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Article 1: Definitions
1. Ezspa / JL Enterprises, owner of www.ezspa.nl, established in Amersfoort and registered with the Chamber of Commerce under number 76478378, is referred to in these terms and conditions as the seller.
2. The counterparty of the seller is referred to as the buyer.
3. Seller and buyer together are referred to as the parties.
4. The agreement refers to the purchase agreement between the parties.
Article 2: Applicability of terms and conditions
1. These terms and conditions apply to all quotations, offers, agreements and deliveries of goods or services by or on behalf of the seller.
2. Deviations from these terms are only valid if expressly agreed upon in writing by the parties.
Article 3: Payment
1. The full purchase price must always be paid immediately in the webshop. In some cases, a deposit may be required for reservations. In such cases, the buyer will receive proof of the reservation and advance payment.
2. If the buyer fails to pay on time, the buyer is in default. As long as the buyer is in default, the seller is entitled to suspend its obligations until the buyer has fulfilled the payment obligation.
3. If the buyer remains in default, the seller will proceed with collection. The costs related to this collection shall be borne by the buyer. These collection costs are calculated in accordance with the Dutch Decree on Compensation for Extrajudicial Collection Costs.
4. In the event of liquidation, bankruptcy, attachment or suspension of payment of the buyer, the seller’s claims against the buyer become immediately due and payable.
5. If the buyer refuses to cooperate with the execution of the agreement by the seller, the buyer remains obligated to pay the agreed price to the seller.
Article 4: Offers, quotations and price
1. Offers are without obligation, unless a term for acceptance is stated in the offer. If the offer is not accepted within the stated period, the offer expires.
2. Delivery times stated in quotations are indicative and do not entitle the buyer to termination or compensation in the event of exceeding them, unless expressly agreed otherwise in writing.
3. Offers and quotations do not automatically apply to repeat orders. This must be expressly agreed upon in writing by the parties.
4. Prices stated in offers, quotations and invoices include the purchase price including applicable VAT and any other government levies.
Article 5: Right of withdrawal
1. The consumer has the right to dissolve the agreement within 30 days after receipt of the order without stating reasons. The withdrawal period starts on the day the consumer receives the complete order.
2. There is no right of withdrawal if the products are custom-made according to the buyer’s specifications or have a limited shelf life.
3. The consumer may use the withdrawal form provided by the seller. The seller is obliged to make this form available immediately upon request.
4. During the withdrawal period, the consumer shall handle the product and packaging with care. The product may only be unpacked or used to the extent necessary to assess whether the consumer wishes to keep it. If the consumer exercises the right of withdrawal, the unused and undamaged product, including all supplied accessories and, if reasonably possible, in the original packaging, must be returned to the seller in accordance with the seller’s clear and reasonable instructions.
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, the parties shall timely adjust the agreement in mutual consultation.
2. If the parties agree to amend or supplement the agreement, this may affect the time of completion. The seller shall inform the buyer of this as soon as possible.
3. If the amendment or supplement has financial and/or qualitative consequences, the seller shall inform the buyer thereof in writing in advance.
4. If a fixed price has been agreed upon, the seller shall indicate to what extent the amendment or supplement results in an increase of this price.
5. Contrary to paragraph 3 of this article, the seller may not charge additional costs if the amendment or supplement is due to circumstances attributable to the seller.
Article 7: Delivery and transfer of risk
1. The risk of the purchased goods transfers from the seller to the buyer at the moment the buyer takes delivery of the goods.
Article 8: Inspection and complaints
1. The buyer is obliged to inspect the delivered goods at the time of delivery or as soon as possible thereafter. The buyer must verify whether the quality and quantity of the delivered goods correspond with the agreement or meet the standards applicable in normal trade.
2. Complaints regarding damage, shortages or loss of delivered goods must be submitted in writing to the seller within 10 working days after delivery.
3. If the complaint is justified and submitted in time, the seller has the right to either repair, replace or cancel delivery and issue a credit note for the relevant part of the purchase price.
4. Minor deviations customary in the industry regarding quality, quantity, size or finish cannot be invoked against the seller.
5. Complaints regarding a specific product do not affect other products or parts belonging to the same agreement.
6. No complaints will be accepted after the goods have been processed by the buyer.
Article 9: Samples and models
1. If a sample or model has been shown or provided, it is presumed to have been provided as an indication only, without the delivered goods having to conform to it, unless expressly agreed otherwise.
2. In agreements concerning immovable property, any indication of surface area or other measurements is also considered indicative only.
Article 10: Delivery
1. Delivery takes place ex works/store/warehouse, meaning all costs are borne by the buyer.
2. The buyer is obliged to accept the goods at the time they are delivered or made available under the agreement.
3. If the buyer refuses acceptance or fails to provide necessary information or instructions, the seller is entitled to store the goods at the buyer’s expense and risk.
4. If goods are delivered, the seller is entitled to charge delivery costs.
5. Delivery times commence after the buyer has provided all required information.
6. Delivery times are indicative and never fatal. In case of delay, the buyer must give written notice of default.
7. The seller is entitled to deliver in parts and invoice separately, unless agreed otherwise.
Article 11: Force majeure
1. The seller is not liable for damage if unable to fulfill obligations due to force majeure.
2. Force majeure includes circumstances beyond the seller’s control, such as illness, war, natural disasters, strikes, government measures, transport disruptions and supplier failures.
3. Supplier failures not attributable to the seller are also considered force majeure.
4. Obligations are suspended during force majeure. If force majeure lasts 30 days, either party may dissolve the agreement in writing.
5. If force majeure lasts longer than three months, the buyer may dissolve the agreement with immediate effect by registered letter.
Article 12: Transfer of rights
1. Rights under this agreement may not be transferred without prior written consent of the other party, pursuant to Article 3:83(2) of the Dutch Civil Code.
Article 13: Retention of title and right of retention
1. All delivered goods remain the property of the seller until full payment has been made.
2. In case of non-payment of advance amounts, the seller may suspend obligations.
3. Goods under retention of title may not be pledged or encumbered.
4. The seller undertakes to insure goods delivered under retention of title.
5. If advance payment is not made, the seller may exercise the right of retention.
6. In case of insolvency, all obligations become immediately due.
Article 14: Liability
1. Liability is limited to the amount paid out by the seller’s liability insurance plus the deductible.
2. Liability for intent or gross negligence is not excluded.
Article 15: Duty to complain
1. Complaints must be reported immediately and in detail.
2. In case of a justified complaint, the seller will repair or replace the goods.
Article 16: Guarantees
1. The seller guarantees conformity and proper functioning for two years after delivery.
2. The guarantee allocates all risk of breach to the seller.
3. The guarantee does not apply in case of misuse or unauthorized modifications.
4. Third-party manufacturer warranties apply where applicable.
Article 17: Applicable law and competent court
1. Dutch law exclusively applies.
2. The Dutch court in the district where Ezspa / JL Enterprises is established has exclusive jurisdiction.
3. The Vienna Sales Convention is excluded.
4. If any provision is deemed invalid, the remaining provisions remain in force.
1. Ezspa / JL Enterprises, owner of www.ezspa.nl, established in Amersfoort and registered with the Chamber of Commerce under number 76478378, is referred to in these terms and conditions as the seller.
2. The counterparty of the seller is referred to as the buyer.
3. Seller and buyer together are referred to as the parties.
4. The agreement refers to the purchase agreement between the parties.
Article 2: Applicability of terms and conditions
1. These terms and conditions apply to all quotations, offers, agreements and deliveries of goods or services by or on behalf of the seller.
2. Deviations from these terms are only valid if expressly agreed upon in writing by the parties.
Article 3: Payment
1. The full purchase price must always be paid immediately in the webshop. In some cases, a deposit may be required for reservations. In such cases, the buyer will receive proof of the reservation and advance payment.
2. If the buyer fails to pay on time, the buyer is in default. As long as the buyer is in default, the seller is entitled to suspend its obligations until the buyer has fulfilled the payment obligation.
3. If the buyer remains in default, the seller will proceed with collection. The costs related to this collection shall be borne by the buyer. These collection costs are calculated in accordance with the Dutch Decree on Compensation for Extrajudicial Collection Costs.
4. In the event of liquidation, bankruptcy, attachment or suspension of payment of the buyer, the seller’s claims against the buyer become immediately due and payable.
5. If the buyer refuses to cooperate with the execution of the agreement by the seller, the buyer remains obligated to pay the agreed price to the seller.
Article 4: Offers, quotations and price
1. Offers are without obligation, unless a term for acceptance is stated in the offer. If the offer is not accepted within the stated period, the offer expires.
2. Delivery times stated in quotations are indicative and do not entitle the buyer to termination or compensation in the event of exceeding them, unless expressly agreed otherwise in writing.
3. Offers and quotations do not automatically apply to repeat orders. This must be expressly agreed upon in writing by the parties.
4. Prices stated in offers, quotations and invoices include the purchase price including applicable VAT and any other government levies.
Article 5: Right of withdrawal
1. The consumer has the right to dissolve the agreement within 30 days after receipt of the order without stating reasons. The withdrawal period starts on the day the consumer receives the complete order.
2. There is no right of withdrawal if the products are custom-made according to the buyer’s specifications or have a limited shelf life.
3. The consumer may use the withdrawal form provided by the seller. The seller is obliged to make this form available immediately upon request.
4. During the withdrawal period, the consumer shall handle the product and packaging with care. The product may only be unpacked or used to the extent necessary to assess whether the consumer wishes to keep it. If the consumer exercises the right of withdrawal, the unused and undamaged product, including all supplied accessories and, if reasonably possible, in the original packaging, must be returned to the seller in accordance with the seller’s clear and reasonable instructions.
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, the parties shall timely adjust the agreement in mutual consultation.
2. If the parties agree to amend or supplement the agreement, this may affect the time of completion. The seller shall inform the buyer of this as soon as possible.
3. If the amendment or supplement has financial and/or qualitative consequences, the seller shall inform the buyer thereof in writing in advance.
4. If a fixed price has been agreed upon, the seller shall indicate to what extent the amendment or supplement results in an increase of this price.
5. Contrary to paragraph 3 of this article, the seller may not charge additional costs if the amendment or supplement is due to circumstances attributable to the seller.
Article 7: Delivery and transfer of risk
1. The risk of the purchased goods transfers from the seller to the buyer at the moment the buyer takes delivery of the goods.
Article 8: Inspection and complaints
1. The buyer is obliged to inspect the delivered goods at the time of delivery or as soon as possible thereafter. The buyer must verify whether the quality and quantity of the delivered goods correspond with the agreement or meet the standards applicable in normal trade.
2. Complaints regarding damage, shortages or loss of delivered goods must be submitted in writing to the seller within 10 working days after delivery.
3. If the complaint is justified and submitted in time, the seller has the right to either repair, replace or cancel delivery and issue a credit note for the relevant part of the purchase price.
4. Minor deviations customary in the industry regarding quality, quantity, size or finish cannot be invoked against the seller.
5. Complaints regarding a specific product do not affect other products or parts belonging to the same agreement.
6. No complaints will be accepted after the goods have been processed by the buyer.
Article 9: Samples and models
1. If a sample or model has been shown or provided, it is presumed to have been provided as an indication only, without the delivered goods having to conform to it, unless expressly agreed otherwise.
2. In agreements concerning immovable property, any indication of surface area or other measurements is also considered indicative only.
Article 10: Delivery
1. Delivery takes place ex works/store/warehouse, meaning all costs are borne by the buyer.
2. The buyer is obliged to accept the goods at the time they are delivered or made available under the agreement.
3. If the buyer refuses acceptance or fails to provide necessary information or instructions, the seller is entitled to store the goods at the buyer’s expense and risk.
4. If goods are delivered, the seller is entitled to charge delivery costs.
5. Delivery times commence after the buyer has provided all required information.
6. Delivery times are indicative and never fatal. In case of delay, the buyer must give written notice of default.
7. The seller is entitled to deliver in parts and invoice separately, unless agreed otherwise.
Article 11: Force majeure
1. The seller is not liable for damage if unable to fulfill obligations due to force majeure.
2. Force majeure includes circumstances beyond the seller’s control, such as illness, war, natural disasters, strikes, government measures, transport disruptions and supplier failures.
3. Supplier failures not attributable to the seller are also considered force majeure.
4. Obligations are suspended during force majeure. If force majeure lasts 30 days, either party may dissolve the agreement in writing.
5. If force majeure lasts longer than three months, the buyer may dissolve the agreement with immediate effect by registered letter.
Article 12: Transfer of rights
1. Rights under this agreement may not be transferred without prior written consent of the other party, pursuant to Article 3:83(2) of the Dutch Civil Code.
Article 13: Retention of title and right of retention
1. All delivered goods remain the property of the seller until full payment has been made.
2. In case of non-payment of advance amounts, the seller may suspend obligations.
3. Goods under retention of title may not be pledged or encumbered.
4. The seller undertakes to insure goods delivered under retention of title.
5. If advance payment is not made, the seller may exercise the right of retention.
6. In case of insolvency, all obligations become immediately due.
Article 14: Liability
1. Liability is limited to the amount paid out by the seller’s liability insurance plus the deductible.
2. Liability for intent or gross negligence is not excluded.
Article 15: Duty to complain
1. Complaints must be reported immediately and in detail.
2. In case of a justified complaint, the seller will repair or replace the goods.
Article 16: Guarantees
1. The seller guarantees conformity and proper functioning for two years after delivery.
2. The guarantee allocates all risk of breach to the seller.
3. The guarantee does not apply in case of misuse or unauthorized modifications.
4. Third-party manufacturer warranties apply where applicable.
Article 17: Applicable law and competent court
1. Dutch law exclusively applies.
2. The Dutch court in the district where Ezspa / JL Enterprises is established has exclusive jurisdiction.
3. The Vienna Sales Convention is excluded.
4. If any provision is deemed invalid, the remaining provisions remain in force.