PRODUCT DESCRIPTION

Geisha curve sofa designed to perform in a matter that indulges the eyes, the Geisha curves sofa grace a room with the extravagance and poise of a Kyoto Geisha. Her fully upholstered curved body rests on modern and sleek.

ORDERS ARE SUBJECT TO ACCEPTANCE

All orders are subject to acceptance by the wholesaler (“Seller”) of the Product Line (“Manufacturer”).

Buyer (“Buyer”) is defined as the person, firm or company, authority or government department, which purchases the Goods from the Seller.

ENTIRE AGREEMENT

Acceptance of orders is based on the express condition that buyer agrees to all of the terms and conditions contained herein. Acceptance of delivery by buyer will constitute buyer’s assent to these terms and conditions.

TERMS AND CONDITIONS

These terms and conditions represent the complete agreement of the parties, and no terms or conditions in any way adding to, modifying, or otherwise changing the provisions stated herein, shall be binding upon manufacturer unless prior written approval is signed and approved by an officer of manufacturer.

MODIFICATION

No modification of any of these terms will be affected by manufacturer’s shipment of goods following receipt of buyer’s purchase order, shipping request or similar forms containing printed terms and conditions conflicting or inconsistent with the terms herein.

FORCE MAJEURE

All quoted completion and delivery dates are estimates only. KOKET shall not be liable for delays in completion, shipment, or default in delivery for any reason of force majeure or for any cause beyond Manufacturer’s or KOKET’s reasonable control including, but not limited to, (a) government action, war, riots, civil commotion, embargoes or martial laws, (b)

MANUFACTURER’S INABILITY

Manufacturer’s inability to obtain necessary materials from its usual sources of supply, (c) shortage of labor, raw material, production or transportation facilities or other delays in transit, (d) labor difficulty involving employees of Manufacturer or others, (e) fire, flood or other casualty, or (f) other contingencies of manufacture or shipment.

DELAY

In the event of any delay in Manufacturer’s performance due in whole or in part to any cause beyond Manufacturer’s reasonable control, Manufacturer shall have such additional time for performance as may breasonably necessary under the circumstances. Acceptance by Buyer of any goods shall constitute a waiver by Buyer of any claim for damages on account of any delay in delivery of such goods.

INTERNET POLICY

Dealer internet websites may neither advertise, nor in any way, display the KOKET name, logo, product images or any other proprietary company emblems or information without prior written consent from the company.

Websites of Agent may not display pricing lower than KOKET’s MSRP, promotional offers, discounts or value statements (e.g. lowest price in town). Please contact KOKET for further company guidelines on internet usage.

PRICING

We reserve the right, without prior notice, to discontinue products or change specifications and prices on products. Prices always refer to one unit and are FOB Rio Tinto, Portugal. For USA clients, FOB Virginia. All pricing is determined by qualification of customer.

PACKAGING

Packaging is always included in our price; however if the customer requires specific packaging, they will be charged accordingly.

TAXES

All taxes and excises of any nature whatsoever now or hereafter levied by governmental authority, whether federal, state or local, either directly or indirectly, upon the sale or transportation of any goods covered, hereby, shall be paid and borne by Buyer.

ACCOUNTS & ORDER TERMS

There are no required minimums when purchasing at Designer Net pricing. Open credit terms will be considered on a case by case basis after the first pro- forma order.

ORDER COMPLETION

Balance is due upon order completion, prior to shipping of merchandise. Buyer then has up to ten (10) business days to pay the remaining balance of their outstanding invoice and arrange for shipping of product(s). Failure to do so, within ten (10) business days, will result in additional fees. These fees are outlined in PRODUCT AND STORAGE FEES Section. All pieces are the property of KOKET until payment is received in full.

KOKET RESERVES

KOKET reserves the right to defer the dispatch date until the balance of the order is received. All orders in the amount of $3,500 or less will require payment in full prior to processing the order.

NET PRICING QUALIFICATIONS

Incomplete Commercial Account Applications will not be accepted.

To receive net pricing, a U.S. tax exemption ID certificate or reseller’s license is required for an account, or both items below:

1. Proof of valid membership (e.g. current membership ID) in one of these organizations:

• ASID American Society of Interior
• Designers, or international affiliate
• IIDA International Interior Design Association
• IDS Interior Design Association
• IDS Interior Design Society
• CID Certified Interior Designers International
• National Council for Interior Design

2. Business Card

CONTRACT/HOSPITALITY ORDERS:

KOKET has the ability to customize existing products or new products to meet contract specifications. These orders will necessitate special pricing based on quantity and features. All custom designs are subject to a non-refundable design fee of two hundred and fifty dollars (USD) $250.00.

SPECIFIC CUSTOMIZATION

In specific cases of customization, additional design fees may apply. This will be determined on a case-by-case basis at which time the Buyer will be notified of any said fees.

PRODUCT AND STORAGE FEES

Upon completion, clients will have a total of four (4) weeks from the date they are billed for their final payment to pay all remaining balances on their order. If the balance remains unpaid after the four (4) week grace period, a 5% storage fee will be applied weekly. This 5% will be calculated based on the total invoice amount, not the remaining balance.

ORDER THAT ACCRUE STORAGE FEES

Orders that accrue storage fees cannot be released until the fees and remaining balance are paid. If the order extends eight (8) weeks past the date of final billing, the client consents to release the order to KOKET stock, and the order deposit is lost.

ORDER CANCELLATION

All goods are custom made to order specifications. Orders are not cancellable after five (5) working days since the day of the 1st payment of the order, nor returnable. If the order is canceled within the five business days allowed, the amount already paid will be credited (KOKET Credit Note) to the same entity that was ordered from us.

CHANCES IN ORDERS

Changes in orders, returns or cancellations require prior written approval from manufacturer. In every other aspect (delay, client indecision, loss of projects, etc.) the amount paid to KOKET will not be refunded or credited as Credit notes, and the client will lose any right to the goods.

IN STOCK LIGHTING RETURN POLICY:

KOKET will not accept lighting returns without prior written authorization. Returns or cancellations are subject to cancellation fees or restocking fees up to 50% of the net selling price. In-stock lighting will not be accepted as a return if product has been installed, altered or damaged in any way.

LEAD TIME

We reserve the right, without prior notice, to change lead time. For pieces with custom specifications or orders of large quantities we reserve the right to adjust the time of delivery accordingly. Lead time for COM or COL orders does not begin until ALL fabric and/or materials are received by the manufacturer.

FREIGHT

Shipping costs are not included in the price of an item. This in no way implies that KOKET is responsible for the performance of the carrier.

SELLER PRODUCT SHIPMENT

Seller product shipment includes door-to-door, drop off service unless Buyer specifies an additional service. Delivery personnel are limited to delivering to physical shipping address only. They are not permitted to cross the threshold of building, home, or office with shipment. Nor can they handle, uncrate, or remove any packaging or materials.

ADDITIONAL SERVICES

Buyer can request additional services for a higher fee. Additional services include: air freight and white glove services.

Any shipments returned to Seller as a result of Buyer’s unexcused delay or failure to accept delivery will require Buyer to pay all additional costs incurred by Seller including storage fees.

TITLE / RISK OF LOSS

Any claim by Buyer against Seller or carrier for shortage or damage occurring prior to delivery must be made in writing within forty-eight (48) hours after receipt of shipment and accompanied by original transportation bill signed by the carrier, noting that the carrier received the goods from Manufacturer in the conditions claimed.

DELIVERIES RULES

All deliveries are subject to the accompanying Freight Receiving Rules.

WARRANTY AND DISCLAIMER

KOKET offers a two-year warranty on all products, excluding normal wear and tear or naturally occurring defects. When issues arise, KOKET reserves the right to determine whether a replacement or repair is most appropriate.

Defective products will be either fixed or replaced within the normal production time period required to reorder and manufacture the replacement product.

FURNITURE:

Many wood and metal finishes are applied by hand and may vary in color, tone and character.

While Manufacturer will make every effort to match a finish, no guarantee can be made of an exact match.

OXIDING:

Manufacturer does not guarantee finishes against fading and oxidizing.

Variations in color and veining are inherent in stone and wood and considered to be part of the natural beauty.

LIGHTING:

Furniture and lighting is handmade, and therefore is subject to slight variations.

Textiles and Soft Goods: Manufacturer does not guarantee fabrics or soft goods, dyed or natural, from fading, normal wear, or slight variations in color.

DINING TABLES:

Dining table designs are handmade and are subject to slight inconsistencies.

Table tops and bases are made and shipped in separate crates.

GLASS TABLE:

Glass table tops are not anchored to the base upon arrival, and thus does not guarantee maximum stability upon placement.

CONSOLES:

All console designs are handmade and subject to slight inconsistencies. Certain console designs could cause a small percentage of instability upon movement. Please exercise cau

SHIPPING / DELIVERY

As a service to our customers, KOKET will arrange the shipping of orders via one of our preferred carriers. All charges are proforma and will be included on the final balance due notice.

HANDLING FEE:

If the customer chooses to manage their own freight and delivery, KOKET must be notified of the specific details of the movement. The handling fee for “customer’s own” pick-up of $100.00 will be added to the customer’s balance.

OWNERSHIP:

Ownership of the product transfers to the customer (owner) upon the freight carrier taking possession of the order for transport. Therefore, responsibility for damage occurring in-transit is the owner’s and all claims for freight damage must be made within 48 hours of receipt.

FREIGHT CLAIMS:

If customer selects their own freight carrier, freight claims must be filed directly with the selected carrier. KOEKT is not responsible for a customer’s own or third party freight damage and claim.

RECEIPT OF PRODUCT & INSPECTION OF PRODUCT

DI highly recommends using a qualified receiving warehouse to receive, inspect, consolidate deliveries and facilitate in-home installation. All crated goods must go through a professional receiver such as a receiving warehouse.

ACCEPT PRODUCTS:

A receiving warehouse acts as an agent for the client and is responsible to note any damage and assist the owner with filing a freight claim when any damage is found. A qualified receiving person should be present to accept products when delivered directly to a home.

BOL:

A signature on the BOL upon receipt of the products confirms that the products are received in good condition unless exception is made on the BOL. If the merchandise is refused upon delivery for quality or damage issues, the receiver should contact KOKET immediately.

UNABLE TO INSPECT:

If you are unable to inspect the merchandise at the time of receiving the shipment, note on the BOL that any concealed damage of boxed or crated products will be the responsibility of the carrier or the manufacturer as determined upon inspection of the products.

• Have the driver sign your copy of the delivery receipt.
• Take pictures of noted damages of item and packaging
• Do not discard packaging, as insurance adjuster will need to review item and packaging when a claim has been filed.
• Contact KOKET as soon as you inspect item(s) received to advise them of any damages as a claim will need to be filed by them within 48 hours of delivery.

NOTE:

Courts have generally ruled that a consignee may not open the containers and examine the merchandise before giving a receipt to the carrier unless the containers indicate the probability of damage. If you discover damage after delivery and the delivery receipt has a vague notation or no notation, it may result in a denied claim.

FREIGTH CARRIER:

Damages that are caused by the Freight Carrier and occurred during transit from KOKET to the Consignee, are not the responsibility of KOKET. It is the Consignee’s responsibility to inspect items received upon delivery to ensure proper measures can be taken to file a claim with the Freight Carrier.

PHOTOS:

**Photos of damages of the product, crate and packaging are mandatory for filing a claim, along with a written detailed description. KOKET will not honor any claims without this documentation.** All product claims should be reported directly to KOKET. within 48 hours of receiving the product. You should immediately phone: 703.369.3324.

PROPER DOCUMENTATION:

You will then be given directives on how/where to send the proper documentation. Do not attempt a return without first having obtained a KOKET written authorization. KOKET will not accept returns without prior written authorization.

LIMITATION OF REMEDIES

Neither manufacturer nor seller shall be liable for incidental or consequential losses, damages or expenses, directly or indirectly arising from the sale, handling or use of the goods, or from any other cause with respect to the goods or this agreement, whether such claim is based upon breach of contract, strict liability in tort, negligence or any other legal theory.

SELLER’S LIABILITY:

Seller’s liability hereunder in any case is expressly limited, at manufacturer’s election, to repair or replace (in the form originally ordered) of goods not complying with this agreement, or to the repayment of, or crediting buyer with, an amount equal to the purchase price of such goods.

REMEDIES UPON DEFAULT

Seller requires payment for any shipment hereunder in advance. If Buyer fails to make payment in accordance with the terms of this agreement or otherwise fails to comply with any provision hereof, Seller may, at its option, cancel any unshipped portion of this order, retain the goods and declare a forfeiture of the deposit as liquidated damages.

SELLER SHALL:

In the alternative, Seller shall (in addition to other remedies available under any applicable Uniform Commercial Code or otherwise by law) have the right to appropriate and apply the goods to payment due hereunder. Seller may proceed to sell or otherwise dispose of the goods at public or private sale for cash or credit; provided, however, that Buyer shall be cred

INTENDED DISPOSITION:

If any notification or intended disposition is required by law, such notification shall be deemed reasonably and properly given if mailed at least ten days before such disposition, postage prepaid, to Buyer at the Buyer’s address set forth on the face side hereof. Any proceeds of the goods may be applied by Seller to the payment of expenses and costs to exercise Seller’s rights hereunder, and any balance of such proceeds shall be applied against Buyer’s account in such order as Seller shall determine in its sole discretion.

BUYER:

Buyer will remain liable for the balance of all unpaid accounts.

EXCLUSIONS

All of Manufacturer’s drawings, descriptive matter, weights, dimensions, descriptions and illustrations contained in the Seller’s catalogues, prices list’s or advertisements are close approximations only and intended to give a general description of the goods and shall not form part of this agreement.

Furniture and lighting is handmade,

and therefore is subject to slight variations.

WAIVER

Waiver by Manufacturer or Seller of any breach of these terms and conditions shall not be construed as a waiver of any other breach, and failure to exercise any right arising from any default hereunder shall not be deemed a waiver of such right at any subsequent time.

SEVERABILITY

In the event that any one or more of these terms or conditions is held invalid, illegal or unenforceable, such provision(s) shall be severed and the remaining terms and conditions shall remain binding and effective.

By placing an order it is implied that you accept our terms and conditions as listed below:

EXOTIC OPULENCE COLLECTION

Pricing

We reserve the right, without prior notice, to discontinue products or change specications and prices on products. Prices always refer to a quantity of one and are Ex-Works Rio Tinto, Portugal.

Packaging is always included in our price;

however if the customer requires specifc packaging, they will be charged accordingly.

Taxes

All taxes and excises of any nature whatsoever now or hereafter levied by governmental authority, whether federal, state or local, either directly or indirectly, upon the sale or transportation of any goods covered, hereby, shall be paid and borne by Buyer.

Lead Times

All taxes and excises of any nature whatsoever now or hereafter levied by governmental authority, whether federal, state or local, either directly or indirectly, upon the sale or transportation of any goods covered, hereby, shall be paid and borne by Buyer.

• Fabrics: 6 weeks
• Leathers: 6 weeks
• Synthetics Leathers: 6 weeks
• Wall Coverings: 6 weeks
• Soft Goods (pillows, throws, rugs): 8 weeks

+ 10 days shipping

• Samples will be dispatched within 2 weeks – unless out of stock. Out of stock samples may take up to 30 days for delivery. Please check availability prior to purchase.

We reserve the right, without prior notice, to alter or change lead times. For orders of large quantities we reserve the right to adjust the time of delivery accordingly.

Freight

Shipping costs are not included in the price of an item. If a purchase order is received with the freight carrier noted as ”Best Way” or if no carrier is noted, customer service will assign a carrier based on the destination. This in no way implies that KOKET is responsible for the performance of the carrier.

SELLER PRODUCT:

Seller product shipment includes door-to-door, drop o service only. Delivery personnel are limited to delivering to physical shipping address only. They are not permitted to cross the threshold of building, home, or oce with shipment. Nor can they handle, uncrate, or remove any packaging or materials.

SPECIFIC METHOD OF SHIPMENT:

Should Buyer request a specific method of shipment beyond the aforementioned shipping method of Seller, the Buyer is subject to all additional costs of additional services.

ADDITIONAL SERVICES WOULD INCLUDE, BUT ARE NOT LIMITED TO:

air freight, special handling, and/or white glove services. Referral to a residential or white glove delivery service is by no means indicative of KOKET responsiblity in the handling or delivery of freight.

SHIPMENTS RETURNED:

Any shipments returned to Seller as a result of Buyer’s unexcused delay or failure to accept delivery will require Buyer to pay all additional costs incurred by Seller including storage fees.

Freight Policy & Damage Claims

When your order is nearing completion, we will notify you so shipment can be arranged. All products are carefully packed and inspected prior to shipment.

The refusal of damaged merchandise in no way relieves the purchaser of responsibility for payment of goods.

We are not responsible for loss or damage in transit. All items must be inspected for damage prior to signing. Therefore, responsibility for damage occurring in transit is the owner’s responsibility and all claims for freight damage must be made within 48 hours of receipt.

KOKET will not accept any claim on merchandise after the 48 hour period.

Signature of receipt by your agent or employee constitutes full acceptance of all packages stated on the bill of lading or electronic clipboard in undamaged condition.

You are responsible for all shipping and return charges for any shipment that is refused as well as forfeiture of your deposit.

The refusal of damaged merchandise in no way relieves the purchaser of responsibility for payment of goods. We shall not be liable for a delay in shipment for any cause, nor shall any delay entitle you to cancel any order after it has shipped or refuse delivery. You agree that the shipping address provided to KOKET in writing is a valid shipping address for your retail business.

Return Authorization

KOKET does not accept returns. It is within our sole discretion as to whether to accept returns of merchandise. Items returned without our prior authorization will be refused at buyer’s expense.

Returned items must be in their original condition and packaging,

and you shall prepay and be liable for all charges in connection with the shipping of returned goods, including insurance. The 50% non-refundable deposit will be kept on all returns of merchandise. Custom items are not returnable under any circumstances.

Order Cancellation

Orders are non cancellable, nor returnable, after ve (5) business days, starting from the day of the 1st payment. If the order is canceled within the allowable ve business days, the amount already paid will be credited via a KOKET Credit Note to the same entity who placed the order.

Changes in orders, returns or cancellations require prior written approval from manufacturer.

In every other aspect (delay, client indecision, lost of projects, etc) the amount paid to KOKET will not be refunded or credited via a KOKET Credit Note, and the client will lose any right to the goods. Such orders will be subject to change, cancellation or stocking fees up to 50% of the net selling price.

Internet Policy

Dealer internet websites may neither advertise, nor in any way, display the KOKET name, logo, product images or any other proprietary company emblems or information without prior written consent from the company.

Dealer websites may not display pricing lower than KOKET’s MSRP,

promotional orders, discounts or value statements (e.g. lowest price in town). Please contact KOKET for further company guidelines on internet usage.

Distribution Policy

We reserve the right not to sell to, or continue to sell to, any dealer whose distribution or sales tactics result in a negative eect on our ability to compete and sell in a region.

Product Warehouse & Storage Fees

All clients will have a total of four (4) weeks from the date they are billed for their nal payment to pay all remaining balances on their order. Once the balance is paid, the item will be shipped as soon as possible.

If the balance remains unpaid after the four-week grace period, a 5% storage fee will be applied weekly.

This 5% will be calculated based on the total invoice amount, not the remaining balance. Orders that accrue storage fees cannot be released until the fees and remaining balance are paid. If the order extends eight (8) weeks past the date of nal billing, the client consents to release the order to KOKET stock, and the order deposit is lost.

Force Majeure

All quoted completion and delivery dates are estimates only. Manufacturer shall not be liable for delays in completion or shipment or default in delivery for any reason of force majeure or for any cause beyond Manufacturer’s reasonable control including, but not limited to, (a) government action, war, riots, civil commotion, embargoes or martial laws, (b) Manufacturer’s inability to obtain necessary materials from its usual sources of supply, (c) shortage of labor, raw material, production or transportation facilities or other delays in transit, (d) labor diculty involving employees of Manufacturer or others, (e) re, ood or other casualty, or (f) other contingencies of manufacture or shipment. In the event of any delay in Manufacturer’s performance due in whole or in part to any cause beyond Manufacturer’s reasonable control,

Manufacturer shall have such additional time for performance as may be reasonably necessary under the circumstances.

Acceptance by Buyer of any goods shall constitute a waiver by Buyer of any claim for damages on account of any delay in delivery of such goods.

Warranty And Disclaimer

There are no warranties with our products. When issues arise, KOKET reserves the right to determine whether a replacement or repair is most appropriate.

TEXTILES – Fabrics, Leathers, Synthetic Leathers and Wall Coverings

Samples

Please note that samples ordered through our website are intended as a representation of the color and texture of a fabric, leather or wallcovering, and may not show the full design.

We aim to display the colors accurately, although we cannot guarantee that your computer’s display shows the true colors of our collection.

The Samples sent to you may, therefore, vary slightly from the images on our website. All images on our website are for illustrative purposes only.

Every eort is made to ensure that the fabrics, leathers and wallcoverings we supply correspond as closely as possible to our Samples. However, variations in color between batches may occur from time to time during normal manufacturing processes.

We cannot guarantee that any fabric, leather or wallcovering that we subsequently supply will match exactly the Samples sent to you.

All Samples of materials shown on our website are subject to availability.

Quality Assurance

The technical constraints related to the various production tools may lead to dierences in dye/ bathing. No complaints regarding a deviation in dye/ bathing from the catalogue or website will be accepted.

All fabrics have a natural shrinkage when you wash or dry them, our tolerance is 3%. Percentage of shrinkage can change from textile to textile, from ber to ber.

Fabrics in dark colors can lose color after rubbing, this phenomenon is more visible in the Velvet textiles. This is a characteristic of the fabric and not a defect. In this case, no claims will be accepted.

Dierences on repeats and/ or width within the 3% tolerance won’t be accepted. In designs with a vertical repeat, even if technically is well made,

the perfect alignment is not guaranteed, especially in silks and some designs.

Fabrics made with natural bers (Cotton, Silk, Linen, Jute) are subject to size changes due to humidity.

SILK FABRICS

Please be aware that silk is a natural product and therefore will always have natural imperfections. Weave and shade variations, nubs and slubs are to be expected in ne 100% silk yarns. Removing them would not only weaken the fabric, but destroy part of the natural beauty and character.

In addition, silk products must be protected from the sun. Draperies should be lined and in some cases interlining is recommended.

Colors can fade by oxidation (gas fading) if unaired in storage for a period of time. KOKET cannot accept responsibility for silk fabrics left in their packaging for periods of time and/or stored improperly.

VELVET FABRICS

Velvet fabric should be removed from its packaging and used as soon as possible to avoid crushing.

Always store a roll of velvet in a horizontal and hanging position, either in a special shelving system or in the original box within its suspension.

KOKET cannot accept responsibility for velvets left in their packaging for long periods of time and/or stored improperly.

LEATHERS

Leather hides used for upholstering furniture will exhibit non-uniform surface qualities, depending on the area of the hide from which they were cut.

Even pigment-dyed bued and embossed leather obscure some of these natural texture characteristics.

Variations in texture are not aws and will not aect the leather’s durability.

Common surface variations include scratches, wrinkles and healed scars.

A sample should never be considered as an exact snapshot of the entire hide.

A dye variation along with variation in texture can be found throughout the hide of some leathers, resulting in large grain near the edge and smaller grain in the center.

SOFT GOODS – Throws, Pillows, Rugs

Genuine leathers and furs many display small marks, veins and shade variations, and should not be considered as defects. The materials may belong to dierent batches, so the samples are an approximate reference to the select color.

Colors are subject to normal dyelot and natural variations.

Dyed colors may change and/or fade depending on the nal destination environment. KOKET products are not guaranteed against fading or shrinkage through cleaning, steaming, and exposure to sunlight/spotlight or eects of wear

All KOKET raw materials such as genuine leathers and natural furs can vary in shades from one hide to another, and KOKET declines any responsibility for possible shade dierences.

KOKET will not accept claims regarding changes in products exposed to sunlight or spotlight.

Each KOKET design is hand crafted. While every eort is made to maintain uniformity, slight variations may occur.

Minimum Order Requirements

Minimum order for:

pillows: 2 pillows of the same color and reference

throws: 1 throw

rugs: 1 rug

TERMS ARE SUBJECT TO CHANGE AT ANY TIME WITHOUT PRIOR NOTICE

Payment DetailsWire Transfer | Please contact us for account information. USA: WIRE TRANSFERE FEE: 18$REST OF THE WORLD: WIRE TRANSFERE FEE: 12€

Check PaymentPlease write checks to KOKET, LLC Send to: KOKET, LLC9255 Center Street, Suite 102 Manassas, VA 20110, USA

KK OUTLET

ORDERS ARE SUBJECT TO ACCEPTANCE

All orders are subject to acceptance by the wholesaler (“Seller”) of the Product Line (“Manufacturer”).

Buyer (“Buyer”) is defined as the person, firm or company, authority or government department, which purchases the Goods from the Seller.

ENTIRE AGREEMENT

Acceptance of orders is based on the express condition that buyer agrees to all of the terms and conditions contained herein. Acceptance of delivery by buyer will constitute buyer’s assent to these terms and conditions.

Terms and conditions

These terms and conditions represent the complete agreement of the parties, and no terms or conditions in any way adding to, modifying, or otherwise changing the provisions stated herein, shall be binding upon manufacturer unless prior written approval is signed and approved by an officer of manufacturer.

Modification

No modification of any of these terms will be affected by manufacturer’s shipment of goods following receipt of buyer’s purchase order, shipping request or similar forms containing printed terms and conditions conflicting or inconsistent with the terms herein.

FORCE MAJEURE

All quoted completion and delivery dates are estimates only. KOKET shall not be liable for delays in completion, shipment, or default in delivery for any reason of force majeure or for any cause beyond Manufacturer’s or KOKET’s reasonable control including, but not limited to, (a) government action, war, riots, civil commotion, embargoes or martial laws, (b) Manufacturer’s inability to obtain necessary materials from its usual sources of supply, (c) shortage of labor, raw material, production or transportation facilities or other delays in transit, (d) labor difficulty involving employees of Manufacturer or others, (e) fire, flood or other casualty, or (f) other contingencies of manufacture or shipment.

In the event of any delay in Manufacturer’s performance due in whole or in part to any cause beyond Manufacturer’s reasonable control,

Manufacturer shall have such additional time for performance as may be reasonably necessary under the circumstances. Acceptance by Buyer of any goods shall constitute a waiver by Buyer of any claim for damages on account of any delay in delivery of such goods.

INTERNET POLICY

Dealer internet websites may neither advertise, nor in any way, display the KOKET name, logo, product images or any other proprietary company emblems or information without prior written consent from the company.

Websites of Dealers may not display pricing lower than KOKET’s MSRP, promotional offers, discounts or value statements (e.g. lowest price in town).

Please contact KOKET for further company guidelines on internet usage.

PRICING

We reserve the right, without prior notice, to discontinue products or change specifications and prices on products. Prices always refer to one unit and are FOB Rio Tinto, Portugal. For USA clients, FOB Virginia.

All pricing is determined by qualification of customer.

Packaging is always included in our price; however if the customer requires specific packaging, they will be charged accordingly.

TAXES

All taxes and excises of any nature whatsoever now or hereafter levied by governmental authority, whether federal, state or local, either directly or indirectly, upon the sale or transportation of any goods covered, hereby, shall be paid and borne by Buyer.

ACCOUNTS & ORDER TERMS

There are no required minimums when purchasing at Designer Net pricing. Open credit terms will be considered on a case by case basis after the first pro-forma order.

Balance is due upon order completion, prior to shipping of merchandise. Buyer then has up to ten (10) business days to pay the remaining balance of their outstanding invoice and arrange for shipping of product(s). Failure to do so, within ten (10) business days, will result in additional fees. These fees are outlined in PRODUCT AND STORAGE FEES Section.

All pieces are the property of KOKET until payment is received in full.

KOKET reserves the right to defer the dispatch date until the balance of the order is received. All orders in the amount of $3,500 or less will require payment in full prior to processing the order.

NET PRICING QUALIFICATIONS

Incomplete Commercial Account Applications will not be accepted.

To receive net pricing, a U.S. tax exemption ID certificate or reseller’s license is required for an account, or both items below:

1. Proof of valid membership (e.g. current membership ID) in one of these organizations:
   1. ASID American Society of Interior Designers, or international affiliate
   2. IIDA International Interior Design Association
   3. IDS Interior Design Association
   4. IDS Interior Design Society
   5. CID Certified Interior Designers International
   6. National Council for Interior Design Qualification certificate number
2. Business Card

CONTRACT/HOSPITALITY ORDERS

KOKET has the ability to customize existing products or new products to meet contract specifications. These orders will necessitate special pricing based on quantity and features. All custom designs are subject to a non-refundable design fee of two hundred and fifty dollars (USD) $250.00.

In specific cases of customization, additional design fees may apply.

This will be determined on a case-by-case basis at which time the Buyer will be notified of any said fees.

PRODUCT AND STORAGE FEES

Upon completion, clients will have a total of ten (10) days from the date they are billed for their final payment to pay all remaining balances on their order. If the balance remains unpaid after the ten (10) day grace period, a 5% storage fee will be applied weekly.

This 5% will be calculated based on the total invoice amount, not the remaining balance.

Orders that accrue storage fees cannot be released until the fees and remaining balance are paid. If the order extends eight (8) weeks past the date of final billing, the client consents to release the order to KOKET stock, and the order deposit is lost.

ORDER CANCELLATION

All goods are custom made to order specifications. Orders are not cancellable after five (5) working days since the day of the 1st payment of the order, nor returnable. If the order is canceled within the five business days allowed, the amount already paid will be credited (KOKET Credit Note) to the same entity that was ordered from us.

Changes in orders, returns or cancellations require prior written approval from manufacturer.

In every other aspect (delay, client indecision, loss of projects, etc.) the amount paid to KOKET will not be refunded or credited as Credit notes, and the client will lose any right to the goods.

In-Stock Lighting Return Policy: KOKET will not accept lighting returns without prior written authorization. Returns or cancellations are subject to cancellation fees or restocking fees up to 50% of the net selling price. In-stock lighting will not be accepted as a return if product has been installed, altered or damaged in any way.

LEAD TIME

We reserve the right, without prior notice, to change lead time. For pieces with custom specifications or orders of large quantities we reserve the right to adjust the time of delivery accordingly. Lead time for COM or COL orders does not begin until ALL fabric and/or materials are received by the manufacturer.

FREIGHT

Shipping costs are not included in the price of an item. This in no way implies that KOKET is responsible for the performance of the carrier.

Seller product shipment includes door-to-door, drop off service unless Buyer specifies an additional service.

Delivery personnel are limited to delivering to physical shipping address only.

They are not permitted to cross the threshold of building, home, or office with shipment. Nor can they handle, uncrate, or remove any packaging or materials.

Buyer can request additional services for a higher fee. Additional services include: air freight and white glove services.

Any shipments returned to Seller as a result of Buyer’s unexcused delay or failure to accept delivery will require Buyer to pay all additional costs incurred by Seller including storage fees.

TITLE / RISK OF LOSS

Any claim by Buyer against Seller or carrier for shortage or damage occurring prior to delivery must be made in writing within forty-eight (48) hours after receipt of shipment and accompanied by original transportation bill signed by the carrier, noting that the carrier received the goods from Manufacturer in the conditions claimed. All deliveries are subject to the accompanying Freight Receiving Rules.

WARRANTY AND DISCLAIMER

There are no warranties with our products. When issues arise, KOKET reserves the right to determine whether a replacement or repair is most appropriate.

Defective products will be either fixed or replaced within the normal production time period required to reorder and manufacture the replacement product.

Furniture:

Many wood and metal finishes are applied by hand and may vary in color, tone and character. While Manufacturer will make every effort to match a finish, no guarantee can be made of an exact match. Manufacturer does not guarantee finishes against fading and oxidizing.

Variations in color and veining are inherent in stone and wood and considered to be part of the natural beauty.

Furniture and lighting is handmade, and therefore is subject to slight variations.

Textiles and Soft Goods:

Manufacturer does not guarantee fabrics or soft goods, dyed or natural, from fading, normal wear, or slight variations in color.

Dining Tables:

Dining table designs are handmade and are subject to slight inconsistencies. Table tops and bases are made and shipped in separate crates. Glass table tops are not anchored to the base upon arrival, and thus does not guarantee maximum stability upon placement.

Consoles:

All console designs are handmade and subject to slight inconsistencies. Certain console designs could cause a small percentage of instability upon movement. Please exercise caution when moving consoles, providing proper support, as they are very fragile.

PRODUCT QUALITY AND IN-TRANSIT DAMAGE REPORTING

Visible loss or damage means that the loss or damage was apparent at the time of delivery. Noted means that a detailed description of the loss or damage was recorded on the Freight delivery receipt at delivery. At delivery, consignee must:

• check each handling unit for visible signs of damage.
• open any shipments that show signs of loss or damage while the driver is present.
• examine the contents with the driver.
• record an exact, detailed description of the results of the examination on both the Freight and your copy of delivery receipt.
• Do not use general or generic terms (“box/crate damaged,” etc.) in the description; they do not provide acceptable support for your claim. Record specific details (“broken table base,” “2-inch scratch on lamp,” etc.).
• Have the driver sign your copy of the delivery receipt.
• Take pictures of noted damages of item and packaging.
• Do not discard packaging, as insurance adjuster will need to review item and packaging when a claim has been filed.
• Contact KOKET as soon as you inspect item(s) received to advise them of any damages as a claim will need to be filed by them within 48 hours of delivery.

Note:

Courts have generally ruled that a consignee may not open the containers and examine the merchandise before giving a receipt to the carrier unless the containers indicate the probability of damage. If you discover damage after delivery and the delivery receipt has a vague notation or no notation, it may result in a denied claim.

Damages that are caused by the Freight Carrier and occurred during transit from KOKET to the Consignee, are not the responsibility of KOKET.

It is the Consignee’s responsibility to inspect items received upon delivery to ensure proper measures can be taken to file a claim with the Freight Carrier. **Photos of damages of the product, crate and packaging are mandatory for filing a claim, along with a written detailed description.

KOKET will not honor any claims without this documentation.**

All product claims should be reported directly to KOKET. within 48 hours of receiving the product. You should immediately phone: 703.369.3324. You will then be given directives on how/where to send the proper documentation. Do not attempt a return without first having obtained a KOKET written authorization. KOKET will not accept returns without prior written authorization.

LIMITATION OF REMEDIES

Neither manufacturer nor seller shall be liable for incidental or consequential losses, damages or expenses, directly or indirectly arising from the sale, handling or use of the goods, or from any other cause with respect to the goods or this agreement, whether such claim is based upon breach of contract, strict liability in tort, negligence or any other legal theory.

Seller’s liability hereunder in any case is expressly limited,

at manufacturer’s election, to repair or replace (in the form originally ordered) of goods not complying with this agreement, or to the repayment of, or crediting buyer with, an amount equal to the purchase price of such goods.

REMEDIES UPON DEFAULT

The Seller requires payment for any shipment hereunder in advance. If Buyer fails to make payment in accordance with the terms of this agreement or otherwise fails to comply with any provision hereof, Seller may, at its option, cancel any unshipped portion of this order, retain the goods and declare a forfeiture of the deposit as liquidated damages.

In the alternative, Seller shall (in addition to other remedies available under any applicable Uniform Commercial Code or otherwise by law) have the right to appropriate and apply the goods to payment due hereunder.

Seller may proceed to sell or otherwise dispose of the goods at public or private sale for cash or credit; provided, however, that Buyer shall be credited with the proceeds of such sale only when the proceeds are received by Seller. If any notification or intended disposition is required by law, such notification shall be deemed reasonably and properly given if mailed at least ten days before such disposition, postage prepaid, to Buyer at the Buyer’s address set forth on the face side hereof.

Any proceeds of the goods may be applied by Seller to the payment of expenses and costs to exercise Seller’s rights hereunder, and any balance of such proceeds shall be applied against Buyer’s account in such order as Seller shall determine in its sole discretion. Buyer will remain liable for the balance of all unpaid accounts.

EXCLUSIONS

All of Manufacturer’s drawings, descriptive matter, weights, dimensions, descriptions and illustrations contained in the Seller’s catalogues, prices list’s or advertisements are close approximations only and intended to give a general description of the goods and shall not form part of this agreement. Furniture and lighting is handmade, and therefore is subject to slight variations.

WAIVER

Waiver by Manufacturer or Seller of any breach of these terms and conditions shall not be construed as a waiver of any other breach, and failure to exercise any right arising from any default hereunder shall not be deemed a waiver of such right at any subsequent time.

SEVERABILITY

In the event that any one or more of these terms or conditions is held invalid, illegal or unenforceable, such provision(s) shall be severed and the remaining terms and conditions shall remain binding and effective.