Definitions

1. zerootime.nl: Zeroo time the Netherlands, registered in Hengelo under Chamber of Commerce number 94357013.
2. Customer: The person with whom zerootime.nl has entered into an agreement.
3. Parties: zerootime.nl and the customer together.
4. Consumer: A customer who is also an individual and acts as a private person.

Article 1 – Applicability of General Terms and Conditions

1. These terms and conditions apply to all quotations, offers, work, orders, agreements, and deliveries of services or products by or on behalf of zerootime.nl.
2. Parties can only deviate from these terms and conditions if they have expressly and in writing agreed to do so.
3. Parties explicitly exclude the applicability of any additional and/or deviating general terms and conditions of the customer or third parties.

Article 2 – Prices

1. All prices used by zerootime.nl are in euros, including VAT and excluding any additional costs such as administrative costs, levies, and travel, shipping, or transport costs, unless expressly stated otherwise or agreed otherwise.
2. zerootime.nl may change all prices it uses for its products on its website or otherwise communicates at any time.
3. Increases in the cost prices of products or parts thereof that zerootime.nl could not have foreseen at the time of the offer or the conclusion of the agreement may lead to price increases.
4. The consumer has the right to terminate an agreement due to a price increase as referred to in paragraph 3, unless the increase is the result of a legal regulation.

Article 3 – Samples and Models 

If the customer has received a sample or model of a product, they cannot derive any rights from it other than that it is an indication of the nature of the product, unless the parties have expressly agreed that the products to be delivered correspond to the sample or model.

Article 4 – Payments and Payment Terms

1. zerootime.nl may require an advance payment of up to 50% of the agreed amount upon entering into the agreement.
2. The customer must have made payments within 7 days after delivery.
3. Payment terms are considered as strict payment terms. This means that if the customer has not paid the agreed amount by the last day of the payment term, they are automatically in default, without zerootime.nl having to send the customer a reminder or default notice.
4. zerootime.nl reserves the right to make delivery conditional on immediate payment or to demand security for the total amount of the services or products.

Article 6 – Consequences of Late Payment

1. If the customer does not pay within the agreed period, zerootime.nl is entitled to charge statutory interest of 2% per month for non-commercial transactions from the day the customer is in default, with a part of a month being counted as a whole month.
2. When the customer is in default, they are also liable for extrajudicial collection costs and any compensation to zerootime.nl.
3. The collection costs are calculated in accordance with the Decree on extrajudicial collection costs.
4. If the customer does not pay on time, zerootime.nl may suspend its obligations until the customer has fulfilled their payment obligation.
5. In the event of liquidation, bankruptcy, attachment, or suspension of payments on the part of the customer, zerootime.nl’s claims against the customer are immediately due and payable.
6. If the customer refuses to cooperate in the execution of the agreement by zerootime.nl, they are still obliged to pay the agreed price to zerootime.nl.

Article 7 – Right of Reclamation

1. As soon as the customer is in default, zerootime.nl is entitled to invoke the right of reclamation with regard to the unpaid products delivered to the customer.
2. zerootime.nl invokes the right of reclamation through a written or electronic notification.
3. Once the customer has been informed of the invoked right of reclamation, they must immediately return the products to zerootime.nl, unless the parties make other agreements about this.
4. The costs of retrieving or returning the products are borne by the customer.

Article 8 – Right of Withdrawal

1. A consumer has the right to cancel an online purchase within a cooling-off period of 14 days without giving any reason, provided that:

• The product has not been used.
• It is not a product that has been specially made or customized for the consumer.
• The consumer has not waived their right of withdrawal.

2. The 14-day cooling-off period as mentioned in paragraph 1 starts:

• on the day after the consumer has received the last product or part of one order.
• as soon as the consumer has confirmed that they will be receiving digital content via the internet.

3. The consumer can notify their exercise of the right of withdrawal via info@zerootime.nl
4. The consumer is obliged to return the product to zerootime.nl within 14 days after notifying their right of withdrawal, failing which their right of withdrawal expires.

Article 9 – Return Costs Compensation 

If the consumer exercises their right of withdrawal and returns the entire order in a timely manner, the costs of returning the entire order are borne by the consumer.

Article 10 – Right of Suspension 

Unless the customer is a consumer, the customer waives the right to suspend the performance of any obligation arising from this agreement.

Article 11 – Right of retention

1. zerootime.nl remains the owner of all delivered products until the customer has fully complied with all payment obligations towards zerootime.nl under any agreement concluded with zerootime.nl, including claims for non-performance.
2. Until that time, zerootime.nl can invoke its retention of title and take back the goods.
3. Before ownership has passed to the customer, the customer may not pledge, sell, alienate, or encumber the products in any other way.
4. If zerootime.nl invokes its retention of title, the agreement is deemed dissolved, and zerootime.nl has the right to claim compensation for damages, lost profits, and interest.

Article 12 – Offset

Unless the customer is a consumer, the customer waives the right to set off a debt to zerootime.nl against a claim against zerootime.nl.

Article 13 – Retention of Title

1. zerootime.nl remains the owner of all delivered products until the customer has fully complied with all payment obligations to zerootime.nl under any agreement with zerootime.nl, including claims for non-performance.
2. Until then, zerootime.nl may rely on its retention of title and reclaim the goods.
3. Before ownership has passed to the customer, the customer may not pledge, sell, alienate, or encumber the products in any way.
4. If zerootime.nl invokes its retention of title, the agreement is considered dissolved, and zerootime.nl has the right to claim damages, lost profits, and interest.

Article 14 – Delivery

1. Delivery takes place as long as stock lasts.
2. Delivery takes place at zerootime.nl, unless otherwise agreed between the parties.
3. Delivery of online ordered products takes place at the address specified by the customer.
4. If the agreed amounts are not paid or not paid on time, zerootime.nl has the right to suspend its obligations until the agreed portion is paid.
5. Late payment constitutes creditor default, and the customer cannot object to delayed delivery by zerootime.nl.

Article 15 – Delivery Time

1. The delivery times provided by zerootime.nl are indicative and do not entitle the customer to dissolution or compensation for exceeding them, unless expressly agreed otherwise in writing by the parties.
2. The delivery time starts when the customer has completed the (electronic) ordering process and has received (electronic) confirmation from zerootime.nl.
3. Exceeding the specified delivery time does not entitle the customer to compensation, nor the right to terminate the agreement, unless zerootime.nl cannot deliver within 14 days after written notice or unless otherwise agreed upon by the parties.

Article 16 – Actual Delivery

The customer must ensure that the actual delivery of the products ordered by him can take place in a timely manner.

Article 17 – Transport Costs

Transport costs are the responsibility of the customer unless otherwise agreed upon by the parties.

Article 18 – Packaging and Shipping

1. If the packaging of a delivered product is opened or damaged, the customer must have a note made by the carrier or deliverer before accepting the product; otherwise, zerootime.nl cannot be held liable for any damage.
2. If the customer arranges for the transport of a product, he must report any visible damage to products or packaging before transportation to zerootime.nl; otherwise, zerootime.nl cannot be held liable for any damage.

Article 19 – Storage

1. If the customer takes delivery of ordered products later than the agreed delivery date, the risk of any potential loss of quality is entirely the responsibility of the customer.
2. Any additional costs due to premature or delayed acceptance of products are entirely the responsibility of the customer.

Article 20 – Warranty

1. The warranty for products applies only to defects caused by defective manufacturing, construction, or materials.
2. The warranty does not apply in cases of normal wear and tear and damage resulting from accidents, alterations made to the product, negligence, or improper use by the customer, or when the cause of the defect cannot be clearly determined.
3. The risk of loss, damage, or theft of the products covered by an agreement between the parties passes to the customer when they are legally and/or actually delivered, or come into the possession of the customer or a third party receiving the product on behalf of the customer.

Article 21 – Exchange

1. The exchange of purchased items is only possible if the following conditions are met: • Exchange takes place within 14 days of purchase upon presentation of the original invoice. • The product is returned in its original packaging or with the original (price) tags attached. • The product has not been used.
2. Discounted items, non-perishable items such as custom-made items, or items specially customized for the customer are not eligible for exchange.

Article 22 – Indemnification

The customer indemnifies zerootime.nl against all claims from third parties related to the products and/or services provided by zerootime.nl.

Article 23 – Complaints

1. The customer must examine a product or service delivered by zerootime.nl for any deficiencies as soon as possible.
2. If a delivered product or service does not conform to what the customer could reasonably expect from the agreement, the customer must notify zerootime.nl of this as soon as possible, but no later than 14 days after discovering the deficiencies.
3. Consumers must notify zerootime.nl of deficiencies within 14 days of discovery.
4. The customer should provide a detailed description of the deficiency so that zerootime.nl can respond adequately.
5. The customer must demonstrate that the complaint relates to an agreement between the parties.
6. If a complaint concerns ongoing work, it cannot result in zerootime.nl being obliged to perform other work than agreed upon.

Article 24 – Default Notice

1. The customer must notify zerootime.nl of defaults in writing.
2. It is the customer’s responsibility to ensure that a default notice reaches zerootime.nl in a timely manner.

Article 25 – Joint Liability of the Customer

If zerootime.nl enters into an agreement with multiple customers, each of them is jointly liable for the full amounts due to zerootime.nl under that agreement.

Article 26 – Liability of zerootime.nl

1. zerootime.nl is only liable for any damage suffered by the customer if and to the extent that such damage is caused by intent or willful recklessness.
2. If zerootime.nl is liable for any damage, its liability is limited to direct damage resulting from or related to the execution of an agreement.
3. zerootime.nl is never liable for indirect damage, such as consequential damage, loss of profit, savings, or damage to third parties.
4. If zerootime.nl is liable, its liability is limited to the amount paid out by a closed (professional) liability insurance policy, and in the absence of full payment by an insurance company of the damage amount, the liability is limited to the (part of the) invoice amount to which the liability relates.
5. All images, photos, colors, drawings, descriptions on the website or in a catalog are indicative only and are approximate and cannot lead to compensation and/or (partial) dissolution of the agreement and/or suspension of any obligation.

Article 27 – Expiry Period

The customer’s right to compensation from zerootime.nl expires in any case 12 months after the event from which the liability directly or indirectly arises. This does not exclude the provisions of Article 6:89 of the Dutch Civil Code.

Article 28 – Right of Termination

1. The customer has the right to terminate the agreement when zerootime.nl culpably fails to fulfill its obligations, unless this failure, given its nature or minor significance, does not justify termination.
2. If the fulfillment of zerootime.nl’s obligations is not permanently or temporarily impossible, termination can only take place after zerootime.nl is in default.
3. zerootime.nl has the right to terminate the agreement with the customer if the customer does not fully or timely fulfill his obligations under the agreement, or if

Article 29 – Force Majeure

1. In addition to the provisions of Article 6:75 of the Dutch Civil Code, it is stipulated that a failure by zerootime.nl to fulfill any obligation towards the customer cannot be attributed to zerootime.nl in any situation that is beyond its control, and which permanently or temporarily prevents the fulfillment of its obligations towards the customer or which cannot reasonably be expected of zerootime.nl.
2. The following situations, among others but not limited to them, shall be considered as a force majeure: a state of emergency (such as civil war, rebellion, riots, natural disasters, etc.); non-performance and force majeure of suppliers, carriers, or other third parties; unexpected power, electricity, internet, computer, and telecommunications failures; computer viruses, strikes, government measures, unforeseen transportation problems, adverse weather conditions, and work stoppages.
3. If a situation of force majeure occurs as a result of which one or more obligations towards the customer cannot be fulfilled by zerootime.nl, those obligations will be suspended until zerootime.nl is able to fulfill them again.
4. From the moment that a force majeure situation has lasted at least 30 calendar days, both parties are entitled to terminate the agreement in writing, in whole or in part.
5. In a situation of force majeure, zerootime.nl is not liable for any (damage) compensation, even if it derives any benefit from the situation of force majeure.

Article 30 – Amendment of the Agreement

1. If, after the conclusion of the agreement, it becomes necessary to change or supplement its content for its implementation, the parties will amend the agreement accordingly in a timely and mutually agreed manner.
2. The preceding paragraph does not apply to products purchased in a physical store.

Article 31 – Amendment of General Terms and Conditions

1. zerootime.nl is entitled to change or supplement these general terms and conditions.
2. Minor changes can be made at any time.
3. Major substantive changes will be discussed with the customer as much as possible in advance.
4. Consumers are entitled to terminate the agreement in case of a substantial change of the general terms and conditions.

Article 32 – Transfer of Rights

1. Rights of the customer from an agreement between the parties cannot be transferred to third parties without the prior written consent of zerootime.nl.
2. This provision is regarded as a stipulation with a proprietary effect as referred to in Article 3:83, second paragraph, of the Dutch Civil Code.

Article 33 – Consequences of Nullity or Annulment

1. If one or more provisions of these general terms and conditions are found to be null or void, this does not affect the other provisions of these terms and conditions.
2. In the event of nullity or voidance of a provision, it will be replaced by a provision that comes as close as possible to what zerootime.nl had in mind when drafting the terms and conditions in that respect.

Article 34 – Applicable Law and Competent Court

1. Dutch law exclusively applies to every agreement between the parties.
2. The Dutch court in the district where zerootime.nl is established/practices/holds its office has exclusive jurisdiction to hear any disputes between the parties, unless the law prescribes otherwise.

Dated August 12, 2024.