The following terms and conditions apply to all purchases of goods and services by Shappy Sp z o.o. (“SHAPPY” or "we" or "us"):

SHAPPY Service Terms – which set out the terms and conditions upon which Shappy operates heyshappy.com (the “Website”) and makes it available to customers, including all information, features, tools, and services accessible on the Website. By visiting the Website you are engaging SHAPPY’s services and you agree to be bound by the SHAPPY Service Terms. The SHAPPY Service Terms apply to all users of the Website, including visitors, browsers, vendors, customers, merchants, and/or content contributors.

SHAPPY Contract Terms – which set out the terms and conditions upon which SHAPPY agrees to sell, and the customer agrees to purchase, SHAPPY products. Please read these terms carefully and make sure that you understand them before ordering any SHAPPY products from the Website. Note that by placing an order on the Website you acknowledge that you agree to these terms and conditions.

SHAPPY Limited Fabric Warranty - which set out the conditions of the SHAPPY Covers Warranty

SHAPPY Foam Products Limited Warranty -which set out the conditions of the SHAPPY Foam Warranty.

SHAPPY Privacy Notice – which explains how SHAPPY collects, stores, uses, and discloses personal information when a customer visits and/or makes a purchase from the Website.

Together with the SHAPPY Service Terms, SHAPPY Contract Terms, SHAPPY Privacy Notice, SHAPPY Limited Fabric Warranty and SHAPPY Foam Products Limited Warranty,make up the “SHAPPY T&Cs”. SHAPPY reserves the right to amend the SHAPPY T&Cs from time to time to reflect changes to our business practices or for other operational, legal, or regulatory reasons. Any updates to the SHAPPY T&Cs will be displayed on the Website.

About SHAPPY: The website www.heyshappy.com is powered by Shopify and owned and operated by Shappy Sp. z o.o., a company registered in Puławy, al. Marsz.J. Piłsudskiego 57, 24-100 Puławy, under KRS no. 0000963087, NIP: 7162835589, e-mail: [email protected].

SHAPPY SERVICE TERMS

SHAPPY SERVICE TERMS

Your use of SHAPPY’s Website is governed by these terms and conditions. Please read these terms carefully and make sure that you understand them before ordering any SHAPPY products from the Website. Note that before placing an order you will be asked to agree to these terms.

1. Website Access: By using the Website you are agreeing to the SHAPPY Service Terms, you represent that you are at least the age of legal majority in your state or province of residence, or that you are the age of legal majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use the Website. SHAPPY reserves the right to refuse or limit our Website services to anyone for any reason at any time.

2. Unauthorised Use:You agree not to use our technologies for unlawful or unauthorized purposes, and you may not violate any laws in your jurisdiction while using the Website (including copyright laws).

3. Website Integrity: You must not transmit to the Website, or expose the Website to, any computing viruses, bugs, malware or any other code that compromises the security and integrity of the Website.

4.  Breach: A breach or violation of any of these terms will result in an immediate termination of your services from the Website.

5. Transmission of Information:You agree that by using the Website and/or purchasing SHAPPY goods from the Website, your material (not including credit card information), may be transferred unencrypted and undergo (a) transmissions over a variety of networks; and (b) modifications to conform and adapt to technical requirements of connecting networks or devices.

6. Unauthorised Reproduction: You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Website services, use of the Website services, or access to the Website service or any contact on the Website through which such services are provided without SHAPPY's express prior written consent.

7. Third-Party Tools: You agree that:

a. to make full use of the Website services we may provide you with access to third-party tools, website features and software plug-ins (“Tools”) over which we neither monitor nor have any control nor input;

b. we provide access to such Tools “as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of third-party Tools;

c. any use by you of Tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which such Tools are provided by the relevant third-party providers; and

d. we may, in the future, offer new services and/or features through the Website (including, the release of new Tools and website resources) and such new features and services shall also be subject to these terms.

8. Third-Party Materials: Certain content, products and services available via our Website may include materials from third-parties, such as in our articles and email marketing materials. Third-party links may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy of third-party websites and materials and we do not warrant and do not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.

 9. Liability Exclusion: We are not liable for any loss or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. If you have a complaint, claim, issue, or question involving a third-party product, please contact the third-party.

10. Customer Comments: If, at our request, you send certain specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal, or otherwise (collectively, “Comments”), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, and otherwise use in any medium (including for the purpose of marketing materials) any Comments that you submit to us. We are and shall be under no obligation (1) to maintain any Comments in confidence; (2) to pay compensation for any Comments; or (3) to respond to any Comments.

11. Website Editing: We may, but are not required to, monitor, edit or remove material that we determine in our sole discretion to be unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise inappropriate or objectionable. It also violates any party's intellectual property rights and these terms.

12. No Violation: You agree that your statements will not violate the rights of any third party, including copyright, trademark, privacy, personality, or other personal or proprietary right. You further agree that your remarks will not include libelous or otherwise unlawful, abusive, or obscene material; nor will they contain a computer virus, bug, or other malware that might impede the Website's operation. You agree not use a false e-mail address, pretend or purport to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party.

13. Privacy Notice: Your submission of personal information through our Website is governed by the terms of the SHAPPY Privacy Notice, a copy of which is set out below.

14. Website Errors: Occasionally, there may be mistakes, inaccuracies or omissions on our Website's information that pertain to descriptions of products, pricing, discounts, offers, delivery times and stock availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information displayed on the Website or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).

15. Website Updates: We are not obligated to update, modify, or clarify information on the Website or on any other related website, including without limitation pricing information, unless required by law. No specified update or refresh date applied on the Website or on any related website should be taken to indicate that all information on the Website or on any related website has been modified or updated.

16. Prohibited Use: In addition to other prohibitions as set forth in these terms, you are prohibited from using the Website (or any of its content): (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, harm, defame, slander, intimidate or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code or malware that will or may be used in any way that will affect the functionality or operation of the Website or of any related website; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape (in a computing context); (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Website or any related website. We reserve the right to terminate your use of the Website or any related website at any time for violating any of the prohibited uses.

17. No Representation: We do not guarantee, represent or warrant that your use of our Website will be uninterrupted, timely, secure or error-free. We do not warrant that the results that may be obtained from the use of the Website will be accurate or reliable.

18. Website Removal: You agree that from time to time we may remove the Website services (in whole or part) for indefinite periods of time or cancel such services at any time, without notice to you. You expressly agree that your use of, or inability to use, the Website services are at your sole risk. The Website and all products and services delivered to you through the Website services are (except as expressly stated by us) provided 'as is' and 'as available' for your use, without any representation, warranties, or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.

19. No Liability: In no case shall SHAPPY, its directors, officers, employees, affiliates, agents, contractors, suppliers, service providers, or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the Website or any products or services procured using the Website, or for any other claim related in any way to your use of the Website for or any product or service, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the Website or any content (or product) posted, transmitted, or otherwise made available via the Website, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.

20. Indemnity: You agree to indemnify, defend and hold harmless SHAPPY and any parent company, subsidiaries, partners, officers, directors, employees, agents, and contractors, from any claim or demand, including reasonable legal fees, made by any third-party due to or arising out of your breach of these terms and conditions or the documents they incorporate by reference or your violation of any law or the rights of any third-party.

21. Severability: In the event that any provision of these terms is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these terms. Such determination shall not affect the validity and enforceability of any other remaining provisions.

22. Termination: The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes. These terms are effective unless and until terminated by either you or SHAPPY. You may terminate these terms at any time by notifying us that you no longer wish to use our Website services, or when you cease using our site. If in our sole discretion you fail, or we suspect that you have failed, to comply with any provision of these terms, then we may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and accordingly, we may deny you access to our Website (or any part thereof).

23. Entire Agreement: Any failure or delay by us to exercise or enforce any right or provision of these terms shall not constitute a waiver of such right or provision. These terms and any policies or operating rules posted by us on the Website or in respect of these terms, in conjunction with the SHAPPY Contract Terms (as applicable), constitute the entire agreement and understanding between you and SHAPPY and govern your use of the Website services, superseding any prior or contemporaneous agreements, communications and representations, whether oral or written, between you and SHAPPY(including, but not limited to, any prior iterations of these terms).

24. Governing Law: These terms, the interpretation of these terms, and any dispute in respect of their application, or the performance or non-performance of any rights or obligations under these terms, shall be governed by and interpreted in accordance with the laws of Poland. You and we agree that the courts of Poland will have non-exclusive jurisdiction in respect of any such dispute.

25. Interpretation: The headings used in this agreement are included for convenience only and will not limit or otherwise affect these terms. Any ambiguities in the interpretation of these terms shall be construed in favor of the drafting party.

SHAPPY CONTRACT TERMS

All customer purchases from SHAPPY are governed by the SHAPPY Contract Terms, in force at the time of your order. Please take the time to read these terms, as they include important information which applies to your purchase. You will not be able to proceed to purchase from SHAPPY without agreeing that you have read and agree with these terms.

1. Website Access: If you are a consumer, you may only purchase Products from the Website if you are at least 18 years old. If you are not a consumer, you confirm that you have authority to bind any business on whose behalf you use the Website to purchase SHAPPY products.

2. Entire Agreement: These terms and any document expressly referred to in them, or incorporated by hyperlink, in conjunction with the SHAPPY Service Terms (as applicable), constitute the entire agreement between you and us and supersede and extinguish all previous agreements, promises, assurances, warranties, representations and understandings between us, whether written or oral, relating to its subject matter (including, but not limited to, any prior iterations of these terms). 

3. No Reliance: You acknowledge that in entering into this contract you do not rely on any statement, representation, assurance or warranty that is not set out in these terms.

4. No Misrepresentation: You and we agree that neither of us shall have any claim for innocent or negligent misrepresentation based on any statement in this contract.

5. Contract Formation: After you place an order on the Website, you will receive an e-mail from us acknowledging that we have received your order. However, please note that this does not mean that your order has been accepted. Our acceptance of your order will take place when you receive your dispatch confirmation e-mail (“Order Confirmation”). The contract between us will only be formed when we send you the Order Confirmation.

6. No-Fault Cancellation: If we are unable to supply you with a product (for example, because that product is not in stock or no longer available or because we cannot meet your requested delivery date or because of an error in the price on our Website), we will inform you of this by e-mail and we will not process your order. If you have already paid for the products, we will refund you the full amount including any delivery costs charged as soon as possible.

7. Product Access: SHAPPY reserves the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities of products purchased per person, per household, or per order. These limitations may include orders placed by or under the same customer account, using the same credit card, or orders that use the same billing or shipping address. SHAPPY reserves the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.

8. Variation: SHAPPY reserves the right to amend the SHAPPY Contract Terms from time to time. Please refer to the top of this document to see when the SHAPPY Contract Terms were last updated. SHAPPY reserves the right to revise these terms as they apply to your order from time to time to reflect changes in laws and regulatory requirements applicable to SHAPPY products. If we have to revise these terms as they apply to your order, we will contact you to give you reasonable notice of the changes and let you know how to cancel the contract if you are not happy with the changes. If you opt to cancel the contract, you will have to return (at our cost) any relevant products you have already received and we will arrange a full refund of the price you have paid for those products.

9. Product Illustrations: The images of the SHAPPY products on our Website are for illustrative purposes only. Although we have made every effort to display the colors and shapes accurately, we cannot guarantee that your computer’s display of the colors accurately reflects the in-person look and feel of the product. SHAPPY products may vary slightly from those images. The packaging of the products may vary from that shown on images on our Website.

10. Swatch Service: To help our customers, we provide the SHAPPY Swatch Service which allows customers to explore the color options before making a purchase. We strongly encourage customers to make use of the SHAPPY Swatch Service – the cost of purchasing a swatch pack will be deducted from any subsequent order that you place for a SHAPPY sofa.

11. Product Variation: SHAPPY products are made with high-density polyurethane foam, however, due to the inherent nature of foam there can be ±3% variation in size and weight of our products.

12. Payment: You can pay for SHAPPY products using a debit card, credit card or PayPal. We accept the following cards: Visa, Mastercard and American Express. Payment methods are subject to change without warning.

13. Payment Fraud: Payment for all SHAPPY products (including pre-orders) and all applicable delivery charges are taken in advance at the point of order. Our Website provider and payment providers work hard to detect cases of possible fraud. To protect all you agree to only use discount codes that you have been provided with explicitly and directly from SHAPPY (and can provide evidence of such discount code being given to you by SHAPPY staff for personal use). You agree not to pass on any discount code to any third party without prior written consent from a director or employee of SHAPPY.

14. Cancellation: If you wish to cancel an order before it has been delivered to you then please reach out to [email protected] quoting your name, phone number, order reference number and delivery address. If the order has already been dispatched from our distribution center, we will make all reasonable efforts to halt the delivery in transit and prevent it from reaching you, to minimize additional postage and handling costs. In respect of a canceled order, you will be refunded the original purchase price (using the payment method selected at order checkout), less the original delivery costs, and less any additional postage and handling costs incurred in returning the order to our distribution center.

15. Returns: At SHAPPY we want to make sure that every customer is satisfied with their purchase, which is why we offer a 14-day ‘no cause’ return policy for any online orders placed through the SHAPPY Website. You can arrange a return of your SHAPPY product(s) by notifying by e-mailing [email protected] before delivery of your order or no more than 14 days after the order has been delivered to you (or your nominated address or proxy). Once you receive notice from us that the return is valid and has been accepted by us, you have a further 14 days to return the product to the return address specified by us. In the case of no-cause returns, all postage and courier costs are the responsibility of the customer. Please note that any original postage/delivery fees will not be refunded to you.

16. Faulty Goods: If upon receipt of your order any product is faulty, defective or not fit for purpose then please reach out to [email protected] immediately, and in any case no more than 48 hours after receipt of the product. We will then contact you to confirm the condition of the product and arrange for an inspection if required. Your right to a refund for faulty goods is conditional upon notice of the fault being provided to SHAPPY no more than 30 days after you receive the product. We strongly encourage all customers to inspect their orders as soon as possible after delivery and contact SHAPPY if any apparent faults present. If it is determined that the product is faulty or defective then return of the product will be arranged and a full refund will be issued to you (using the payment method selected at order checkout) within 10 days.

17. Self-Repair: You agree not to dispose of or attempt to repair any product that is seemingly damaged or faulty until you have contacted SHAPPY and spoken with one of our customer care team members and we have agreed in writing, usually by email, that it is okay to do so. Attempting to repair the product yourself may cause further damage to the product and compromise your right to return/refund the product.

18. Return Condition: All product returns are subject to the condition be unused and in the same original condition (including all original, inner and outer protective packaging intact) as it was when the product was delivered to you. Returns will not be accepted, and refunds will not be issued, in respect of products that have been used by the customer in the time since the product was first delivered to them (with the exception of goods that are determined to be faulty or defective).

19. Notification of Returns: Note that products that are sent back to us without first requesting a return via [email protected] will not be accepted.

20. Eligibility: Sale items, ex-display items and gift vouchers are not eligible to be returned with the exception of goods that are determined to be faulty or defective).

21. Product Value: Once we have received your returned order, we will refund you the price you paid for the products. Note we are permitted by law to reduce your refund to reflect any reduction in the value of the goods, or if the goods are received in lesser condition than originally received by the customer.

22. Refund Period: We endeavour to process any refunds due to you as soon as possible, and within 10 business days of receiving and accepting your returned product, using the original payment method used at order checkout.

23. Color Descriptions: Due to differences in how computer screens convey color and how lighting effects tone, we cannot accept color ‘not as described as a valid reason for return and refund. Although this does not impact your right to cancel and return your order, all associated costs and return criteria apply. We strongly encourage customers to make use of the SHAPPY Swatch Service as described in clause 10.

24. Sales Limits: We reserve the right, but are not obligated, to limit the sales of our products or services to any person, geographic region, or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer.

25. Exchanges: Please note that we do not offer general product exchanges. We strongly encourage all customers to take advantage of our SHAPPY Swatch Box service, which allows you to inspect your color and fabric options before placing an order.

26. Risk and Title: Delivery of an order shall be completed when we deliver the products to the address specified for the order at checkout and the products will be the customer’s responsibility from that time at risk passes to you. You have title to the products once we have received payment in full, including all applicable delivery charges.

 27. Dispatch: Orders are collected by our courier providers Monday-Friday, excluding statutory holidays.

28. Pre-orders: Pre-orders have a different delivery schedule as detailed on the product page at the time of ordering and outlined in your Order Confirmation. Please note that estimated dispatch times indicated on the product page are not guaranteed and we will keep you as informed as possible on that page. You reserve the right to cancel your pre-order contract at any time before we confirm your order with our dispatch email and in that case, you will receive a full refund. Please reach out to [email protected] if you have any queries regarding pre-orders or delivery timeframes.

29. Return Postage: Orders to EU addresses that are eligible for free delivery are not by extension eligible for free return postage.

30. Prices: The prices of the SHAPPY products will be as quoted on our Website at the time you place your order. We take all reasonable care to ensure that the prices of products are correct at the time when the relevant information was entered into the Website system. Prices for our products may change from time to time, but changes will not affect any order you have already placed.

31. VAT: The price of a SHAPPY product purchased within the EU includes Valued Added Tax (“VAT”), at the applicable current rate chargeable in the EU for the time being. However, if the rate of VAT changes between the date of your order and the date of delivery, we will adjust the VAT you pay, unless you have already paid for the products in full before the change in VAT takes effect.

32. Delivery Charges: The price of a product does not include delivery charges. Our delivery charges are as advised to you during the check-out process on the Website, before you confirm your order.

33. Website Errors: It is always possible that, despite our best efforts, a product on our Website may be incorrectly priced. We normally check prices as part of our dispatch procedures so that:

a. where the product’s correct price is less than the price stated on our Website, we will charge the lower amount when dispatching the products to you; and

b. if the product’s correct price is higher than the price stated on our Website, we will contact you via e-mail to inform you of this error and give you the option of continuing to purchase the product at the correct price or canceling your order. We will not process your order until we have your instructions. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as canceled and notify you via the e-mail address provided.

34. Warranty: SHAPPY products come with a one-year manufacturer’s warranty from the date of the Order Confirmation. This warranty covers defects in manufacturing discovered while using the product as recommended by the manufacturer.

35. Warranty Exclusion: The warranty does not cover normal wear and tear, stains or damage (whether unintentional or not), including, but not exclusively caused by:

a. misuse – such as placing a heavy object or high-pressure edge on the product, or using the product for an unintended purpose;

b. abuse and negligence – such as being damaged by cleaning with a rough surface or through suction such as a vacuum or broom, or being cleaned with chemicals such as nail polish removers, acids and alkalines, acetone or bleach;

c. improper storage conditions, including dampness, abnormally high or low temperature, lightning, rain or snow, commercial use, or damage to flooring due to improper care; or

d. modification – such as being cut to size or altered by the customer in any way.

36. Product Inspection: It is agreed that SHAPPY are best placed and have the authority to inspect and decide if a product is faulty or if damage has occurred.

37. Warranty Claim: To make a claim, the purchaser should contact us at [email protected] attaching proof of purchase and describing in detail of what the problem is, including photos. The purchaser must contact SHAPPY within 30 days of the problem arising.

38. Warranty Cover: If it is determined by SHAPPY that the product is covered by warranty, in the first 6 months a replacement product will be offered (provided it is in stock) and in the second 6 months a 50% refund of the original purchase price will be applied. Shipping and delivery fees will not be refunded.

39. Non-domestic Use: As a condition of purchasing any SHAPPY product(s), you agree not to use such product(s) for any prohibited commercial, business or resale purposes, and you agree that we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

40. Indemnity: You agree to indemnify, defend and hold harmless SHAPPY and any parent company, subsidiaries, partners, officers, directors, employees, agents, and contractors, from any claim or demand, including reasonable legal fees, made by any third-party due to or arising out of your breach of these terms and conditions or the documents they incorporate by reference, or your violation of any law or the rights of any third-party.

41. Force Majeure: SHAPPY will not be liable or responsible for any failure to perform, or any delay in performance of, any of our obligations under a contract that is caused by a Force Majeure Event. A “Force Majeure Event” means any act, omission or event that is beyond our reasonable control including, without limitation, strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war, fire, explosion, storm, flood, earthquake, subsidence, epidemic, pandemic or other natural disaster (including government-imposed restrictions or sanctions in connection with the Covid-19 pandemic), or failure of public or private telecommunications networks, or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.

42. Force Majeure Notice: If a Force Majeure Event takes place that affects the performance of our obligations under a contract with a customer:

a. we will notify you as soon as reasonably practicable; and

b. our obligations under the contract will be suspended and the time for performance of our obligations will be extended for the duration of the Force Majeure Event. Where the Force Majeure Event affects our delivery of products to you, we will arrange a new delivery date with you after the impact of the Force Majeure Event has passed.

43. Non-performance: If our non-performance of contractual obligations due to a Force Majeure Event continues for more than 30 days then you may cancel the relevant contract. To cancel a contract in this manner please contact us at [email protected]. If you opt to cancel your order, you will have to return (at our cost) any relevant products you have already received and we will refund the price you have paid, excluding any delivery charges.

44. Interpretation: The headings used in these terms are included for convenience only and will not limit or otherwise affect the operation of these terms. For the purposes of these terms, the term “in writing” includes communications by e-mail. Any ambiguities in the interpretation of these terms shall be construed in favour of the drafting party.

45. Severability: Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable and are therefore severed from the agreement, the remaining paragraphs will remain in full force and effect. Any ambiguities in the interpretation of these terms shall not be construed against SHAPPY.

46. Assignment / Assignation: We may assign, novate or transfer our rights and obligations under a contract to another legal person, but this will not affect your rights or our obligations under these terms. You may only assign, novate or transfer your rights or your obligations under these terms to another legal person with prior written consent of SHAPPY.

47. Third Party Rights: This contract is made between you and SHAPPY. No other person or legal entity shall have any rights to enforce any of its terms.

48. No Waiver: If we fail to insist that you perform any of your obligations under these terms, or if we do not enforce our rights against you, or if we delay in doing so, that does not mean that we have waived our rights against you and does not mean that you do not have to comply with your obligations under these terms. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

50. Governing Law: These terms are governed by, and shall be interpreted in accordance with, Polish law. This means that a contract for the purchase of products or services through the SHAPPY Website and any dispute or claim arising out of or in connection with such purchase will be governed by Polish law. You and we agree to that the courts of Poland will have non-exclusive jurisdiction in respect of any such dispute.

SHAPPY LIMITED FABRIC WARRANTY

Each of our customers is eligible for a one-year, limited warranty on any brand new fabric product purchased directly from heyshappy.com or any Authorized Retailer. For the time stated below for your products, if you experience a manufacturing defect that is covered under our warranty, we will offer a one-time replacement or repair of the issue reported. 

Please note that only the original purchaser holds the right to warranty. Defects not covered by the limited warranty must be reported within 48 hours to be eligible for replacement consideration. Claims after 48 hours will be null. 

Your new fabric product is covered by a one-year, limited warranty (the "Fabric Warranty"). Shappy and its subsidiaries assume no ability for damage caused by the use of the product other than for its intended use or as instructed below. 

1. PRODUCTS COVERED BY THIS LIMITED FABRIC WARRANTY

This limited fabric warranty extends to the fabric used in the product: Shappy Cover Sets, The Shappy Play Sofa or The Shappy Add-Ons (collectively, the “Shappy Products”) sold by Shappy Sp. z o.o. (“Shappy Sp. z o.o.” or “we”) that is purchased directly from www.heyshappy.com. The Shappy products are designed to be used exclusively for personal use and for lounging purposes. Apart from our outdoor fabric collection, the Shappy products are intended to be used indoors. This Warranty does not cover your Shappy products if you use them in a manner incompatible with that intended design and function, commercial use, rental use, or any other use for which the product was not intended. Certain exclusions apply, as further described in this Limited Warranty.

2. WHO THIS FABRIC WARRANTY EXTENDS TO

This limited warranty extends only to the original purchaser (i.e., the first purchaser) of any Shappy products.

All Shappy Sp z o.o. warranties, including any implied warranties, are valid only for the period of time the Shappy products are exclusively owned and used by the original, first purchaser.

This limited warranty does not extend to any purchaser who used alternative means to fulfill the original order or to any subsequent or another owner. Please retain a copy of your receipt as proof of purchase is required for all claims under this limited warranty. 

Shappy Sp. z o.o. warranties are not transferable and are not applicable to the use of the Shappy products for commercial or rental purposes. Once products are transferred from the original purchaser, all Shappy Sp. z o.o. limited warranties are void.

3. SHAPPY LIMITED FABRIC WARRANTY AND RESPONSIBILITIES

Shappy Sp. z o.o. warrants the fabric of any Shappy products in its original packaging sold to you against defects in material for a twelve (12)-month period from the date of delivery (the “Warranty Period”). Such Shappy products will be free from defects in material and workmanship set forth below (“Defects”) when such Shappy products are used in a manner consistent with the intended design and function as described above. Shappy Sp. z o.o.’s responsibility for defects is limited to repair or replacement as described in this limited Fabric Warranty.

Please note that any performance or other conduct, oral or written information, statement, or advice provided by us or any of our suppliers, agents, or employers will NOT create a warranty or in any way increase the scope or duration of this limited warranty. 

The Warranty Period is not extended or renewed if we repair or replace a warranted product. We may change the availability of this limited Fabric Warranty at our discretion, but any changes will not be retroactive.

4. WHAT THIS LIMITED WARRANTY COVERS

This limited Fabric Warranty applies to the following Defects:

Seam tears.Zippers that malfunction and cannot be opened or closed due to normal usage of the zipper material, i.e., top and bottom stops, slider/car, pull, zipper teeth, and zipper tap. Misprints in the case of patterned products.

This limited Fabric Warranty does not cover the following:

The Shappy Play Sofa has been left in its box confines for longer than 14 days as established by your delivery receipt.Normal thread that can be removed without damage to the product.Zipper malfunction due to fabric entrapment.Physical abuse or damage to the structure and/or cover material, including but not limited to, snags, burns, cuts, tears, liquid damage or stains; provided, that the defect is caused by such abuse or damage.Internal lining thread runs or discoloration.Color difference between products from different orders.Any issues when product is used in combination with DIY foam or after-market fabric or materials.Replacement of any non-defective pieces in the set (for example, if you file a warranty claim for 1 fabric piece and only one component is defective in your Shappy products, then we will only replace the defective component).Any Shappy Sp. z o. o. product (whether manufactured by Shappy Sp. z o.o. or not) sold by resellers.Any Shappy Sp. z o.o. product sold “as-is”, “preconditioned”, “reconditioned”, “used”, “comfort return”, “returned”, “previously owned”, or any other similar wording indicating that the Shappy Sp. z o.o. product is not “new” or of “first quality”, or has previously been purchased or used by another consumer.Any damages due to (i) transportation; (ii) storage; (iii) improper use and/or use of the products in any manner other than the intended design and function as described above; (iv) failure to follow the product instructions (i.e. cleaning/washing) or to perform any preventive maintenance; (v) modifications; (vi) unauthorized repair; (vii) normal wear and tear, including without limitation, the softening of the foam; or (ix) external causes such as accidents, abuse, or other actions or events beyond our reasonable control.

In the event of a defect during the Warranty Period, Shappy Sp. z o.o.’s sole and exclusive liability and your sole remedy under this limited Fabric Warranty will be, at Shappy Sp. z o.o. option, to repair or replace such products (or the defective part) with products, parts, and components that are similar to the defective product and of equal value to the purchased product, subject to your fulfillment of “Your Responsibilities” below. Replacement parts are subject to the availability of inventory and may be provided in a color different from the parts you originally purchased.

For limited/special edition, discontinued, or out-of-stock Shappy Sp. z o.o. products covered under the limited Fabric Warranty, Shappy Sp. z o.o. guarantees only replacement of a product with equal or greater retail value and does not guarantee an exact replacement of the same limited/special edition, discontinued, or out-of-stock item. Replacement parts may also be the different part that contains compatible features and functions. Replacement parts will be sent to the shipping address on file with the order.

5. YOUR RESPONSIBILITIES

In the event of a Defect and in order to get the benefit of this limited Fabric Warranty, you must complete all steps of filing a warranty claim through Shappy Sp. z o.o.’s customer team and provide Shappy Sp. z o.o. with proof of the original date of purchase and your Order Number. Evidence of a Defect in high-quality photo/video form and any claims must be sent to the email address set forth at the end of this limited warranty.

The Warranty Period is not extended or renewed if we repair or replace a warranted product. We may change the availability of this limited Fabric Warranty at our discretion, but any changes will not be retroactive.

SHAPPY FOAM PRODUCTS LIMITED WARRANTY

Each of our customers is eligible for a one-year, limited warranty on any brand new foam product purchased directly from heyshappy.com or any Authorized Retailer. For the time stated below for your products, if you experience a manufacturing defect that is covered under our warranty, we will offer a one-time replacement or repair of the issue reported. 

Please note that only the original purchaser holds the right to warranty. Defects not covered by the limited warranty must be reported within 48 hours to be eligible for replacement consideration. Claims after 48 hours will be null. 

1. PRODUCTS COVERED BY THIS LIMITED WARRANTY

This limited warranty extends to the foam components used in The Shappy Play Sofa or The Shappy Pillow Packs (collectively, the “Shappy Foam Products”) sold by Shappy Sp z o.o. Inc. (“Shappy Sp z o.o.” or “we”) that is purchased directly from heyshappy.com. The Shappy Foam Products are designed to be used exclusively indoors and intended for lounging purposes only. This Warranty does not cover your Shappy Foam Products if you use them in a manner incompatible with that intended design and function. Certain exclusions apply, as further described in this Limited Warranty.

2. WHO THIS WARRANTY EXTENDS TO

This limited warranty extends only to the original purchaser of any Shappy Foam Products. The “original purchaser,” for the purposes of this limited warranty, is the first purchaser of the Shappy Foam Products purchased directly from www.heyshappy.com. All Shappy warranties, including any implied warranties, are valid only for the period of time the Shappy Foam Products are exclusively owned and used by the original purchaser.

This limited warranty does not extend to any purchaser who used a third-party shipping servicer to fulfill the original order or to any subsequent or another owner, and this limited warranty is not transferable and is not applicable to the use of the Shappy for commercial or rental purposes. Proof of purchase is required for all claims under this limited warranty.

3. SHAPPY LIMITED WARRANTY AND RESPONSIBILITIES

Shappy Sp. z o.o. warrants that for the twelve (12)-month period from the date of delivery (the “Warranty Period”) of The Shappy Foam Products in its original packaging sold to you, such The Shappy Play Sofa will be free from defects in material and workmanship set forth below (“Defects”), when such The Shappy Play Sofa is used in a manner consistent with the intended design and function as described above.

Our responsibility for defects is limited to repair or replacement as set forth in this limited warranty. Neither any performance nor other conduct, nor any oral or written information, statement, or advice provided by us or any of our suppliers, agents, or employees will create a warranty, or in any way increase the scope or duration of this limited warranty.

The Warranty Period is not extended if we repair or replace a warranted product. We may change the availability of this limited warranty at our discretion, but any changes will not be retroactive.

4. WHAT THIS LIMITED WARRANTY COVERSTHIS LIMITED WARRANTY APPLIES TO THE FOLLOWING DEFECTS:Continued foam compression that materially affects the form and function of the product.Any physical flaw in the foam greater than 2 cm that causes the foam material to deteriorate, despite normal usage and proper handling.THIS LIMITED WARRANTY DOES NOT COVER THE FOLLOWING:The Shappy Play Sofa has been left in its box confines for longer than 14 days as established by your delivery receipt.Normal discoloration.Normal off-gassing.Foam difference between products from different orders.Foam that has been uncompressed for less than eight (8) weeks.Any issues when product is used in combination with DIY foam or after-market fabric or materials.Replacement of any non-defective pieces in the set (for example, if you file a warranty claim for 1 foam piece and only one component is defective in your Shappy Foam Products, then we will only replace the defective component).Any Shappy product (whether manufactured by Shappy Sp. z o.o. or not) sold by resellers.Any Shappy Sp. z o.o. product sold “as-is”, “preconditioned”, “reconditioned”, “used”, “comfort return”, “returned”, “previously owned”, or any other similar wording indicating that the Shappy Sp. z o.o. product is not “new” or of “first quality”, or has previously been purchased or used by another consumer.Any damages due to (i) transportation; (ii) storage; (iii) improper use and/or use of the products in any manner other than the intended design and function as described above; (iv) failure to follow the product instructions (i.e. cleaning/washing) or to perform any preventive maintenance; (v) modifications; (vi) unauthorized repair; (vii) normal wear and tear, including without limitation, the softening of the foam; or (ix) external causes such as accidents, abuse, or other actions or events beyond our reasonable control.

In the event of a Defect during the Warranty Period, Shappy Sp. z o.o.’s sole and exclusive liability and your sole remedy under this limited warranty will be, at Shappy Sp z o.o.’s option, to repair or replace such products (or the defective part) with products, parts and components that are similar to the defective product and of equal value to the purchased product, subject to your fulfillment of “Your Responsibilities” below. Replacement parts are subject to availability of inventory and may be provided in a color different from the parts you originally purchased. For limited/special edition, discontinued or out-of-stock Shappy Sp z o.o. products covered under the limited warranty, Shappy Sp z o.o. guarantees only replacement of a product with equal or greater retail value and does not guarantee exact replacement of the same limited/special edition, discontinued or out-of-stock item. Replacement parts may also be a different part that contains compatible features and functions. Replacement parts will be sent to the shipping address on file with the order.

5. YOUR RESPONSIBILITIES

In the event of a Defect and in order to get the benefit of this limited warranty, you must complete all steps of filing a warranty claim through Shappy Sp. z o.o.’s customer team and provide Shappy Sp z o.o. with proof of the original date of purchase and your Order Number. Evidence of a Defect in high-quality photo/video form and any claims must be sent to the email address set forth at the end of this limited warranty.

The Warranty Period is not extended if we repair or replace a warranted product. We may change the availability of this limited warranty at our discretion, but any changes will not be retroactive.

PRIVACY NOTICE

Customer privacy and due and proper processing of personal information when shopping online is important to you – and it’s important to us too.

This privacy notice outlines how Shappy Sp z o.o. (“SHAPPY” or “we”) collects, uses, and discloses Personal Information when you visit or make a purchase from heyshappy.com (the “Website”). In this privacy notice, the term “Personal Information” refers to any information that can be used to identify a person.

Please read this privacy notice carefully and ensure that you understand it. Your acceptance of this privacy notice is deemed to occur upon first use of the Website.

If you do not accept and agree with this privacy notice then you must stop using the Website.

Our contact details:

Name: Shappy Sp. z o.o.

Address: Marsz.J. Piłsudskiego 57, 24-100 Puławy, Poland

Email: [email protected]

The type of information that we collect: When you visit or make a purchase from the Website, we collect and process Personal Information that is required to provide our services and complete your order. Personal Information may also be collected and processed if you contact SHAPPY for customer support or inquiries.

We collect the following types of Personal Information:

• personal identifiers (including name, email address, phone contact details);

• device information (including information about your web browser, IP address, time zone, and certain cookies installed on your device); and

• order information (including billing address, shipping address, payment information, including credit/debit card numbers).

Why this information is collected: The Personal Information we process is provided to us directly by you and it is used for one of the following reasons:

• to provide products to you to fulfill our purchase contract;

• to process your payment information, arrange for shipping and provide you with invoices and/or order confirmations;

• to communicate with you and screen our orders for potential risk or fraud;

• to load the Website accurately for you and to perform analytics on Website usage to optimize our Website experience;

• to provide customer support services; and

• in compliance with the privacy preferences you have shared with us, to provide you with information or advertising relating to our products or services.

Sharing information that is collected: We share your Personal Information with third parties to help us provide our Website services and fulfill purchase contracts with our customers, for example:

• we use Shopify to power our Website and online store. You can read how Shopify processes your Personal Information here: https://www.shopify.com/legal/privacy;

• we use Google Analytics to help us understand how our customers use the Website. You can read more about how Google uses your Personal Information here: https://policies.google.com/privacy?hl=en. Note that you can also opt-out of Google Analytics here: https://tools.google.com/dlpage/gaoptout; and

• we may be required to share your Personal Information to comply with applicable laws and regulations, requests from government bodies or law enforcement agencies, or other lawful requests for information that we receive, or to otherwise protect our rights.

General Data Protection Regulation: Under the General Data Protection Regulation (“GDPR”), the lawful bases we rely on for processing this information are:

• your consent;

• the performance of the purchase contract between you and SHAPPY;

• compliance with our legal obligations; or

• that we have a legitimate interest.

Retention of information and your rights: When you make a purchase through the Website we will maintain your Personal Information for our records unless and until you request us to delete this information.

Under data protection law you have the right to ask us for a copy of the Personal Information that we hold about you, to port it to a new service, and to ask that your Personal Information be corrected, updated or erased.

Contact us about privacy concerns: If you have any concerns about the collection or processing of your Personal Information, you can make a complaint to us by emailing [email protected].

Changes to this notice: SHAPPY may update this privacy notice from time to time in order to reflect changes to our practices or for other operational, legal, or regulatory reasons. Any update to this notice will be displayed on the Website.

About SHAPPY: The website www.heyshappy.com is powered by Shopify and owned and operated by Shappy Sp z o.o., a company registered in Poland under KRS no. 0000963087, NIP: 7162835589 with a registered office at al. Marsz. J. Piłsudskiego, 24-100 Puławy.