sought and inserting them into the "cart". If the Products that the Customers intend to purchase are more than one, the same procedure as above must be repeated by clicking on "add other products". Once the correctness of the data relating to the chosen Products and the "sending information" has been verified, Customers must choose the payment method referred to in art. 7. Once the payment method has been chosen, Customers can proceed to send the Orders by clicking on "send".

7. Payment Methods

7.1 Customers may pay the Price and the contribution for shipping costs referred to in art. 5 by credit card, PayPal or other means of payment that may be indicated by Happydays in the Online Store. Happydays reserves the right to vary, at any time, the means of payment that may be used by Customers, it being understood that those published in the Online Store at the time the Orders are sent by Customers will be considered usable.

7.2 In case of payment by credit card, the Customers will be charged with the Price and the contribution for shipping costs referred to in art. 5, once the credit card details have been verified and the debit authorization has been received from the company issuing the credit card used by the Customers, at the same time as the Order Confirmation is sent by Happydays. The credit card details sent when placing the Orders are protected and are sent directly to the banking company that manages the payments. The payment is made directly on a secure server, with SSL encryption key in order to guarantee the absolute security of the transaction. The credit card details are not accessible by Happydays or in any case by third parties, neither at the time of sending the Orders nor subsequently.

7.3 In case of payment via PayPal, at the time of sending the Orders by the Customers, the Web session will be transferred to PayPal's secure website. On this website, Customers can complete the payment of the Price and the contribution for shipping costs referred to in art. 5 using their PayPal account and according to the conditions of use of the PayPal service subscribed to by the Customers at that time or previously. The debit of the Price and the contribution for shipping costs referred to in art. 5 to the Customers' PayPal account occurs at the same time as the sending of the Order Confirmation by Happydays.

7.4 If requested by Customers at the same time as sending Orders, Happydays will send Customers a regular invoice. For the purposes of issuing the invoice, the information provided by Customers shall be valid. No changes to the invoice will be possible after its issuance by Happydays.

7.5 The information received by Happydays pursuant to this Article 7 will be used exclusively to complete the procedures relating to the sale of the Products and for the refund procedures in the event of exercise of the right of withdrawal pursuant to Article 9 by the Customers.

8. Shipping and delivery of Products

8.1 Given that “shipment” of the Products by Happydays means the delivery of the same to the couriers selected from time to time pursuant to art. 8.2, Happydays is not required to ship the Products until it has received full payment of the Price; once payment of the Price has been received, Happydays undertakes to ship the Products:

1. in the case of available Products (as defined in art. 4):

1. within 3 working days of receiving the communication of debit authorization referred to in art. 7.2 in the case of payment by credit card;
2. within 3 working days from the moment in which the payment information was made available to Happydays in the case of payment by means other than credit card;

2. in the case of available Products which have become unavailable (as defined in art. 4.3), within 3 working days from the moment in which such Product or Products are again available at the Happydays warehouses, without prejudice to the Customer's right to withdraw the Order;
3. in the event that the availability of one or more Products is not indicated (as per the option under art. 4.5) and the Products are available in the Happydays warehouses at the time the Order is sent by the Customers:

1. within 3 working days of receiving the communication of debit authorization referred to in art. 7.2 in the case of payment by credit card;
2. within 3 working days from the moment the payment information was made available to Happydays in case of payment by means other than credit card.

8.2 Happydays guarantees the shipment of the Products, in the States indicated in the Online Store, via express couriers selected from time to time depending on the Product subject of the Order and the destination. The Products are shipped by Happydays, and delivered by the courier selected by Happydays, to the address indicated by the Customers at the time of registration as per art. 6.1 or to a different address indicated at the time of sending the Order.

8.3 Happydays undertakes to do everything in its power to ensure that the Products shipped pursuant to articles 8.1 and 8.2 are delivered by the selected couriers in the shortest possible time.

8.4 The delivery terms indicated by Happydays in the Online Store are indicative. Happydays undertakes to do everything in its power to respect the delivery times indicated in the Online Store and, in any case, to carry out the delivery within a maximum of 30 (thirty) days from the date of conclusion of the Sales Contract.

8.5 In order to allow Customers to follow the status of their Orders, Happydays generates an Order number that allows them to check all the information relating to the Orders.

8.6 Customers may also check the status of their Orders using the online “Order Tracking” function, which may be provided by the courier chosen by Happydays for delivery. This check may be carried out by Customers only after the Products have been shipped and using the tracking data communicated by Happydays via email.

8.7 Customers, or other persons appointed by Customers who are at the address indicated for delivery of the Products in the Order Confirmation, are required to verify, at the time of delivery, that:

1. the Products correspond to what is indicated in the courier's transport document (DDT) both in terms of number and type;
2. the packaging / wrapping of the Products is intact, not damaged, nor wet or in any way altered, including the closing materials.

8.8 Any damage to the packaging/wrapping of the Products must be immediately contested by the Customers by placing a written control reservation on the courier's proof of delivery.

9. Right of withdrawal

9.1 The Consumer Customer has the right to withdraw from a Sales Agreement, without stating the reasons, within 14 days. The withdrawal period expires after 14 days from the day on which the Consumer Customer or a third party, other than the carrier and designated by the Consumer Customer himself, acquires physical possession of the Products. In the case of a Sales Agreement relating to multiple goods ordered in a single Order and delivered separately, the 14-day period starts from the day on which the Consumer Customer or a third party, other than the carrier and designated by the Consumer Customer, acquires physical possession of the last Product.

9.2 To exercise the right of withdrawal, the Consumer Customer is required to inform Happydays (Happydays Srl, Via Vittorio Alfieri 18, Turin (TO) e-mail: [ orders@grandorangedeturin.it ]) of the decision to withdraw from the Sales Contract by means of any explicit declaration to this effect (for example, with a letter sent by post, fax or e-mail). To this end, it is possible, but not obligatory, to use the standard withdrawal form indicated below.

9.3 If the Consumer Customer decides not to use the attached standard withdrawal form, he/she must submit any other explicit declaration of his/her decision to withdraw from the contract. The Consumer Customer can also fill in and send electronically the standard withdrawal form or any other explicit declaration to that effect by e-mail. In this case, Happydays will promptly send a confirmation of receipt of the withdrawal on a durable medium (for example by e-mail).

9.4 To comply with the withdrawal deadline, it is sufficient for the Consumer Customer to send the communication relating to the exercise of the right of withdrawal before the withdrawal period expires.

9.5 If the Consumer Customer withdraws from a Sales Agreement, Happydays will refund all payments made by the Consumer Customer to Happydays, including delivery costs (with the exception of additional costs resulting from the Consumer Customer's possible choice of a type of delivery other than the least expensive type of standard delivery offered by Happydays), without undue delay and in any case no later than 14 days from the day on which Happydays was informed of the Consumer Customer's decision to withdraw from the Sales Agreement. Such refunds will be made using the same means of payment used by the Consumer Customer for the initial transaction, unless the Consumer Customer has expressly agreed otherwise; in any case, the Consumer Customer will not have to bear any costs as a consequence of such refund. The refund may be suspended until Happydays receives the Products being returned or until the Consumer Customer demonstrates that such goods have been shipped, if earlier.

9.6 The Consumer Customer is requested to return the Products to Happydays (Happydays Srl, Via Vittorio Alfieri 18, Turin (TO), 10121), without undue delay and in any case within 14 days from the day on which he communicated his intention to withdraw from the Sales Contract. The deadline is respected if the Consumer Customer returns the Products before the expiry of the 14-day period.

9.7 The direct costs of returning the Products will be borne by the Consumer Customer who is only responsible for the decrease in value of the Products resulting from handling of the Products other than that necessary to establish the nature, characteristics and functioning of the Products.

9.8 Standard withdrawal form (complete and return this form only if you wish to withdraw from the contract):

— Recipient: Happydays Srl, Via Vittorio Alfieri 18, Turin (TO), 10121, e-mail [ orders@grandorangedeturin.it ]

— I/we (*) hereby give notice that I/we (*) withdraw from my/our (*) contract of sale of the following goods/services (*)

— Ordered on (*) / received on (*)

— Name of consumer(s)

— Address of the consumer(s)

— Signature of the consumer(s) (only if this form is notified on paper)

— Date

(*) Delete as appropriate.

10. Guarantees / Defects and non-conformities of the Products

10.1 Happydays guarantees the Consumer Customer that the Products will be free from defects of conformity at the time of delivery and that they will become apparent within 2 (two) years from that moment, without prejudice in any case to the expiry of the product itself, where applicable, and will therefore comply with the requirements:

(i) subjective conformity (correspondence to description, type, quantity and quality); and

(ii) objective conformity (suitability for purposes for which goods of the type of the Products are normally used; delivery of accessories, packaging and instructions that the Consumer Customer can reasonably expect to receive; quantity and quality ordinarily present in goods of the same type as the Products and that the Consumer Customer can reasonably expect, taking into account the nature of the Product and what is declared by Happydays);

referred to in the Sales Agreement.

The application of any guarantee is excluded in the event of use or storage of the Products not in accordance with what is indicated in the instructions and warnings delivered to the Consumer Customer .

10.2 The action aimed at asserting defects of conformity not fraudulently concealed by Happydays expires, in any case, within 26 (twenty-six) months from delivery of the Product. The Consumer Customer, who has agreed to the execution of the Sales Contract, can however always assert the rights referred to in this art. 10.

10.3 Unless proven otherwise, it is presumed that any lack of conformity which becomes apparent within 1 (one) year of delivery of the Product already existed on that date, unless this assumption is incompatible with the nature of the Product or the lack of conformity.

10.4 In the event that the Product presents defects of conformity, the Consumer Customer will have the right to have the conformity of the Product restored, or to receive a proportional reduction in the Price, or to the termination of the Sales Contract as indicated below.

10.5 In order to restore the conformity of the Product, the Consumer Customer will have the right to replacement, provided that this is not impossible or does not impose disproportionate costs on Happydays taking into account all the circumstances (including the value that the Product would have in the absence of a lack of conformity, the extent of the lack of conformity). Happydays will have the right to refuse to bring the Products into conformity if replacement is impossible or if the costs it would have to bear are disproportionate, taking into account all the circumstances.

10.6 The replacement will be carried out without charge to the Consumer Customer, within a reasonable period of time from the moment in which Happydays has been informed by the Consumer Customer of the lack of conformity and without significant inconvenience for the Consumer Customer, taking into account the nature of the Product and the purpose for which the Consumer Customer has ordered the Products. If the lack of conformity must be remedied by replacing the Products, the Consumer Customer must make them available to Happydays and Happydays will take back the replaced goods at its own expense.

10.7 The Consumer Customer will be entitled to a proportional reduction in the Price or to the termination of the Sales Contract in the event that:

(i) Happydays has not carried out the replacement, where possible, or has refused to make the Products compliant;

(iii) the lack of conformity is so serious as to justify the immediate reduction of the Price or the termination of the Sales Contract;

(iv) Happydays has declared, or it clearly results from the circumstances, that Happydays will not proceed to restore the conformity of the Products within a reasonable period and without significant inconvenience for the Consumer Customer.

It is understood that the Consumer Customer will not have the right to terminate the Sales Contract if the lack of conformity is of minor importance, as proven by Happydays.

10.8 The reduction in Price will be proportional to the decrease in value of the Product received by the Consumer Customer compared to the value it would have had if it had been compliant.

10.9 If the lack of conformity concerns only some of the Products delivered under the Sales Agreement and there is a cause for termination of the Sales Agreement, the Consumer Customer may terminate the Sales Agreement limited to the non-compliant Products and those purchased together with the non-compliant Products, if it is not reasonably presumed that the Consumer Customer has an interest in maintaining the Products not affected by defects at his/her disposal. If the Consumer Customer terminates the Sales Agreement entirely or limited to some of the Products, the Consumer Customer will return the Products to Happydays at the latter's expense and Happydays will refund the Price paid for the Products upon receipt of the Products or of the evidence provided by the Consumer Customer regarding the fact of having returned or shipped the Products.

10.10 The Consumer Customer may refuse to make payment of any part of the Price covered by the Sales Agreement within which the remedies referred to in this Article 10 are exercised until Happydays has fulfilled the obligations referred to in this Article 10, without prejudice to the provisions of the legislation in force in terms of exception of non-fulfilment and contributory fault of the Consumer Customer.

10.11 Any refund of money in favour of the Consumer Customer resulting from the application of this art. 10 will be made using the same payment method used during the Order phase.

10.12 The remedies provided for the Consumer Customer in this art. 10 also extend to cases of impediment or limitation of use of the Products resulting from a restriction arising from the violation of third party rights, in particular intellectual property rights, without prejudice to other remedies provided for by current legislation.

10.13 For the sake of clarity, it is understood that the Customer who is not a Consumer may not avail himself of the remedies set out in this art. 10 but may avail himself of the various remedies provided for by the legislation in force.

11. Privacy

11.1 In order to proceed with sending Orders, the Customer must provide Happydays with some personal data which will be processed in accordance with current legislation as well as in compliance with, and for the purposes indicated in, the privacy policy available on the Online Store.

12. Errors and/or inaccuracies in the Online Store

12.1 Happydays undertakes to constantly check the Online Store in order to avoid errors or inaccuracies. However, it is possible that the Online Store contains, or may over time contain, errors, inaccuracies or omissions.

13. Intellectual Property

13.1 All intellectual property rights relating to the Online Store (including the contents) are the exclusive property of Happydays. The Online Store and its contents cannot be reproduced either in whole or in part, transferred by electronic or conventional means, modified, linked and used for any purpose whatsoever without the prior written consent of Happydays.

14. Applicable law and disputes

14.1 The General Conditions and the Sales Contracts are governed by Italian law, without prejudice to the rights granted to Consumer Customers by mandatory provisions of law in force in the country of residence of the latter.

14.2 In the event of disputes between Happydays and a Consumer Customer, we hereby guarantee our participation in an attempt at amicable conciliation that the Consumer Customer may promote before RisolviOnline, an independent and institutional service provided by the Arbitration Chamber of the Chamber of Commerce of Milan. For more information on the RisolviOnline regulations or to send a request for conciliation, access www.risolvionline.com .

14.3 As an alternative to the conciliation attempt referred to in the previous point 14.2, the Consumer Customer also has the right to access the European Online Dispute Resolution platform. For more information on the European ODR Platform or to initiate, through the latter, an alternative dispute resolution procedure relating to this contract, access the following link: http://ec.europa.eu/odr and use the following Happydays email address: [ orders@grandorangedeturin.it ]

14.4 Any legal disputes will be referred to the judge of the place of residence or domicile of the Consumer Customer.