General Terms and Conditions

Article 1 Definitions

In these general terms and conditions, the following definitions shall apply:

Account: the personal area of the consumer on the Platform, which he can access using his login details.

Reflection period: the period within which the consumer can make use of his right of withdrawal.

Consumer: a natural person who is not acting in the exercise of a business or profession and enters into a Distance Contract with the Entrepreneur.

Day: calendar day.

Extended transaction: a Distance Contract for a series of products and/or services of which the delivery and/or purchase obligation is extended over a period of time.

Durable data carrier: any device that enables the consumer or trader to store information personally addressed to him in a way that makes this information accessible for future use during a period of time adequate for the purpose for which the information is intended, and which allows for unchanged reproduction of the stored information.

Right of withdrawal: the possibility for the consumer to waive the Distance Contract within the reflection period.

Login details: the user name, password and any additional security information for the consumer which he need to access the portal.

Trader: the trader.

Distance Contract: an agreement in which, within the framework of a system organised by the trader for distance selling of products and/or services, including the conclusion of the contract, only one or more techniques for distance communication are used.

Parties: the trader and consumer jointly.

Platform: the digital environment made available by the trader to the consumer and where orders can be placed.

Privacy terms: these terms contain information about the personal data that the trader may collect from the consumer when using the Platform, the purposes for which the personal data is processed, the security measures and the rights of the controller and data subject.

Article 2 Identity of the trader

Smartwares Europe

trading under the name/names: www.tristar.eu

Registered address & physical address:
Smartwares Europe
Swaardvenstraat 65
5048 AV Tilburg
Netherlands

Telephone number: +31 (0) 13 59 40 300
Availability: On working days from 8:30 am to 5:00 pm
E-mail address: info@smartwaresgroup.com

Chamber of Commerce registration number: 18035465
VAT Identification number: NL800844312B01

Registered name: Tristar Europe B.V

Article 3 Applicability of the general terms and conditions

These general terms and conditions apply to any offer from the trader and to any distance contract between the trader and consumer.
Before conclusion of the distance contract, the text of these general terms and conditions will be made available to the consumer. If this is not reasonably possible, it will be indicated before the conclusion of the distance contract that the general terms and conditions are available for inspection at the Trader's premises and that at the request of the consumer they will be sent free of charge in a timely manner.
If the distance contract is concluded electronically, then, contrary to the previous paragraph, and before conclusion of the distance contract, the text of these general terms and conditions can be made available to the consumer electronically in such a way that the consumer can easily store them on a durable data carrier. If this is not reasonably possible, it will be indicated before conclusion of the distance contract where the general terms and conditions can be consulted electronically and that at the request of the consumer they will be sent free of charge electronically or otherwise.
In the event that specific product or service conditions apply in addition to these general terms and conditions, the second and third paragraphs apply by analogy and, in the event of conflicting conditions, the consumer may invoke the applicable provision that is most favourable to him.

Article 4 The offer

If an offer has limited validity or is subject to conditions, this will be explicitly stated in the offer.
The offer contains a complete and accurate description of the offered products and/or services. The description is sufficiently detailed to enable the consumer to make a proper assessment of the offer. If the trader uses images, they must be a true reflection of the offered products and/or services. Apparent mistakes or errors in the offer do not bind the trader.
Each offer contains such information that it is clear to the consumer what rights and obligations are attached to the acceptance of the offer. This concerns in particular:
- These general terms and conditions apply to any offer from the trader and to any distance contract between the trader and consumer.
- Before conclusion of the distance contract, the text of these general terms and conditions will be made available to the consumer. If this is not reasonably possible, it will be indicated before the conclusion of the distance contract that the general terms and conditions are available for inspection at the Trader's premises and that at the request of the consumer they will be sent free of charge in a timely manner.
- If the distance contract is concluded electronically, then, contrary to the previous paragraph, and before conclusion of the distance contract, the text of these general terms and conditions can be made available to the consumer electronically in such a way that the consumer can easily store them on a durable data carrier. If this is not reasonably possible, it will be indicated before conclusion of the distance contract where the general terms and conditions can be consulted electronically and that at the request of the consumer they will be sent free of charge electronically or otherwise.
- In the event that specific product or service conditions apply in addition to these general terms and conditions, the second and third paragraphs apply by analogy and, in the event of conflicting conditions, the consumer may invoke the applicable provision that is most favourable to him.

Article 5 The contract

The contract is, subject to the provisions of paragraph 4, concluded upon the consumer accepting the offer and complying with the applicable conditions.
If the consumer has accepted the offer electronically, the trader will immediately confirm electronically the receipt of the acceptance of the offer. As long as the receipt of this acceptance has not been confirmed by the trader, the consumer may dissolve the contract.
If the contract is concluded electronically, the trader will take appropriate technical and organisational measures to secure the electronic transfer of data and ensure a secure web environment. If the consumer is given the option to pay electronically, the trader will take appropriate security measures.
The trader may - within legal frameworks - inform whether the consumer can meet his payment obligations, as well as all those facts and factors that are important for a responsible conclusion of the distance contract. If the trader, based on this investigation, has good reasons not to conclude the contract, he is entitled to refuse an order or enquiry or to make special requirements for the execution of the contract.
The trader shall send the following information with the product in writing or in such a way that it can be stored by the consumer on a durable data carrier:
- a. the visiting address of the trader's office to which the consumer can address possible complaints;
- b. the conditions under which and the way in which the consumer can exercise the right of withdrawal, or a clear statement regarding the exclusion of the right of withdrawal;
- c. the information regarding existing after-sale services and warranties;
- d. the information included in article 4 paragraph 3 of these general terms and conditions, unless the trader has already provided this information to the consumer before the execution of the contract;
- e. the requirements for cancelling the contract if the contract has a duration of more than one year or is indefinite.
In case of an extended transaction, the provision in the previous paragraph only applies to the first delivery.
The consumer will promptly provide all information necessary for the trader to execute the contract and fully cooperate.

Article 6 Right of withdrawal

The consumer may terminate a contract regarding the purchase of a product during a reflection period of at least 14 days without giving any reason. The trader may ask the consumer about the reason for withdrawal, but the consumer is not obliged to state the reason(s).
The reflection period referred to in paragraph 1 starts on the day after the consumer, or a third party designated by the consumer, not being the carrier, has received the product, or:
- if the consumer has ordered various products in the same order: the day on which the consumer, or a third party designated by the consumer, has received the last product. The trader may, provided that he has clearly informed the consumer about this prior to the order process, refuse an order for various products with different delivery times.
- if the delivery of a product consists of various shipments or parts: the day on which the consumer, or a third party designated by the consumer, has received the last shipment or the last part;
- in case of contracts for regular delivery of products during a certain period: the day on which the consumer, or a third party designated by the consumer, has received the first product.

Article 7 Obligations of the consumer during the withdrawal period

During the reflection period, the consumer must handle the product and packaging with care. The consumer will only unpack or use the product to the extent necessary to determine the nature, characteristics and operation of the product. The guiding principle here is that the consumer may only handle and inspect the product as he would be allowed to do in a store.
The consumer is only liable for the depreciation of the product if this is the result of a way of handling of the product that does not comply with paragraph 1.
The consumer is not liable for the depreciation of the product if the trader has not provided the consumer with the legally required information about the right of withdrawal prior to or at the conclusion of the agreement.

Article 8 Exercise of the right of withdrawal by the consumer

If the consumer wishes to exercise his right of withdrawal, he shall notify this to the trader within the reflection period using the standard form for withdrawal or in another unambiguous way.
As soon as possible, but within 14 days from the day following the notification referred to in paragraph 1, the consumer shall return the product, or hand it over to (an authorised representative of) the trader. In any case, the consumer has complied with the return period if he returns the product before expiration of the reflection period.
The consumer shall return the product with all delivered accessories, if reasonably possible in the original condition and packaging, and in accordance with the reasonable and clear instructions provided by the trader.
The risk and the burden of proof for the correct and timely exercise of the right of withdrawal is for the consumer.
The consumer is responsible for the direct costs for return of the product. If the trader has not indicated that the consumer must pay for these costs or if the trader indicates that he pays for the costs himself, the consumer does not have to pay for the return costs.
If the consumer exercises his right of withdrawal, all other contracts will be legally cancelled.

Article 9 Obligations of the trader in case of withdrawal

If the trader offers the consumer the possibility to electronically notify of withdrawal, he will immediately send a confirmation after receipt of the notification.
The trader shall reimburse all payments from the consumer, including any delivery costs charged by the trader for the returned product, immediately but within 14 days following the day on which the consumer notifies him of the withdrawal. Unless the trader offers to collect the product himself, he may wait with reimbursing the payments until he has received the product or until the consumer demonstrates that he has returned the product, whichever is the earliest.
The trader shall use the same payment method that the consumer has used for reimbursement, unless the consumer agrees to another payment method. The reimbursement is free of charge for the consumer.
If the consumer has opted for a more expensive delivery method than the cheapest standard delivery, the trader does not have to reimburse the additional costs for the more expensive delivery method.

Article 10 The price

During the period of validity mentioned in the offer, the prices of the offered products and/or services will not be increased, except in case of price changes due to changed VAT rates.
Contrary to the previous paragraph, the trader may offer products of which the prices are subject to fluctuations in the financial market and on which the trader does not have any influence. In that event the offer shall state that the mentioned prices are subject to fluctuations and to change.
Price increases within 3 months after the conclusion of the contract are only permitted if they are the result of statutory regulations or provisions.
Price increases more than 3 months after the conclusion of the agreement are only permitted if the trader has stipulated this and:
- if they are the result of statutory regulations or provisions; or
- if the consumer is authorised to cancel the contract on the day on which the price increase takes effect.
The prices mentioned in the offer of products or services include VAT.

Article 11 Payment

Unless otherwise agreed, the amounts owed by the consumer must be paid within 14 days after the start of the reflection period as referred to in article 6 paragraph 1. In case of a contract for providing a service, this period starts after the consumer has received the confirmation of the contract.
The consumer must report inaccuracies in provided or stated payment details to the trader in a timely manner.
If the consumer does not fulfil his payment obligation(s) in time, he will be informed by the trader of the late payment and the trader will grant him an extended period of 14 days to fulfil his payment obligations. If the consumer fails to pay within this 14-day period, the consumer must pay the legal interest owed on the outstanding amount and the extrajudicial collection costs incurred by the trader. These collection costs amount to a maximum of: 15% on outstanding amounts up to € 2,500, =; 10% over the next € 2,500, = and 5% over the next € 5,000, = with a minimum of € 40, =. The trader may deviate from the above mentioned amounts and percentages for the benefit of the consumer.

Article 12 Conformity and warranty

The trader guarantees that the products and/or services comply with the contract, the listed specifications of the offer, the reasonable requirements of soundness and usability, and at the date of the conclusion of the contract existing statutory provisions and/or government regulations. If agreed, the trader also guarantees that the product is suitable for other than normal use.
A warranty provided by the trader, manufacturer or importer does not affect the legal rights and claims that the consumer may exercise against the trader based on the distance contract.

Article 13 Delivery and execution of the contract

The trader will take the greatest possible care when receiving and executing orders for products and when evaluating applications for the provision of services.
The place of delivery is the address that the consumer has provided to the company.
With due observance of what is stated in article 4 of these general terms and conditions, the company will execute accepted orders as quickly as possible but no later than 30 days, unless a longer delivery period has been agreed. If the delivery is delayed, or if an order can not or only partially be executed, the consumer will receive notification of this no later than 30 days after placing the order. In that case, the consumer has the right to cancel the contract without penalty and the right to a possible compensation.
After dissolution of the contract in accordance with the previous paragraph, the trader will immediately repay the amount that the consumer has paid.
The risk of damage and/or loss of products remains with the trader until the moment of delivery to the consumer or a representative designated by the consumer and previously notified to the Entrepreneur, unless explicitly agreed otherwise.

Article 14 Termination and renewal

The trader is entitled to partially or completely cancel the contract, without written notice of default or intervention of the court and without being obliged to pay any compensation, in writing with immediate effect in case:
- the other party requests suspension of payments;
- a party applies for its bankruptcy, its bankruptcy is applied for or declared;
- (part of the) assets of the other party have been seized;
- the other party is no longer able to meet its obligations.
Both parties have the right to cancel the contract partially or completely if the other party fails to fulfil its obligations under the contract and, following a proper notice of default in writing by registered mail and as detailed as possible by means of which a period of at least 14 (fourteen) days is provided to remedy the shortcoming, continues to fail attributably in the fulfilment of its obligations under the contract.
If at the time of dissolution of the contract the consumer has already received performances for the execution of the contract, these performances and the associated payment obligations are not subject to reversal unless the trader is in default with respect to these performances. Amounts that the trader has invoiced before dissolution of the contract for products and/or services that have already been supplied in the framework of the contract, remain due and become immediately payable at the moment of dissolution.
A contract that has been concluded for a definite period and which extends to the regular delivery of products (including electricity) or services may not be automatically extended or renewed for a fixed period.

Article 15 Account and Platform

The consumer can create a personal account on the platform.
After registration, the trader will provide the consumer with access to the account on the platform. The consumer will solely get a right of use of the account.
The login details and the use of the account, platform and services are strictly personal. The consumer is obliged to treat his login details as strictly confidential.
The consumer shall take appropriate measures to detect, limit or prevent loss and/or misuse of login details.
Loss or misuse of the login details and/or misuse of the account and/or platform must be reported to the trader in a timely manner. The trader is not liable for (the consequences of) loss of login details and/or the misuse of the consumer's login details by a third party.
The consumer is liable for all use of the account and platform, including by those whom he has given access to his account. The consumer indemnifies the trader for all use of the account and platform and all claims of third parties with regard to this use.
The trader has the right to close the account and/or platform at any time, without giving reasons for a definite or indefinite period, and/or restrict access to it, or its functionality, partially or completely, without being liable to pay damages.
The trader shall at all times have the right to restrict and/or terminate the right to use the account and/or platform and/or to block the account and/or the consumer's login details if the consumer acts in conflict with a provision of these General terms and conditions and/or the Distance contract.
The trader does not guarantee that the account and/or platform will be free of defects or interruptions.
The trader does not guarantee that the account and/or platform is available at all times and/or that the account and/or platform always works without errors.

Article 16 Protection of personal data and confidential data

The possibility exists that the trader has to, in connection with the registration and/or use of the account and/or platform and the distance contract, process personal data of the consumer.
The personal data are processed in accordance with applicable laws and regulations, in accordance with the Privacy terms of the trader, to which the consumer automatically agrees when registering for an account and concluding the Distance contract.
All employees who act under the authority of the trader and who have access to the personal data are obliged in writing to observe the same duty of confidentiality.

Article 17 Intellectual property rights

All intellectual property rights that are vested in the account and/or platform and products and/or services otherwise delivered pursuant to the Distance contract, are owned by the trader or its licensors.
Unless explicitly permitted by mandatory law, the consumer may not modify, reproduce or decompile the account and/or platform or use reverse engineering. The consumer is also not allowed to take any action with the purpose or objective of discovering or obtaining the source code of the platform, as well as to engage third parties or to assist in such actions including notices concerning the confidential nature and secrecy.
The trader is allowed to take technical measures to protect its intellectual property rights. Technical safeguards that have been installed by the trader may not be removed or avoided.

Article 18 Complaint obligation delivered products

If the delivered product does not comply with the contract, the consumer must inform the trader within a reasonable time after he has detected this or should reasonably have detected this. The notification is considered to be timely if the consumer notifies the trader in writing within two months of detecting this.
Complaints submitted to the trader will be answered within a period of 14 days from the date of receipt. If a complaint requires a foreseeable longer processing time, the trader shall respond within the period of 14 days with a notice of receipt and an indication of when the consumer can expect a more detailed answer.

Article 19 Liability

The trader is not liable for a shortcoming in the fulfilment of the contract if the consumer has not complied with the complaint obligation referred to in article 18.
In case of force majeure, the trader is not liable for a shortcoming in the fulfilment of the obligation to pay compensation. The meaning of force majeure is explained in the provisions of article 20 of these general terms and conditions.
The trader excludes its liability insofar as permissible in accordance with imperative law regarding the situation that the product causes damage.
The trader is liable for damage caused by a defect in his product, unless:
- the trader has not put the product into circulation;
- it is plausible on the grounds of the circumstances that the defect that caused the damage did not exist at the time of putting the product into circulation, or that it arose later;
- the defect is the result of the fact that the product complies with mandatory government regulations;
- the level of scientific and technical knowledge at the time when the trader put the product into circulation was not such as to enable the existence of the defect to be discovered;
- as regards the product of a raw material or manufacturer of a component, the defect is the result of the design of the product of which the raw material or component forms a part, or to the instructions provided by the manufacturer of the product.

Article 20 Force majeure

Force majeure means any shortcoming that can not be attributed to the trader, because it is not his fault and he cannot be held accountable for it by law, legal act, or generally accepted practices.
In case of force majeure, the trader has the right to suspend the execution of the contract for the duration of the force majeure.
If the situation of force majeure continues for a period longer than 90 (ninety) days, both parties are entitled to cancel the contract, without being required to pay a compensation to each other. Everything that has already been performed within the framework of the contract will be settled in that case.

Article 21 Transfer of rights and obligations

The consumer is not entitled to transfer rights and obligations from the contract to a third party without the trader's prior consent. The trader is allowed to transfer rights and obligations from the contract to a third party. The consumer is entitled to dissolve the agreement in writing if the trader transfers its rights and obligations to a third party.

Article 22 Terms and conditions Ingenico

The trader provides the general terms and conditions of Ingenico to the consumer. The consumer declares that he agrees to the payment transaction by Ingenico and also agrees to the general terms and conditions of Ingenico provided by the trader.

Article 23 Various

If any provision of the distance contract and/or these General terms and conditions is void or subject to annulment, this shall not affect the remaining provisions. The trader will determine a new provision, taking into account the content of the void/annulled provision insofar as possible.
If at any time the trader does not invoke a right or power conferred to him under the contract or the law, this is not a waiver of that right or power.
Provisions of the distance contract and these general terms and conditions which by their nature are intended to remain applicable after termination of the contract remain in full force after termination of the contract.
The contract is governed by Dutch law.