Terms & Conditions

HTSPT
E-mail: hq@htspt.co
Website: www.htspt.co

Article 1 – Definitions
HTSPT: HTSPT, established in Oude-Tonge, Chamber of Commerce number 85031623.
Client: the person with whom HTSPT has entered into an agreement.
Parties: HTSPT and the Client together.
Consumer: a Client who is also an individual and who acts as a private person.

Article 2 – Applicability
These terms and conditions apply to all quotations, offers, activities, orders, agreements and deliveries of services or products by or on behalf of HTSPT.
Deviations from these conditions are only valid if agreed upon in writing by both parties.
The applicability of the Client’s or any third party’s general terms and conditions is explicitly excluded.

Article 3 – Prices
HTSPT uses prices in euros, including VAT (on products), exclusing VAT (on services) and excluding any additional costs such as administrative or shipping costs, unless otherwise agreed in writing.
HTSPT may adjust the prices of its services and products on its website or in other communications at any time.
For service agreements, a total amount as a target price is agreed upon, unless otherwise agreed in writing.

Article 4 – Payments and Payment Terms
HTSPT may request a deposit of up to 50% of the agreed amount when entering into an agreement.
The Client must pay the remaining amount within 14 days after delivery.
The payment terms used by HTSPT are final deadlines. If payment is not made by the final due date, the Client is automatically in default without requiring a reminder or notice of default.
HTSPT may make delivery dependent on immediate payment or require security for the total amount.
Clients purchasing products must pay directly.

Article 5 – Right of Reclamation
If the Client is in default, HTSPT may invoke the right of reclamation regarding unpaid delivered products.
HTSPT does this via written or electronic notification.
Once notified, the Client must immediately return the products to HTSPT, unless otherwise agreed in writing.
The Client bears the cost of returning or collecting the products.

Article 6 – Right of Withdrawal
Consumers may cancel an online purchase within 14 days without stating a reason, except when:

the product has been used

the service concerns accommodation, travel, catering, leisure

the service has been fully performed with consumer’s prior consent

the consumer has waived the right of withdrawal

The withdrawal period begins:

the day after receipt of the last product or part of one order

upon conclusion of a service agreement

once the consumer confirms purchase of digital content

The consumer may notify HTSPT of withdrawal by emailing hq@htspt.co or using the withdrawal form on the website.
Products must be returned within 14 days after notice.
Failure to return within this period voids the right of withdrawal.

Article 7 – Reimbursement of Delivery Costs
If the consumer withdraws on time and returns the full order, HTSPT will refund any shipping costs within 14 days.
Refund of shipping costs only applies if the full order is returned.

Article 8 – Return Costs
Consumers bear the cost of returning products when exercising the right of withdrawal.

Article 9 – Right of Suspension
Unless the Client is a consumer, they hereby waive the right to suspend the fulfilment of any obligation arising from this agreement.

Article 10 – Right of Retention
HTSPT may exercise its right of retention and, in doing so, hold on to the Client’s products until the Client has paid all outstanding invoices of HTSPT, unless the Client has provided sufficient security for those costs.
The right of retention also applies based on previous agreements under which the Client still owes money to HTSPT.
HTSPT is not liable for any damage the Client may suffer as a result of the exercise of its right of retention.

Article 11 – Set-off
Unless the Client is a consumer, they waive the right to offset any debt to HTSPT with a claim against HTSPT.

Article 12 – Retention of Title
HTSPT retains ownership of all delivered products until the Client has paid all outstanding invoices of HTSPT relating to an underlying agreement, including claims resulting from non-fulfilment.
Until that time, HTSPT may invoke its retention of title and reclaim the goods.
Before ownership has transferred to the Client, the Client may not pledge, sell, dispose of, or otherwise encumber the products.
If HTSPT invokes its retention of title, the agreement is thereby dissolved, and HTSPT may claim damages, lost profits, and interest from the Client.

Article 13 – Delivery
Delivery takes place while supplies last.
Delivery takes place at HTSPT, unless otherwise agreed.
Delivery of online-ordered products takes place at the address provided by the Client.
If the Client does not pay the agreed amounts or fails to do so on time, HTSPT may suspend its obligations until the Client has paid.
In case of late payment, the Client is in default as a debtor, and cannot hold HTSPT liable for any resulting delay in delivery.

Article 14 – Delivery Time
Delivery times stated by HTSPT are indicative. If delivery occurs later, the Client cannot derive any rights from this unless otherwise agreed in writing.
The delivery time starts when the Client has completed the order process and has received confirmation from HTSPT.
The Client is not entitled to compensation and may not dissolve the agreement if HTSPT delivers later than agreed.
The Client may only dissolve the agreement if this has been agreed upon in writing, or if HTSPT fails to deliver within 14 days after being given written notice, unless HTSPT and the Client have made different arrangements.

Article 15 – Actual Delivery
The Client must ensure that the actual delivery of the ordered products can take place on time.

Article 16 – Transport Costs
The Client shall bear the costs of transport, unless otherwise agreed in writing between the Client and HTSPT.

Article 17 – Packaging and Shipping
If the packaging of a delivered product is opened or damaged, the Client must have the carrier record this before accepting the product. If the Client fails to do so, they cannot hold HTSPT liable for any damage.
If the Client arranges transport themselves, they must report any visible damage to products or packaging to HTSPT prior to transport. Failing to do so means the Client cannot hold HTSPT liable for any damage.

Article 18 – Insurance
The Client must adequately insure and keep insured the following items against risks including fire, explosion and water damage, and theft:
– delivered goods necessary for fulfilling the underlying agreement
– items belonging to HTSPT that are present at the Client’s premises
At HTSPT’s first request, the Client shall provide access to the insurance policies for inspection.

Article 19 – Storage
If the Client collects ordered products later than the agreed delivery date, the risk of any potential loss in quality is entirely borne by the Client.
Any additional costs resulting from early or late collection of the products are also entirely the responsibility of the Client.

Article 20 – Withdrawal of Assignment
The Client is free to terminate the assignment given to the service provider at any time.
If the Client withdraws the assignment, they are obligated to pay the agreed fee as well as the expenses already incurred by HTSPT.

Article 21 – Duty to Report Complaints
The Client is required to report any complaints regarding the work performed immediately and in writing to HTSPT.
The complaint must include a description of the shortcoming in as much detail as possible, allowing HTSPT to respond appropriately.
A complaint can never lead to HTSPT being obligated to perform work other than what was agreed upon.

Article 22 – Warranty
If the Client and HTSPT have entered into a service-based agreement, it only entails a best-efforts obligation for HTSPT, not an obligation to achieve a specific result.
The warranty on products only applies to defects caused by faulty manufacturing, construction, or materials.
The warranty does not apply in cases of:
– normal wear and tear
– damage caused by accidents
– damage due to modifications made to the product
– damage caused by negligence or improper use by the Client
– unclear causes of the defect

The risk of loss, damage, or theft of products delivered by HTSPT transfers to the Client once they are legally or physically delivered to the Client, or come into the possession of the Client or a third party receiving the product on the Client’s behalf.

Article 23 – Exchanges
The Client may exchange a purchased item under the following conditions:
– exchange must occur within 14 days of purchase, and the original invoice must be shown
– the product must be returned in its original packaging, with the original price tag attached
– the product must not have been used

Discounted items, perishable goods, custom-made products, or products specially adapted for the Client cannot be exchanged.

Article 24 – Execution of the Agreement
HTSPT shall execute the agreement to the best of its knowledge and ability, and in accordance with professional standards.
HTSPT may have the agreed services carried out in whole or in part by third parties.
The agreement is executed in consultation with the Client and after written confirmation and payment of any applicable deposit.
The Client must ensure that HTSPT is able to start the execution of the agreement on time.
If the Client fails to do so, any resulting additional costs shall be borne by the Client.

Article 25 – Provision of Information by the Client
The Client must timely provide HTSPT with all information, data, and documents relevant to the proper execution of the agreement, in the desired format and manner.
The Client guarantees the accuracy and completeness of the information, data, and documents provided, including those originating from third parties, unless the nature of the agreement implies otherwise.
At the Client’s request, HTSPT will return the relevant documents.

If the Client fails to provide the reasonably required information, data, or documents on time or correctly, and this delays the execution of the agreement, any resulting additional costs and hours shall be charged to the Client.

Article 26 – Indemnification
The Client indemnifies HTSPT against all claims from third parties relating to the products and/or services delivered by HTSPT.

Article 27 – Complaints
The Client must inspect any product or service delivered by HTSPT as soon as possible for potential shortcomings.
If a delivered product or service does not meet what the Client could reasonably expect, the Client must notify HTSPT within 1 month after discovering the shortcoming.
A consumer must notify HTSPT within 2 months after discovering the shortcoming.
The Client must provide as detailed a description as possible of the shortcoming to allow HTSPT to respond appropriately.
The Client must be able to demonstrate that the complaint concerns an agreement between the Client and HTSPT.
If the complaint concerns ongoing work, the Client may not demand that HTSPT perform work other than what was agreed upon.

Article 28 – Notice of Default
The Client must give notice of default to HTSPT in writing.
The Client is responsible for ensuring that the notice of default actually reaches HTSPT in time.

Article 29 – Liability of the Client
If HTSPT enters into an agreement with multiple Clients, each of them is jointly and severally liable for complying with the terms of that agreement.

Article 30 – Liability of HTSPT
HTSPT is only liable for damage suffered by the Client if that damage is caused by intent or deliberate recklessness.
If HTSPT is liable for damage, this only applies to direct damage related to the execution of the underlying agreement.
HTSPT is not liable for indirect damage, such as consequential damage, loss of profit, or damage to third parties.
If HTSPT is liable, its liability is limited to the amount paid out under a (professional) liability insurance policy.
If no insurance is in place or no amount is paid out, liability is limited to the (portion of the) invoice amount to which the liability relates.
All images, photos, colours, drawings, and descriptions on the website or in a catalogue are merely indicative and cannot give rise to any compensation, dissolution, or suspension.

Article 31 – Limitation Period
Any right of the Client to claim damages from HTSPT expires 12 months after the event from which the liability directly or indirectly arises.
This does not exclude the provision of Article 6:89 of the Dutch Civil Code.

Article 32 – Termination
The Client may terminate the agreement if HTSPT fails to fulfil its obligations in an attributable way, unless the shortcoming does not justify termination due to its specific nature or minor significance.
If performance by HTSPT is still possible, termination can only take place after HTSPT has been given notice of default.
HTSPT may terminate the agreement with the Client if the Client fails to fully or timely meet their obligations under the agreement, or if HTSPT becomes aware of circumstances giving it good reason to believe the Client will not meet their obligations.

Article 33 – Force Majeure
In addition to Article 6:75 of the Dutch Civil Code, a failure by HTSPT cannot be attributed to HTSPT if it is the result of force majeure.
Force majeure includes, but is not limited to:
– emergencies such as civil war or natural disasters
– non-performance or force majeure on the part of suppliers, couriers, or others
– power, electricity, internet, computer or telecommunications failures
– computer viruses
– strikes
– government measures
– transport problems
– severe weather
– work stoppages

If a situation of force majeure occurs in which HTSPT cannot meet one or more obligations to the Client, those obligations will be suspended until HTSPT is able to fulfil them.
If the situation of force majeure lasts at least 30 calendar days, both the Client and HTSPT may terminate the agreement in whole or in part in writing.
HTSPT is not required to pay any compensation to the Client in a situation of force majeure, even if HTSPT benefits from it.

Article 34 – Amendment of the Agreement
If necessary for the execution, the Client and HTSPT may amend the agreement by mutual consent.

Article 35 – Amendment of Terms and Conditions
HTSPT may amend these general terms and conditions.
HTSPT may implement minor changes at any time.
Major changes will be discussed with the Client in advance as much as possible.
In case of major changes, a consumer has the right to terminate the underlying agreement.

Article 36 – Transfer of Rights
The Client may not transfer any rights under an agreement with HTSPT to third parties without written permission from HTSPT.
This clause has proprietary effect as referred to in Article 3:83(2) of the Dutch Civil Code.

Article 37 – Consequences of Nullity or Annulment
If one or more provisions of these general terms and conditions prove to be void or annulled, this does not affect the validity of the remaining provisions.
A void or annulled provision will be replaced with a provision that most closely matches what HTSPT intended when drafting the conditions.

Article 38 – Applicable Law and Competent Court
Dutch law applies to these general terms and conditions.
The court in the district where HTSPT is located has exclusive jurisdiction to hear any disputes between the Client and HTSPT, unless mandatory law provides otherwise.

Prepared on 18 July 2025.