General Terms and Conditions
Stadskanaal, 17 February 2025

Article 1 – DEFINITIONS

In these general terms and conditions, the following terms are used in the following meaning, 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: A natural or legal person acting in the exercise of a profession or business.

3. Consumer: A natural person not acting in the exercise of a profession or business.

4. Buyer: The Business or Consumer entering into a (distance) Agreement with the Seller.

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

6. Products: The products offered by Airogroup, including cosmetic and related products.

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

   
   

Article 2 – APPLICABILITY

1. These general terms and conditions apply to every Offer from Airogroup and every Agreement between Airogroup and a Buyer, as well as to all Products offered by Airogroup.

2. Before a (distance) Agreement is concluded, the Buyer will have access to these general terms and conditions. If this is not reasonably possible, Airogroup will indicate how the Buyer can view the general terms and conditions, which are in any case published on the Airogroup website, so the Buyer can easily store them on a durable data carrier.

3. In exceptional cases, deviations from these terms and conditions can be made if explicitly agreed in writing with Airogroup.

4. These terms and conditions also apply to additional, amended, and follow-up agreements with the Buyer. Any general and/or purchasing conditions from the Buyer are explicitly rejected.

5. If one or more provisions of these general terms and conditions are wholly or partially void or nullified, the remaining provisions will remain in full force and the void/nullified provision(s) will be replaced by a provision with the same purpose as the original.

6. Ambiguities regarding the content, interpretation, or situations not covered by these terms and conditions must be assessed and interpreted in line with the spirit of these general terms and conditions.

7. Any reference to "she/her" in these terms and conditions should also be understood as referring to "he/him/his" if and to the extent applicable.

 

Article 3 – THE OFFER

1. All offers made by Airogroup are non-binding unless expressly stated otherwise in writing. If the Offer is limited or valid under specific conditions, this will be explicitly stated. An Offer is only considered valid if documented in writing.

2. The Offer made by Airogroup is non-binding. Airogroup is only bound by the Offer if the Buyer confirms acceptance in writing within 30 days or if the Buyer has already paid the amount due. Nevertheless, Airogroup reserves the right to refuse an Agreement with a potential Buyer for justified reasons.

3. The Offer includes a detailed description of the Product and corresponding prices, enabling the Buyer to properly evaluate it. Obvious mistakes or errors in the Offer do not bind Airogroup. Any images and specifications are indicative and cannot be grounds for compensation or cancellation. Airogroup does not guarantee that the images’ colors exactly match the actual Product.

4. Delivery times or periods stated in the Offer are indicative only and do not entitle the Buyer to dissolution or compensation unless expressly agreed otherwise.

5. A compound price quotation does not oblige Airogroup to deliver part of the items included in the Offer for a corresponding portion of the quoted price.

6. Offers do not automatically apply to repeat or additional orders. Offers are valid while supplies last and follow a first-come, first-served principle.

Article 4 – FORMATION OF THE AGREEMENT

1. The Agreement is formed when the Buyer accepts an Offer by paying for the relevant Product.

2. An Offer may be made via the website.

3. Upon acceptance of the Offer and conclusion of the Agreement, Airogroup will confirm the Agreement in writing or via email.

4. If the Buyer’s acceptance deviates on minor points from the Offer, Airogroup is not bound by it.

5. Airogroup is not bound by an Offer if the Buyer could reasonably understand that the Offer contained a manifest error or mistake. The Buyer cannot derive any rights from such an error.

6. The right of withdrawal is excluded for Buyers acting as a Business. Consumers are entitled to the legal right of withdrawal. If applicable, the Buyer must handle the Product and packaging with care and only unpack or use the Product to the extent necessary to assess it. The seal must remain unbroken. Return shipping costs are at the Buyer’s expense.

7. Products that pose a health risk and whose seal is broken after delivery are excluded from the right of withdrawal. This is explicitly stated in the Offer.

 

Article 5 – EXECUTION OF THE AGREEMENT

1. Airogroup will execute the Agreement to the best of its insight and abilities.

2. If and insofar as proper execution requires, Airogroup has the right to engage third parties.

3. The Buyer must ensure that all data indicated by Airogroup as necessary—or which the Buyer should reasonably understand are necessary—for the execution of the Agreement are provided in a timely manner. If these data are not provided on time, Airogroup has the right to suspend execution.

4. Airogroup is not obligated to follow instructions from the Buyer that change the scope or content of the Agreement. If such instructions cause additional work, the Buyer is responsible for additional costs.

5. Airogroup may require the Buyer to provide security or advance payment before execution.

6. Airogroup is not liable for damages arising from incorrect or incomplete information provided by the Buyer, unless it was known to Airogroup.

7. The Buyer indemnifies Airogroup against third-party claims related to the execution of the Agreement, if such claims are attributable to the Buyer.

Article 6 – DELIVERY

1. If the start, progress, or delivery of the Agreement is delayed because, for example, the Buyer has not provided all requested information on time, fails to cooperate sufficiently, the advance payment has not been received by Airogroup on time, or due to other circumstances beyond the control of Airogroup, Airogroup is entitled to a reasonable extension of the delivery period. All agreed delivery terms are never strict deadlines. The Buyer must place Airogroup in default in writing and grant a reasonable period to still perform. The Buyer has no right to compensation due to the delay.

2. The Buyer is obliged to accept the goods at the moment they are made available in accordance with the Agreement, even if they are offered earlier or later than agreed..

3. If the Buyer refuses to take delivery or fails to provide 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 a third-party carrier, Airogroup is entitled to charge delivery costs unless expressly agreed otherwise in writing. These will be invoiced separately.

5. If Airogroup requires information from the Buyer for execution of the Agreement, the delivery period commences only after the Buyer has provided all necessary information.

6. Any delivery time stated by Airogroup is indicative only.

7. Airogroup is entitled to deliver the goods in parts, unless otherwise agreed or if the partial delivery has no independent value. Airogroup may invoice separately for partial deliveries.

8. Deliveries will only be executed if all outstanding invoices are paid, unless expressly agreed otherwise. Airogroup reserves the right to refuse delivery if there is a justified fear of non-payment.

Article 7 – PACKAGING AND TRANSPORT

1. Airogroup undertakes to properly package the items 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 include VAT, packaging, and packaging materials.

3. Acceptance of goods without remarks on the transport document or receipt shall be deemed as proof that the packaging was in good condition at the time of delivery.

Article 8 – INSPECTION AND COMPLAINTS

1. The Buyer is obliged to inspect the delivered goods upon (or shortly after) delivery, and at the latest within 14 days of receipt, to determine whether the quality and quantity conform to the Agreement and the standards of normal commercial practice. If the seal is broken, Airogroup will not accept the Product for return.

2. The Buyer is responsible for examining and informing themselves on the correct use of the Product and must test the Product according to the instructions if used personally. Airogroup does not accept liability for misuse.

3. Visible defects or shortages must be reported to Airogroup in writing within 14 days of delivery. Hidden defects must be reported within 14 days of discovery and no later than six months after delivery. For Business Buyers, this period is three days. If damage to the Product is caused by careless handling by the Buyer, the Buyer shall be liable for any reduction in value.

4. If a complaint is made in time in accordance with the previous clause, the Buyer remains obliged to pay for the purchased goods. If the Buyer wishes to return defective goods, this may only be done with Airogroup’s prior written consent and in the manner indicated by Airogroup.

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

6. Airogroup is entitled to investigate the authenticity and condition of the returned Products before proceeding with any refund.

7. Refunds to the Buyer shall be processed as soon as possible and no later than 14 days after the Buyer’s declaration of withdrawal has been received. Refunds shall be made to the previously provided account number.

8. If the Buyer exercises their right of complaint, a Business Buyer is not entitled to suspend payment obligations or offset outstanding invoices.

9. In the event of incomplete delivery or if one or more Products are missing due to Airogroup’s fault, Airogroup shall, upon request, either ship the missing Products or cancel the remaining order. The delivery confirmation of the Products is binding. Damages resulting from differences in the delivery quantity cannot be recovered from Airogroup.

Article 9 – PRICES

1. During the validity period of the Offer, the prices of the Products offered will not be increased, unless changes in VAT rates or other statutory levies occur.

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

3. The prices listed in the Offer are based on the cost factors applicable at the time the Agreement is concluded, such as import and export duties, freight and unloading charges, insurance, and any levies and taxes.

4. If Products or raw materials are involved for which prices fluctuate in the financial markets and over which Airogroup has no control, Airogroup may offer these Products at variable prices. In such cases, the Offer will explicitly state that the prices are indicative and subject to fluctuation.

Article 10 – PAYMENT AND COLLECTION POLICY

 

1. Payment must preferably be made in advance in the currency invoiced and through the method indicated. If explicitly agreed with Airogroup, a Business Buyer may pay after delivery by means of an invoice issued by Airogroup.

2. The Buyer cannot derive any rights or expectations from a budget or estimate provided in advance, unless explicitly agreed otherwise between the parties.

3. Payment must be made in full to the account number and in accordance with the payment details provided by Airogroup. Only with explicit and written approval from Airogroup can an alternative payment term be agreed.

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

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

6. Airogroup has the right to apply payments made by the Buyer first to outstanding costs, then to any due interest, and finally to the principal amount and the accrued interest. Airogroup may refuse an offer of payment without being in default, if the Buyer designates a different order of application. Airogroup may refuse full settlement of the principal if the outstanding and current interest and costs are not paid at the same time.

7. If the Buyer fails to meet its payment obligation and does not comply within seven days after the payment term has expired, the Buyer being a Business is in default by operation of law. A Consumer Buyer will first receive a written reminder with a further term of 14 days from the date of the reminder to still meet the payment obligation. The reminder will include the amount of the extrajudicial collection costs due if the Consumer fails to meet their obligation within this period.

8. From the moment the Buyer is in default, Airogroup is entitled, without further notice of default, to charge the statutory (commercial) interest from the first day of default until full payment, as well as to charge the extrajudicial collection costs in accordance with Article 6:96 of the Dutch Civil Code, calculated based on the graduated scale provided in the Decree on Compensation for Extrajudicial Collection Costs dated 1 July 2012.

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

 

Article 11 – RETENTION OF TITLE

1. All goods delivered by Airogroup remain the property of Airogroup until the Buyer has fulfilled all obligations under all Agreements entered into with Airogroup.

2. The Buyer is not authorised to pledge or otherwise encumber the goods that are subject to retention of title if ownership has not yet been transferred.

3. If third parties seize goods subject to retention of title or intend to establish or assert rights thereon, the Buyer must inform Airogroup of this as soon as may reasonably be expected.

4. In the event that Airogroup wishes to exercise its property rights as referred to in this article, the Buyer hereby grants Airogroup and third parties designated by Airogroup unconditional and irrevocable permission to enter all locations where the property of Airogroup is situated and to repossess those goods.

5. Airogroup has the right to retain the Products purchased by the Buyer if the Buyer has not (fully) met its payment obligations, despite any obligation on the part of Airogroup to deliver or transfer the goods. After the Buyer has fulfilled its obligations, Airogroup shall make every effort to deliver the purchased Products as soon as possible, but no later than within 20 working days.

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

Article 12 – WARRANTY

Airogroup guarantees that the Products comply with the Agreement, the specifications stated in the Offer, usability and/or soundness, and the statutory rules/regulations applicable at the time the Agreement was concluded. This also applies if the goods to be delivered are intended for use outside the Netherlands, provided the Buyer has explicitly informed Airogroup in writing at the time of concluding the Agreement of such intended use abroad.

Article 13 – PRODUCT USAGE INSTRUCTIONS

1. The Buyer of the Products must comply with the instructions and guidelines provided by Airogroup.

2. The Buyer must store the Products carefully. If applicable, the Products must be stored in the provided packaging. The lid must always remain closed.

3. In the event of an allergic reaction, the Buyer must immediately cease use and consult a physician or dermatologist.

4. In case of eye contact, 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 suffered (bodily) harm from using the Products. The Products are to be used solely and exclusively in accordance with the instructions for use.

Article 14 – SUSPENSION AND TERMINATION

1. Airogroup is entitled to suspend its obligations or terminate the Agreement if the Buyer does not fully or timely comply with its (payment) obligations under the Agreement.

2. In addition, Airogroup may terminate the Agreement, to the extent not yet performed, without judicial intervention, if the Buyer fails to meet the obligations arising from any Agreement concluded with Airogroup in a timely or proper manner.

3. Furthermore, Airogroup may terminate the Agreement without prior notice of default if circumstances arise that make the fulfilment of the Agreement impossible or cannot reasonably be expected of Airogroup based on principles of reasonableness and fairness, or if other circumstances arise which prevent the unaltered continuation of the Agreement.

4. In the event of termination, all claims of Airogroup against the Buyer become immediately due and payable. If Airogroup suspends the fulfilment of obligations, it retains its rights under the law and the Agreement.

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

Article 15 – LIMITATION OF LIABILITY

1. If the performance of the Agreement by Airogroup leads to liability of Airogroup towards the Buyer or third parties, that liability is limited to the total amount invoiced in connection with the Agreement, unless the damage was caused by intent or gross negligence. In any case, the liability of Airogroup is limited to the amount paid out by its insurer per incident per year.

2. Airogroup shall not be liable for consequential damages, indirect damages, loss of profits and/or losses incurred, missed savings, and damage resulting from the use of the delivered Products. For Consumers, liability is limited as permitted under Article 7:24 paragraph 2 of the Dutch Civil Code.

3. Airogroup is not liable for, and is not required to repair, damage caused by the use of the Product. Airogroup provides strict maintenance and usage instructions which must be followed by the Buyer. All damage to Products resulting from use is expressly excluded from liability (including wear and tear, usage damage, fall damage, light and water damage, theft, loss, etc.).

4. Airogroup is not liable for any damage resulting from actions or omissions based on (incomplete or incorrect) information provided on the website(s) or linked websites.

5. Airogroup is not responsible for errors and/or irregularities in the functionality of the website and is not liable for interruptions or the website being unavailable for any reason.

6. Airogroup is not responsible for the proper and complete transmission of the content of, or for the timely receipt of, any email sent by or on behalf of Airogroup.

7. All claims by the Buyer due to a shortcoming on the part of Airogroup lapse if they are not reported in writing and with reasons within one year after the Buyer became aware or reasonably could have become aware of the facts on which the claim is based. All claims by the Buyer shall in any case expire one year after the termination of the Agreement.

Article 16 – FORCE MAJEURE

1. Airogroup shall not be liable for any failure to perform its obligations under the Agreement due to force majeure, nor shall it be obliged to fulfil any obligation if it is hindered from doing so by a circumstance not attributable to its fault and not for its account by law, legal act, or generally accepted practice.

2. Force majeure includes, but is not limited to, as defined by law and jurisprudence: (I) force majeure on the part of Airogroup’s suppliers, (II) failure by suppliers recommended or prescribed by the Buyer,
(III) defects in goods, equipment, software, or materials from third parties, (IV) governmental measures,
(V) power outages, (VI) disruptions of internet, data network, or telecommunication facilities (e.g., due to cybercrime or hacking), (VII) natural disasters, (VIII) war and terrorist attacks, (IX) general transportation problems, (X) strikes within Airogroup’s organisation, and (XI) other circumstances beyond Airogroup’s control that temporarily or permanently prevent performance.

3. Airogroup is entitled to invoke force majeure if the circumstance preventing performance arises after Airogroup should have fulfilled its obligations.

4. During the period of force majeure, the parties may suspend their obligations under the Agreement. If this period lasts longer than two months, either party may terminate the Agreement without any obligation to pay compensation to the other party.

5. If Airogroup has already partially fulfilled its obligations or can only partially fulfil its obligations at the time the force majeure occurs, and that part has independent value, Airogroup is entitled to invoice the fulfilled or fulfilable part separately. The Buyer is obliged to pay this invoice as if it were a separate Agreement.

 

Article 17 – TRANSFER OF RISK

The risk of loss or damage to the Products that are the subject of the Agreement transfers to the Buyer (if a Business) at the moment the Products leave Airogroup’s warehouse. For Consumers, the above risk transfers when the Products are delivered into the possession of the Buyer. This is the case when the Products are 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 its website(s) with care. Upon request, Airogroup shall inform the data subject accordingly.

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

Article 19 – COMPLAINTS

1. If the Buyer is not satisfied with the Products of Airogroup and/or has complaints about the performance of the Agreement, the Buyer is obliged to report such complaints as soon as possible, and no later than 14 calendar days after the event giving rise to the complaint. Complaints must be submitted with the subject line “Complaint.”

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

3. Airogroup shall respond to the complaint as soon as possible, and in any case no later than 14 calendar days after receipt of the complaint.

4. The parties shall endeavour to reach a solution together.

Article 20 – APPLICABLE LAW

1. All Agreements between Airogroup and the Buyer are governed by Dutch law. The applicability of the United Nations Convention on Contracts for the International Sale of Goods (CISG) is expressly excluded.

2. In case of any interpretation of the content and scope of these general terms and conditions, the Dutch text shall always prevail. Airogroup has the right to unilaterally amend these general terms and conditions.

3. All disputes arising out of or in connection with the Agreement between Airogroup and the Buyer shall be submitted to the competent court of the District Court of Noord-Nederland, unless mandatory legal provisions prescribe otherwise.