to the official Novizou website. Throughout this site, the terms " we" , " us" , " the website" and "our" refer to Novizou. Novizou provides this website, along with all the information, tools, and services available on this website to you the customer. Your use of this website is conditioned upon your acceptance of all the terms, conditions, policies, rules and notices stated on the website.

By visiting this website or making a purchase, you engage with our "Service" and agree to be bound by the following terms and conditions ("Terms of Service" or "Terms"), including any additional terms and conditions and policies referenced here or available through (hyper)links. These Terms of Service are applicable to all users of the site, including, but not limited to, browsers, vendors, customers, merchants and content contributors.

We kindly ask you to carefully read these Terms of Service before accessing or using the website. By accessing or using any part of this site, you agree to abide by these Terms of Service. If you do not agree with all the terms and conditions in this agreement, please rerain from accessing the website further or using any of the services available on the website.

Any new features or tools added to the current store (webshop) will also be subject to these Terms of Service. The most recent version of this page can always be reviewed using this exact web address. We reserve the right to update, modify, or replace any part of these Terms of Service by posting updates and changes on our website. Also, the "Last Updated" section will be up to date with our most recent version. It is your responsibility to periodically check this page for any alterations. Your continued use of or access to the website following the posting of any changes, indicates your acceptance of said changes.

Please note that the store is hosted on Shopify Inc. They provide us with the online e-commerce platform that enables us to offer our products and services to you.

Article 1 - Identity

We are Novizou which is also is the legal entity behind Novizou. We're based in The Netherlands, under Dutch law. Our only official website is www.novizou.com.

Novizou
Hooidonksestraat 5B
5275HV

Chamber of Commerce number: 90458710
VAT number: NL865322818B01

Article 2 - Definitions

1. Novizou: This is our company name.
2. Customer: Any individual or organization that, for any purpose, engages in a contractual agreement with Novizou within the scope of their professional or business activities.
3. Products: All goods that are sold by Novizou via the website.
4. Services: All services that Novizou offers via the website.
5. The website: The websites and/or trade names, managed collectively or individually by Novizou and registered by us with the Chamber of Commerce.
6. Day: A calendar day.
   

Article 3 - Applicability

1. These Corporate Customer Terms and Conditions ("Terms") exclusively govern all offers made by Novizou and all contracts between you and us.
2. In addition to these Terms, specific products and services may be subject to additional conditions, which we will communicate. In case of any discrepancies between these Terms and the additional conditions, the latter will prevail, unless otherwise stated.
3. Any deviation from one or more provisions can only occur with mutual agreement, and such agreements will be documented for clarity.
4. Your own Terms and Conditions will not apply, except if explicitly agreed upon by us.
5. Novizou reserves the right to modify or add to these Terms and Conditions for future orders. We will provide you with reasonable notice of any changes. The revised terms will be effective from the specified date.
6. If you wish to review these Terms and Conditions at your convenience, you can request a free copy by emailing info@novizou.com or visiting our website.
7. Your use of our websites or placement of an order implies your acceptance of these Terms and Conditions, along with the rights and obligations outlined on our website.
8. These Terms and Conditions are specifically designed for corporate customers and do not apply to individuals who are not acting within the scope of their business or professional capacity. Separate conditions apply to non-business customers.

Article 4 - Quotes and offers

1. All our quotations and offers are non-binding unless a specific acceptance period is indicated in the quotation. A quotation or offer automatically expires if the ordered product or service is no longer available or if it is not signed within 14 days. Each quotation is unique, and the terms cannot be assumed for future contracts.
2. We apologize for any errors in the quotation due to oversight or mistakes on our part. You cannot hold us accountable for such errors.
3. Prices in a quotation or offer do not include VAT, government levies, or additional costs beyond the quotation. This includes travel expenses, delivery costs, and administrative charges, unless stated otherwise.
4. If you do not agree to all the components of the quotation, no contract is formed, unless expressly stated otherwise.
5. We do not partialize agreements or provide part of the agreed service at a fraction of the price. Quotations and offers also do not automatically apply to future orders.
6. Our contracts are only valid when put in writing.
7. While we strive to ensure that the photos on the website accurately represent our products and services, we are not liable if there are differences between images or features and the actual product.
8. To ensure that both parties can honor their agreements, we require full payment before processing an order. Alternatively, a recent extract from the Chamber of Commerce trade register and related creditworthiness information can be provided. We reserve the right to refuse orders based on this information.
9. Products or quantities specifically procured for an order cannot be returned.
10. If we are extending credit for shipping, we expect you to keep us informed of any significant changes in your Chamber of Commerce registration, corporate structure, or financial position.
11. We don’t always say why we’ve refused a request or order. ‘Just because’ is also a valid reason.

Article 5 - Delivery: periods, performance and changes

1. We prioritize customer satisfaction above all else. Your orders are handled with care, from reception to delivery, and we take your feedback and service requests seriously. We promise to deliver exceptional service.
2. We initiate order processing within one day of receiving your order confirmation.
3. Your order is dispatched to the address you specified during the order placement process, whether through our website, a quotation, or an order instruction.
4. If the products you've ordered are in stock, we aim to deliver them promptly. In the event of a delay, partial delivery, or inability to fulfill the order, we'll promptly inform you, and you have the option to cancel the order without additional charges.
5. While we make every effort to meet our specified delivery times, there may be occasional delays. Please note that the delivery times mentioned in the contract are not binding. If we anticipate a delay, we'll inform you promptly and work together to find a suitable solution.
6. If you require a delivery method different from our standard options, you will be responsible for the associated delivery charges.
7. Shipping outside the Netherlands is possible, and we are open to discussing these options. All international shipments are made ex works.
8. In certain cases, we may deliver your order in multiple parts. We reserve the right to provide services or products in separate installments.
9. In the event of discrepancies in the delivery, quantities, or specifications, we are committed to finding a mutually satisfactory resolution. Payment of the invoice is still required.
10. If you, as the customer, decline products or services or fail to comply with the agreed-upon delivery terms, we regret the situation. In such cases, Novizou reserves the right to terminate the contract immediately or reclaim the products. Any resulting damages or costs, including transport and storage expenses, may be charged to the customer.

Article 6 -Contract duration, suspension, annulment and (premature) termination of the contract

1. Novizou reserves the right to postpone the delivery or terminate the contract at our discretion. In such cases, no compensation will be provided. While we exercise this authority sparingly, it may occur under the following circumstances:
   a. If you fail to meet the obligations outlined in the agreement, either in part or on time.
   b. If, after the contract has been established, we have reason to believe you cannot fulfill your obligations.
   c. If you are requested to demonstrate your ability to fulfill the agreement's obligations but fail to provide adequate evidence.
   d. If delays on your part prevent us from adhering to the agreed-upon terms.
2. Novizou can also immediately terminate the contract if it becomes impossible for us to make the delivery.
3. In the event of contract termination, we reserve the right to enforce our claims promptly, in accordance with legal provisions and the terms of our contract.
4. For contracts of indefinite duration, both parties have the option to terminate the contract with a notice period of 30 days, unless a different arrangement has been agreed upon in advance. In the case of fixed-term contracts, only Novizou can terminate the contract with a 14-day notice period.
5. Should contract termination occur prematurely, we will collaborate with you to discuss any outstanding tasks. If the termination is attributable to your actions, you will be responsible for associated costs.
6. In unfortunate situations where you face financial difficulties, such as insolvency, suspension of payment, bankruptcy, sequestration, debt restructuring, or other circumstances that impede your financial autonomy, we retain the right to immediately terminate our contract, cancel an order, or annul a contract. Under these circumstances, we are not obligated to make payments, compensation, or indemnifications, and any outstanding claims against you become immediately due.
7. In the event of a (partial) cancellation of an order placed, you will be billed for the products ordered or prepared for the order, inclusive of transportation and delivery costs, as well as any reserved labor time.

Article 7 - Payment and collection costs

1. We anticipate receiving your payment within the stipulated timeframe and in the currency we have invoiced you in. In the event we have invoiced you in euros, please note that payment in dollars is not accepted. Novizou reserves the right to invoice per delivery or order and adjust the payment period, which may also include a requirement for advance payment.
2. Failure to make a timely payment will result in being deemed in default, and you will be liable to pay an annual interest rate of 8%. If the statutory commercial interest rate is higher, that rate will apply. The interest will be calculated on the outstanding amount from the time you enter default until the full payment is received. Additionally, outstanding invoices will incur a fixed fee of 15% of the outstanding amount, with a minimum of €50 per unpaid invoice. Novizou also retains the right to claim any actual damages and incurred costs.
3. In the event Novizou is obligated to make a payment to you, any outstanding amounts you owe will be deducted. Please note that this arrangement does not apply in reverse.
4. Should you dispute the invoice amount, you are still required to make the payment unless a mutual agreement has been reached.
5. Failure to fulfill your obligations to us or to meet your obligations on time will result in the obligation to cover all incurred costs associated with collection, including legal fees, if legal assistance is necessary.
6. Purchasing on credit is permissible only with our explicit approval, with specified payment periods. Novizou retains the right to modify these terms at our discretion, including the option to request advance payment.
7. We reserve the right to assess your creditworthiness at any time, in compliance with applicable legal standards. Based on the results of such an assessment, we may impose additional conditions, such as requesting bank guarantees.
8. Novizou has the authority to modify credit terms and payment conditions without providing a specific reason.
   
   Buying on Credit
9. If Novizou grants you the privilege to order on credit, you must utilize the provided identifiers, such as an account name, password, or other codes, for every order.
10. Novizou assumes no liability for the loss, theft, misuse, or improper use of these identifiers. Any such incidents must be reported to Novizou promptly.
11. Recognize that, despite our best efforts, Novizou cannot guarantee the security of the internet. There is a possibility that details transmitted with your identifiers may be intercepted or forged by unauthorized individuals.

Article 8 - Retention of title

1. The products we supply to you remain our property until you have fulfilled all the agreed-upon conditions, which may include payment, interest, or other associated costs.
2. When dealing with products delivered under retention of title, you are prohibited from reselling or using them as a form of payment. Pledging the products as security or establishing any other rights over them is also not permitted.
3. We trust that you, as our valued customer, will take all necessary steps to protect Novizou's property rights. This entails maintaining products subject to retention of title in a manner that clearly identifies them as belonging to Novizou. In doing so, you should refrain from removing, damaging, or obscuring any identifying marks on the product or its packaging.
4. In the event that your assets or products delivered under retention of title are seized for any reason, you are required to promptly inform us. Should you be unable to meet your payment obligations, you are responsible for returning the products that are still owned by us at your own expense.
5. If you have products under your possession that are the property of Novizou, you must insure them against fire, theft, explosion, and water damage. We would appreciate proof of this insurance policy. In the event of an insurance payout, we are entitled to the compensation, and we trust that you will cooperate as needed.
6. If we need to exercise the property rights outlined in this article, we will request your permission. This will involve providing us with information about the location of the products and granting us access to that location.

Article 9 - Warranties, examination, and complaint period

1. All products we deliver to you are expected to perform as you would reasonably anticipate, provided they are used for their intended purpose. The warranty conditions outlined in this article pertain to products used within the Netherlands. Different warranty conditions and terms may apply if the products are used outside the Netherlands.
2. The 2 year warranty referred to in this article is the manufacturer's factory warranty for the product, unless an alternative agreement has been established between us.
3. Warranty becomes void if the product is misused, used after its expiration date, stored improperly, or inadequately maintained. Unfortunately, we cannot offer any guarantee in circumstances beyond our control, such as extreme weather conditions.
4. We request that you, as the customer, thoroughly inspect the products we deliver to ensure that they conform to our agreed specifications.
5. Any visible defects in the products you receive from us should be reported within 3 working days in written form and with as much detail as possible. Invisible defects must be reported within 5 working days in writing. Failure to do so will forfeit your right to make such claims at a later date.
6. Reporting a defect in your product(s on time does not exempt you from payment; however, we will make every effort to address the issue. If you fail to report a defect in a timely manner, we will assume you have accepted the products.
7. If your report is submitted after the designated timeframe, you will no longer be eligible for repair, replacement, or compensation.
8. If we agree that the product does not meet your reasonable expectations and you have reported this in a timely manner, we will replace the returned product as soon as we receive it. If replacement or repair is not feasible, you will receive a refund.
9. If your complaint is deemed unfounded, you will be responsible for the examination costs.
10. Once the warranty period has lapsed, all costs associated with repair or replacement will be borne by the customer, including administration, shipping, and service call-out expenses.
11. Products or materials specifically made or acquired for your order are non-returnable.
12. Returned products will not be accepted if you have caused damage to them yourself, and the associated costs will be your responsibility. Returned products must be in the same condition as they were delivered. Products with seals or blister packaging may only be returned unopened. However, we will accept such products for return if the defect becomes evident after the packaging is opened.

Article 10 - Liability

1. If we don’t comply with the agreements we’ve made together, our liability is limited in the way we have stated in this article.
2. If you’ve supplied us with incorrect or incomplete information, we’re not liable if damage occurs because of this.
3. Our liability is in any event never higher than the invoice value of the part of the order that we’re liable for.
4. And our liability is never higher than the amount paid out by the insurer in that specific case.
5. We’re only liable for direct damage.
6. What is direct damage? Think of the reasonable costs of establishing the cause and extent of the damage, or the costs you incur to make our defective performance comply with the agreement, or the costs you incur to prevent or limit damage. This only applies if you show that these costs have led to the limitation of direct damage.
7. We’re never liable for indirect damage. Indirect damage can include lost profit, loss of goodwill, reputation, trade or contracts, lost savings, and damage resulting from business stagnation.
8. If you’re insured against the damage you’ve suffered, we’re not liable.
9. If we’ve caused the damage intentionally or we’ve been grossly negligent, we’re liable for the damage.

Article 11 - Transfer of risk

1. Once Novizou has delivered the products or services, the responsibility shifts to you. The risk associated with the products or services becomes your own from that point forward.
2. In the event that the product delivery does not occur, and the fault lies with you, you assume the risk starting from the initially specified delivery date and onward.
3. Upon successful delivery of the products or services to the address you provided, Novizou is no longer liable for any associated risks.

Article 12 - Force majeure

1. In the case of force majeure, we are relieved of our obligations to you for the duration of the force majeure circumstances.
2. Force majeure, in this context, refers to circumstances beyond our control and/or unforeseeable events that substantially or partially obstruct our ability to fulfill our obligations to the customer. This includes, but is not limited to:
   a. Strikes
   b. Employee illness
   c. Fires, floods
   d. Water damage
   e. Wars and uprisings
   f. Export and/or import restrictions
   g. Operational disruptions
   h. Power outages
   i. Failures in (telecommunications) networks, connections, or communication systems, or the temporary unavailability of the website
   j. Non-delivery or delayed delivery by suppliers or other third parties involved
   k. Government-issued permit unavailability

Article 13 - Intellectual property

1. Intellectual property rights are the exclusive property of us, our suppliers, and other rights holders.
2. Intellectual property encompasses a range of rights, including patents, copyrights, trademark rights, design and model rights, methods, and concepts.
3. As a customer, you are prohibited from using our intellectual property or making any alterations to it, unless it is for personal use of the product.

Article 14 - Confidentiality

1. It is possible that you may encounter confidential information when entering into a contract. If you have a reasonable suspicion that such information is confidential, you are prohibited from disclosing it. We assume that you will adhere to this obligation and maintain the confidentiality of the information for a period of at least 2 years following the termination of the contract.
2. There are a few exceptions to the duty of confidentiality:
   a. If you already possessed the information or had developed it prior to receiving it from us, unless you were aware of its confidential nature.
   b. If the information was already publicly available or well-known at the time of your receipt.
   c. If you obtained the information from another party without violating any confidentiality agreements.
   d. If the information must be disclosed in compliance with the law. You are also permitted to share the information in response to a lawful request from a court of competent jurisdiciton, a government agency, a regulatory body, or a self-regulatory entity.
3. None of the parties are authorized to release press statements. This includes refraining from public mention of our collaboration without obtaining our prior consent, unless such disclosure is mandated by a legally authorized entity.

Article 15 - Applicable law and court of competent jurisdiction

1. While it may be self-evident, for the sake of clarity, it's important to state that all offers and contracts are subject to Dutch law.
2. In the unlikely event of a dispute between you and Novizou arising from an offer or contract, such disagreements will be referred to a court. Specifically, this will be the court of competent jurisdiction located in the vicinity of Novizou's registered office, which is essentially our company's address. If a legal provision mandates the involvement of a different court, we will adhere to that specific legal requirement for dispute resolution.

Article 16 - Divisibility

1. Should a provision within these Terms and Conditions be found unlawful, invalid, or unenforceable for any cause, that specific provision will be severed from the Terms and Conditions. This action will not impact the validity or enforceability of the remaining provisions, which shall continue to remain in full effect. Both parties will make every effort to substitute any invalid provision with valid ones.

Article 17- Transfer

1. If you wish to assign any rights and obligations from our contract and these Terms and Conditions to third parties, you must obtain our written consent for such a transfer.
2. We reserve the right to assign all rights and obligations from our contract and these Terms and Conditions to third parties. Naturally, we will inform you of any such transfer.

Article 18 - Waiver

1. We never waive our rights, even if we don’t exercise them or exercise them with delayed effect.