General Terms and Conditions for Business

General Terms and Conditions for Business / Resale KAPR B.V.

These general terms and conditions apply to all offers, orders, agreements, deliveries, and business legal relationships between KAPR B.V. and its business customers, resellers, distributors, and other professional clients.

By placing an order or purchasing KAPR products for resale, the customer agrees to these terms and conditions.

Article 1 – Definitions

1.1 KAPR: KAPR B.V., located in Apeldoorn and registered with the Chamber of Commerce under number 93639171, as well as its affiliated companies.

1.2 Customer: any natural person or legal entity acting in the exercise of a profession or business and entering into an agreement with KAPR.

1.3 Agreement: any agreement between KAPR and the Customer, including purchase agreements, resale agreements, delivery agreements, and all related legal relationships.

1.4 Products: all products offered or delivered by KAPR, including hair care products, styling products, and accessories.

Article 2 – Applicability

2.1 These general terms and conditions apply to all offers from KAPR and to all agreements between KAPR and the Customer, unless expressly agreed otherwise in writing.

2.2 The applicability of any general terms and conditions of the Customer is expressly rejected.

2.3 If a provision in these terms and conditions proves to be invalid, the remaining provisions will remain fully in effect.

Article 3 – Selective Distribution System

KAPR operates a selective distribution system where sales channels and brand presentation are regulated.

The Customer acknowledges that KAPR is entitled to impose reasonable requirements on how products are sold, presented, and offered to protect the quality and reputation of the KAPR brand.

Article 4 – Offers and Agreements

4.1 All offers from KAPR are without obligation, unless expressly stated otherwise.

4.2 An agreement is concluded as soon as KAPR has confirmed an order or has actually commenced its execution.

4.3 KAPR reserves the right to refuse orders or impose additional conditions.

Article 5 – Prices and Payment

5.1 All prices are stated in euros and exclusive of VAT unless otherwise indicated.

5.2 Payment must be made within 14 days of the invoice date unless otherwise agreed in writing.

5.3 In case of late payment, the Customer is legally in default and KAPR may charge statutory commercial interest and collection costs.

Article 6 – Delivery

6.1 Delivery takes place at the delivery address specified by the Customer.

6.2 Stated delivery times are indicative and do not entitle the Customer to compensation or dissolution.

6.3 The risk of the products transfers to the Customer at the time of delivery.

Article 7 – Retention of Title

All products delivered by KAPR remain the property of KAPR until the Customer has fully met all payment obligations.

Article 8 – Resale

8.1 The Customer may only resell the products in the normal course of its business.

8.2 Products must always be sold in their original packaging and in an unchanged state.

8.3 It is not permitted to modify, repackage, or provide products with other labels without the permission of KAPR.

Article 9 – Online Sales and Marketplaces

9.1 The Customer may sell the products through their own physical stores and their own webshop.

9.2 Without prior written permission from KAPR, it is not permitted to offer the products through online marketplaces.

9.3 Marketplaces include, but are not limited to, Bol.com, Amazon, eBay, Kaufland, and similar platforms.

9.4 In the event of a violation of this provision, KAPR is entitled to suspend deliveries or terminate the cooperation.

Article 10 – Resale to Third Parties

The Customer may not sell products to parties from whom it can reasonably be expected that they will offer the products through unauthorized channels or marketplaces.

Article 11 – Intellectual Property

All intellectual property rights related to products, brand name, logos, packaging, photos, and marketing materials belong to KAPR.

Use thereof is only permitted for the sale of original KAPR products and only with the permission of KAPR.

Article 12 – Liability

KAPR is only liable for direct damage resulting from intent or gross negligence.

Any liability is limited to the amount of the relevant delivery.

Article 13 – Force Majeure

KAPR is not liable for delay or non-performance of obligations if this is due to circumstances beyond its control.

Article 14 – Applicable Law

All agreements between KAPR and the Customer are exclusively governed by Dutch law.

Disputes will be submitted to the competent court in the district where KAPR is located.

Article 15 – Parallel Trade and Grey Distribution

15.1 The Customer shall purchase the Products exclusively from KAPR or from distributors authorized by KAPR.

15.2 The Customer is not permitted to trade KAPR Products whose origin cannot be directly or indirectly traced back to KAPR or a distributor authorized by KAPR.

15.3 The Customer shall not perform any actions that contribute to parallel trade, unauthorized distribution, or grey trade of KAPR Products.

15.4 If KAPR has indications that Products are being traded through unauthorized distribution channels, KAPR is entitled to request the Customer to provide information about the origin and distribution of the Products concerned.

15.5 If the Customer cannot demonstrate that the Products originate from an authorized distribution chain of KAPR, KAPR reserves the right to suspend further deliveries or terminate the cooperation.

Article 16 – Marketplace Protection and Brand Control

16.1 KAPR reserves the right to actively monitor the presence of its Products on online marketplaces.

16.2 If KAPR Products are offered on a marketplace in violation of these terms and conditions, KAPR is entitled to take measures to protect its brand, distribution system, and intellectual property rights.

16.3 These measures may include:

a. submitting removal requests to marketplace platforms;

b. limiting or terminating deliveries to the Customer;

c. revoking any resale rights;

d. taking legal action to protect the KAPR brand.

Article 17 – Authorized Reseller Policy

17.1 KAPR may, at its own discretion, designate resellers as authorized resellers ("Authorized Resellers").

17.2 Only resellers who have been explicitly designated in writing by KAPR as an Authorized Reseller may offer the Products through channels for which explicit permission has been granted.

17.3 Authorized Resellers must comply with additional guidelines from KAPR regarding brand presentation, product information, marketing materials, and sales channels.

17.4 KAPR reserves the right to revoke the status of Authorized Reseller at any time if a reseller no longer meets the conditions set by KAPR.

Contact details KAPR B.V.

Name: KAPR B.V.

Chamber of Commerce: 93639171

Address: Musketiersveld 7, 7327GP Apeldoorn

VAT: NL866476623B01

IBAN: NL34 BUNQ 2115 1837 75

BIC: BUNQNL2A

For questions about these terms and conditions or about cooperation with KAPR, please contact us via our website or by e-mail.