Terms and Conditions

General terms and conditions of sale and delivery of Implant Support B.V. trading under the name Easier Dental Care

1. General

1.1 These General Terms and Conditions of Sale and Delivery (hereinafter: the General Sales Conditions) apply to all quotations and sales by Implant Support B.V. (hereinafter: Implant Support) to customers (hereinafter: the Buyer) arising from or relating to agreements of sale and purchase.

1.2 Correspondence regarding the General Sales Conditions is only accepted in writing.

1.3 The applicability of the Buyer's terms and conditions is expressly rejected.

1.4 Implant Support reserves the right to amend or supplement these General Sales Conditions.

1.5 If Implant Support does not always insist on strict compliance with these General Sales Conditions, this does not mean that the provisions thereof are not applicable, or that Implant Support would in any way lose the right to demand strict compliance with the provisions in these General Sales Conditions in other cases.

1.6 If a provision of these General Sales Conditions is declared void by a competent court or is invalidated, the remaining provisions shall remain in full force and Implant Support shall establish a new provision to replace the void or invalidated provision, taking into account the purpose of the void or invalidated provision as much as possible.

1.7 A copy of these General Sales Conditions can be obtained upon request from Implant Support.

2. Quotations, orders, and agreements

2.1 All quotations from Implant Support are without obligation and valid for 14 days unless otherwise stated in writing.

2.2 Agreements between Implant Support and the Buyer are only concluded if and insofar as orders are accepted by Implant Support. Implant Support is free to accept or refuse orders.

2.3 Orders and acceptances of orders by the Buyer are irrevocable.

3. Quotations, orders, and agreements

3.1 The prices stated in Implant Support's price lists do not include shipping costs.

3.2 The agreed prices as stated on the order confirmation are exclusive of VAT.

4. Delivery

4.1 Delivery is only made per packaging unit, as stated in Implant Support's price lists.

4.2 The delivery times indicated by Implant Support, the lists used by Implant Support, technical specifications, sizes, and the like, are prepared by Implant Support to the best of its ability, but are only approximations and estimates and as such do not provide any guarantee. Deviations, for whatever reason, do not entitle to compensation or dissolution of the agreement or to non-fulfillment of any obligation, which may arise for him from this or any other agreement related thereto.

4.3 Delivery takes place at a location in the Netherlands as determined in the quotation or order confirmation of Implant Support or in the manner accepted by Implant Support in writing. If no place of delivery is determined in the quotation or order confirmation, the place of delivery shall be Implant Support's establishment in the Netherlands.

4.4 Prevention or delay of delivery does not entitle the Buyer to additional or replacement damages or to non-fulfillment by him of any obligation arising from the agreement. Implant Support is entitled to cancel the delivery or part thereof if there is a reason for this as a result of circumstances concerning the delay or prevention of the import, processing or shipment of the delivery, as well as all force majeure circumstances,

4.5 Implant Support has the right to suspend a delivery as long as the Buyer has not fulfilled its payment obligations from previous concluded agreements.

5. Risk and transfer of ownership

5.1 The risk for the goods to be delivered by Implant Support is for the Buyer from the moment those goods are considered delivered as referred to in Article 4.3

5.2 All goods delivered by Implant Support remain the property of Implant Support until the moment of full payment of all amounts Implant Support is entitled to demand from the Buyer in connection with the underlying agreement and/or previous or subsequent agreements of the same nature, including damages, costs, and interest.

6. Payment

6.1 The purchase price must be paid within 14 days after the invoice date by bank transfer to an account designated by Implant Support.

6.2 Implant Support expressly reserves the right to demand full advance payment, cash payment upon delivery, or further securities prior to delivery at any time.

6.3 The Buyer waives any right to set-off of amounts owed by each other. Warranty claims do not suspend the payment obligations of the Buyer.

6.4 If the Buyer fails to pay any amount due by him as described above, he is in default without notice of default. As soon as the Buyer is in default with any payment, all other claims of Implant Support against the Buyer are due and the default immediately occurs without notice of default.

6.5 From the day the Buyer is in default, he owes Implant Support a default interest of 1.5% per month or part of a month during which the default continues. The Buyer is also liable for extrajudicial costs with a minimum of 15% of the outstanding payment, without prejudice to Implant Support's further rights to compensation for damages.

6.6 If the Buyer fails to fulfill one or more of its obligations, is declared bankrupt, applies for (provisional) suspension of payment, proceeds to liquidation of its business, or if its assets are wholly or partially seized, Implant Support has the right to suspend the performance of the agreement or to terminate the agreement in whole or in part without prior notice of default by means of a written statement, at its discretion and always retaining any right to compensation for costs, damages, and interest.

7. Warranty

7.1 Only the following warranty provisions apply to products supplied by Implant Support:

a. Implant Support guarantees its products against material and manufacturing defects for a period of one year from the date of delivery.

b. Implant Support will only consider a claim under the warranty scheme if the product has been returned to Implant Support (accompanied by name, address, proof of purchase, and description of the problem) and the transport costs have been prepaid.

c. The Buyer can only claim the in this article if the delivered item has been used in accordance with the instructions for use, no repairs or modifications have been made to it by the Buyer or persons for whom the Buyer is liable or by third parties, and the damage is not the result of normal wear and tear, improper handling or other factors occurring without fault of Implant Support, at the discretion of Implant Support.

d. In case of a successful appeal to this warranty scheme, Implant Support will replace the defective material or credit the Buyer for an amount equal to the price paid by the Buyer for that product, whereby Implant Support is in no event obligated to pay more or other compensation than mentioned above.

8. Complaints

8.1 Complaints regarding the condition, completeness or accuracy of the delivered goods must be submitted in writing to Implant Support within 8 days after delivery, failing which any claim against Implant Support will lapse.

8.2 The Buyer is not entitled to postpone or refuse payment on the grounds that the Buyer has lodged a complaint with Implant Support.

9. Exchange

9.1 In cases other than those related to complaints as described in Article 8, delivered goods can be exchanged by the Buyer within 30 days after delivery and only if they are returned in the original und

amaged, unopened packaging and if the expiration date has not passed.

9.2 Calculated shipping and administration costs will not be refunded or credited.

10. Liability

10.1 Implant Support's liability for any deficiencies in goods supplied by it or services rendered by it is limited to the fulfillment of the warranty described in Article 7.

10.2 Implant Support's liability per event or series of events is in any case at all times limited to the amount paid out in a particular case under the (product) liability insurance taken out by it, increased by the amount of the deductible that according to the policy conditions is not borne by insurers.

10.3 Implant Support is never obliged to pay compensation for replacement or additional damages except if and insofar as the damage suffered was caused by intent or gross negligence on the part of Implant Support or its own employees. Except for Implant Support's own intent, Implant Support's liability for business, consequential or indirect damages is always excluded.

10.4 Implant Support is never liable for damage caused by improper or careless use by the Buyer or persons for whom the Buyer is liable, nor in the event that the products have been used by unqualified persons.

10.5 Any right to compensation expires if the claim is not reported to Implant Support within 3 months of its occurrence.

10.6 The Buyer indemnifies Implant Support, its employees, and persons engaged by it for the execution of the agreement against any claim by third parties in connection with the performance by Implant Support of the agreement, insofar as those claims are more or different from those to which the Buyer is entitled against Implant Support.

11. Disputes and applicable law

11.1 All disputes between the parties shall be submitted exclusively to the competent court of the District Court of The Hague, unless Implant Support prefers another competent court.

11.2 Dutch law applies to these General Sales Conditions and all resulting or related agreements and legal relationships.

Implant Support B.V.

Dijkstraat 10

2675AX Honselersdijk