General Terms and Conditions
The private company Nannar B.V. is registered with the Chamber of Commerce under number 93268750 and is located at Van Ostadestraat 21B, 2042 VR Zandvoort.
Article 1 Definitions
1. In these general terms and conditions, the following terms are used in the following meaning, unless explicitly indicated otherwise:
2. Offer: Any written offer to the Buyer for the delivery of Products by the Seller to which these conditions are inseparably linked.
3. Business: The natural person or legal entity acting in the exercise of profession or business.
4. Consumer: The natural person who does not act in the exercise of a profession or business.
5. Buyer: The Business or Consumer who enters into an Agreement (at a distance) with the Seller.
6. Agreement: The purchase agreement (at a distance) that aims at the sale and delivery of Products purchased by the Buyer from Nannar.
7. Products: The Products offered by Nannar are food supplements in the broadest sense of the word.
8. Seller: The provider of Products to the Buyer, hereafter: Nannar.
Article 2 Applicability
1. These general terms and conditions apply to every Offer from Nannar and every Agreement between Nannar and a Buyer and to every Product offered by Nannar.
2. Before an Agreement (at a distance) is concluded, the Buyer is provided with these general terms and conditions. If this is not reasonably possible, Nannar will indicate to the Buyer how they can view the general terms and conditions, which are in any case published on Nannar’s website, so that the Buyer can easily save these terms and conditions on a durable data carrier.
3. In exceptional situations, deviations from these general terms and conditions can be made if this is explicitly agreed in writing with Nannar.
4. These general terms and conditions also apply to supplementary, amended, and follow-up agreements with the Buyer. Any general and/or purchase conditions of the Buyer are expressly rejected.
5. If one or more provisions of these general terms and conditions are partially or completely void or are nullified, the remaining provisions of these general terms and conditions remain in effect, and the void/nullified provision(s) will be replaced by a provision with the same purport as the original provision.
6. Uncertainties about the content, interpretation, or situations that are not regulated in these terms and conditions should be assessed and interpreted in the spirit of these terms and conditions.
7. If these general terms and conditions refer to she/her, this should also be understood as a reference to he/him/his, if and insofar as applicable.
Article 3 The Offer
1. All offers made by Nannar are non-binding, unless explicitly stated otherwise in writing. If the Offer is limited or valid under specific conditions, this will be explicitly stated in the offer. An Offer is only considered if it is recorded in writing.
2. Nannar is only bound to the Offer if the acceptance thereof by the Buyer is confirmed in writing within 30 days, or because the Buyer has already paid the due amount. Nevertheless, Nannar has the right to refuse an Agreement with a potential Buyer for a valid reason for Nannar.
3. The Offer contains an accurate description of the offered Product with accompanying prices. The description is detailed enough so that the Buyer is able to make a good assessment of the Offer. Apparent mistakes or errors in the Offer do not bind Nannar. Images and specific data in the Offer are only indicative and cannot be a ground for any compensation or dissolution of the Agreement (at a distance). Nannar cannot guarantee that the colors in the image exactly match the real colors of the Product.
4. Delivery times and periods mentioned in Nannar’s Offer are indicative and do not give the Buyer the right to dissolve or claim damages in case of exceeding, unless explicitly agreed otherwise.
5. A composite price quotation does not oblige Nannar to deliver a part of the items included in the offer or Offer at a part of the stated price.
6. If and insofar as there is an offer, this does not automatically apply to reorders. Offers are only valid while stocks last, and according to the first-come, first-served principle.
Article 4 Formation of the Agreement
1. The Agreement is concluded at the moment the Buyer has accepted an Offer from Nannar by paying the relevant Product.
2. An Offer can be made by Nannar via the website.
3. If the Buyer has accepted the Offer by entering into an Agreement with Nannar, Nannar will confirm the Agreement with the Buyer in writing, at least by email.
4. If the acceptance (on minor points) differs from the Offer, Nannar is not bound by it.
5. Nannar is not obliged to an Offer if the Buyer could reasonably expect or should have understood or should have understood that the Offer contains an apparent mistake or clerical error. The Buyer cannot derive any rights from this mistake or error.
6. The right of withdrawal is excluded for Buyer being a Business. Buyer being a Consumer has the right to exercise her right of withdrawal within the legal term. If withdrawal is applicable, the Buyer will handle the Product and packaging with care. She will only unpack or use the Product to the extent necessary to determine the nature, characteristics, and functioning of the Product. The direct costs of returning the Product are at the expense of the Buyer.
7. Products that cannot be taken back for hygiene reasons are excluded from the right of withdrawal. This is expressly stated in the Offer.
Article 5 Execution of the Agreement
1. Nannar will execute the Agreement to the best of its insight and ability.
2. If and insofar as proper execution of the Agreement requires, Nannar has the right to have certain activities performed by third parties at its own discretion.
3. The Buyer ensures that all data, which Nannar indicates are necessary or which the Buyer reasonably ought to understand are necessary for the execution of the Agreement, are provided to Nannar in a timely manner. If the data required for the execution of the Agreement are not provided to Nannar in time, Nannar has the right to suspend the execution of the Agreement.
4. In executing the Agreement, Nannar is not obliged or required to follow the Buyer’s instructions if this changes the content or scope of the Agreement. If the instructions result in additional work for Nannar, the Buyer is required to compensate the corresponding additional or incidental costs.
5. Nannar may, before proceeding with the execution of the Agreement, require security from the Buyer, or full prepayment.
6. Nannar is not liable for any damage of any kind that has arisen because Nannar assumed incorrect and/or incomplete information provided by the Buyer, unless this incorrectness or incompleteness was known to Nannar.
7. The Buyer indemnifies Nannar for any claims from third parties who suffer damage in connection with the execution of the Agreement and which is attributable to the Buyer.
Article 6 Delivery
1. If the commencement, progress, or (delivery) of the Agreement is delayed because, for example, the Buyer has not provided all requested information on time, does not provide sufficient cooperation, the (down) payment has not been received by Nannar on time, or due to other circumstances outside Nannar’s control, any delay occurs, Nannar is entitled to a reasonable extension of the (delivery) deadline. All agreed (delivery) deadlines are never fatal deadlines. The Buyer must put Nannar in writing in default and give her a reasonable period to be able to (deliver) deliver. The Buyer does not have any right to compensation due to the delay.
2. If the Buyer refuses acceptance or is negligent in providing information or instructions necessary for delivery, Nannar is entitled to store the goods at the expense and risk of the Buyer.
3. If the Products are delivered by Nannar or an external transporter, Nannar, unless otherwise agreed in writing, is entitled to charge any delivery costs. These will then be invoiced separately unless expressly agreed otherwise.
4. If Nannar needs data from the Buyer in the context of the execution of the Agreement, the delivery time only commences after the Buyer has made all data necessary for the execution available to Nannar.
5. If Nannar has specified a term for delivery, it is indicative. Delivery outside the Netherlands is subject to longer delivery periods.
6. Nannar is entitled to deliver the goods in parts, unless deviated from this by Agreement or if the partial delivery has no independent value. Nannar is entitled to invoice the thus delivered separately.
7. Deliveries are only carried out if all invoices have been paid unless explicitly agreed otherwise. Nannar reserves the right to refuse delivery if there is a justified fear of non-payment.
Article 7 Packaging and Transport
1. Nannar undertakes towards the Buyer to properly package the goods to be delivered and to secure them in such a way that they reach their destination in good condition under normal use.
2. Unless otherwise agreed in writing, all deliveries occur including value-added tax (VAT), including packaging and packaging material.
3. Accepting goods without comments or remarks on the consignment note or the receipt serves as proof that the packaging was in good condition at the time of delivery.
Article 8 Inspection, Complaints
1. The Buyer is obliged to inspect the delivered goods at the time of (delivery) but in any case within 14 days after receiving the delivered, but only to unpack or use to the extent necessary to assess whether she keeps the Product. In doing so, the Buyer should investigate whether the quality and quantity of the delivered correspond with the Agreement, and whether the Products meet the standards that can be set in normal (commercial) traffic.
2. The Buyer is obliged to investigate and inform herself how the Product should be used and to test the Product according to the instructions when used personally. Nannar does not accept liability for the incorrect use of the Product by the Buyer.
3. Any visible defects or shortages should be reported in writing to Nannar at info@nannar.eu after delivery. The Buyer has a period of 14 days after delivery for this. Non-visible defects or shortages must be reported within 14 days after discovery but no later than 2 months after delivery. In case of damage to the Product due to careless handling by the Buyer herself, the Buyer is liable for any depreciation of the Product.
4. If timely complaints are made pursuant to the previous paragraph, the Buyer in the exercise of a profession or business remains obliged to pay for the purchased goods. If a Buyer wishes to return defective goods, this will only take place with prior written permission from Nannar in the manner indicated by Nannar.
5. If the Consumer exercises her right of withdrawal, she will return the Product and all accessories, as far as reasonably possible, in their original condition and packaging to Nannar, in accordance with Nannar’s return instructions. The direct costs of return shipments are at the expense and risk of the Buyer.
6. Nannar is entitled to initiate an investigation into the authenticity and condition of the returned Products before a refund will take place.
7. Refunds to the Buyer are processed as soon as possible, but the payment may take up to 30 days after receipt of the return shipment. Refund is made to the previously specified account number.
8. If the Buyer exercises her right to complain, she has no right to suspend her payment obligation nor to offset outstanding invoices.
9. In the absence of a complete delivery, and/or if one or more Products are missing, and this is attributable to Nannar, Nannar will, after a request from the Buyer, send the missing Product(s) or cancel the remaining order. The confirmation of receipt of the Products is leading here. Any damage suffered by the Buyer as a result of the (deviating) scope of delivery cannot be recovered from Nannar.
Article 9 Prices
1. During the validity of the Offer, the prices of the offered Products will not be increased, except in the case of changes in VAT rates.
2. The prices mentioned in the Offer include VAT, unless explicitly stated otherwise.
3. The prices mentioned in the Offer are based on the cost factors applicable at the time of concluding the Agreement, such as: import and export duties, freight and unloading costs, insurance, and any levies and taxes.
4. In case of Products or raw materials with price fluctuations on the financial market and on which Nannar has no influence, Nannar can offer these Products with variable prices. The Offer states that the prices are guide prices and may fluctuate.
Article 10 Payment and Collection Policy
1. Payment can be made in advance or afterwards in the currency invoiced via the indicated method.
2. The Buyer cannot derive any rights or expectations from a budget issued in advance unless the parties have explicitly agreed otherwise.
3. The Buyer must make payment in one go to the account number and data of Nannar made known to her. Parties can only agree on a different payment term after explicit and written permission from Nannar.
4. If a periodic payment obligation of the Buyer has been agreed upon, Nannar is entitled to adjust the applicable prices and rates in writing with due observance of a term of 3 months.
5. In case of liquidation, bankruptcy, seizure or suspension of payment of the Buyer, the claims of Nannar on the Buyer are immediately due and payable.
6. Nannar has the right to allow the payments made by the Buyer to be applied first to reduce the costs, then to reduce the accrued interest, and finally to reduce the principal sum and the current interest. Nannar can, without thereby being in default, refuse an offer to pay, if the Buyer designates a different sequence for the allocation. Nannar can refuse full repayment of the principal sum, unless the accrued and current interest as well as the costs are also paid.
7. When the Buyer fails to meet her payment obligation and has not met her obligation within the set payment term of 14 days, the Buyer being a Business is in default. Buyer being a Consumer will first receive a written reminder with a term of 14 days from the date of the reminder to still meet the payment obligation with a statement of the extrajudicial costs if the Consumer does not meet her obligations within that term, before she is in default.
8. From the date the Buyer is in default, Nannar will claim the statutory (commercial) interest from the first day of default until full settlement and compensation of the extrajudicial costs according to Article 6:96 Dutch Civil Code calculated according to the scale from the decision on compensation for extrajudicial collection costs of July 1, 2012.
9. If Nannar has made more or higher costs that are reasonably necessary, these costs qualify for reimbursement. Also, the legal and execution costs incurred are at the expense of the Buyer.
Article 11 Retention of Title
1. All goods delivered by Nannar remain the property of Nannar until the Buyer has fulfilled all subsequent obligations from all Agreements concluded with Nannar.
2. The Buyer is not authorized to pledge the goods subject to retention of title nor in any other way to burden them if the ownership has not yet fully passed.
3. If third parties seize the goods delivered under retention of title or wish to establish or assert rights thereon, the Buyer is obliged to inform Nannar as soon as may reasonably be expected.
4. In the event that Nannar wishes to exercise her property rights outlined in this article, the Buyer already gives unconditional and irrevocable consent and authorization to Nannar or third parties designated by her to enter all those places where Nannar’s properties are located and take back those goods.
5. Nannar has the right to hold the Products purchased by the Buyer, if the Buyer has not yet (fully) met his payment obligations, despite an obligation to transfer or deliver by Nannar. After the Buyer has nevertheless met his obligations, Nannar will make an effort to deliver the purchased Products as soon as possible, but no later than within 20 working days, to the Buyer.
6. Costs and other consequential damages as a result of holding the purchased Products are at the expense and risk of the Buyer and will be reimbursed to Nannar at first request.
Article 12 Warranty
Nannar ensures that the Products comply with the Agreement, the specifications mentioned in the offer, usability and/or soundness and the legal rules/regulations at the time of the conclusion of the Agreement. This also applies if the goods to be delivered are intended for use abroad and the Buyer has explicitly made this known in writing to the Seller at the time of entering into the Agreement.
Article 13 Suspension and Dissolution
1. Nannar is authorized to suspend the fulfillment of the obligations or to dissolve the Agreement, if the Buyer does not fulfill the (payment) obligations from the Agreement fully or at all.
2. Moreover, Nannar is authorized to dissolve the Agreement existing between her and the Buyer, as far as it has not yet been executed, without judicial intervention, if the Buyer does not timely or properly meet the obligations that arise for him from any Agreement concluded with Nannar.
3. Furthermore, Nannar is entitled to dissolve the Agreement without prior notice of default if circumstances arise which are of such nature that fulfillment of the Agreement is impossible or according to standards of reasonableness and fairness can no longer be demanded or if otherwise circumstances arise which are of such nature that unaltered maintenance of the Agreement cannot reasonably be expected.
4. If the Agreement is dissolved, Nannar’s claims on the Buyer are immediately due and payable. When Nannar suspends fulfillment of the obligations, she retains her claims under the law and Agreement.
5. Nannar always retains the right to claim damages.
Article 14 Limitation of Liability
1. If the execution of the Agreement by Nannar leads to liability of Nannar towards the Buyer or third parties, that liability is limited to the costs charged by Nannar in connection with the Agreement, unless the damage is caused by intent or gross negligence. The liability of Nannar is in any case limited to the damage amount that the insurance company will pay out at most per event per year.
2. Nannar is not liable for consequential damage, indirect damage, loss of profit and/or suffered loss, missed savings and damage as a result of the use of the delivered Products is excluded. For Consumers, a limitation applies as is permitted under Article 7:24 paragraph 2 of the Dutch Civil Code.
3. Nannar is not liable for and/or obliged to repair damage caused by the use of the Product.
4. Nannar is not liable for damage that is the result of or can be the result of any act or omission in response to (imperfect and/or incorrect) information on the website(s) or from linked websites.
5. Nannar is not responsible for errors and/or irregularities in the functionality of the website and is not liable for outages or the website being unavailable for whatever reason.
6. Nannar does not guarantee a correct and complete transmission of the contents of and by/from Nannar sent emails, nor for the timely receipt thereof.
7. All claims of the Buyer due to shortcomings on the part of Nannar expire if they are not reported in writing and substantiated to Nannar within a year after the Buyer was aware or reasonably could have been aware of the facts on which she bases her claims. All claims of the Buyer expire in any case one year after the end of the Agreement.
Article 15 Force Majeure
1. Nannar is not liable when she cannot meet her obligations under the Agreement due to a force majeure situation, nor can she be held to fulfill any obligation, if she is thereby hindered as a result of a circumstance that is not due to her fault, and neither under the law, legal action nor generally accepted practices can be accounted to her.
2. Force majeure is understood to include, but is not limited to, what is understood by this term in law and jurisprudence, (i) force majeure of suppliers of Nannar, (ii) failure to properly fulfill obligations of suppliers that are prescribed or recommended by the Buyer to Nannar, (iii) defectiveness of goods, equipment, software or materials of third parties, (iv) government measures, (v) electricity failure, (vi) failure of internet, data network, and telecommunication facilities (for example, due to: cybercrime and hacking), (vii) natural disasters, (viii) war and terrorist attacks, (ix) general transport problems, (x) strikes at Nannar’s company, and (xi) other situations that in Nannar’s opinion fall outside her sphere of influence that temporarily or permanently prevent her from fulfilling her obligations.
3. Nannar has the right to invoke force majeure if the circumstance that prevents (further) performance occurs after Nannar should have fulfilled her commitment.
4. During the period that the force majeure continues, the parties may suspend their obligations under the Agreement. If this period lasts longer than two months, each of the parties is entitled to dissolve the Agreement, without obligation to compensate the other party for damages.
5. Insofar as Nannar has already partially fulfilled her obligations under the Agreement at the time of the occurrence of force majeure or will be able to fulfill them, and the fulfilled respectively to be fulfilled part has independent value, Nannar is entitled to invoice the already fulfilled respectively to be fulfilled part separately. The Buyer is obliged to pay this invoice as if it were a separate Agreement.
Article 16 Transfer of Risk
The risk of loss or damage to the Products that are the subject of the Agreement passes to the Buyer being a business at the moment the goods leave Nannar’s warehouse. For Consumers, the aforementioned risk transfers to the Buyer when the Products are provided in the Buyer’s power. This is the case if the Products are delivered at the delivery address of the Buyer.
Article 17 Intellectual Property Rights
1. All intellectual property rights and copyrights of Nannar are solely with Nannar and are not transferred to the Buyer.
2. The Buyer is prohibited from disclosing and/or reproducing, modifying, or making available to third parties any documents on which the intellectual property rights and copyrights of Nannar rest without the express prior written permission of Nannar. If the Buyer wishes to make changes to the goods delivered by Nannar, Nannar must explicitly approve the intended changes.
3. The Buyer is prohibited from using the Products on which the intellectual property rights of Nannar rest in a manner other than agreed in the Agreement.
Article 18 Privacy, Data Processing, and Security
1. Nannar handles the (personal) data of the Buyer and visitors to the website(s) carefully. If requested, Nannar will inform the concerned parties about this.
2. If Nannar must provide security of information based on the Agreement, this security will meet the agreed specifications and a level of security that, given the state of technology, the sensitivity of the data, and the associated costs, is not unreasonable.
Article 19 Complaints
1. If the Buyer is not satisfied with the Products of Nannar and/or has complaints about the (execution of the) Agreement, the Buyer is obliged to report these complaints as soon as possible, but no later than within 14 calendar days after the relevant cause that led to the complaint. Complaints can be reported via info@nannar.eu with the subject “Complaint”.
2. The complaint must be sufficiently substantiated and/or explained by the Buyer for Nannar to be able to handle the complaint.
3. Nannar will respond substantively to the complaint as soon as possible, but no later than within 14 calendar days after receiving the complaint.
4. The parties will try to reach a solution together.
Article 20 Applicable Law
1. Dutch law applies to every Agreement between Nannar and the Buyer. The applicability of the Vienna Sales Convention (CISG) is expressly excluded.
2. In case of interpretation of the content and purport of these general terms and conditions, the Dutch text thereof is always decisive. Nannar has the right to unilaterally change these general terms and conditions.
3. All disputes arising from or in connection with the Agreement between Nannar and the Buyer will be settled at the competent Court of North Holland, location Haarlem, unless provisions of mandatory law lead to the jurisdiction of another court.
Zandvoort, April 29, 2024