General B2B Terms and Conditions
Version: 6 August 2026
These terms and conditions apply exclusively to business customers of Zooo Nutrition V.O.F., including resellers, gyms, distributors, business partners, and other organisations acting in the course of a trade, business, or profession. Consumers are covered by our separate general consumer terms and conditions.
1. Identity
Zooo Nutrition V.O.F.
Registered office address: Lelielaan 21, 1616 ER Hoogkarspel, The Netherlands
Return and warehouse address: Dorpsstraat 30, 1713 HJ Obdam, The Netherlands
Chamber of Commerce number: 86752405
VAT number: NL864076630B01
Email: info@zooonutrition.com
Phone Damian: +31 6 83200217
Phone Richard: +31 6 50803110
2. Applicability and order of precedence
These terms and conditions apply to every business quotation, order, delivery, and contract with Zooo Nutrition, unless otherwise agreed in writing. Terms and conditions of the business customer do not apply unless we have expressly accepted them in writing.
In the event of conflict, the following order of precedence applies: (1) a separately signed agreement, (2) the order confirmation or quotation, and (3) these B2B terms and conditions. Any deviation applies only to the contract for which it was agreed.
The customer confirms that it acts for business purposes and will provide accurate trade-register, VAT, and contact details on request.
3. Quotations, prices, and conclusion of the contract
A quotation is non-binding and valid for the period stated in it. If no period is stated, the quotation expires after 30 days. A contract is concluded when we confirm a business order in writing, begin performance, or dispatch the order.
Prices for business customers exclude VAT, shipping, duties, and other costs unless expressly stated otherwise. Oral commitments and amendments are binding on us only after written confirmation.
Obvious clerical, calculation, or pricing errors are not binding on us where the customer should reasonably have understood that an error had occurred.
4. Range, minimum order, and changes
The product range, case sizes, minimum order quantities, volume prices, and any exclusivity follow from the current quotation, price list, or order confirmation. Before accepting an order, we may change the range, price, or availability.
After the contract has been concluded, we will change an agreed price only if this has been expressly agreed or if a change is necessary because of new taxes, duties, or statutory measures. In other cases, the parties will consult in advance.
Minor changes to packaging, design, or product specifications are permitted where they do not materially impair function, safety, or the agreed main characteristics and the change is legally permitted.
5. Payment
The payment method and payment period are stated in the quotation, order confirmation, checkout, or invoice. If advance payment has been agreed, we are not required to deliver before payment has been received. The customer may not suspend or set off payment unless the counterclaim has been acknowledged by us in writing or finally determined.
In the event of late payment, the customer owes statutory commercial interest from the due date. The customer also owes legally permitted extrajudicial collection costs, subject to the applicable statutory minimum, once the claim is due. Reasonable court and enforcement costs are borne by the customer insofar as permitted by law.
Where there are reasonable doubts about creditworthiness, we may require security or advance payment before further delivery. We may suspend performance while a due invoice remains unpaid.
6. Delivery, time limits, and risk
Delivery takes place at the agreed address and by the agreed method. Delivery times are indicative unless expressly agreed in writing as strict deadlines. We will inform the customer of a relevant delay and, where reasonable, provide a new time limit.
We may make partial deliveries and invoice them separately unless this is demonstrably unreasonably burdensome for the customer. The risk of loss or damage passes upon physical delivery to the customer or its designated recipient, unless another delivery term has been agreed in writing.
The customer is responsible for accurate delivery details, accessibility, and timely acceptance. We may charge additional costs caused by incorrect information, refusal, or failure to collect, insofar as the cause is attributable to the customer.
7. Inspection, complaints, and returns
The customer must inspect the delivery as soon as possible for quantities, visible damage, shelf life, and conformity with the order. Visible discrepancies should preferably be reported in writing within 5 business days; hidden defects as soon as possible after discovery. Expiry of this preferred period does not affect rights if the customer shows that the issue could not reasonably have been reported earlier.
A report must include at least the order or invoice number, product, batch or best-before date where relevant, a description, and, where possible, photographs. The customer must retain the product and packaging for as long as reasonably necessary for investigation.
Business customers do not have a statutory consumer right of withdrawal. Returns without a defect are possible only with our prior written consent and subject to the agreed terms. If an incorrect, damaged, or defective delivery is attributable to us, we will provide an appropriate remedy and bear the necessary return costs.
8. Retention of title
All products delivered remain our property until the customer has paid in full all due amounts relating to the relevant deliveries, including interest and costs.
Until that time, the customer must store the products separately and with due care, insure them where reasonable, and not pledge or otherwise encumber them. Resale in the ordinary course of business is permitted unless, following payment arrears, we notify the customer otherwise in writing. If we exercise our retention of title, the customer will grant reasonable access to recover the relevant products, insofar as legally permitted.
9. Storage, sale, and compliance for food supplements
The customer must:
- store products in accordance with the label, product specification, and reasonable food-safety requirements;
- apply appropriate stock management and not sell products after the expiry date;
- not alter, remove, cover, or replace any label, batch code, expiry date, or safety information without our prior written consent and a valid legal basis;
- make only nutrition and health claims that are legally permitted for the product, formulation, and target market;
- not use our product information as medical advice or make unsubstantiated cure or disease claims;
- sell only in agreed countries, channels, and target groups and verify its own local obligations insofar as that responsibility rests with the customer under the law and the agreement;
- inform us immediately of any safety complaint, serious adverse event, investigation by an authority, or suspected counterfeiting.
The parties will cooperate in good faith on product safety, traceability, holds, corrections, or recalls. Insofar as legally required, the customer must retain information enabling received batches and business customers to be traced.
10. Brands, content, and resale
All intellectual property rights in brands, product names, designs, photographs, videos, text, and marketing materials remain with Zooo Nutrition or our licensors. The customer receives only a revocable, non-exclusive right of use for the lawful promotion and resale of genuine products during the cooperation.
Marketing materials may not be altered in a misleading manner. Use of domain names, trading names, social-media accounts, marketplaces, or paid advertisements containing our brands is permitted only within guidelines agreed in writing. The customer must not create the impression that it forms part of Zooo Nutrition if this is not the case.
11. Product defect, warranty, and liability
We warrant that, on delivery, products meet the agreed specifications and applicable statutory requirements for which we are responsible as supplier. A claim will lapse insofar as damage was caused by improper storage, transport after delivery, alteration, repackaging, use contrary to the label, or other circumstances attributable to the customer.
We are liable in accordance with the law. To the extent permitted by law, our liability is limited to foreseeable direct loss or damage and to no more than the net invoice amount of the delivery to which the loss or damage relates. If our liability insurer pays a higher amount for that event, the amount paid will be the maximum.
The limitation does not apply in the event of wilful misconduct or deliberate recklessness by Zooo Nutrition or its management, death or personal injury caused by our fault, product liability insofar as it cannot be excluded, or any other liability that may not legally be restricted.
To the extent permitted by law, we are not liable for indirect loss or damage such as loss of profit, lost savings, reputational damage, or business interruption. This exclusion does not apply to loss or damage that is the foreseeable and direct consequence of an obligation for which liability cannot validly be excluded.
12. Force majeure
In the event of circumstances beyond our reasonable control—such as severe disruption to transport or raw materials, natural disaster, war, government action, third-party strikes, fire, epidemic, or failure of essential infrastructure—we may suspend the affected obligation for as long as the force majeure continues. We will inform the customer as soon as possible and reasonably mitigate the consequences.
If the force majeure continues for more than 60 days and material performance can no longer reasonably be expected, either party may terminate the unperformed part in writing without compensation. Properly performed services remain payable.
13. Termination and insolvency
A party may terminate the contract if the other party commits a material breach and fails to remedy it after a reasonable written cure period. No cure period is required where remedy is permanently impossible or the law so permits.
We may suspend performance or terminate the contract in whole or in part if the customer applies for bankruptcy, is declared bankrupt, applies for a suspension of payments, ceases its business, has material assets attached, or it is reasonably clear that payment will not be made, insofar as legally permitted.
Termination does not affect due invoices, retention of title, confidentiality, intellectual property, or provisions which by their nature continue to apply.
14. Confidentiality and personal data
The parties will treat non-public commercial, technical, and pricing information as confidential and use it only for the cooperation. This obligation does not apply to information that was already lawfully public, was developed independently, or must be disclosed by law.
Each party will comply with privacy law for its own processing. Information about our processing is set out in the Privacy Policy. Where a separate data processing agreement is legally required, the parties will enter into it before the relevant processing.
15. Governing law and disputes
The business contract is governed by Dutch law. The United Nations Convention on Contracts for the International Sale of Goods (CISG) is excluded unless the parties agree otherwise in writing.
The parties will first attempt to resolve a dispute through business consultation. If this is unsuccessful, the dispute will be submitted to the court with jurisdiction under the law in the district of North Holland, unless a mandatory jurisdiction rule provides otherwise.
16. Final provisions
If a provision is invalid or unenforceable, the remaining provisions remain in force. The parties will replace the relevant provision, insofar as possible, with a valid provision that approximates its purpose and intent.
We may amend these terms for future contracts. For an existing contract, the version provided when it was concluded applies, unless an amendment is agreed in writing or is legally required.
The current terms are available online and will be provided digitally free of charge on request.
Last updated: 6 August 2026
