General Terms and Conditions of Smart2B B.V.
Version: May 2025
These general terms and conditions apply to all offers, agreements and deliveries of Smart2B B.V. and its registered trade names, including Businesslabels.nl, IDbeheer.nl, Smart2B.nl and Kleurenlabelprinter.nl. The customer acknowledges that they are acting in the course of their trade or profession. Smart2B B.V. supplies exclusively to business customers (B2B).
For questions regarding these terms and conditions, you can contact us at:
📧 sales@smart2b.nl
📞 +31(0)318 590 212
TABLE OF CONTENTS
- ARTICLE 1 – Definitions
- ARTICLE 2 – Identity of Smart2B B.V.
- ARTICLE 3 – Applicability
- ARTICLE 4 – Offers and conclusion of agreements
- ARTICLE 5 – Prices and payment
- ARTICLE 6 – Cancellation
- ARTICLE 7 – Delivery and transfer of risk
- ARTICLE 8 – Retention of title
- ARTICLE 9 – Liability
- ARTICLE 10 – Force majeure
- ARTICLE 11 – Intellectual property
- ARTICLE 12 – Complaints
- ARTICLE 13 – Applicable law and competent court
- ARTICLE 14 – Severability
- ARTICLE 15 – No right of withdrawal
- ARTICLE 16 – Prevailing version
ARTICLE 1 – Definitions
In these terms and conditions, the following definitions apply:
- Customer: the legal entity or natural person acting in the exercise of a profession or business and entering into an agreement with Smart2B B.V. or one of its registered trade names. Smart2B B.V. exclusively supplies to business customers. Agreements with consumers within the meaning of Article 6:230g of the Dutch Civil Code are not entered into.
- Agreement: an agreement between Smart2B B.V. (or one of its registered trade names) and a customer for the sale of products and/or services, which exclusively concerns B2B transactions.
- Day: calendar day..
ARTICLE 2 – Identity of Smart2B B.V.
Smart2B B.V.
Lenderinkweg 8
6733 AX WEKEROM
Tel: +31(0)318 590 212
Email: sales@Smart2B.nl
Chamber of Commerce No: 71774599
VAT ID: NL858844217B01
Smart2B operates under various registered trade names, including:
- Smart2B B.V.
- IDbeheer.nl
- Businesslabels
- Hortiprint
- Kleurenlabelprinter.nl
- ExpoBadge
ARTICLE 3 – Applicability
- These general terms and conditions apply to all offers, quotations, legal relationships and agreements whereby Smart2B B.V., operating under any of its trade names, supplies goods and/or services to business customers.
- Deviations from these conditions are only valid if agreed in writing.
- The applicability of the customer’s general terms and conditions is expressly excluded, unless otherwise agreed in writing.
ARTICLE 4 – Offers and conclusion of agreements
- All offers and quotations from Smart2B B.V. are without obligation, unless explicitly stated otherwise.
- An agreement is concluded as soon as Smart2B B.V. confirms the customer’s order in writing or by email, or when Smart2B B.V. has commenced execution of the order.
ARTICLE 5 – Prices and payment
- All stated prices are exclusive of VAT and other government-imposed levies.
- Payment must be made within 30 days of the invoice date, unless otherwise agreed in writing.
- In the event of late payment, the customer is legally in default. Smart2B B.V. is entitled to charge statutory commercial interest and collection costs.
- In such a case, Smart2B B.V. is also entitled to suspend its obligations, including postponing deliveries or suspending access to services.
ARTICLE 6 – Cancellation
- Cancellation of placed orders is only possible with the prior written consent of Smart2B B.V.
- In the event of cancellation, cancellation costs may be charged depending on the stage of execution.
ARTICLE 7 – Delivery and transfer of risk
- The indicated delivery times are indicative and not strict deadlines, unless expressly agreed otherwise in writing. Delays in delivery shall under no circumstances entitle the customer to compensation unless specifically agreed in writing in advance.
- The risk of loss, theft or damage to the goods transfers to the customer at the moment of delivery.
ARTICLE 8 – Retention of title
- All products delivered by Smart2B B.V. remain the property of Smart2B B.V. until the customer has fully complied with all obligations under the agreement.
- This includes payment of the agreed price, any interest, costs and damages.
- As long as ownership has not been transferred, the customer may not pledge, resell or otherwise encumber the products unless otherwise agreed in writing in advance.
- If the customer fails to comply, Smart2B B.V. is entitled to reclaim the goods.
ARTICLE 9 – Liability
- Smart2B B.V. is only liable for direct damage resulting from intent or gross negligence.
- Liability for indirect damage, including consequential damage, loss of profit and business interruption, is excluded.
- In all cases, liability is limited to the amount paid by the customer under the relevant agreement.
ARTICLE 10 – Force majeure
- Force majeure includes any circumstance beyond the control of Smart2B B.V. that temporarily or permanently prevents the fulfillment of its obligations.
- In case of force majeure, Smart2B B.V. is entitled to suspend its obligations or to dissolve the agreement in whole or in part.
ARTICLE 11 – Intellectual property
- All intellectual property rights related to products and services provided by Smart2B B.V. remain the property of Smart2B B.V. and/or its licensors, unless explicitly agreed otherwise in writing.
- This explicitly includes digital files such as designs, digital previews, layout files, graphic productions, technical drawings, print proofs, and other digitally created or processed materials.
- Even if a fee has been paid by the client for the creation, preparation, or layout of such files, these files remain the sole property of Smart2B B.V., unless expressly agreed otherwise in writing.
- The use, reproduction, modification, publication, or distribution of these files is only permitted with the prior written consent of Smart2B B.V. A separate release fee may be required for such consent.
- Any unauthorized use or distribution of these assets will irrevocably result in a claim for damages of at least €500 per calendar day of use, in addition to all direct and indirect consequential damages, including legal and administrative costs.
- The client bears the burden of proof regarding any obtained permission in case of dispute. Smart2B B.V. reserves the right to monitor the use of its intellectual property and will take action against any infringements.
ARTICLE 12 – Complaints
Complaints must be submitted in writing and with reasons within 7 days of delivery. After this period, the delivery is deemed to be correct.
ARTICLE 13 – Applicable law and competent court
All agreements are governed exclusively by Dutch law. All disputes shall be submitted exclusively to the competent court in the district where Smart2B B.V. has its registered office.
ARTICLE 14 – Intellectual Property and Use of Designs
All agreements are governed exclusively by Dutch law. All disputes shall be submitted exclusively to the competent court in the district where Smart2B B.V. has its registered office.
ARTICLE 15 – No right of withdrawal
All agreements are governed exclusively by Dutch law. All disputes shall be submitted exclusively to the competent court in the district where Smart2B B.V. has its registered office.
ARTICLE 16 – Prevailing version
This English translation is provided for convenience only. In case of discrepancies or interpretation issues, the Dutch version of these general terms and conditions shall prevail.