In these general terms and conditions, the following terms are used in the following meanings, unless explicitly stated otherwise:

 

 

1. Offer: Any written offer to the Buyer for the supply of Products by the Seller to which these terms and conditions are inextricably linked.
   
   

2. Business: The natural or legal person acting in the exercise of a profession or business.

3. Consumer: The natural person who does not act in the exercise of a profession or business.

4. Buyer: The Business or Consumer who enters into an Agreement (at a distance) with the Seller.

5. Agreement: The (distance) purchase agreement for the sale and delivery of Products purchased by the Buyer from Airogroup.

6. Products: The products offered by Airogroup are lubricants, detergents, cosmetic products and related products.

7. Seller: The supplier of Products to the Buyer, hereinafter: Airogroup.
   

   
   

 

Article 3 – THE OFFER

1. All offers made by Airogroup are without obligation, unless explicitly stated otherwise in writing. If the Offer is valid for a limited period or subject to specific conditions, this will be expressly stated in the offer. An Offer only exists once it has been recorded in writing.

2. The Offer made by Airogroup is without obligation. Airogroup is only bound by the Offer if the Buyer's acceptance is confirmed in writing within 30 days, or if the Buyer has already paid the amount due. Nevertheless, Airogroup has the right to refuse an Agreement with a prospective Buyer for a valid reason.

3. The Offer contains an accurate description of the Product on offer together with the applicable prices. The description is sufficiently detailed to enable the Buyer to make a proper assessment of the Offer. Obvious mistakes or errors in the Offer shall not be binding on Airogroup. Any images and specific details in the Offer are indicative only and cannot serve as grounds for any compensation or dissolution of the Agreement (at a distance). Airogroup cannot guarantee that the colours shown in an image exactly match the actual colours of the Product.

4. Delivery times and deadlines stated in Airogroup's Offer are indicative and do not entitle the Buyer to dissolution or compensation in the event of non-compliance, unless explicitly agreed otherwise.

5. A composite quotation does not oblige Airogroup to deliver part of the items included in the offer or Offer at a corresponding part of the stated price.

6. Where an offer applies, this does not automatically extend to repeat orders. Offers are valid only while stocks last, on a first-come, first-served basis.

Article 4 - FORMATION OF THE AGREEMENT

1. The Agreement is formed at the moment the Buyer accepts an Offer from Airogroup by paying for the relevant Product.

2. An Offer may be made by Airogroup via the website.

3. If the Buyer has accepted the Offer by entering into an Agreement with Airogroup, Airogroup will confirm the Agreement with the Buyer in writing, or at least by email.

4. If the acceptance deviates from the Offer (on minor points), Airogroup shall not be bound by such deviation.

5. Airogroup shall not be bound by an Offer if the Buyer could reasonably have expected, understood or ought to have understood that the Offer contains an obvious mistake or error. The Buyer cannot derive any rights from such a mistake or error.

6. The right of withdrawal is excluded for Buyers who are a Business. A Buyer who is a Consumer has the right to exercise their right of withdrawal within the statutory period. Where withdrawal applies, the Buyer shall handle the Product and its packaging with care. They shall only unpack or use the Product to the extent necessary to assess the nature, characteristics and functioning of the Product. The Buyer shall not break the seal of the Product. The direct costs of returning the Product are at the expense of the Buyer.

7. Products that cannot be returned for health and safety reasons where the seal has been broken after delivery are excluded from the right of withdrawal. This is explicitly stated in the Offer.

 

1. Airogroup shall perform the Agreement to the best of its knowledge and ability.

2. If and insofar as proper performance of the Agreement requires it, Airogroup has the right to have certain work carried out by third parties at its own discretion.

3. The Buyer shall ensure that all information which Airogroup indicates is necessary, or which the Buyer should reasonably understand to be necessary for the performance of the Agreement, is provided to Airogroup in a timely manner. If the information required for the performance of the Agreement is not provided to Airogroup in a timely manner, Airogroup has the right to suspend performance of the Agreement.

4. In performing the Agreement, Airogroup is not obliged or required to follow the instructions of the Buyer if doing so would alter the content or scope of the Agreement. If the instructions result in additional work for Airogroup, the Buyer shall be required to reimburse the additional or supplementary costs accordingly.

5. Airogroup may, prior to proceeding with performance of the Agreement, require security from the Buyer, or full payment in advance.

6. Airogroup shall not be liable for damages of any nature arising from Airogroup having relied on incorrect and/or incomplete information provided by the Buyer, unless such incorrectness or incompleteness was known to Airogroup.

7. The Buyer shall indemnify Airogroup against any claims by third parties who suffer loss in connection with the performance of the Agreement and which are attributable to the Buyer.

1. If the commencement, progress or completion of the Agreement is delayed because, for example, the Buyer has not provided all requested information, or has not done so in a timely manner, is providing insufficient cooperation, payment has not been received by Airogroup in a timely manner, or any delay arises from other circumstances beyond Airogroup's control, Airogroup is entitled to a reasonable extension of the delivery period. All agreed delivery periods are never final deadlines. The Buyer must give Airogroup written notice of default and allow Airogroup a reasonable period to still effect delivery. The Buyer is not entitled to any compensation as a result of the delay incurred.

2. The Buyer is obliged to take delivery of the goods at the time they are made available under the Agreement, even if these are offered earlier or later than agreed.

3. If the Buyer refuses to take delivery or is negligent in providing information or instructions necessary for delivery, Airogroup is entitled to store the goods at the Buyer's expense and risk.

4. If the Products are delivered by Airogroup or an external carrier, Airogroup is entitled, unless otherwise agreed in writing, to charge any delivery costs. These will then be invoiced separately unless explicitly agreed otherwise.

5. If Airogroup requires information from the Buyer in connection with performance of the Agreement, the delivery period shall not commence until the Buyer has made all information necessary for performance available to Airogroup.

6. If Airogroup has indicated a delivery period, this is indicative.

7. Airogroup is entitled to deliver the goods in instalments, unless this has been deviated from by Agreement or the partial delivery has no independent value. Airogroup is entitled to invoice each such delivery separately.

8. Deliveries are only carried out once all outstanding invoices have been settled, unless explicitly agreed otherwise. Airogroup reserves the right to refuse delivery where there are reasonable grounds to fear non-payment.

1. Airogroup undertakes to package the goods to be delivered properly and to secure them in such a way that they arrive in good condition at their destination under normal use.

2. Unless otherwise agreed in writing, all deliveries are made inclusive of VAT, including packaging and packaging materials.

3. Acceptance of goods without comments or remarks on the waybill or receipt serves as proof that the packaging was in good condition at the time of delivery.

1. The Buyer is required to inspect the delivered goods at the time of delivery, or in any case within 14 days of receipt. This inspection should include whether the quality and quantity of the delivered goods correspond to the Agreement and whether the Products meet the standards applicable in normal (commercial) trade. If the seal has been broken, Airogroup will not accept the Product for return.

2. The Buyer is required to investigate and inform themselves of the correct manner in which the Product should be used and, for personal use, to test the Product in accordance with the instructions for use. Airogroup accepts no liability for incorrect use of the Product by the Buyer.

3. Any visible defects or shortages must be reported to Airogroup in writing after delivery. The Buyer has 14 days from the date of delivery to do so. Non-visible defects or shortages must be reported within 14 days of discovery, but no later than 6 months after delivery. For Buyers who are a Business, a period of 3 days applies. In the event of damage to the Product caused by careless handling by the Buyer, the Buyer is personally liable for any reduction in the value of the Product.

4. If a complaint is submitted in a timely manner pursuant to the preceding paragraph, the Buyer remains obliged to pay for the purchased goods. If the Buyer wishes to return defective goods, this shall only be done with prior written consent from Airogroup and in the manner indicated by Airogroup.

5. If a Buyer who is a Consumer exercises their right of withdrawal, they shall return the Product and all accessories, insofar as reasonably possible, in their original condition and packaging to Airogroup, in accordance with Airogroup's return instructions. The direct costs of return shipments are at the expense and risk of the Buyer.

6. Airogroup is entitled to conduct an investigation into the authenticity and condition of returned Products before any refund is processed.

7. Refunds to the Buyer will be processed as soon as possible, but may take up to 14 days after receipt of the Buyer's notice of dissolution. Refunds will be made to the previously provided account number.

8. If the Buyer exercises their right of complaint, a Buyer who is a Business has no right to suspend their payment obligation or to offset outstanding invoices.

9. In the event of an incomplete delivery and/or if one or more Products are missing, and this is attributable to Airogroup, Airogroup will, upon request by the Buyer, either send the missing Product(s) or cancel the remaining order. The delivery confirmation for the Products is leading in this regard. Any loss suffered by the Buyer as a result of the (differing) scope of the delivery cannot be recovered from Airogroup.

 

1. During the validity period of the Offer, the prices of the Products on offer will not be increased, except in the event of changes in VAT rates.

2. Prices stated in the Offer are inclusive of VAT, unless explicitly stated otherwise.

3. The prices stated in the Offer are based on the cost factors applicable at the time of entering into the Agreement, such as import and export duties, freight and unloading costs, insurance and any levies and taxes.

4. In the case of Products or raw materials subject to price fluctuations on the financial market over which Airogroup has no influence, Airogroup may offer these Products at variable prices. The Offer will state that the prices are indicative and may fluctuate.

 

1. Payment is preferably to be made in advance in the currency in which the invoice was issued, via the specified method. If explicitly agreed with Airogroup, a Buyer who is a Business may pay in arrears by means of an invoice sent by Airogroup.

2. The Buyer cannot derive any rights or expectations from a previously issued estimate, unless parties have explicitly agreed otherwise.

3. The Buyer must make payment in full to the account number and details of Airogroup communicated to them. Parties may only agree on a different payment term with the explicit written consent of Airogroup.

4. If a periodic payment obligation for the Buyer has been agreed, Airogroup is entitled to adjust the applicable prices and rates in writing with due observance of a notice period of 3 months.

5. In the event of liquidation, bankruptcy, attachment or suspension of payment of the Buyer, Airogroup's claims against the Buyer become immediately due and payable.

6. Airogroup has the right to apply payments made by the Buyer first towards costs, then towards accrued interest and finally towards the principal sum and ongoing interest. Airogroup may, without thereby being in default, refuse an offer of payment if the Buyer designates a different order of attribution. Airogroup may refuse full repayment of the principal sum if the accrued and ongoing interest as well as the costs are not also paid at the same time.

7. If the Buyer fails to meet their payment obligation and has not done so within the payment term of 7 days, a Buyer who is a Business shall be in default. A Buyer who is a Consumer will first receive a written demand with a period of 14 days from the date of the demand to still fulfil their payment obligation, together with a statement of the extrajudicial costs if the Consumer fails to meet their obligations within that period, before they are in default.

8. From the date on which the Buyer is in default, Airogroup shall, without further notice of default, be entitled to statutory (commercial) interest from the first day of default until full settlement, and to reimbursement of extrajudicial costs pursuant to Article 6:96 of the Dutch Civil Code, calculated in accordance with the scale in the Decree on compensation for extrajudicial collection costs of 1 July 2012.

9. If Airogroup has incurred higher or greater costs that are reasonably necessary, these costs shall be eligible for reimbursement. Any judicial and enforcement costs incurred are also at the expense of the Buyer.

 

1. All goods delivered by Airogroup remain the property of Airogroup until the Buyer has fulfilled all of the following obligations arising from all Agreements concluded with Airogroup.

2. The Buyer is not authorised to pledge goods subject to retention of title or to encumber them in any other way if ownership has not yet been fully transferred.

3. If third parties levy an attachment on goods delivered under retention of title, or wish to establish or assert rights thereon, the Buyer is obliged to notify Airogroup thereof as soon as reasonably possible.

4. In the event that Airogroup wishes to exercise the ownership rights referred to in this article, the Buyer hereby grants unconditional and irrevocable permission and authorisation to Airogroup or to third parties designated by Airogroup to enter all premises where Airogroup's property is located and to repossess such goods.

5. Airogroup has the right to retain Products purchased by the Buyer if the Buyer has not yet (fully) fulfilled their payment obligations, notwithstanding any obligation on the part of Airogroup to transfer or deliver them. Once the Buyer has fulfilled their obligations, Airogroup will make every effort to deliver the purchased Products as soon as possible, but no later than within 20 working days.

6. Costs and any other (consequential) damage resulting from the retention of the purchased Products are at the expense and risk of the Buyer and shall be reimbursed to Airogroup upon first request.

 

 

 

Airogroup warrants that the Products comply with the Agreement, the specifications stated in the offer, fitness for purpose and/or soundness, and the statutory rules and regulations applicable at the time the Agreement was concluded. This also applies if the goods to be delivered are intended for use abroad and the Buyer has expressly notified Airogroup of this use in writing at the time of entering into the Agreement.

 

1. Buyers of Products must follow the instructions and directions provided by Airogroup.

2. The Buyer must store the Products with care. Where applicable, the Products must be stored in the supplied packaging. The lid must always be kept closed.

3. In the event of an allergic reaction, the Buyer must immediately discontinue use and contact a general practitioner or dermatologist.

4. In the event of contact with the eyes, the Buyer must immediately rinse the Product out with water.

5. The Products must be kept out of reach of young children.

6. Airogroup expressly disclaims all liability and claims from the Buyer and/or third parties who have sustained (physical) injury as a result of using the Products. The Products must only be used in strict accordance with the instructions for use.

1. Airogroup is entitled to suspend the fulfilment of its obligations or to dissolve the Agreement if the Buyer fails to fulfil, or fails to fully fulfil, its (payment) obligations under the Agreement.

2. Furthermore, Airogroup is entitled to dissolve the Agreement between itself and the Buyer, insofar as it has not yet been performed, without judicial intervention, if the Buyer fails to fulfil, or fails to do so in a timely or proper manner, the obligations arising for them from any Agreement concluded with Airogroup.

3. Airogroup is also entitled to dissolve the Agreement without prior notice of default if circumstances arise of such a nature that performance of the Agreement is impossible or can no longer reasonably be required in accordance with the standards of reasonableness and fairness, or if other circumstances arise of such a nature that unaltered continuation of the Agreement cannot reasonably be expected.

4. If the Agreement is dissolved, Airogroup's claims against the Buyer become immediately due and payable. If Airogroup suspends performance of its obligations, it retains its rights under law and the Agreement.

5. Airogroup always retains the right to claim compensation for damages.

1. If performance of the Agreement by Airogroup gives rise to liability on the part of Airogroup towards the Buyer or third parties, such liability is limited to the costs charged by Airogroup in connection with the Agreement, unless the damage was caused by intent or gross negligence. Airogroup's liability is in any case limited to the amount paid out by the insurance company per event per year.

2. Airogroup is not liable for consequential damage, indirect damage, loss of profit and/or suffered loss, missed savings and damage resulting from the use of the delivered Products. For Consumers, a limitation applies in accordance with what is permitted under Article 7:24 paragraph 2 of the Dutch Civil Code.

3. Airogroup is not liable for and/or required to remedy damage arising from the use of the Product. Airogroup provides strict maintenance and usage instructions that must be observed by the Buyer. All damage to Products resulting from wear and use is expressly excluded from liability (including signs of wear, damage from use, impact damage, light and water damage, theft, loss, etc.).

4. Airogroup is not liable for damage that is or may be the result of any act or omission based on (incomplete and/or incorrect) information on the website(s) or on linked websites.

5. Airogroup is not responsible for errors and/or irregularities in the functionality of the website and is not liable for disruptions or the unavailability of the website for whatever reason.

6. Airogroup does not guarantee the correct and complete transmission of the content of emails sent by or on behalf of Airogroup, nor their timely receipt.

7. All claims by the Buyer arising from any shortcoming on the part of Airogroup shall lapse if they are not reported to Airogroup in writing and with reasons within one year of the Buyer being aware or reasonably able to be aware of the facts on which they base their claims. All claims by the Buyer shall lapse in any event one year after the end of the Agreement.

1. Airogroup is not liable when it is unable to fulfil its obligations under the Agreement as a result of a force majeure situation, nor can it be required to fulfil any obligation if it is prevented from doing so as a result of a circumstance that is not attributable to its fault and for which it is not accountable under law, legal act or generally accepted standards.

2. Force majeure includes, but is not limited to, what is understood by this term under law and case law: (i) force majeure on the part of Airogroup's suppliers, (ii) failure by suppliers prescribed or recommended by the Buyer to properly fulfil their obligations, (iii) defectiveness of goods, equipment, software or materials belonging to third parties, (iv) government measures, (v) power outages, (vi) failure of internet, data network and telecommunications facilities (for example due to cybercrime and hacking), (vii) natural disasters, (viii) war and terrorist attacks, (ix) general transport problems, (x) strikes within Airogroup's business and (xi) other situations that, in Airogroup's judgement, fall outside its sphere of influence and which temporarily or permanently prevent the fulfilment of its obligations.

3. Airogroup has the right to invoke force majeure if the circumstance preventing (further) performance occurs after Airogroup should have fulfilled its obligation.

4. During the period in which the force majeure continues, the parties may suspend their obligations under the Agreement. If this period lasts longer than two months, either party is entitled to dissolve the Agreement without any obligation to compensate the other party for damages.

5. Insofar as Airogroup has at the time of the occurrence of the force majeure already partially fulfilled or will be able to partially fulfil its obligations under the Agreement, and such fulfilled or yet to be fulfilled part has independent value, Airogroup is entitled to invoice the already fulfilled or yet to be fulfilled part separately. The Buyer is obliged to pay this invoice as if it were a separate Agreement.

 

The risk of loss or damage to the Products that are the subject of the Agreement transfers to the Buyer who is a Business at the moment the goods leave Airogroup's warehouse. For Consumers, the aforementioned risk transfers to the Buyer once the Products have been placed in the Buyer's possession. This is the case when the Products have been delivered to the Buyer's delivery address.

Article 18 - PRIVACY, DATA PROCESSING AND SECURITY

1. Airogroup handles the (personal) data of the Buyer and visitors to the website(s) with care. If requested, Airogroup will inform the data subject accordingly.

2. If Airogroup is required under the Agreement to provide information security, such security shall meet the agreed specifications and a level of security that, given the state of the art, the sensitivity of the data and the associated costs, is not unreasonable.

Article 19 - COMPLAINTS

1. If the Buyer is not satisfied with Airogroup's Products and/or has complaints about the Agreement (or its performance), the Buyer is required to report these complaints as soon as possible, but no later than within 14 calendar days after the relevant event giving rise to the complaint. Complaints may be submitted with the subject line "Complaint".

2. The complaint must be sufficiently substantiated and/or explained by the Buyer for Airogroup to be able to process it.

3. Airogroup will respond substantively to the complaint as soon as possible, but no later than within 14 calendar days of receipt of the complaint.

4. The parties will endeavour to reach a joint solution.

Article 20 - APPLICABLE LAW

1. Dutch law applies to every Agreement between Airogroup and the Buyer. The applicability of the (CISG) Vienna Convention on Contracts for the International Sale of Goods is expressly excluded.

2. In the event of interpretation of the content and purport of these general terms and conditions, the Dutch text shall always be decisive. Airogroup has the right to amend these general terms and conditions unilaterally.

3. All disputes arising from or in connection with the Agreement between Airogroup and the Buyer shall be settled by the competent court of the District Court of Noord-Nederland, unless provisions of mandatory law lead to the jurisdiction of another court.