Business Terms of Sale and Delivery

General Terms and Conditions of Sale and Delivery (B2B)

24 Concepts B.V., trading under the name Monsor

Registered office in Rhoon, the Netherlands · Chamber of Commerce number 92861210

Last updated: 6 July 2026

Download: Dutch version (PDF) · English version (PDF)

These general terms and conditions of sale and delivery have been drafted in Dutch. The Dutch text is binding. An English translation is available for information purposes only. In the event of differences between the Dutch text and the translation, the Dutch text shall prevail.

Article 1. Definitions

In these general terms and conditions of sale and delivery, the following definitions apply:

Monsor: 24 Concepts B.V., having its registered office in Rhoon, registered with the Chamber of Commerce under number 92861210, trading under the name Monsor. Monsor is the user of these general terms and conditions of sale and delivery and the contracting party.

Customer: any natural person or legal entity acting in the exercise of a profession or business who enters into an agreement with Monsor or negotiates such an agreement.

Products: all products, accessories, parts, packaging, and other articles developed, manufactured, purchased, or supplied by Monsor that form part of the Assortment.

Assortment: all Products that Monsor offers, sells, or delivers at any time.

Agreement: any agreement between Monsor and the Customer concerning the sale and delivery of Products.

Confidential information: all information that the receiving party should reasonably understand to be confidential, including commercial, financial, technical, strategic, product, pricing, customer, and assortment information.

In writing: in these general terms and conditions of sale and delivery, “in writing” also includes communication by email or via another electronic means of communication agreed upon by the parties.

Article 2. Applicability

2.1 These general terms and conditions of sale and delivery apply to all quotations, offers, order confirmations, deliveries, and agreements of Monsor.

2.2 The Customer’s general terms and conditions are expressly rejected and shall apply only if Monsor has expressly accepted them in advance and in writing.

2.3 Deviations from these general terms and conditions of sale and delivery shall be valid only if confirmed in writing by Monsor and shall apply exclusively to the relevant Agreement.

2.4 If one or more provisions of these general terms and conditions of sale and delivery prove to be wholly or partially void, voidable, or otherwise unenforceable, the remaining provisions shall remain in full force and effect. The parties shall replace the relevant provision with a provision that aligns as closely as possible with the purpose and substance of the original provision.

Article 3. Quotations, Orders, and Formation of the Agreement

3.1 All quotations, offers, price lists, catalogs, and other communications from Monsor are non-binding unless expressly stated otherwise. Quotations are valid for thirty (30) days from the date of issue unless otherwise indicated in writing.

3.2 An Agreement is formed only: a. through a written order confirmation from Monsor; or b. when Monsor performs the order in whole or in part.

3.3 Obvious errors, typographical errors, spelling errors, pricing errors, or other evident mistakes in quotations, price lists, brochures, order confirmations, or other documents are not binding on Monsor.

3.4 Amendments or additions to an Agreement are valid only if confirmed in writing by Monsor.

3.5 Monsor reserves the right to refuse an order in whole or in part, impose additional conditions, or accept an order only partially, insofar as legally permitted.

3.6 Following written order confirmation, an order may be amended or canceled only with Monsor’s prior written consent. Monsor is entitled to charge the Customer for costs already incurred and obligations entered into as a result of the amendment or cancellation.

Article 4. Products and Assortment

4.1 Products may be subject to minimum order quantities (MOQs) as stated in the applicable price list, quotation, or order confirmation.

4.2 Monsor reserves the right to change minimum order quantities, packaging quantities, and assortment structures from time to time. Amended terms apply only to new orders.

4.3 Monsor reserves the right to refuse orders below the minimum order quantity or to apply different terms or prices to them.

4.4 Images, renders, product photographs, videos, colors, materials, dimensions, weights, packaging, labeling, and other product specifications are intended for illustrative purposes only and may differ slightly from the Products actually delivered.

4.5 Minor deviations in materials, colors, finishes, packaging, labeling, specifications, or other product characteristics do not entitle the Customer to terminate the Agreement, claim damages, or refuse delivery, insofar as these deviations do not materially affect the Product’s normal usability, quality, or intended application.

4.6 Monsor reserves the right to modify Products, materials, compositions, formulas, ingredients, packaging, specifications, or other product characteristics where necessary due to technical developments, quality improvements, changes in laws and regulations, changes in the production process, or changes among suppliers, provided that this does not materially affect the essential characteristics of the Product.

4.7 Monsor reserves the right to modify, expand, temporarily discontinue the availability of, or discontinue the production of Products or parts of the Assortment at any time. Orders already confirmed are excluded from this, unless fulfillment is reasonably impossible.

4.8 Products are delivered in accordance with the product specifications applicable at the time of delivery. Minor changes that do not affect the quality, functionality, or intended use of the Product do not entitle the Customer to replacement, dissolution, or compensation.

4.9 Products are supplied while stocks last and for as long as they remain part of Monsor's Assortment.

4.10 Samples, test products, demonstration materials, or promotional materials provided by Monsor are intended solely for evaluation or promotion and may not be resold commercially without Monsor's prior written consent.

Article 5. Prices

5.1 All prices are stated in euros and exclude VAT, unless expressly stated otherwise.

5.2 Unless otherwise agreed in writing, all prices exclude transport, shipping, import, export, insurance, customs, taxes, and other additional costs.

5.3 Monsor is entitled to change its price lists, assortment, and other commercial terms from time to time. Changed prices apply exclusively to new orders. For orders already confirmed in writing, the price stated in the order confirmation applies.

5.4 If unforeseen and substantial increases occur after the Agreement has been concluded in cost-determining factors, including raw materials, packaging materials, energy, transport, import duties, taxes, or comparable costs, Monsor is entitled to reasonably adjust the agreed price insofar as this is justified according to standards of reasonableness and fairness. Monsor will notify the Customer of this in writing in advance.

5.5 Monsor may communicate a non-binding recommended retail price. The Customer independently and autonomously determines its resale prices. Monsor attaches no benefits, obligations, or disadvantages to following or not following a recommended retail price.

Article 6. Payment

6.1 Payment must be made within thirty (30) days of the invoice date, unless otherwise agreed in writing.

6.2 Different payment arrangements may be agreed per order, including full prepayment, partial prepayment, payment after delivery, or another payment arrangement agreed in writing. The arrangements made will be recorded in the quotation, order confirmation, or Agreement.

6.3 Monsor is entitled to require full or partial advance payment from new Customers, for larger orders, or if circumstances so warrant.

6.4 Monsor is entitled to assess the Customer’s creditworthiness before or during the cooperation. If Monsor has reasonable grounds to doubt the Customer’s creditworthiness or ability to pay, Monsor is entitled to require advance payment or additional security before proceeding with (further) delivery.

6.5 If the payment period is exceeded, the Customer is legally in default without notice of default being required. From the due date, the Customer shall owe statutory commercial interest as referred to in Article 6:119a of the Dutch Civil Code on the full outstanding amount.

6.6 All reasonable extrajudicial and judicial costs incurred by Monsor to obtain payment of its claims shall be borne in full by the Customer.

6.7 Monsor is entitled to suspend the performance of ongoing agreements and future deliveries, in whole or in part, for as long as the Customer has not fully met its payment obligations, without being liable for any resulting damage.

6.8 Payments made by the Customer are first applied to interest and costs owed and then to the oldest outstanding invoices.

6.9 The Customer is not entitled to set off, withhold, or suspend any payment obligation, unless mandatory law provides otherwise.

Article 7. Delivery

7.1 Delivery periods specified by Monsor are indicative and do not constitute strict deadlines, unless expressly agreed otherwise in writing.

7.2 Regular repeat orders generally have a production and delivery period of approximately six (6) weeks. Longer delivery periods may apply to larger orders, custom work, or special production. Monsor will inform the Customer of this as soon as possible.

7.3 Exceeding an indicative delivery period does not entitle the Customer to compensation, dissolution, or suspension of payment obligations. Only after Monsor has been given written notice of default and a reasonable additional period has expired without result may the Customer invoke the statutory remedies.

7.4 Monsor is entitled to make partial deliveries. Each partial delivery may be invoiced separately.

7.5 If Products are temporarily unavailable, Monsor is entitled to postpone delivery, make a partial delivery, or place the relevant Products on backorder. The Customer is not entitled to compensation or dissolution of the Agreement as a result.

7.6 Unless otherwise agreed in writing, deliveries shall be carried out in accordance with the delivery term agreed between the parties. If the parties agree on an Incoterm®, the most recent version of the Incoterms®, as published by the International Chamber of Commerce (ICC), shall apply.

7.7 The risk of loss, damage, or diminution in value of the Products shall transfer to the Customer upon delivery in accordance with the agreed delivery term.

7.8 From the moment the risk has transferred to the Customer, the Customer shall be responsible for appropriate storage and insurance of the Products.

Article 8. Retention of Title

8.1 All Products delivered by Monsor shall remain Monsor's property until the Customer has fully fulfilled all its payment obligations under the relevant Agreement and any related agreements.

8.2 Until ownership of the Products has transferred to the Customer, the Customer shall handle the Products carefully, keep them separately identifiable as Monsor's property, and adequately insure them against loss, theft, and damage.

8.3 Until ownership of the Products has transferred to the Customer, the Customer may not pledge, encumber, or otherwise provide the Products as security to third parties. Resale in the ordinary course of the Customer's business is permitted.

8.4 If the Customer fails to fulfil its obligations, Monsor shall be entitled to take back the Products. The Customer hereby grants Monsor permission, now and in advance, to enter all locations where the Products are located in order to take them back.

8.5 If third parties seize Products subject to retention of title or wish to establish or assert rights over them, the Customer shall immediately notify Monsor in writing.

8.6 All reasonable costs Monsor must incur to exercise its ownership rights or take back the Products shall be borne by the Customer.

Article 9. Inspection, Complaints, Returns, and Warranty

9.1 The Customer must carefully inspect the Products immediately upon delivery for visible defects, damage, quantities, specifications, and packaging.

9.2 Visible defects, transport damage, or shortages must be reported to Monsor in writing no later than seven (7) working days after delivery, providing sufficient information for Monsor to assess the complaint.

9.3 Non-visible defects must be reported to Monsor in writing no later than seven (7) working days after discovery and within a reasonable period after they reasonably could have been discovered.

9.4 The Customer shall give Monsor the opportunity to investigate the complaint before the Products are returned, destroyed, processed, or replaced.

9.5 If the Customer does not submit a complaint in good time in accordance with this article, all claims relating to the relevant defect shall lapse.

9.6 Filing a complaint does not suspend the Customer’s payment obligations.

9.7 Correctly delivered Products will only be accepted for return with Monsor’s prior written consent.

9.8 Approved returns must be returned unused, undamaged, and, insofar as reasonably possible, in the original packaging.

9.9 The statutory right of withdrawal for consumers does not apply to agreements governed by these general terms and conditions of sale and delivery.

Article 10. Warranty and Quality

10.1 Monsor warrants that the Products meet the reasonable quality requirements that may be expected of them under normal use, proper storage, and normal handling.

10.2 If a Product bears a best-before date, period of use, expiry date, or specific storage, transport, or usage instructions, these shall apply only if the Product has been stored, transported, handled, and used in accordance with the instructions provided by Monsor.

10.3 If there is a demonstrable defect attributable to Monsor, Monsor shall, at its discretion, replace the relevant Product, repair it where reasonably possible, issue a credit, or provide a refund.

10.4 The warranty is excluded for defects caused by improper use, improper storage, careless handling, modification or processing of the Product, normal wear and tear where applicable, or use contrary to the instructions provided by Monsor.

10.5 Monsor does not guarantee that the Products are suitable for a specific purpose intended by the Customer, unless expressly agreed in writing.

10.6 The Customer is responsible for correctly storing the Products and for complying with all applicable laws and regulations concerning their storage, import, resale, promotion, distribution, and use.

10.7 If the Customer identifies or reasonably suspects that a Product presents a safety risk, quality deviation, or other possible non-conformity, the Customer shall promptly notify Monsor in writing and shall not communicate independently with customers, purchasers, or competent authorities without prior consultation with Monsor, unless otherwise required by law.

10.8 Any further warranty, express or implied, is excluded to the extent permitted by law.

Article 11. Liability

11.1 Monsor’s total liability for an attributable failure to perform the Agreement or on any other legal basis is limited to the amount paid out in the relevant case under Monsor’s commercial liability or product liability insurance.

11.2 If, for any reason, no payment is made under the insurance policy, Monsor’s total liability is limited to a maximum of the invoice amount of the relevant order to which the liability relates.

11.3 The liability limitations specified in this article apply per event or series of related events.

11.4 Monsor is not liable for indirect damage, including but not limited to consequential loss, lost profits, lost revenue, business interruption, loss of goodwill, loss of data, and reputational damage.

11.5 The Customer shall indemnify Monsor against third-party claims arising from the Customer’s improper use, storage, modification, processing, labelling, packaging, or resale of the Products, unless the damage was directly caused by a defect attributable to Monsor.

11.6 Any legal claim by the Customer against Monsor expires no later than twelve (12) months after the Customer became aware, or reasonably should have become aware, of the event on which the claim is based, without prejudice to any shorter statutory limitation or expiry periods.

11.7 The limitations in this article do not apply insofar as the damage results from intent or deliberate recklessness on the part of Monsor, or insofar as mandatory law prescribes more extensive liability.

Article 12. Force Majeure

12.1 Monsor is not obliged to perform any obligation if it is prevented from doing so as a result of force majeure.

12.2 Force majeure includes, but is not limited to: delays or failures by suppliers or manufacturers; shortages of raw materials; transport problems; strikes; pandemics; epidemics; war; terrorism; cyber incidents; disruptions at IT service providers, cloud providers, or telecommunications facilities; disruptions in the energy supply; fire; government measures; import or export restrictions; natural disasters; and any other circumstance beyond Monsor’s reasonable control.

12.3 During the period of force majeure, Monsor’s obligations are suspended.

12.4 If the force majeure event lasts longer than sixty (60) days, both parties are entitled to terminate the Agreement in whole or in part in writing, without being obliged to pay compensation for any damage.

Article 13. Intellectual Property and Use of the Brand

13.1 All intellectual property rights relating to the Products, the Assortment, the Monsor brand, trade names, logos, packaging, designs, technical specifications, product concepts, formulas, compositions, images, photography, videos, documentation, software, promotional materials, websites, and other expressions are held exclusively by Monsor or its licensors.

13.2 Unless expressly agreed otherwise in writing, the Purchaser acquires only the right to resell the Products. No intellectual property rights, licenses, or other rights of use are transferred to the Purchaser, except insofar as necessary for the performance of the Agreement.

13.3 The Purchaser may use the Monsor brand and photographs, videos, texts, product information, logos, and other marketing materials provided by Monsor solely to promote and sell the Products and in accordance with the guidelines provided by Monsor.

13.4 The Purchaser may not modify, remove, or supplement Products, packaging, labels, product information, logos, or other brand assets without Monsor’s prior written consent.

13.5 Monsor is entitled to limit or withdraw the use of its intellectual property, brand assets, or marketing materials at any time if the Purchaser uses them in a manner that could reasonably harm the Monsor brand or its reputation.

Article 14. Cooperation and Distribution

14.1 The Purchaser shall present, store, promote, and sell the Products in a manner consistent with the appearance and positioning of the Monsor brand, and shall observe Monsor’s reasonable instructions and brand guidelines.

14.2 Monsor may communicate a non-binding recommended retail price. The Purchaser independently and autonomously determines its resale prices. Monsor attaches no benefits, obligations, or disadvantages to following or not following a recommended retail price.

14.3 Unless otherwise agreed in writing, Monsor grants the Purchaser no exclusive sales rights.

14.4 The Agreement does not create an agency, distribution agreement, franchise, joint venture, or representation, unless the parties have expressly agreed otherwise in writing.

14.5 Each party is responsible for the import, export, customs, and other legal obligations imposed on it under the Agreement or the agreed delivery term. If it has been agreed in writing that Monsor will handle the export, Monsor shall assume the associated obligations at its own expense.

14.6 If Monsor deems a safety warning, quality notification, or recall necessary, the Purchaser shall provide all reasonable cooperation in carrying it out and shall follow Monsor’s instructions without delay.

14.7 Each party bears its own costs of a safety warning, quality notification, or recall, unless it can be demonstrated that it was caused by an attributable failure of the other party.

14.8 The Customer shall offer, sell, and promote Products exclusively using the current product information provided by Monsor. Any changes to product information provided by Monsor must be implemented by the Customer within a reasonable period.

Article 15. Termination, confidentiality, and transfer

15.1 Monsor is entitled to suspend or terminate the Agreement, in whole or in part, with immediate effect if the Customer: a. fails to fulfil its obligations under the Agreement; b. applies for a suspension of payments; c. is declared bankrupt or a bankruptcy petition has been filed; d. fully or partially ceases or liquidates its business; e. is placed under guardianship or administration; or f. must otherwise reasonably be deemed no longer able to fulfil its obligations.

15.2 In the cases referred to in Article 15.1, all outstanding claims of Monsor shall become immediately due and payable, without prejudice to its other statutory and contractual rights.

15.3 The Parties shall treat all Confidential Information as strictly confidential and use it solely for the performance of the Agreement.

15.4 The obligation of confidentiality shall remain in force after termination of the Agreement.

15.5 Monsor is entitled to transfer all or part of its rights and obligations under the Agreement to an affiliated company, legal successor, or acquirer of (part of) its business, including in connection with a merger, acquisition, or restructuring. The Customer may transfer its rights and obligations only with Monsor’s prior written consent.

Article 16. Applicable law and disputes

16.1 All quotations, Agreements, and these general terms and conditions of sale and delivery shall be governed exclusively by Dutch law.

16.2 The applicability of the United Nations Convention on Contracts for the International Sale of Goods (CISG or Vienna Sales Convention) is expressly excluded.

16.3 Disputes arising from or related to an Agreement to which these general terms and conditions of sale and delivery apply shall be submitted exclusively to the competent court of the Rotterdam District Court, unless mandatory law provides otherwise.

Final provision

These general terms and conditions of sale and delivery apply to all quotations, offers, order confirmations, and Agreements between 24 Concepts B.V., trading under the name Monsor, and its business customers.

This is the current version of Monsor’s general terms and conditions of sale and delivery.

Questions regarding these general terms and conditions of sale and delivery may be addressed to sales@monsor.com.