These terms and conditions belong to Youha B.V., registered with the Chamber of Commerce, also as Youha NL, under number 90448286. These general terms and conditions have been filed with the Chamber of Commerce. The most recently filed version or the version that applied at the time the agreement with Youha NL was concluded shall always apply.

Article 1: General
These general terms and conditions apply to all offers made by Groothandel Youha B.V. – hereinafter referred to as 'Youha NL' – and to all agreements concluded by Youha NL. In particular, these terms and conditions also apply to the sales and deliveries of products and services and/or goods, as well as the performance of services and work of any nature whatsoever, to the counterparty.

In these general terms and conditions, 'counterparty' means: any legal or natural person who has concluded or wishes to conclude an agreement with Youha NL, and besides this, their representative(s), authorised agent(s) and heirs.

If the counterparty uses its own general terms and conditions, these terms and conditions shall always take precedence.

Deviations from the provisions of these general terms and conditions are only possible if and insofar as Youha NL has expressly agreed thereto or if this has been agreed in writing with Youha NL. If these conditions have been deviated from tacitly or expressly one or more times, the counterparty cannot derive any rights from this with regard to agreements concluded thereafter.

Selling Youha NL products via online platforms such as Bol.com, E-bay and/or Amazon is not permitted, nor is selling to third parties, unless Youha NL and the counterparty have agreed otherwise among themselves.

Article 2: Offers
All offers made by Youha NL, in whatever form, are without obligation.

Sending offers and/or (other) documentation does not oblige Youha NL to accept an order. If Youha NL does not accept an order, Youha NL will notify the counterparty within 5 working days.

Youha NL reserves the right to refuse orders without giving reasons, or to deliver cash on delivery.

Article 3: Agreement
The order given to Youha NL counts as an offer. This offer is accepted by Youha NL as soon as it has been confirmed in writing by Youha NL, or Youha NL has otherwise informed the counterparty that the order has been accepted.

The agreement is concluded as soon as Youha NL has accepted the offer, which acceptance binds the customer. Acceptance can take place expressly and tacitly. Tacit acceptance is deemed to have taken place if no written protest has been made within 5 working days.

Any additional agreements or changes made later are only binding on Youha NL if they have been confirmed in writing by Youha NL.

Every agreement entered into with Youha NL contains the dissolving or suspensive condition – at Youha NL's discretion – that Youha NL will demonstrate sufficient creditworthiness of the counterparty, solely at Youha NL's discretion. For this reason, Youha NL has the right to refuse an order from a counterparty.

Oral promises made by and agreements with subordinates of Youha NL are not binding on Youha NL.

Youha NL is entitled, upon or after entering into the agreement, and before performing (further), to demand adequate security from the counterparty that both the payment and the other obligations will be met. If the security requested by Youha NL is not provided, Youha NL may suspend the performance of its obligations and/or dissolve the agreement without judicial intervention, without prejudice to any other rights Youha NL may have under common law.

Data concerning the sold items, such as characteristics, quality, color, etc., as well as data in printed matter, drawings, images, samples, etc., provided by Youha NL with the offer, are provided to the best of its knowledge and with the greatest care, but can never be regarded as binding.

Youha NL reserves the right to refuse orders without giving reasons. Such a refusal never gives any right to compensation.

Unless with the express written consent of Youha NL, the counterparty is prohibited from transferring rights or obligations arising from agreements concluded with Youha NL to third parties, including companies affiliated with the counterparty.

If a contract is entered into jointly with two or more counterparties, each of them shall be jointly and severally liable for the full performance of the agreement concluded by them.

The counterparty authorizes Youha NL to have the assignment carried out by a third party to be designated by Youha NL, at a time to be determined in further consultation. The counterparty agrees to the transfer by Youha NL to third party(ies) of all rights and obligations arising from the agreement(s) concluded by Youha NL with the counterparty.

Article 4: Cancellation
In exceptional cases, at the discretion of Youha NL, Youha NL may agree to the cancellation of an order. This consent must then be given in writing. In the event of cancellation of an order by the counterparty, Youha NL is entitled to charge 10% of the order price (including VAT) as cancellation costs, without prejudice to the right to full compensation including loss of profit.

Article 5: Prices
Unless expressly stated otherwise, prices are in Euro currency, based on delivery ex YOUHA NL (ex works), excluding VAT, import duties, other taxes, levies and duties, excluding the costs of packaging, loading and unloading, transport and insurance.

The prices charged are those agreed upon with the counterparty in advance by means of an offer with these General Terms and Conditions.

Unless otherwise stipulated when the agreement was concluded, the prices and delivery conditions as agreed upon in writing with the counterparty shall apply.

Article 6: Delivery
Delivery is deemed to have taken place by the delivery of the goods to the (delivery) address of the counterparty by means of transport from or on behalf of Youha NL.

The counterparty must immediately accept the products. The counterparty is obliged to ensure a sufficient and easily accessible loading and unloading place and to promote the shortest possible waiting time. The loading, transport and unloading of the sold products are at the risk of Youha NL. As soon as the products to be delivered have been unloaded at the counterparty, the risk thereof transfers to the counterparty. The transport or movement of the products within the business premises or on the premises of the counterparty in any way is never included. If the counterparty requests Youha NL to deliver the products elsewhere than in the usual manner, Youha NL may charge the associated costs to the counterparty.

Delivery of ordered products in parts is permitted. Youha NL is entitled to immediately invoice the already delivered products to the counterparty upon first delivery. Thereafter, Youha NL applies a payment term of 14 days.

From the moment of delivery, the purchased item is at the risk of the counterparty.

Upon delivery of the sold goods to the address of the counterparty, the delivery times specified by Youha NL shall never be regarded as strict deadlines, unless expressly agreed otherwise in writing. The delivery times specified by Youha NL commence at the moment the agreement has been concluded and all data necessary for the execution of the order are in the possession of Youha NL. Delay in delivery will not be a reason for the counterparty to dissolve the agreement, unless Youha NL has exceeded the limits of reasonableness in this respect. Delivery times can be extended and/or orders placed can be suspended for the period during which the counterparty has left any amount due or payable to Youha NL unpaid.

The counterparty is obliged to take delivery of the purchased goods from Youha NL at the moment these are delivered or at the moment these are made available to him according to the agreement. If the counterparty refuses to take delivery or is negligent in providing information or instructions necessary for delivery, the goods will be stored at the risk of the counterparty, including the risk of quality degradation. In that case, the counterparty will be liable for all additional costs, including in any case the storage costs. In that case, Youha NL has the right, not the obligation, to store the goods at the expense and risk of the counterparty.

The counterparty is obliged to accept the ordered and delivered products and to pay without delay, in accordance with the agreed payment conditions, without any claim for discount or compensation. By paying the invoice amount or signing a packing slip, the counterparty confirms receipt of the goods. If the counterparty does not fulfil its acceptance obligation or payment obligations, Youha NL is entitled to declare the agreement dissolved without judicial intervention.

Opened and/or used items cannot be returned due to hygiene measures.

Article 7: Warranty
Youha NL guarantees to supply the counterparty with goods that meet reasonable standards of soundness and normal use.

The warranty obliges Youha NL only to replace the motor part of the breast pumps free of charge; all other silicone parts are not covered by the warranty, unless Youha NL and the counterparty have agreed otherwise.

The warranty (for the consumer) expires if:

Youha NL is only obliged to fulfil its warranty obligations within the Netherlands and Belgium, unless expressly agreed otherwise in writing.

Article 8: Complaints
Upon receipt of the products, the counterparty must check whether the delivery corresponds to the order placed. Visible damages, defects or shortages must be reported by the counterparty to Youha NL in writing.

Returns are only permitted after explicit permission from Youha NL. Returns are at the expense and risk of the counterparty. The counterparty is obliged to carefully package and ship the items to be returned.

Only items in undamaged condition and in their original (factory) packaging. Crediting only takes place via a credit note. The value of the returned items will only be settled after receipt of the credit note by the counterparty and only up to the amount of the credit note.

If a complaint proves to be well-founded and the aforementioned procedures for reporting complaints have also been complied with, Youha NL will, as soon as possible, at Youha NL's discretion, either repair the defect or deliver a replacement product or, if the purchase price for the relevant product has already been invoiced, credit the amount corresponding to the complaint. In such situations, the counterparty can never claim any compensation from Youha NL: the liability of Youha NL remains limited to the value of the delivered products about which the complaint was made.

Complaints and protests do not give the counterparty the right to suspend payment of the invoice relating thereto, while compensation is expressly excluded by Youha NL. The complaint period for invoices sent by Youha NL is a maximum of 5 days after the day of receipt. If no protest has been made against the invoice within that period, it is deemed to correctly reflect the underlying transaction(s) with Youha NL and to have been approved by the counterparty.

Article 9: Invoicing and Payment
Invoicing of delivered products and services is done exclusively in the name and customer number. Payment of the final amounts of Youha NL's sales invoices must be made by bank – by transfer or by issuing a direct debit authorisation – without any discount or claim for compensation.

Deviation from the aforementioned method of payment is only possible if and insofar as Youha NL has expressly communicated a different method of payment to the counterparty in writing. In those cases, all payments must be made within the payment term communicated therewith, calculated from the invoice date, of 14 days.

The payment term communicated to the counterparty is to be regarded as a strict deadline. In the case of payment by bank – by transfer or by direct debit – the day of credit valuation of Youha NL's account is considered the day of payment. The counterparty is not entitled to apply a discount or compensation to such payments to Youha NL.

If the counterparty has not paid on time or in full in accordance with the foregoing, he is in default without any further notice of default or summons being required. Youha NL is then entitled to charge the counterparty a daily interest, as used by general banks in the Netherlands.

Youha NL is entitled to set off due or claimable amounts against those amounts that Youha NL claims from the counterparty or owes to him.

Unless otherwise agreed in writing, payment must be received by Youha NL by bank within 14 days after the invoice date.

Article 10: Exclusion and limitation of liability
Youha NL only accepts the legal obligation to pay damages if and insofar as the counterparty proves that the damage was caused by gross negligence or serious fault of Youha NL. The resulting liability for damage is expressly limited to the amount of the order that led to the damage.

Any further liability for Youha NL for damages, including but not limited to liability for employees and assistants, is excluded, regardless of how it arose, including all direct and indirect damages, such as consequential damage or business damage. Furthermore, the counterparty indemnifies Youha NL against all claims from third parties regarding any damage that these third party(ies) may suffer or have suffered, with due observance of all that is stipulated in this article.

Youha NL accepts no liability for any consequences of not having products in stock.

If, in its opinion, Youha NL is obliged to take measures or cooperate in recall actions initiated by producers to prevent (further) damage as a result of consumer claims due to a defect in delivered products, the counterparty undertakes to cooperate in such measures and, if necessary or desirable, to join Youha NL's producer in the liability claim.

Article 11: Force Majeure
Force majeure shall mean any circumstance beyond the control of Youha NL which is of such a nature that compliance with the agreement cannot reasonably be required of Youha NL (so-called non-attributable failure to perform). Force majeure also includes: mobilization, war and threat of war, riots, strikes, acts of terrorism, demonstrations, shortage of personnel, business and transport disruptions of any kind, default by (sub)suppliers, epidemics, impediments caused by measures, laws or decisions of international, national or regional (government) bodies, fire, explosion, frost, snow nuisance, floods, storm damage and other natural disasters, disruptions in energy supplies, occupation of businesses, import and export restrictions and furthermore all other causes that have arisen beyond the fault or risk sphere of Youha NL.

If Youha NL cannot fulfill the agreement in time due to force majeure, Youha NL has the right to execute the agreement at a later time, or to consider the agreement as dissolved, at Youha NL's discretion. In these or similar cases, Youha NL is entitled, entirely at Youha NL's discretion, to dissolve the agreement after a reasonable period without any obligation to pay damages, or to demand that the agreement be adapted to the circumstances.

If Youha NL has already partially fulfilled its obligations when the force majeure occurs, or can only partially fulfil its obligations, it is entitled to invoice the part already delivered or the deliverable part separately, and the counterparty is obliged to pay this invoice.

Article 12: Breach of contract and dissolution
Without prejudice to the provisions of the Civil Code, in the event of a breach of contract by the counterparty, Youha NL also has the right to suspend the concluded agreement or to dissolve it in whole or in part, at Youha NL's discretion. In that case, Youha NL is entitled to compensation for all damages suffered by Youha NL.

Youha NL also has the rights mentioned in this article if the counterparty is declared bankrupt, if the counterparty has applied for a moratorium on payments or a statutory debt rescheduling scheme, part or all of (immovable) property has been seized, its business has gone into liquidation or has been or is being taken over by a third party or parties, or if the counterparty intends to leave the Netherlands or Belgium permanently, or if the counterparty dies or is placed under guardianship. In all these cases, all claims Youha NL has against the counterparty will be immediately due and payable.

Article 13: Conversion Clause
If a provision of these terms and conditions is wholly or partially deemed unreasonably onerous by the court, it shall be deemed to have been converted into a provision which, as far as possible while retaining its content and purport, is not considered unreasonably onerous.

In the event that a provision of these terms and conditions is qualified by the court as unreasonably onerous and the aforementioned in this article cannot be applied, this does not affect the validity of the other provisions of these general terms and conditions.

Article 14: Transfer and forfeiture of rights
Youha NL is entitled to transfer its rights from agreements wholly or partially to third parties.

Any claim against Youha NL shall lapse if Youha NL has not been sued in court within 12 months after receiving the claim relating to that claim.

Article 15: Applicable law, disputes and competent court
Offers, agreements and their execution with and by Youha NL are exclusively governed by Dutch law.

Consult the European ODR platform via this link to mediate in disputes or consult WebwinkelKeur via this link.

If a dispute arises between Youha NL and the other party regarding the formation, interpretation, execution or non-execution, incorrect or untimely execution of an agreement concluded between the parties or another legal relationship, or if one of the parties believes that such a dispute exists, the parties are obliged to try to reach an agreement through negotiation before submitting the dispute to the civil court.

The District Court of Overijssel, location Almelo, has exclusive jurisdiction to hear disputes arising from agreements concluded with Youha NL, unless the subdistrict court is competent. Nevertheless, Youha NL has the right to submit a dispute for decision to the competent court in the domicile of the other party.

Article 16: Consumer Return Policy
As a buyer, you have the right to return or exchange your order in whole or in part. This can be done within the stipulated period of 14 days after receipt of the order. Please use the return form on our own website for this purpose. After receipt and approval of the return, we will arrange for a refund or send you other desired products. You can expect the refund within 10 days.

Important!

Send articles in original packaging. Breast pumps, breast pump parts, teats and articles used on bare skin are excluded from the right of withdrawal due to hygiene, unless the packaging is unopened. Articles must not be worn, washed or otherwise clearly used or processed. These products will only be accepted for return if there is a clear defect in the product that cannot be attributed to the user.

You can register your return shipment via this return form.

Conditions
Costs and risk
The costs for returning are partly for the account of the buyer. The return costs for a package ordered in the Netherlands are €2.95 per return package and €3.95 per return package in Belgium. As the sender, you are responsible for the returned package; you have the option (at an additional charge) to return the package insured.

Return shipments are at the risk of the buyer. This means that we cannot be held liable for damage or loss of returned products. We advise you to send the products in their original packaging and well protected. In addition, we always advise you to request a shipping receipt from the sender from whom the package will be sent.