Article 1: Definitions

1. Enterprises by Z&C, established in Bussum, Chamber of Commerce number 75233274, is referred to as the seller in these general terms and conditions.

2. The counterparty of the seller is referred to as the buyer in these general terms and conditions.

3. The parties are the seller and the buyer together.

4. The agreement means the purchase agreement between the parties.

Article 2: Applicability of General Terms and Conditions

1. These terms and conditions apply to all offers, quotations, agreements, and deliveries of services or goods by or on behalf of the seller.

2. Deviation from these terms and conditions is only possible if explicitly agreed upon in writing by the parties.

Article 3: Payment

1. The full purchase price is always paid immediately in the webshop. In some cases, a deposit is expected for reservations. In that case, the buyer receives proof of the reservation and the advance payment.

2. If the buyer does not pay on time, he is in default. If the buyer defaults, the seller is entitled to suspend obligations until the buyer has fulfilled his payment obligation.

3. If the buyer defaults, the seller will proceed with collection. The costs associated with this collection are borne by the buyer. These collection costs are calculated based on the Decree on compensation for extrajudicial collection costs.

4. In case of liquidation, bankruptcy, attachment, or suspension of payment by the buyer, the seller's claims on the buyer become immediately due and payable.

5. If the buyer refuses to cooperate with the execution of the order by the seller, he is still obliged to pay the agreed price to the seller.

Article 4: Offers, Quotations, and Price

1. Quotations are non-binding unless a deadline for acceptance is stated in the quotation. If the offer is not accepted within that deadline, the offer expires.

2. Delivery times in quotations are indicative and do not entitle the buyer to cancellation or compensation if exceeded, unless parties have explicitly agreed otherwise in writing.

3. Offers and quotations do not automatically apply to reorders. Parties must explicitly agree to this in writing.

4. The price stated on offers, quotations, and invoices consists of the purchase price including the applicable VAT and any other government-imposed charges.

Article 5: Right of Withdrawal

1. The consumer has the right to cancel the agreement without giving reasons within 60 days after receiving the order (right of withdrawal). The period starts at the moment the (complete) order is received by the consumer.

2. There is no right of withdrawal if the products are custom-made according to specifications or have a short shelf life.

3. The consumer can use a return form from the seller. The seller is obliged to provide this to the buyer immediately upon request.

4. During the reflection period, the consumer will handle the product and packaging carefully. If the consumer exercises the right of withdrawal, they will return the unused and undamaged product with all delivered accessories and – if reasonably possible – in the original shipping packaging to the seller, in accordance with the reasonable and clear instructions provided by the entrepreneur.

Article 6: Amendment of the agreement

1. If during the execution of the agreement it appears necessary to change or supplement the work to be performed for proper execution of the assignment, the parties will timely and mutually adjust the agreement accordingly.

2. If the parties agree that the agreement will be changed or supplemented, the completion time of the execution may be affected. The seller will inform the buyer as soon as possible.

3. If the change or addition to the agreement has financial and/or qualitative consequences, the seller will inform the buyer in writing in advance.

4. If the parties have agreed on a fixed price, the seller will indicate to what extent the change or addition to the agreement results in exceeding this price.

5. Contrary to the provisions of the third paragraph of this article, the seller cannot charge additional costs if the change or addition is due to circumstances attributable to him.

Article 7: Delivery and transfer of risk

1. Once the purchased goods have been received by the buyer, the risk transfers from the seller to the buyer.

Article 8: Inspection, complaints

1. The buyer is obliged to inspect the delivered goods at the time of delivery, but in any case as soon as possible. The buyer should check whether the quality and quantity of the delivered goods correspond to what the parties agreed upon, or at least whether the quality and quantity meet the requirements that normally apply in (commercial) transactions.

2. Complaints about damage, shortages, or missing delivered items must be submitted in writing by the buyer to the seller within 10 working days after the day of delivery.

3. If the complaint is found to be valid within the specified period, the seller has the right to either repair, replace, or cancel the delivery and issue a credit note to the buyer for that portion of the purchase price.

4. Minor and/or usual deviations and differences in quality, quantity, size, or finish cannot be held against the seller.

5. Complaints regarding a specific product do not affect other products or parts that belong to the same agreement.

6. Complaints will no longer be processed after the buyer has processed the goods.

Article 9: Samples and Models

1. If a sample or model has been shown or provided to the buyer, it is presumed to have been provided only as an indication without the delivered item having to correspond to it. This is different if the parties have expressly agreed that the delivered item will correspond to it.

2. In agreements concerning real estate, the surface area or other dimensions and indications are also presumed to be given only as an indication, without the delivered item having to correspond to them.

Article 10: Delivery

1. Delivery takes place "ex factory / store / warehouse." This means that all costs are borne by the buyer.

2. The buyer is obliged to accept the goods at the moment the seller delivers or causes them to be delivered to him, or at the moment the goods are made available to him according to the agreement.

3. If the buyer refuses to accept delivery or fails to provide information or instructions necessary for delivery, the seller is entitled to store the goods at the buyer's expense and risk.

4. If the goods are delivered, the seller is entitled to charge any delivery costs.

5. If the seller requires data from the buyer for the execution of the agreement, the delivery time starts after the buyer has made this data available to the seller.

6. A delivery period stated by the seller is indicative only. It is never a strict deadline. If the period is exceeded, the buyer must notify the seller in writing of the default.

7. The seller is entitled to deliver the goods in parts, unless the parties have agreed otherwise in writing or the partial delivery has no independent value. The seller is entitled to invoice these parts separately when delivering in parts.

Article 11: Force Majeure

1. If the seller is unable to fulfill his obligations under the agreement due to force majeure, either not at all, not on time, or not properly, he is not liable for any damage suffered by the buyer.

2. Force majeure shall in any case be understood by the parties as any circumstance which the seller could not have foreseen at the time of concluding the agreement and as a result of which the normal performance of the agreement cannot reasonably be demanded from the buyer, such as illness, war or threat of war, civil war and riots, molestation, sabotage, terrorism, power failure, flooding, earthquake, fire, company occupation, strike, lockout, changed government measures, transport difficulties, and other disruptions in the seller's business.

3. Parties also understand force majeure to include the circumstance that suppliers on whom the seller depends for the execution of the agreement fail to meet their contractual obligations to the seller, unless this is attributable to the seller.

4. If a situation as described above occurs, preventing the seller from fulfilling obligations to the buyer, those obligations shall be suspended as long as the seller is unable to fulfill them. If the situation lasts 30 calendar days, both parties have the right to terminate the agreement in whole or in part in writing.

5. If force majeure lasts longer than three months, the buyer has the right to terminate the agreement with immediate effect. Termination can only be made by registered letter.

Article 12: Transfer of Rights

1. Rights of a party under this agreement may not be transferred without prior written consent of the other party. This provision shall be deemed a clause with property law effect as referred to in Article 3:83 paragraph 2 of the Dutch Civil Code.

Article 13: Retention of Title and Right of Retention

1. The goods present with the seller and the delivered goods and parts remain the property of the seller until the buyer has paid the entire agreed price. Until that time, the seller may invoke retention of title and reclaim the goods.

2. If the agreed advance payments are not paid or not paid on time, the seller has the right to suspend the work until the agreed portion has been paid. This constitutes creditor default. Late delivery cannot be invoked against the seller in that case.

3. The seller is not authorized to pledge or otherwise encumber the goods subject to retention of title.

4. The seller is obliged to insure and keep insured the goods delivered to the buyer under retention of title against fire, explosion, and water damage as well as theft, and to present the insurance policy for inspection upon first request.

5. If goods have not yet been delivered, but the agreed advance payment or price has not been paid in accordance with the agreement, the seller has the right of retention. In that case, the goods will only be delivered after the buyer has paid in full and in accordance with the agreement.

6. In the event of liquidation, insolvency, or suspension of payment by the buyer, the buyer's obligations shall become immediately due.

Article 14: Liability

1. Any liability for damage arising from or related to the execution of an agreement is always limited to the amount paid out in the relevant case by the liability insurance(s) taken out. This amount is increased by the amount of the deductible according to the relevant policy.

2. Liability of the seller for damage resulting from intent or conscious recklessness of the seller or his managerial subordinates is not excluded.

Article 15: Complaint obligation

1. The buyer is obliged to report complaints about the performed work to the seller immediately. The complaint must contain as detailed a description of the shortcoming as possible so that the seller can respond adequately.

2. If a complaint is justified, the seller is obliged to repair and, if necessary, replace the items.

Article 16: Warranties

1. If warranties are included in the agreement, the following applies. The seller guarantees that the sold item complies with the agreement, will function without defects, and is suitable for the use the buyer intends. This warranty applies for a period of two calendar years after the buyer receives the sold item.

2. This warranty aims to establish a risk distribution between seller and buyer such that the consequences of a breach of warranty are always fully borne by the seller, and the seller can never accept a breach of warranty in this regard. Reference is made to article 6:75 BW. The provisions in the previous sentence also apply if the breach was known to the buyer or could have been known by conducting an investigation.

3. The mentioned warranty does not apply if the defect arose due to improper or incorrect use or if - without permission - the buyer or third parties have made or attempted to make modifications to the purchased item or have used it for purposes for which it was not intended.

4. If the warranty provided by the seller concerns an item produced by a third party, the warranty is limited to that provided by that producer.

Article 17: Applicable law and competent court

1. Dutch law exclusively applies to every agreement between the parties.

2. The Dutch court in the district where Enterprises by Z&C is established has exclusive jurisdiction to hear disputes between the parties, unless mandatory law dictates otherwise.

3. The applicability of the Vienna Sales Convention is excluded.

4. If one or more provisions of these general terms and conditions are deemed unreasonably burdensome in legal proceedings, the remaining provisions shall remain fully in effect.