General terms and conditions B2B

VERSION 2025 – GENERAL TERMS AND CONDITIONS OF DELIVERY AND PAYMENT HEEEJ.NL B.V.

 Article 1. Applicability of Terms and Conditions

1. These terms and conditions apply to all offers and agreements between Heeej.nl and a buyer, unless the parties have expressly agreed otherwise in writing.
2. These conditions also apply to all agreements with Heeej.nl involving third parties.
3. Purchase and other conditions declared applicable by the buyer are not binding unless expressly accepted in writing by Heeej.nl.
4. Should any provision of these conditions be deemed invalid or contrary to public policy or law by a competent court, only the relevant provision will be considered invalid; the other conditions will remain in full force.

Article 2. Offers

1. Quotations by Heeej.nl are non-binding and expire no later than 14 days after the date of the quotation.
2. Notwithstanding the provisions of Article 6:225 paragraph 2 of the Dutch Civil Code, Heeej.nl shall not be bound by deviations from Heeej.nl’s offer in the acceptance by the potential buyer.
3. In offers of Heeej.nl mentioned delivery times and other periods mentioned by Heeej.nl are global and only informative; exceeding it gives the potential buyer no claim to damages or dissolution.
4. nl cannot be held to its offer if the buyer should have understood that the offer or any part thereof contained an obvious mistake or slip of the pen.
5. In case of a compound quotation, there is no obligation to deliver a part of the goods included in the offer at a corresponding part of the quoted price, nor does an offer automatically apply to repeat orders.
6. nl is only bound to its offer if the acceptance thereof by the potential buyer is confirmed in writing within 30 days. 

Article 3. Prices

1. The prices quoted by Heeej.nl are in Euros excluding VAT, unless explicitly stated otherwise.
2. The prices quoted by Heeej.nl are based on the time of the offer or order confirmation. Heeej.nl reserves the right to pass on subsequently introduced or increased taxes, import duties or other government levies, as well as the consequences of currency exchange rate changes and changes in raw material prices, to its buyers, without the buyer being entitled to cancel the order on this basis.
3. If the price increase exceeds 10%, the buyer shall be entitled to dissolve the agreement. 

Article 4. Agreement

1. An agreement with Heeej.nl is only established after Heeej.nl has accepted or confirmed an order in writing within 8 days of receipt. The order confirmation is deemed to reflect the agreement correctly and completely.
2. Any additional or modified agreements and/or commitments made after the conclusion of the agreement, bind Heeej.nl only if these agreements/commitments are confirmed in writing.
3. For work/deliveries for which, due to the nature and/or scope, no order confirmation is sent, the invoice also serves as confirmation, which is deemed to reflect the agreement correctly and completely.
4. No agreement with Heeej.nl will be established if it has not been established that the customer is sufficiently solvent. Heeej.nl remains entitled in that regard to obtain information about the customer at appropriate institutions. 

Article 5. Delivery

1. Unless otherwise agreed in writing, the minimum order amount for shops is €100.00 excluding VAT. For follow-up orders it is € 100.00 excluding VAT.
2. Deliveries are ex works.
3. nl reserves the right, in case of doubt as to the creditworthiness of the purchaser or on account of other business reasons, to require advance payment or the provision of security for first or further deliveries and if the required advance payment is not made and/or the required security is not provided to the satisfaction of Heeej.nl, to suspend or refuse deliveries.
4. The buyer is obliged to take delivery of the purchased goods at the time they are delivered to him or at the time they are made available to him according to the agreement.
5. If the buyer refuses to take delivery or fails to provide information or instructions necessary for delivery, the goods shall be stored at the buyer’s risk. The buyer shall in that case owe all additional costs, including in any case storage costs.
6. From the moment of delivery, the delivered goods shall be at the buyer’s expense and risk. 

Article 6. Delivery time

1. All delivery times stated by Heeej.nl in offers, quotations, confirmations and/or contracts are approximate and never strict deadlines.
2. nl is in no case liable for damages, costs or losses suffered by its buyers or third parties as a result of non-delivery or late delivery of products.
3. In case of non-timely delivery, the buyer should therefore give Heeej.nl written notice of default and give Heeej.nl a reasonable period to fulfil its obligations. 

Article 7. Partial deliveries

1. nl is allowed to deliver sold goods in parts. This does not apply if a partial delivery has no independent value. If the goods are delivered in parts, Heeej.nl is authorized to invoice each part separately.

Article 8. Technical requirements etc.

1. If the goods to be delivered in the Netherlands have to be used outside the Netherlands, Heeej.nl is not responsible for the goods to be delivered meeting the technical requirements standards and/or regulations set by laws or regulations of the country where the goods have to be used. This does not apply if at the conclusion of the agreement the use abroad is mentioned and all necessary data and specifications for this are submitted.
2. All other technical requirements set by the buyer for the goods to be delivered and which deviate from the normally applicable requirements must be explicitly reported by the buyer at the time the purchase agreement is concluded. 

Article 9. Dissolution of agreement

1. An agreement between Heeej.nl and a buyer can be dissolved immediately in the following cases:

• if after the conclusion of the agreement circumstances come to the knowledge of Heeej.nl that give Heeej.nl good reason to fear that the buyer will not meet his obligations;
• if Heeej.nl at the conclusion of the agreement has asked the buyer to provide security for performance and this security is not or insufficient despite demand.

In said cases, Heeej.nl is authorized to suspend further implementation of the agreement or to dissolve the agreement, all without prejudice to the right of Heeej.nl to claim damages.

2. If circumstances arise with respect to persons and / or materials which Heeej.nl in the implementation of the agreement serves or tends to serve of such nature that the implementation of the agreement is impossible or so difficult and / or disproportionately expensive that compliance with the agreement cannot reasonably be required, Heeej.nl has the power to dissolve the agreement. 

Article 10. Retention of title

1. All delivered goods remain full property of Heeej.nl until the moment on which the entire amount due for the purchase agreement related to the sold goods has been paid.
2. Goods delivered by Heeej.nl, which under paragraph 1 fall under the retention of title, may only be sold on within the framework of normal business and may never be used as a means of payment.
3. The buyer is not entitled to pledge or otherwise encumber the goods falling under the retention of title.
4. The buyer hereby gives Heeej.nl or a third party appointed by Heeej.nl unconditional and irrevocable permission to enter any place where Heeej.nl’s property is located in order to exercise its property rights and take the goods there.
5. If third parties seize the goods delivered under retention of title or want to establish or exercise rights to them, the buyer is obliged to inform Heeej.nl as soon as reasonably may be expected. 

Article 11. Defects/complaints

1. The buyer shall examine the purchased goods (or have them examined) upon delivery or as soon thereafter as possible. In doing so, the purchaser must check whether the goods delivered are in conformity with the agreement, namely:

• Whether the correct goods have been delivered;
• whether the quantity of the delivered goods corresponds to what was agreed; and
• whether the delivered goods meet the agreed quality requirements or, if these are lacking, the requirements that may be set for normal use and/or commercial purposes.

2. If visible defects or shortages are found, the buyer must report these to Heeej.nl in writing within 8 days of delivery.
3. Non-visible defects must be reported in writing to Heeej.nl within 3 days after discovery, but no later than 3 months after delivery.
4. Even if the other party complains in time, his obligation to pay and take delivery of orders made remains.
5. Goods can only be returned to Heeej.nl after prior written consent.
6. Products that have been delivered and accepted will not be taken back by Heeej.nl. If this provision is deviated from in any way, the products must be delivered to the address provided by Heeej.nl. 

Article 12. Liability

1. nl is not liable for the consequences of any defects or malfunctions in the products delivered by her, errors in provided images, drawings, specifications, manuals, operating instructions etc. nor for damages, including incidental or consequential damages from any cause and/or in any form whatsoever to the side of the buyer or third parties, caused by the products delivered by Heeej.nl, unless the damage is caused by intent or gross negligence of Heeej.nl.
2. The liability of Heeej.nl is limited to the amount of the payment to be provided by the insurer of Heeej.nl in a given case. 

Article 13. Guarantee

1. nl guarantees that the items it delivers are free of design, material and manufacturing defects for a period of 3 months after delivery.
2. If the item shows a design, material or manufacturing defect, the buyer has the right to repair the item. Heeej.nl may choose to replace the item if repair encounters objections. The buyer is only entitled to replacement if repair of the item is not possible.
3. The guarantee does not apply if damage is the result of incorrect handling or not correctly following instructions.
4. If the guarantee concerns a product manufactured by a third party, the guarantee is limited to the guarantee given by the relevant manufacturer for that product. 

Article 14. Payment

1. nl can stipulate payment through advance payment.
2. Payment in case of delivery on invoice of the full invoiced amount must be made within 14 days after invoice date in cash or by transfer to the bank account of Heeej.nl as given to the buyer.
3. In cases of special production and/or purchase, the following terms of payment will be applied: 50% on order, 50% on delivery.
4. For invoice amounts for regular orders of more than € 2,500.00, the following payment terms are applied: 50% at order and 50% 14 days after delivery.
5. nl is entitled to postpone any delivery until she has received payment, not only of the purchase price related to the delivery, but also of all amounts still owed to her by the buyer.
6. The buyer shall in all cases pay without deduction or set-off, without suspension on account of alleged or actual non-performance or on account of an alleged right of complaint and without the buyer being allowed to block his payment obligation by attachment under himself or otherwise.
7. If the buyer fails to pay within the agreed terms, he shall be deemed to be in default by operation of law and Heeej.nl shall, without any notice of default, be entitled to charge the buyer 1% interest per calendar month (or part thereof) from the invoice date on the entire amount due. This without prejudice to the further rights of Heeej.nl, including the right to recover from the buyer all costs falling under the collection, both judicial and extrajudicial costs.
8. In case of liquidation, bankruptcy or suspension of payment of the buyer, the claims of Heeej.nl and the obligations of the buyer towards Heeej.nl will be immediately due and payable. 

Article 15. Force majeure

1. In these terms and conditions, force majeure means, in addition to what is understood by law and jurisprudence, all external causes, foreseen or unforeseen, which Heeej.nl cannot influence, but which Heeej.nl is unable to meet its obligations, including strikes in the company of Heeej.nl.
2. During force majeure, the delivery and other obligations of Heeej.nl are suspended. If the period in which fulfilment of obligations by Heeej.nl is not possible due to force majeure and lasts longer than 2 months, both parties have the right to dissolve the agreement, without any obligation to compensation in that case.
3. If Heeej.nl has already partially fulfilled its obligations when the force majeure occurs, or can only partially fulfil its obligations, it is entitled to invoice the already delivered or the deliverable part separately and the other party is obliged to pay this invoice as if it were a separate contract. However, this does not apply if the part already delivered or the deliverable part has no independent value. 

Article 16. Non-compliance

1. If a buyer does not timely or properly fulfill any obligation, as well as in case of bankruptcy applications, bankruptcy, requested or obtained suspension of payment or cessation or liquidation of the business of the buyer, Heeej.nl has the right to unilaterally dissolve the agreement in whole or in part without notice and without judicial intervention, or to suspend the implementation thereof in whole or in part without being held to any compensation, without prejudice to all its further rights.
2. In case one of the circumstances mentioned in the first paragraph occurs, all claims of Heeej.nl on the buyer will be immediately due and payable and Heeej.nl will also have the right to suspend or dissolve all other agreements with the buyer. 

Article 17. Deviating clauses

1. Deviations from these terms and conditions are only legally valid if confirmed in writing by Heeej.nl. 

Article 18. Applicable law

1. Dutch law applies to every agreement between Heeej.nl and the buyer. The Vienna Sales Convention is expressly excluded. All disputes of any kind related to/resulting from agreements entered into by us deliveries made by us will be judged by the competent court in the Netherlands.