General Terms and Conditions
The Soleman

General Terms and Conditions

The private limited liability company The Soleman B.V. is registered with the Dutch Chamber of Commerce under number 80128394 and is established at Thomas Edisonstraat 6, 3284 WD Zuid-Beijerland, the Netherlands.

ARTICLE 1 DEFINITIONS

In these general terms and conditions, the following terms shall have the following meanings, unless expressly stated otherwise:

1. Buyer: The natural person acting in the exercise of a profession or business who enters into an Agreement (at a distance) with Seller.
2. Seller: The supplier of Products to Buyer, The Soleman, hereinafter referred to as: The Soleman.
3. Offer: Any (written) offer made by Seller to Buyer for the supply of Products.
4. Products: The products and services offered by The Soleman consist of products and services within podology, podotherapy and orthopedic shoe technology, including but not limited to insoles, supplements and sandals.
5. Agreement: The purchase agreement (at a distance) aimed at the sale and delivery of Products purchased by Buyer from The Soleman, to which these terms and conditions are inseparably attached.

ARTICLE 2 APPLICABILITY

1. These general terms and conditions apply to every Offer made by The Soleman, every Agreement between The Soleman and a Buyer, and every Product or service offered by The Soleman.
2. Before an Agreement (at a distance) is concluded, Buyer shall be provided with these general terms and conditions. If this is not reasonably possible, The Soleman shall inform Buyer in what manner Buyer may inspect the general terms and conditions, which in any case have been published on the website of The Soleman, so that Buyer can easily store these general terms and conditions on a durable data carrier.
3. In exceptional situations, these general terms and conditions may be deviated from if this has been explicitly agreed in writing with The Soleman.
4. These general terms and conditions also apply to supplementary, amended and subsequent agreements with Buyer. The applicability of any general terms and conditions and/or purchasing conditions of Buyer is expressly rejected.
5. If one or more provisions of these general terms and conditions are wholly or partially void or are annulled, the remaining provisions of these general terms and conditions shall remain in force, and the void/annulled provision(s) shall be replaced by a provision with the same purport as the original provision.
6. Any ambiguities regarding the content, interpretation or situations not regulated in these general terms and conditions must be assessed and interpreted in accordance with standards of reasonableness and fairness and in the spirit of these general terms and conditions.
7. Where these general terms and conditions refer to “she/her”, this shall also be deemed to refer to “he/him/his”, where and insofar as applicable.

ARTICLE 3 THE OFFER

1. All offers made by The Soleman are non-binding, unless explicitly stated otherwise in writing. If the Offer is limited or valid under specific conditions, this shall be expressly stated in the Offer. An Offer shall only exist once it has been recorded in writing.
2. Any Offer made by The Soleman is non-binding. The Soleman shall only be bound by the Offer if its acceptance has been confirmed in writing by Buyer within 30 days, or if Buyer has already paid the amount due. Nevertheless, The Soleman has the right to refuse an Agreement with a prospective Buyer for a reason justified in the opinion of The Soleman.
3. The Offer contains an accurate description of the Product offered, including the corresponding prices. The description is sufficiently detailed to enable Buyer to properly assess the Offer. Obvious mistakes or errors in the Offer shall not bind The Soleman. Any images and specific details in the Offer are indicative only and cannot give rise to any compensation or rescission of the Agreement (at a distance). The Soleman cannot guarantee that the colours shown in an image exactly match the actual colours of the Product.
4. Delivery times and terms stated in the Offer by The Soleman are indicative only, shall never be regarded as strict deadlines, and exceeding them shall not entitle Buyer to dissolve, terminate or suspend the agreement, nor to claim damages, unless expressly agreed otherwise.
5. A composite quotation does not oblige The Soleman to deliver part of the goods included in the quotation or Offer at a corresponding part of the quoted price.
6. If and insofar as an offer is involved, this shall not automatically apply to repeat orders. Offers are valid only while stocks last and according to the principle of “while supplies last”.

ARTICLE 4 FORMATION OF THE AGREEMENT

1. The Agreement is formed at the moment Buyer accepts an Offer from The Soleman by ordering the relevant Product.
2. An Offer may be made by The Soleman via the website or by email.
3. If Buyer has accepted the Offer by concluding an Agreement with The Soleman, The Soleman shall confirm the Agreement with Buyer in writing, or at least by email.
4. If the acceptance deviates from the Offer on minor points, The Soleman shall not be bound by it.
5. The Soleman is not bound by an Offer if Buyer could reasonably have expected, or should have understood, that the Offer contained an obvious mistake or clerical error. Buyer cannot derive any rights from such a mistake.
6. The right of withdrawal is excluded if the agreement does not meet the statutory requirements applicable to invoking the right of withdrawal.

ARTICLE 5 PERFORMANCE OF THE AGREEMENT

1. The Soleman shall perform the Agreement to the best of its knowledge and ability.
2. If and insofar as proper performance of the Agreement so requires, The Soleman shall have the right to have certain activities performed by third parties at its own discretion.
3. Buyer shall ensure that all data which The Soleman indicates are necessary, or which Buyer should reasonably understand are necessary for the performance of the Agreement, are provided to The Soleman in a timely manner. If the data required for the performance of the Agreement are not provided to The Soleman in time, The Soleman shall have the right to suspend performance of the Agreement.
4. In performing the Agreement, The Soleman is not obliged or required to follow Buyer’s instructions if doing so would alter the content or scope of the Agreement. If the instructions result in additional work for The Soleman, Buyer shall be obliged to reimburse the additional costs accordingly.
5. Before proceeding with performance of the Agreement, The Soleman may require security from Buyer in the form of an advance payment or bank guarantee, or full prepayment of the agreed price.
6. The Soleman is not liable for damage of any kind arising from The Soleman having relied on incorrect and/or incomplete information provided by Buyer, unless such incorrectness or incompleteness was known to The Soleman.
7. Buyer shall indemnify The Soleman against any claims by third parties who suffer damage in connection with the performance of the Agreement and which are attributable to Buyer.

ARTICLE 6 DELIVERY

1. If the commencement, progress or delivery of the services is delayed because, for example, Buyer has not provided all requested information, has not provided sufficient cooperation, the down payment or payment has not been received by The Soleman in time, or because any delay arises due to other circumstances beyond the control of The Soleman, The Soleman shall be entitled to a reasonable extension of the delivery period. All agreed delivery periods shall never be strict deadlines. Buyer must give The Soleman written notice of default and grant it a reasonable period to still perform delivery. Buyer shall not be entitled to any compensation as a result of the delay.
2. Buyer is obliged to take delivery of the goods at the moment they are made available to Buyer under the Agreement, even if they are offered earlier or later than agreed.
3. If Buyer refuses to accept delivery or is negligent in providing information or instructions necessary for delivery, The Soleman shall be entitled to store the goods at Buyer’s expense and risk.
4. If the Products are delivered by The Soleman or an external carrier, The Soleman shall be entitled, unless otherwise agreed in writing, to charge any delivery costs. These shall then, if necessary, be invoiced separately, unless expressly agreed otherwise.
5. If The Soleman requires information from Buyer for the performance of the Agreement, the delivery period shall not commence until Buyer has made all information necessary for performance available to The Soleman.
6. If The Soleman has specified a delivery period, this is indicative only and shall never be deemed a strict deadline. Longer delivery periods apply to deliveries outside the Netherlands.
7. The Soleman shall be entitled to deliver the goods in parts, unless otherwise agreed in the Agreement or unless partial delivery has no independent value. The Soleman shall be entitled to invoice such partial deliveries separately.
8. Deliveries shall only be carried out if all invoices have been paid, unless expressly agreed otherwise. The Soleman reserves the right to refuse delivery if there are justified grounds to fear non-payment. Delivery shall always take place subject to full payment of the purchase price, if necessary increased with interest and costs.

ARTICLE 7 PACKAGING AND TRANSPORT

1. The Soleman undertakes towards Buyer to properly package the goods to be delivered at its own expense and to secure them in such a way that they reach their destination in good condition under normal use, unless otherwise agreed in writing.
2. Unless otherwise agreed in writing, all deliveries are made inclusive of value added tax (VAT), including packaging and packaging materials.
3. Acceptance by Buyer of goods without remarks on the consignment note or receipt shall serve as proof that the packaging was in good condition at the time of delivery.

ARTICLE 8 INSPECTION AND COMPLAINTS

1. Buyer is obliged to inspect, or have inspected, the delivered goods at the time of delivery, but in any event within 7 working days after receipt of the delivered goods, but only to the extent necessary to assess whether Buyer wishes to retain the Product. In doing so, Buyer must examine whether the quality and quantity of the delivered goods correspond with the Agreement and whether the Products meet the requirements applicable to them in normal commercial practice.
2. Buyer is obliged to investigate and inform itself how the Product should be used and, in the event of personal use, to test the Product in accordance with the instructions for use. The Soleman accepts no liability for incorrect or improper use of the Product by Buyer.
3. Any visible defects or shortages must be reported to The Soleman in writing after delivery at info@thesoleman.nl. Buyer has a period of no more than 7 working days after delivery to do so. Non-visible defects or shortages must be reported within 7 working days after discovery, but no later than two months after delivery. In the event of damage to the Product caused by careless handling by Buyer, Buyer shall be liable for any depreciation in the value of the Product.
4. If a complaint is made in time pursuant to the previous paragraph, Buyer remains obliged to pay for the purchased goods. If Buyer wishes to return defective goods, this shall only take place with prior written consent from The Soleman and in the manner indicated by The Soleman.
5. The Soleman is entitled to start an investigation into the condition of the returned Products before any refund takes place. If a Product has been delivered in a defective condition, the Product shall first be repaired, or a new Product shall be supplied.
6. Refunds to Buyer shall be processed as soon as possible, but The Soleman has the right to make the refund no later than 30 days after receipt of the return shipment. Refund shall be made to the bank account number previously provided by Buyer.
7. If Buyer exercises its right to complain, Buyer shall not be entitled to suspend its payment obligation nor to set off/compensate outstanding invoices.
8. In the event of an incomplete delivery and/or if one or more Products are missing, and this is attributable to The Soleman, The Soleman shall, at Buyer’s request, send the missing Product(s) or cancel the remaining order. The proof of receipt of the Products shall be decisive in this regard. The Soleman shall not be liable for any damage suffered by Buyer as a result of the differing scope of delivery.

ARTICLE 9 PRICES

1. During the validity period of the Offer, the prices of the offered Products shall not be increased, except in the event of changes in VAT rates or other levies imposed by the government.
2. The prices stated in the Offer are exclusive of VAT, unless explicitly stated otherwise.
3. The prices stated in the Offer are based on the cost factors applicable at the time the Agreement is concluded, such as import and export duties, freight and unloading costs, insurance and any levies and taxes.
4. If Products are subject to price fluctuations on the financial market over which The Soleman has no influence, The Soleman may offer these Products at variable prices. The Offer shall state that the prices are indicative only and may fluctuate. Buyer is obliged to pay the deviating price.

ARTICLE 10 PAYMENT AND COLLECTION POLICY

1. Payment must be made in advance in the currency invoiced and via the indicated method, unless the Parties agree otherwise.
2. Buyer cannot derive any rights or expectations from any estimate issued in advance, unless the Parties have expressly agreed otherwise.
3. Buyer must make payment in one instalment to the account number and payment details communicated by The Soleman. The Parties may only agree on a different payment term after explicit and written consent from The Soleman.
4. If a periodic payment obligation has been agreed for Buyer, The Soleman shall be entitled to adjust the applicable prices and rates in writing, observing a notice period of 3 months.
5. In the event of liquidation, bankruptcy, attachment or suspension of payments of Buyer, the claims of The Soleman against Buyer shall become immediately due and payable.
6. The Soleman has the right to apply payments made by Buyer first to reduce costs, then accrued interest, and finally the principal sum and current interest. The Soleman may, without thereby being in default, refuse an offer of payment if Buyer designates a different order of allocation. The Soleman may refuse the intended full repayment of the principal if accrued and current interest as well as costs are not also paid.
7. If Buyer fails to meet its payment obligation and has not fulfilled its obligation within the 14-day payment term set for that purpose, and The Soleman has given Buyer written notice of default, Buyer shall be in default.
8. From the date Buyer is in default, The Soleman shall, without further notice of default, be entitled to claim statutory commercial interest from the first day of default until full payment and reimbursement of extrajudicial costs pursuant to Article 6:96 of the Dutch Civil Code, calculated in accordance with the Dutch Extrajudicial Collection Costs Act and Decree.
9. If The Soleman has incurred more or higher costs which were reasonably necessary, these costs shall be eligible for reimbursement. Any judicial and enforcement costs incurred shall also be borne by Buyer.

ARTICLE 11 WARRANTY

The Soleman warrants that the Products comply with the Agreement, the specifications stated in the Offer, usability and/or soundness, and the statutory rules/regulations in force at the time the Agreement was concluded.

ARTICLE 12 SUSPENSION AND TERMINATION

1. The Soleman is authorised to suspend performance of its obligations or terminate the Agreement if Buyer fails to fulfil the payment obligations under the Agreement, or fails to do so in full.
2. In addition, The Soleman is authorised to terminate, without court intervention, the Agreement(s) existing between itself and Buyer, insofar as these have not yet been performed, if Buyer fails to fulfil in time or properly the obligations arising from an Agreement concluded with The Soleman.
3. Furthermore, The Soleman is authorised to terminate the Agreement, or have it terminated, without prior notice of default if circumstances arise of such a nature that performance of the Agreement becomes impossible or can no longer reasonably be required according to standards of reasonableness and fairness, or if other circumstances arise of such a nature that unchanged continuation of the Agreement can no longer reasonably be expected.
4. If the Agreement is terminated by The Soleman, all claims of The Soleman against Buyer shall become immediately due and payable. If The Soleman suspends performance of its obligations, it shall retain its claims under the law and the Agreement.
5. The Soleman always retains the right to claim damages.

ARTICLE 13 LIMITATION OF LIABILITY

1. If performance of the Agreement by The Soleman leads to liability of The Soleman towards Buyer or third parties, such liability shall be limited to the costs charged by The Soleman in connection with the Agreement, unless the damage has arisen as a result of intent or gross negligence. The liability of The Soleman shall in any case be limited to the maximum amount paid out by the insurer per event per year.
2. The Soleman is not liable for consequential damage, indirect damage, loss of profit and/or suffered loss, missed savings, and damage resulting from the use of the delivered Products is excluded.
3. The Soleman is not liable for and/or obliged to repair damage arising from the use of the Product. The Soleman provides strict usage instructions which Buyer must comply with. All damage to Products resulting from use is expressly excluded from liability, including wear marks, damage through use, light and water damage, theft, loss, etc.
4. The Soleman is not liable for damage which results from or may result from any act or omission based on incomplete and/or incorrect information on the website(s) or linked websites.
5. The Soleman is not responsible for errors and/or irregularities in the functionality of the website and is not liable for malfunctions or for the website being unavailable for any reason whatsoever.
6. The Soleman does not guarantee correct and complete transmission of the content of emails sent by or on behalf of The Soleman, nor timely receipt thereof.
7. All claims by Buyer due to shortcomings on the part of The Soleman shall lapse if they have not been reported to The Soleman in writing and with reasons within one year after Buyer became aware, or could reasonably have become aware, of the facts on which the claims are based. All claims by Buyer shall in any case lapse one year after the end of the Agreement.

ARTICLE 14 FORCE MAJEURE

1. The Soleman shall not be liable if, as a result of a force majeure situation, it is unable to fulfil its obligations under the Agreement, nor can it be obliged to fulfil any obligation if it is hindered from doing so as a result of a circumstance not attributable to its fault and which is not for its account pursuant to law, legal act or generally accepted standards.
2. Force majeure shall in any event include, but is not limited to, what is understood in law and case law in this regard: (i) force majeure of suppliers of The Soleman, (ii) failure to properly fulfil obligations by suppliers prescribed or recommended to The Soleman by Buyer, (iii) defects in goods, equipment, software or materials of third parties, (iv) government measures, (v) power failures, (vi) disruptions of internet, data network and telecommunications facilities (for example due to cybercrime and hacking), (vii) natural disasters, (viii) war and terrorist attacks, (ix) general transport problems, (x) strikes in the company of The Soleman, (xi) epidemics/pandemics and (xii) other situations which in the opinion of The Soleman are beyond its sphere of influence and which prevent timely or permanent fulfilment of its obligations.
3. The Soleman has the right to invoke force majeure if the circumstance preventing further performance occurs after The Soleman should have fulfilled its obligation.
4. During the period in which the force majeure continues, the Parties may suspend the obligations under the Agreement. If this period lasts longer than two months, either Party shall be entitled to terminate the Agreement, without any obligation to compensate the other Party for damages.
5. Insofar as The Soleman has already partially fulfilled its obligations under the Agreement at the time force majeure occurs, or will be able to fulfil them, and insofar as the fulfilled or yet-to-be-fulfilled part has independent value, The Soleman shall be entitled to invoice that fulfilled or yet-to-be-fulfilled part separately. Buyer is obliged to pay this invoice as if it were a separate Agreement.

ARTICLE 15 TRANSFER OF RISK

The risk of loss of or damage to the Products that are the subject of the Agreement shall pass to Buyer at the moment the goods leave the warehouse of The Soleman, unless the Parties agree otherwise in writing.

ARTICLE 16 PRIVACY, DATA PROCESSING AND SECURITY

1. The Soleman shall handle the personal data of Buyer and visitors to its website(s) with due care and in accordance with the applicable legal rules.
2. If The Soleman is required under the Agreement to provide information security, such security shall comply with the agreed specifications and with a level of security that, in view of the state of the art, the sensitivity of the data, and the costs involved, is not unreasonable.

ARTICLE 17 COMPLAINTS

1. If Buyer is not satisfied with the Products of The Soleman and/or has complaints regarding the performance of the Agreement, Buyer is obliged to report such complaints as soon as possible, but no later than 7 working days after the relevant cause giving rise to the complaint. Complaints can be submitted via info@thesoleman.nl with the subject line “Complaint”.
2. The complaint must be sufficiently substantiated and/or explained by Buyer in order for The Soleman to process it.
3. The Soleman shall respond substantively to the complaint as soon as possible, but no later than 10 working days after receipt of the complaint.
4. The Parties shall attempt to reach a solution together.

ARTICLE 18 INTELLECTUAL PROPERTY

All intellectual and industrial property rights, whether or not recorded and registered, as well as similar rights for the protection of information relating to the Products (including intellectual creations) developed or manufactured by The Soleman, including production hardware, methods, databases and computer programs, shall vest exclusively in The Soleman. 

ARTICLE 19 APPLICABLE LAW

1. Every Agreement between The Soleman and Buyer shall be governed by Dutch law. The applicability of the Vienna Sales Convention (CISG) is expressly excluded
2. In the event of interpretation of the content and purport of these general terms and conditions, the Dutch text shall always prevail. The Soleman has the right to unilaterally amend these general terms and conditions.
3. All disputes arising from or in connection with the Agreement between The Soleman and Buyer shall be submitted to the competent court in Rotterdam, unless mandatory law designates another court.

Zuid-Beijerland, 1 January 2026.