General Terms and Conditions

Definitions

Smarter Athlete: established in Sint-Oedenrode, Chamber of Commerce no. 50531336.
Customer: the person with whom Smarter Athlete has entered into an agreement.
Parties: Smarter Athlete and customer together.
Consumer: a customer who is an individual acting for private purposes.

Applicability

These terms and conditions apply to all quotations, offers, activities, orders, agreements, and deliveries of services or products by or on behalf of Smarter Athlete.
Parties can only deviate from these conditions if explicitly agreed upon in writing.
The parties expressly exclude the applicability of supplementary and/or deviating general terms and conditions of the customer or third parties.

Prices

All prices used by Smarter Athlete are in euros, are inclusive of VAT, and exclusive of any other costs such as administration costs, levies, and travel-, shipping-, or transport expenses, unless expressly stated or agreed otherwise.
Smarter Athlete is entitled to adjust all prices for its products or services, shown in its shop, on its website, or otherwise, at any time.
Increases in the cost prices of products or parts thereof, which Smarter Athlete could not foresee at the time of making an offer or the conclusion of the agreement, may give rise to price increases.
The consumer has the right to terminate an agreement as a result of a price increase as referred to above, unless the increase results from statutory regulation.
The price with regard to services is determined by Smarter Athlete on the basis of actual working hours, calculated according to the usual hourly rates valid for the period in which the work is carried out, unless a different hourly rate has been agreed.
If the parties have agreed on a total amount for a service, this is always a target price, unless the parties have explicitly agreed in writing on a fixed price that cannot be deviated from.
Smarter Athlete is entitled to deviate up to 10{140eb57ef9148a35fc9dadf6d219cf8438be9f838ed9d74e7f6248255f49d3d9} from the target price.
- If the target price is exceeded by more than 10{140eb57ef9148a35fc9dadf6d219cf8438be9f838ed9d74e7f6248255f49d3d9}, Smarter Athlete must inform the customer in due time why a higher price is justified.
- In that case, the customer has the right to cancel the part of the order that exceeds the target price by 10{140eb57ef9148a35fc9dadf6d219cf8438be9f838ed9d74e7f6248255f49d3d9}.
Smarter Athlete has the right to adjust prices annually and will communicate price adjustments to the customer prior to the moment the increase becomes effective.
The consumer has the right to terminate the contract with Smarter Athlete if they do not agree with the price increase.

Payments and payment term

Smarter Athlete may, at the conclusion of the agreement, require a down payment of up to 50{140eb57ef9148a35fc9dadf6d219cf8438be9f838ed9d74e7f6248255f49d3d9} of the agreed amount.
The customer must have paid the full amount within 7 days after delivery of the product.
Payment terms are considered fatal payment terms: if the customer has not paid the agreed amount by the last day of the payment term, they are legally in default, without Smarter Athlete having to send a reminder or notice of default.
Smarter Athlete reserves the right to make delivery conditional upon immediate payment or to require adequate security for the total amount of services or products.

Consequences of late payment

If the customer does not pay within the agreed term, Smarter Athlete is entitled to charge 1{140eb57ef9148a35fc9dadf6d219cf8438be9f838ed9d74e7f6248255f49d3d9} interest per month from the day the customer is in default, with a part of a month counted as a whole month.
A defaulting customer also owes extrajudicial collection costs and may be obliged to pay compensation to Smarter Athlete, calculated on the basis of the Reimbursement for Extrajudicial Collection Costs.
If the customer does not pay on time, Smarter Athlete may suspend its obligations until the customer has met their payment obligation.
In the event of liquidation, bankruptcy, attachment, or suspension of payment on the customer's part, Smarter Athlete's claims on the customer are immediately due and payable.
If the customer refuses to cooperate with performance of the agreement by Smarter Athlete, they remain obliged to pay the agreed price.

Right of recovery of goods

As soon as the customer is in default, Smarter Athlete is entitled to invoke the right of recovery with regard to unpaid products delivered to the customer.
Smarter Athlete invokes this right by written or electronic announcement.
Once informed, the customer must immediately return the products concerned to Smarter Athlete, unless the parties agree otherwise.
Costs for collection or return of the products are at the customer's expense.

Right of cancellation

A consumer may cancel an online purchase during 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 can spoil quickly, like food or flowers;
the product is not specially tailored or adapted to the consumer's special needs;
it is not a product that may not be returned for hygienic reasons (underwear, swimwear, etc.);
the seal is still intact where the product is a data carrier with digital content (DVDs, CDs, etc.);
the product is not a (holiday) trip, transportation ticket, catering order, or a form of leisure activity;
the product is not a separate magazine or loose newspaper;
the purchase does not concern an (assignment to) urgent repair;
the consumer has not renounced their right of cancellation.

The reflection period of 14 days commences:

the day after the consumer has received the last product or part of one order;
as soon as the consumer has received the first product of a subscription;
as soon as the consumer has purchased a service for the first time;
as soon as the consumer has confirmed the purchase of digital content via the internet.

The consumer can notify their right of cancellation via , if desired using the withdrawal form downloadable via the Smarter Athlete website, smarterathlete.nl. The consumer must return the product within 14 days after notifying their right of cancellation, after which the right of cancellation lapses. Return costs are due to Smarter Athlete if the complete order is returned. If purchase costs and any other costs (such as shipping and return costs) are eligible for reimbursement under the law, Smarter Athlete will refund these costs within 14 days of receipt of the timely appeal to the right of withdrawal, provided the product was returned in time.

Suspension of obligations by the customer

The customer waives the right to suspend the fulfillment of any obligation arising from this agreement.

Right of retention

Smarter Athlete can appeal to its right of retention of title, retaining products sold to the customer until all outstanding invoices have been paid, unless the customer has provided sufficient security.
This right also applies on the basis of previous agreements from which the customer still owes payments.
Smarter Athlete is never liable for any damage the customer may suffer as a result of Smarter Athlete exercising this right.

Settlement

The customer waives the right to settle any debt to Smarter Athlete against any claim on Smarter Athlete.

Retention of title

Smarter Athlete remains the owner of all delivered products until the customer has fully complied with all payment obligations under any agreement, including claims regarding shortcomings in performance.
Until then, Smarter Athlete can invoke its retention of title and take back the goods.
Before ownership transfers to the customer, the customer may not pledge, sell, dispose of, or otherwise encumber the products.
If Smarter Athlete invokes its retention of title, the agreement is dissolved and Smarter Athlete has the right to claim compensation, lost profits, and interest.

Delivery

Delivery takes place while stocks last, and at Smarter Athlete unless otherwise agreed.
Delivery of products ordered online takes place at the address indicated by the customer.
If the agreed price is not paid on time, Smarter Athlete has the right to suspend its obligations until the price is fully paid.
In the event of late payment, the customer is automatically in default and cannot object to late delivery by Smarter Athlete.

Delivery period

Any delivery period specified by Smarter Athlete is indicative and does not entitle the customer to dissolution or compensation if not met, unless expressly agreed otherwise in writing.
Delivery starts once the customer has fully completed the (electronic) ordering process and received (electronic) confirmation of the order.
Exceeding the specified delivery period does not entitle the customer to compensation or termination, unless Smarter Athlete cannot deliver within a reasonable additional period or the parties have agreed otherwise.

Actual delivery

The customer must ensure that actual delivery of the products ordered can take place in time.

Transport costs

Transport costs are for the customer's account, unless otherwise agreed.

Packaging and shipping

If the packaging of a delivered product is opened or damaged, the customer must have a note drawn up by the forwarder or delivery person before receiving the product, failing which Smarter Athlete cannot be held liable for any damage.
If the customer arranges transport of a product themselves, they must report any visible damage to the products or packaging to Smarter Athlete prior to transport, failing which Smarter Athlete cannot be held liable for any damage.

Insurance

The customer undertakes to insure and keep insured against fire, explosion, water damage, and theft:
- goods delivered that are necessary for execution of the agreement;
- goods owned by Smarter Athlete present at the customer's premises;
- goods delivered under retention of title.
At Smarter Athlete's first request, the customer will provide the relevant insurance policy for inspection.

Storage

If the customer orders products later than the agreed delivery date, the risk of any quality loss is entirely for the customer.
Any extra costs resulting from premature or late purchase of products are entirely at the customer's expense.

Guarantee

Where the agreement includes services, these are best-effort obligations for Smarter Athlete, not obligations of result.
The warranty relating to products only applies to defects caused by faulty manufacture, construction, or material.
The warranty does not apply to normal wear and tear, or damage resulting from accidents, changes made to the product, negligence, or improper use by the customer, or where the cause of the defect cannot clearly be established.
The risk of loss, damage, or theft of products passes to the customer once the products are legally and/or factually delivered, or at least are in the power of the customer or a third party receiving the product on the customer's behalf.

Exchange

Exchange is only possible if:

it takes place within 14 days after purchase, upon presentation of the original invoice;
the product is returned in its original packaging or with the original (price) tags still attached;
the product has not been used.

Discounted items, non-shelf articles such as food, custom-made items, or specially adapted articles cannot be exchanged.

Performance of the agreement

Smarter Athlete executes the agreement to the best of its knowledge and ability, in accordance with the requirements of good workmanship.
Smarter Athlete has the right to have the agreed services (partially) performed by third parties.
Execution takes place in mutual consultation and after written agreement and payment of any agreed advance by the customer.
It is the customer's responsibility to ensure Smarter Athlete can start implementation of the agreement on time.
If the customer fails to ensure this, resulting additional costs and/or extra hours will be charged to the customer.

Duty to inform by the customer

The customer shall make available to Smarter Athlete all information, data, and documents relevant to correct execution of the agreement, in time and in the desired format and manner.
The customer guarantees the correctness, completeness, and reliability of the information, data, and documents made available, even if originating from third parties, unless otherwise following from the nature of the agreement.
If requested, Smarter Athlete will return the relevant documents.
If the customer does not timely and properly provide the required information, data, or documents and execution of the agreement is delayed as a result, the resulting additional costs and extra hours will be charged to the customer.

Duration of the agreement

The agreement between Smarter Athlete and the customer is entered into for a duration of 1 month, unless the nature of the agreement dictates otherwise or the parties have expressly agreed otherwise in writing.
If a fixed-term contract has been entered into, it will be tacitly converted into an open-ended contract at the end of the term, unless either party terminates the contract with due observance of a notice period of 2 months, or a consumer terminates the agreement with due observance of a notice period of 1 month, or the agreement ends at the end of the fixed term.
If the parties have agreed on a term for completion of certain activities, this is never a strict deadline unless explicitly specified otherwise in writing. If this term is exceeded, the customer must give Smarter Athlete a written, reasonable term to complete the activities before terminating the contract or claiming damages.

Intellectual property

Smarter Athlete retains all intellectual property rights (including copyright, patent rights, trademark rights, design rights, etc.) on all designs, drawings, writings, data carriers or other information, quotations, images, sketches, models, scale models, etc., unless the parties have agreed otherwise in writing.
The customer may not copy, or have copied, these intellectual property rights without prior written permission from Smarter Athlete, nor show them to third parties and/or make them available or use them in any other way.

Confidentiality

The customer keeps any information received (in whatever form) from Smarter Athlete confidential.
The same applies to all other information concerning Smarter Athlete that the customer knows or can reasonably suspect is secret or confidential, or whose disclosure may cause damage to Smarter Athlete.
The customer takes all necessary measures to keep this information secret.
This confidentiality obligation does not apply to information:
- already made public before the customer heard it, or which later became public without violation of the customer's duty of confidentiality;
- made public by the customer due to a legal obligation.
This obligation applies for the duration of the agreement and for 3 years after its end.

Penalties

If the customer violates the articles of these terms regarding secrecy or intellectual property, they forfeit to Smarter Athlete an immediately due and payable fine of €1,000 (consumer) or €5,000 (company) per violation, plus 5{140eb57ef9148a35fc9dadf6d219cf8438be9f838ed9d74e7f6248255f49d3d9} of that amount for each day the violation continues.
No actual damage, prior notice of default, or legal proceedings are required for this fine to be forfeited.
Forfeiture of this fine does not affect Smarter Athlete's other rights, including the right to claim compensation in addition to the fine.

Indemnity

The customer indemnifies Smarter Athlete against all third-party claims related to the products and/or services supplied by Smarter Athlete.

Complaints

The customer must examine a product or service provided by Smarter Athlete as soon as possible for possible shortcomings.
If a delivered product or service does not comply with what the customer could reasonably expect, the customer must inform Smarter Athlete as soon as possible, and in any case within 1 month after discovery of the shortcoming (consumers: within 2 months).
The customer must give as detailed a description as possible of the shortcomings, so Smarter Athlete can respond adequately.
The customer must demonstrate that the complaint relates to an agreement between the parties.
A complaint relating to ongoing work cannot force Smarter Athlete to perform work other than what has been agreed.

Giving notice

The customer must provide any notice of default to Smarter Athlete in writing.
It is the customer's responsibility to ensure a notice of default actually reaches Smarter Athlete in time.

Joint and several client liabilities

If Smarter Athlete enters into an agreement with several customers, each is jointly and severally liable for the full amounts due to Smarter Athlete under that agreement.

Liability of Smarter Athlete

Smarter Athlete is only liable for damage the customer suffers if and insofar as caused by intent or gross negligence.
If liable, Smarter Athlete is only liable for direct damages resulting from or related to execution of an agreement.
Smarter Athlete is never liable for indirect damages, such as consequential loss, lost profit, lost savings, or damage to third parties.
If liable, Smarter Athlete's liability is limited to the amount paid out by its (professional) liability insurance, and in the absence of (full) payment by the insurer, to the (part of the) invoice to which the liability relates.
All images, photos, colors, drawings, and descriptions on the website or in a catalog are indicative and approximate only, and cannot lead to compensation, (partial) dissolution of the agreement, or suspension of any obligation.

Expiry period

Every right of the customer to compensation from Smarter Athlete shall, in any case, expire within 12 months after the event from which the liability arises directly or indirectly. This does not exclude the provisions in Article 6:89 of the Dutch Civil Code.

Dissolution

The customer has the right to dissolve the agreement if Smarter Athlete imputably fails in fulfilling its obligations, unless this shortcoming does not justify termination due to its special nature or minor significance.
If fulfillment of Smarter Athlete's obligations is not permanent or is temporarily impossible, dissolution can only take place after Smarter Athlete is in default.
Smarter Athlete has the right to dissolve the agreement with the customer if the customer does not fully or timely fulfill their obligations, or if circumstances give Smarter Athlete good grounds to fear the customer will not be able to fulfill their obligations properly.

Force majeure

In addition to Article 6:75 of the Dutch Civil Code, a shortcoming of Smarter Athlete in fulfilling any obligation cannot be attributed to Smarter Athlete in any situation independent of its will, where fulfillment of its obligations is prevented in whole or in part, or cannot reasonably be required.
Force majeure includes, but is not limited to: state of emergency (civil war, insurrection, riots, natural disasters, etc.); defaults and force majeure of suppliers, deliverymen, or other third parties; unexpected disturbances of power, electricity, internet, computer, or telecom systems; computer viruses, strikes, government measures, unforeseen transport problems, bad weather conditions, and work stoppages.
If force majeure prevents Smarter Athlete from fulfilling one or more obligations, these obligations are suspended until Smarter Athlete can comply again.
Once a force majeure situation has lasted at least 30 calendar days, both parties may dissolve the agreement in writing, in whole or in part.
Smarter Athlete does not owe any (damage) compensation in a force majeure situation, even if it obtained advantages as a result.

Modification of the agreement

If, after conclusion of the agreement and before its implementation, it appears necessary to change or supplement its contents, the parties shall timely and in mutual consultation adjust the agreement accordingly.

Changes in the general terms and conditions

Smarter Athlete is entitled to amend or supplement these general terms and conditions.
Changes of minor importance can be made at any time.
Major changes in content will be discussed with the customer in advance as much as possible.
Consumers are entitled to cancel the agreement in the event of a substantial change to the general terms and conditions.

Transfer of rights

The customer cannot transfer rights arising from an agreement with Smarter Athlete to third parties without Smarter Athlete's prior written consent.
This provision applies as a clause with property law effect as referred to in Section 3:83(2) of the Dutch Civil Code.

Consequences of nullity or annullability

If one or more provisions of these general terms and conditions prove null or annullable, this will not affect the other provisions.
A null or annullable provision shall be replaced by a provision that comes closest to what Smarter Athlete had in mind when drafting the conditions on that issue.

Applicable law and competent court

Dutch law is exclusively applicable to all agreements between the parties.
The Dutch court in the district where Smarter Athlete is established is exclusively competent in case of any disputes between the parties, unless the law prescribes otherwise.

Drawn up on 1 January 2026.