GENERAL TERMS AND CONDITIONS OF SALE

E-commerce site – Retail sale of cosmetic products

pursuant to Legislative Decree 206/2005 (Consumer Code), Legislative Decree 70/2003 and EC Reg. 1223/2009

Art. 1 – Seller and mandatory information

1.1 mandatory information

This e-commerce site is managed by:

1.2 applicable legislation

These GCS are drawn up pursuant to Legislative Decree 206/2005 (Consumer Code), Legislative Decree 70/2003 and EC Reg. 1223/2009

Art. 2 – Scope of application and acceptance

These General Conditions of Sale (hereinafter “CGV”) govern every distance sales contract concluded via the website www.nouba.it (hereinafter “Site”) between Nouba Group S.r.l. (hereinafter “Seller”) and the Consumer who makes the purchase (hereinafter “Buyer” or “Consumer”).

Pursuant to art. 3, co. 1, letter. a), of Legislative Decree 206/2005, Consumer means the natural person who acts for purposes unrelated to any entrepreneurial, commercial, artisanal or professional activity carried out. The Site’s services are aimed exclusively at end consumers who are natural persons resident in the European Economic Area. These GCS fully comply with the Consumer Code (Legislative Decree 206/2005, articles 45 ss.) and with the EU Directive 2019/2161 (Omnibus), implemented with Legislative Decree 26/2023.

The submission of the purchase order is equivalent to full and unconditional acceptance of these GCS, in the version published on the Site at the time of the order. The changes apply exclusively to orders placed after their publication.

Art. 3 – Account registration, profile management and purchase in guest mode

3.1 Voluntary account registration

Registering a personal account on the Site is optional. The Buyer who chooses to register provides the data requested in the registration form (name, surname, date and place of birth, tax code, shipping address, e-mail address, password) and guarantees that the information entered is truthful, complete and updated. Registration is permitted exclusively to natural persons of legal age (minimum age 18). The Seller reserves the right to refuse or cancel registrations that violate these GCS or are fraudulent.

3.2 Login and security credentials

The Buyer is responsible for the safekeeping and confidentiality of his/her login credentials (email and password) and for any activity carried out through his/her account. In particular, the Buyer:

choose a secure password and do not share it with third parties;

immediately notify the Seller, via email to [ecommerce@nouba.it], of any unauthorized use of your account or violation of the security of your credentials;

logs out at the end of each session, especially when using shared devices.

The Seller is not responsible for damages resulting from unauthorized use of the account attributable to the Buyer’s failure to safeguard the credentials.

3.3 Registered Account Features

The personal account allows the Buyer to:

access order history;

save and manage delivery and billing addresses;

manage wishlists and product preferences;

manage personal data independently: rectification, cancellation (where possible and subject to legal obligations), portability where technically possible);

3.4 Account modification and cancellation

The Buyer can at any time modify their personal data and preferences from the personal area of ​​the Site, or request permanent cancellation of the account by sending a communication to ecommerce@nouba.it. Cancellation of the account does not affect sales contracts already concluded nor the rights and obligations deriving from them. The Seller retains the data necessary for the fulfillment of legal obligations for the terms established by current legislation, as indicated in the Privacy Policy.

The Seller reserves the right to suspend or deactivate the account in case of: (i) violation of these GCS; (ii) fraudulent or abusive conduct; (iii) provision of false data during registration. The suspension is communicated to the Buyer via e-mail.

3.5 Purchase in guest mode (guest checkout)

The Buyer who does not intend to create an account can make purchases in guest mode (guest checkout), entering only the data necessary to execute the order (name, surname, date and place of birth, tax code, shipping and billing address, e-mail, payment method). This method does not involve the creation of a permanent profile on the Site.

The Buyer in guest mode enjoys the same substantial rights as the registered Buyer regarding: legal guarantee of conformity (art. 8 CGV), right of withdrawal (art. 9 CGV) and protections regarding delivery (art. 7 CGV). To exercise the right of withdrawal, the guest Buyer uses the standard form in Attachment A or sends direct communication to [resi@nouba.it] indicating the order number received via e-mail.

The data provided in guest mode are processed exclusively for the execution of the sales contract and for the fulfillment of legal obligations, as provided for in the Privacy Policy. No profiling is carried out on guest buyers.

Art. 4 – Cosmetic products: characteristics and regulatory compliance

The products offered for sale are cosmetic products pursuant to art. 2 of EC Regulation 1223/2009. The Seller guarantees that all products in the catalogue:

are notified to the European Cosmetics Portal (CPNP) pursuant to art. 13 of EC Reg. 1223/2009;

bear on the label the mandatory indications required by the art. 19 of EC Reg. 1223/2009, including: list of ingredients in INCI nomenclature, date of minimum shelf life or PAO, warnings and special conditions of use, batch number;

are accompanied by a Product Safety Data Sheet (Product Safety Report) updated pursuant to art. 10 of EC Reg. 1223/2009;

satisfy the safety requirements referred to in the art. 3 of EC Reg. 1223/2009.

The images of the products on the Site are reproduced for illustrative purposes. The textual description and technical specifications of the product (INCI, volume/net weight, warnings) prevail over the image in any case of discrepancy.

The list of ingredients may undergo changes, the consumer must refer to the product packaging for the most updated ingredient list

Availability: the availability indications on the Site are updated in real time. If, following confirmation of the order, a product is found to be unavailable, the Seller will notify the Buyer within 2 working days, offering an equivalent product, a voucher or a full refund within 14 days.

Art. 5 – Prices and payment methods

All prices indicated on the Site are expressed in euros and include current VAT. Shipping costs, where due, are indicated separately before confirming the order, in compliance with the art. 49, co. 1, letter. e), Legislative Decree 206/2005.

Previous prices and reductions: each price reduction announcement indicates the previous price applied in the previous 30 days. In the case of progressive reductions, the previous price is the one applied before the first reduction in the series.

The following payment methods are accepted:

Credit/debit card (Visa, Mastercard, American Express) – via PCI-DSS certified gateway;

Apple Pay / Google Pay, where available.

Payment takes place at the same time as the order is placed. The Seller does not store payment card data. In case of unsuccessful payment, the order is automatically canceled and the Buyer is informed via e-mail.

Art. 6 – Order procedure and conclusion of the contract

The sales contract is concluded according to the following procedure, pursuant to articles. 51 ff. of Legislative Decree 206/2005:

Selection of products and addition to the virtual cart.

Access via registered account or in guest mode (guest checkout) with entry of shipping and billing data.

Selection of the payment method and display of the order summary (products, prices, shipping costs, total VAT included).

Order confirmation via “Buy Now” button (or equivalent). The forwarding constitutes an irrevocable contractual proposal for 48 hours.

Sending by the Seller of e-mail of receipt of the order (automatic receipt, does not constitute acceptance).

Sending by the Seller of e-mails confirming and accepting the order (completion of the contract). This communication includes written confirmation of the pre-contractual information pursuant to art. 51, co. 7, Legislative Decree 206/2005.

The Seller reserves the right to refuse orders in the presence of: (i) anomalies in the payment procedure; (ii) incomplete or unverifiable shipping data; (iii) orders in abnormal quantities compared to normal private consumption.

Art. 7 – Shipping, delivery and transfer of risk

7.1 Shipping methods and times

The Seller processes orders within 2 working days of confirmation of payment, in compliance with the maximum deadline of 30 days referred to in the art. 61, co. 1, Legislative Decree 206/2005.

Delivery times are indicative and refer to working days (Monday – Friday, excluding national holidays). The Seller is not responsible for delays attributable to the carrier or causes of force majeure. The art. applies in any case. 61 Legislative Decree 206/2005.

7.2 Failure to deliver within the deadline

If the Seller does not deliver the goods within the agreed deadline or, in the absence of an agreement, within 30 days of the conclusion of the contract, the Consumer invites the Seller to deliver within an appropriate additional period. If the goods are not delivered even within this deadline, the Consumer has the right to terminate the contract pursuant to art. 61, co. 3 and 4, Legislative Decree 206/2005, with full refund within 14 days of termination.

7.3 Transfer of risk

The risk of loss or damage to the goods is transferred to the Consumer when the latter, or a third party designated by him other than the carrier, physically comes into possession of the goods (art. 63, co. 1, Legislative Decree 206/2005). If the Consumer has chosen a carrier other than those proposed by the Seller, the risk transfers at the time of delivery to the carrier.

7.4 Verification upon receipt

The Buyer is required to check the integrity of the packaging and products upon delivery. In the event of visible damage or discrepancies, you are invited to place a written reservation on the carrier’s delivery document and to communicate the incident to the Seller within 48 hours of receipt via e-mail to [ecommerce@nouba.it], attaching photographic documentation.

Art. 8 – Legal guarantee of conformity

Pursuant to the articles. 128 ff. of Legislative Decree 206/2005 (as amended by Legislative Decree 170/2021, implementing EU Directive 2019/771), the Seller is responsible towards the Consumer for any lack of conformity existing at the time of delivery of the goods and which manifests itself within the legal deadlines.

8.1 Compliance criteria

An asset complies with the contract when it satisfies the subjective requirements (art. 129 Legislative Decree 206/2005): it corresponds to the description, type, quantity and quality contractually envisaged; it is suitable for the specific use desired by the Consumer, made known to the Seller at the time of conclusion of the contract; It is supplied with all accessories and instructions indicated. The asset also satisfies the objective requirements (art. 130 Legislative Decree 206/2005): it is suitable for the purposes for which assets of the same type are normally used; complies with applicable mandatory regulations, including those regarding cosmetic safety (EC Reg. 1223/2009).

8.2 Terms of the legal guarantee

Seller’s liability term: 2 years from delivery of the goods (art. 133, co. 1, Legislative Decree 206/2005).

Presumption of pre-existence of the defect: defects that appear within 1 year of delivery are presumed to exist on the delivery date (art. 132-bis, co. 3, Legislative Decree 206/2005).

Deadline for reporting: the Consumer reports the defect to the Seller within 2 months of discovery (art. 132-bis, co. 1, Legislative Decree 206/2005).

8.3 Available remedies and order of priority

In the event of a lack of conformity, the Consumer has the right, in the first instance, to have the goods repaired or replaced, at his/her choice, without charge. If repair and replacement are both impossible, excessively onerous or are not carried out within a reasonable time, the Consumer has the right, at his/her choice, to a proportional reduction in the price or termination of the contract with full refund, pursuant to articles. 135-bis ss. Legislative Decree 206/2005. For cosmetic products, replacement is the first remedy granted; if this is not possible (e.g. product discontinued), the price will be directly reduced or refunded.

8.4 Reporting and procedure

The Consumer who detects a lack of conformity is required to: communicate it to the Seller via e-mail to [ecommerce@nouba.it] within two months of discovery, with a description of the defect and photographic documentation; keep the defective product pending the Seller’s instructions; do not dispose of or give away the product before authorization from the Seller. The Seller responds within five working days. The costs of returning the defective product are borne by the Seller.

8.5 Additional commercial guarantee (optional)

If the Seller or the manufacturer offers an additional commercial guarantee, the relevant conditions are indicated in the product sheet or in the attached documentation. The commercial guarantee does not limit or replace the legal guarantee of conformity.

Art. 9 – Right of withdrawal

9.1 Term and methods of exercise

The Consumer has the right to withdraw from the contract without having to provide any reason within 14 calendar days from the day on which the Consumer or a third party designated by him, other than the carrier, acquires physical possession of the goods (articles 52 and 57 of Legislative Decree 206/2005).

To exercise the right of withdrawal, the Consumer communicates his decision to the Seller before the deadline expires by:

explicit declaration sent via e-mail to [ecommerce@nouba.it], indicating the order number;

completing the return form available in the personal area of ​​the Site (registered account) or sending the standard withdrawal form referred to in Annex A (guest and registered buyers);

any other unambiguous statement of the decision to withdraw.

The Seller sends confirmation of receipt of the withdrawal notice via e-mail.

9.2 Return of products

The Consumer returns the goods without undue delay and in any case within 14 days of the notice of withdrawal (art. 57, co. 1, Legislative Decree 206/2005). The goods must be returned:

in original condition, intact, with original packaging where possible;

accompanied by all accessories, instructions and documentation attached;

for unopened cosmetic products: intact packaging, seal intact.

The direct costs of return are borne by the Consumer, unless the Seller has expressly agreed to bear them (art. 57, co. 2, Legislative Decree 206/2005).

9.3 Refund

The Seller refunds all payments received, including standard delivery costs (excluding the additional cost for choosing a more expensive delivery), without undue delay and in any case within 14 days of the notice of withdrawal (art. 56, co. 1, Legislative Decree 206/2005). The Seller may withhold the reimbursement until receipt of the returned goods or until the Consumer has provided proof of reshipment (art. 56, co. 3). The refund takes place with the same payment method used, without additional costs for the Consumer.

In the event of a decrease in the value of the goods resulting from manipulation that is not necessary to establish their nature and characteristics, the Seller has the right to deduct from the refund an amount commensurate with the decrease in value (art. 56, co. 4, Legislative Decree 206/2005).

9.4 Exceptions to the right of withdrawal – Cosmetic products

Pursuant to art. 59, co. 1, letter. e), Legislative Decree 206/2005, the right of withdrawal is excluded for sealed goods that are not suitable for return for hygienic reasons or related to health protection and which have been opened after delivery.

Art. 10 – Responsibilities of the Seller

10.1 Mandatory contractual liability

The Seller is liable towards the Consumer, in the terms and in the manner established by Legislative Decree 206/2005, for: (i) defects in conformity of the products purchased (art. 128 ss. Legislative Decree 206/2005, governed by art. 8 CGV); (ii) failure or delayed delivery of the goods (art. 61 Legislative Decree 206/2005, governed by art. 7 CGV); (iii) damage caused by defective products pursuant to Legislative Decree 206/2005, Part IV, Title II (articles 114 et seq.).

10.2 Liability for damage due to defective products

Pursuant to the articles. 114 ff. of Legislative Decree 206/2005, the manufacturer is responsible for damage caused by defects in his product. The Seller is liable in a subsidiary way when the manufacturer is not identifiable and does not indicate it within three months of the request of the injured party (art. 116 Legislative Decree 206/2005). The right to compensation is subject to a limitation period.

10.3 Exclusions and limitations permitted by law

Within the limits permitted by the applicable legislation and without prejudice to the mandatory nature of the provisions of the Consumer Code:

The Seller is not responsible for indirect or consequential damages that do not constitute an immediate and direct consequence of non-compliance, within the limits of the art. 1223 c.c.

The Seller is not responsible for delays or failures to fulfill obligations caused by force majeure events pursuant to art. 1256 c.c. (natural disasters, acts of terrorism, epidemics, strikes by third parties, measures by the authorities). The Seller communicates this to the Buyer.

The Seller is not responsible for the content of third-party websites that may be accessible via links on the Site.

The exclusions and limitations set out in this article do not apply: (i) in the event of willful misconduct or gross negligence on the part of the Seller; (ii) in the event of personal injury or death caused by Seller’s negligence; (iii) in all cases in which the law expressly excludes its validity towards Consumers.

10.4 Safety of cosmetic products and cosmetovigilance

In compliance with the art. 23 of EC Reg. 1223/2009, the Seller collects and manages reports of serious side effects (SIE). The Buyer who experiences a serious adverse reaction is invited to: immediately suspend use of the product; consult a doctor; report the event to ecommerce@nouba.it indicating product name, batch number, description of the reaction and date of onset; keep the product for possible analysis. The Seller communicates the EIGs to the Ministry of Health pursuant to art. 23 EC Reg. 1223/2009.

Art. 11 – Consumer reviews

Pursuant to art. 23-bis of Legislative Decree 206/2005 (Legislative Decree 26/2023, Omnibus Directive), the Seller informs that the reviews on the Site come exclusively from verified Buyers who have actually completed a purchase. The Seller does not publish or commission fake reviews, does not manipulate ratings, and does not filter reviews by rating before publication. Any sponsorships present on the Site are clearly identified as such.

Art. 12 – Protection of personal data

The processing of Buyers’ personal data is governed by the Information on the Processing of Personal Data pursuant to art. 13 of EU Reg. 2016/679 (GDPR), available on the Site in the “Privacy Policy” section and an integral part of these GSC. Acceptance of the GCS does not constitute consent to processing for marketing or profiling purposes, which requires independent and separate consent.

Art. 13 – Alternative dispute resolution and competent court

13.1 Alternative Dispute Resolution (ODR/ADR)

Pursuant to art. 141-bis ss. Legislative Decree 206/2005 and EU Reg. 524/2013, Consumers resident in the European Union can use the ODR platform of the European Commission:

The Seller’s email for ODR purposes is: ecommerce@nouba.it. The use of the ODR platform is not mandatory; the parties remain free to take ordinary legal action.

13.2 Jurisdiction

Any dispute arising from these GCS is governed by the rules of the Consumer Code as coordinated and the Civil Code. These GCS are governed by Italian law.

Art. 14 – Partial nullity and integrity of the contract

The possible nullity or ineffectiveness of individual clauses of these GCS does not entail the nullity of the entire contract. The void clause is replaced, where possible, by the applicable legal provision.

Art. 15 – Changes to the general conditions

The Seller reserves the right to modify these GCS at any time. The changes are made known by publication on the Site with indication of the effective date. The GCS in force at the time the order is placed apply to the relevant sales contract.

ANNEX A

STANDARD WITHDRAWAL FORM

(pursuant to art. 49, co. 1, letter h) and Annex I, Part B, Legislative Decree 206/2005)

Complete and send this form only if you wish to withdraw from the contract.

Recipient: Nouba Group S.r.l. – Via private Bastia, 5 – 20139 Milan – E-mail: [ecommerce@nouba.it]

I hereby communicate the withdrawal from the sales contract of the following goods:

— Document drawn up pursuant to Legislative Decree 206/2005 (Consumer Code), Legislative Decree 70/2003 and EC Reg. 1223/2009 —