General Terms and Conditions – Supply of Products (B2B)

Terms for business product orders

These General Terms and Conditions apply to the sale and supply of products by X-treme Smile® to business customers. They include provisions concerning orders, payment, delivery, warranties, returns, professional use, product safety and liability.

For business product orders (B2B)
Separate terms apply to training courses
Dutch law applies
Version August 2026

X-treme Smile®
Albert Einsteinweg 4, 8501 XE Joure, the Netherlands
Dutch Chamber of Commerce (KvK): 51530791  |  VAT identification number: NL001432948B79

Article 1 – Definitions

  1. X-treme Smile®: the business operating under the trade name X-treme Smile®, registered as a sole proprietorship in the Dutch Commercial Register under Chamber of Commerce number 51530791 and established at Albert Einsteinweg 4, 8501 XE Joure, the Netherlands.
  2. Customer: any natural person or legal entity acting in the course of a profession, business or independent professional activity that enters into or negotiates an Agreement with X-treme Smile®.
  3. Agreement: any agreement between X-treme Smile® and the Customer concerning the sale and/or supply of Products and any services directly related thereto.
  4. Products: all physical goods offered or supplied by X-treme Smile®, including professional products, equipment, instruments, tools, cosmetic products, teeth-whitening products, Tooth Gems, oral-care products and related items.
  5. Regulated Product: any Product for which the sale, supply, application, use or resale is restricted under applicable laws or regulations to particular professional groups, applications, ages or other conditions.
  6. Commercial Warranty: any warranty voluntarily provided by X-treme Smile® subject to the conditions and limitations stated in these General Terms and Conditions or in relation to the relevant Product.
  7. Website: any website or online store operated by X-treme Smile® on which Products are offered.
  8. In Writing: communication by letter, email or other electronic communication that can be stored in a durable form and for which the sender can be sufficiently identified.
  9. Separate X-treme Smile® Training Terms and Conditions apply to courses, training programmes, workshops, practical training days and digital courses. Where one order contains both Products and Training, these General Terms and Conditions apply solely to the product portion of that order.

Article 2 – Applicability and business status

  1. These General Terms and Conditions apply to all offers, quotations, orders, Agreements and deliveries by X-treme Smile® to business Customers.
  2. Any general terms and conditions of the Customer are expressly excluded unless X-treme Smile® has accepted them in writing in advance.
  3. By entering into the Agreement, the Customer declares that it is acting in the course of a profession or business.
  4. X-treme Smile® is entitled to request company details, VAT numbers, registrations, certificates, diplomas, professional qualifications, insurance details and other relevant supporting documents before accepting an account or order.
  5. The Customer warrants that all information supplied is correct, complete and up to date.
  6. Approval by X-treme Smile® of an account, company, professional qualification, diploma, certificate, registration or other document constitutes an administrative check only.
  7. Such approval does not constitute a statement or guarantee that the Customer is professionally competent, legally authorised, adequately trained or sufficiently insured.
  8. The Customer remains responsible at all times for compliance with all statutory, professional, registration, licensing, insurance, safety and hygiene requirements applicable to its business and professional activities.
  9. If it is subsequently established that the Customer must legally be regarded as a consumer, mandatory consumer rights shall remain applicable and any provisions conflicting with such mandatory rights shall not apply to the extent required by law.

Article 3 – Accounts and access to Products

  1. A business account is linked to the relevant business and may only be used by persons authorised to place orders on behalf of the Customer.
  2. The Customer is responsible for keeping its login details confidential and for using them with due care.
  3. Orders placed through the Customer's account shall in principle be deemed to have been placed by or on behalf of the Customer, except where unauthorised use is demonstrated and cannot reasonably be attributed to the Customer.
  4. X-treme Smile® may temporarily or permanently block all or part of an account and request additional supporting documents where, among other things:
    • information proves to be incorrect or incomplete;
    • professional qualifications are missing or have expired;
    • statutory sales conditions change;
    • payment obligations are not fulfilled;
    • fraud or misuse is suspected;
    • there is doubt regarding lawful use or resale;
    • safety or compliance risks exist.
  5. Previous approval of an account does not create a permanent right of access to specific Products.
  6. X-treme Smile® may recheck previously accepted supporting documents and, where reasonably necessary, request current documentation.

Article 4 – Offers and formation of the Agreement

  1. Product listings, stock indications, prices, images, quotations and other commercial communications shall in principle constitute an invitation to place an order and not an irrevocable offer.
  2. An order placed by the Customer constitutes an offer to enter into an Agreement.
  3. X-treme Smile® may accept or reject an order in whole or in part.
  4. The Agreement is concluded once X-treme Smile® has accepted the order by means of an order confirmation or has actually commenced performance.
  5. An automatically generated acknowledgement of receipt does not necessarily constitute final acceptance where otherwise stated.
  6. X-treme Smile® may refuse, suspend or, to the extent legally permitted, terminate an order where, among other things:
    • there is an obvious pricing, stock or typographical error;
    • the Product is unavailable;
    • supply is prohibited by law;
    • required professional documentation is missing;
    • fraud exists or is reasonably suspected;
    • payment is not made;
    • sanctions, export rules or other regulations prevent supply;
    • a safety issue or recall makes supply inappropriate.
  7. If a Product that has already been paid for is not supplied for such a reason, the amount paid for the undelivered Product shall be credited or refunded.
  8. Obvious mistakes, typographical errors, technical errors and manifestly incorrect prices shall not bind X-treme Smile® where the Customer reasonably knew or should have known that an error had occurred.

Article 5 – Prices, taxes and costs

  1. Unless expressly stated otherwise, business prices exclude VAT, shipping costs, import duties, customs charges and other levies.
  2. The price applicable when the Agreement is concluded shall apply, subject to obvious errors.
  3. X-treme Smile® may change prices for future orders at any time.
  4. For framework agreements, ongoing supplies or agreements of longer duration, X-treme Smile® may adjust prices where relevant cost factors change.
  5. Such factors include changes in:
    • raw-material prices;
    • transport costs;
    • energy prices;
    • wages;
    • taxes and levies;
    • exchange rates;
    • supplier prices;
    • statutory obligations;
    • government measures.
  6. Products subject to specific tax rules shall always be treated in accordance with the tax treatment required by law.

Article 6 – Payment

  1. Online store orders must in principle be paid in full when the order is placed, unless otherwise agreed in writing.
  2. Where payment by invoice is permitted, a payment term of seven (7) days from the invoice date shall apply unless otherwise agreed in writing.
  3. Following expiry of the payment term, the Customer shall be in default to the extent that no further notice of default is required by law.
  4. From the date of default, the Customer shall owe the statutory commercial interest referred to in Article 6:119a of the Dutch Civil Code until payment has been made in full.
  5. Reasonable judicial and extrajudicial collection costs incurred by X-treme Smile® in collecting a due and payable claim shall be borne by the Customer to the extent permitted by law.
  6. Payments shall first be allocated to costs and interest and thereafter to the oldest outstanding principal amount.
  7. In the event of late payment, X-treme Smile® may:
    • suspend deliveries;
    • refuse new orders;
    • restrict account access;
    • require advance payment;
    • require additional security.
  8. The Customer shall not be entitled to suspend payment or set off amounts against alleged counterclaims unless such counterclaims have been acknowledged in writing by X-treme Smile® or have been irrevocably established, to the extent permitted by law.
  9. A complaint concerning a Product does not automatically suspend the Customer's payment obligation.
  10. The records of X-treme Smile® shall, subject to evidence to the contrary, constitute evidence of orders, deliveries, payments and outstanding amounts.

Article 7 – Stock, delivery and backorders

  1. Delivery shall take place to the delivery address provided by the Customer.
  2. The Customer is responsible for providing correct and complete delivery details.
  3. Stock indications are indicative only.
  4. No unconditional right to delivery may be derived from a stock indication displayed on the Website.
  5. Stated delivery times are indicative and shall not constitute strict deadlines unless expressly agreed otherwise in writing.
  6. X-treme Smile® may deliver an order in separate parts where reasonably necessary.
  7. X-treme Smile® does not in principle operate automatic backorders or subsequent deliveries.
  8. If, during processing, an ordered Product proves to be unavailable or insufficiently available, X-treme Smile® may cancel the relevant Product.
  9. Any amount already paid for an undelivered Product shall be credited or refunded.
  10. The remaining available Products in the same order may still be delivered.
  11. The unavailability of one Product does not entitle the Customer to cancel Products that have already been correctly delivered or prepared for shipment.
  12. If a cancelled Product becomes available again at a later date, the Customer must in principle place a new order. The price, stock status and shipping costs applicable at that time shall apply.
  13. An obligation to supply a Product at a later date shall arise only where X-treme Smile® expressly confirms in writing that the Product will be backordered.
  14. Unless otherwise agreed in writing, the risk of loss or damage in B2B deliveries shall transfer to the Customer when the shipment is handed over to the carrier, to the extent permitted by law.
  15. Where the Customer selects or engages its own carrier, transport shall be for the Customer's account and risk following handover to that carrier.
  16. Incoterms® shall apply only where a specific Incoterm® has been expressly agreed in writing.

Article 8 – Failure to collect, refusal and incorrect delivery details

  1. The Customer is responsible for taking receipt of a shipment in a timely manner.
  2. If a shipment is delivered to a collection point, parcel point or other collection location, the Customer is responsible for collecting it within the retention period applied by the carrier.
  3. If a shipment is not collected in time and is consequently returned to X-treme Smile®, it shall only be sent again after the Customer has paid the new shipping costs due for reshipment.
  4. The original shipping costs shall not be refunded in such a case.
  5. The same applies if the shipment is returned due to:
    • an incorrect or incomplete delivery address;
    • incorrect company details;
    • refusal of the shipment;
    • a delivery instruction provided by the Customer;
    • failure to respond in time to communications from the carrier;
    • another circumstance attributable to the Customer.
  6. If the carrier charges X-treme Smile® return costs or other additional transport costs demonstrably caused by a circumstance attributable to the Customer, X-treme Smile® may also charge those reasonable costs to the Customer.
  7. Reshipment shall only take place after all amounts due in connection with the new shipment have been paid.
  8. This arrangement shall not apply where the return shipment was demonstrably caused exclusively by an error by X-treme Smile® or by an error of the carrier that cannot be attributed to the Customer.

Article 9 – Missing and non-received shipments

  1. If the Customer states that a dispatched order has not been received, the Customer must notify X-treme Smile® in writing as soon as possible following the expected delivery date.
  2. Before doing so, the Customer must reasonably check whether the shipment:
    • was accepted by an employee, colleague or other person present;
    • was delivered to a neighbour or nearby business;
    • was delivered to a collection point;
    • was left in accordance with a delivery preference;
    • was delivered to an alternative delivery location.
  3. In the event of a report of suspected loss, X-treme Smile® shall in principle request an official investigation by the relevant carrier.
  4. The Customer must cooperate fully with that investigation and provide all statements, information and documentation that may reasonably be required.
  5. While the official carrier investigation is ongoing, X-treme Smile® shall not be obliged to resend, replace, credit or refund the order unless mandatory law provides otherwise.
  6. X-treme Smile® may await the carrier's normal and reasonable investigation period.
  7. If the carrier does not reach a conclusion within a reasonable period, X-treme Smile® may assess the report on the basis of the information then available.
  8. The assessment may include, among other things:
    • track-and-trace information;
    • sorting and depot scans;
    • delivery records;
    • signatures;
    • photographs;
    • GPS or location data;
    • delivery preferences;
    • statements from the courier or carrier;
    • other relevant information.
  9. The official outcome of the carrier investigation shall in principle be decisive for X-treme Smile® when determining how the matter will be handled, unless specific and demonstrable evidence shows that the outcome is manifestly incorrect.
  10. If the investigation shows that the shipment was correctly delivered to the address supplied, an agreed location, a selected collection point or in accordance with a delivery instruction provided by the Customer, X-treme Smile® shall in principle not be obliged to provide a free replacement or credit, subject to demonstrable evidence to the contrary.
  11. If the carrier confirms that the shipment was genuinely lost in transit or was not correctly delivered, X-treme Smile® shall, to the extent permitted by law, determine whether:
    • the Products will be sent again;
    • replacement Products will be supplied;
    • the relevant amount will be credited;
    • the relevant amount will be refunded.
  12. X-treme Smile® is not required to provide a replacement or subsequent delivery of a Product that is no longer available or in stock.
  13. The principle that X-treme Smile® does not operate automatic backorders also applies to lost shipments.
  14. Where the investigation does not produce a clear conclusion, X-treme Smile® shall assess the report on the basis of all information available.
  15. If a shipment initially considered missing is subsequently delivered after a replacement shipment has already been sent, the Customer must immediately notify X-treme Smile® in writing.
  16. X-treme Smile® shall then determine whether the additional shipment:
    • must be returned in the manner specified by X-treme Smile®;
    • may be retained by the Customer and invoiced accordingly.
  17. If non-receipt resulted from an incorrect address, safe-place permission, delivery preference or other instruction attributable to the Customer, there shall be no right to free replacement or credit.

Article 10 – Inspection, complaints and preservation of evidence

  1. The Customer must inspect every delivery immediately upon receipt.
  2. Inspection shall include, among other things:
    • quantities;
    • Products;
    • packaging;
    • visible damage;
    • missing components;
    • batch, lot or serial numbers where applicable.
  3. Visible defects, transport damage, incorrect deliveries and missing Products must be reported in writing no later than five (5) working days after receipt.
  4. Hidden defects must be reported in writing no later than five (5) working days after the Customer discovered or reasonably should have discovered them.
  5. A complaint should, where possible, include:
    • the order or invoice number;
    • the Product name;
    • the item number;
    • the batch, lot or serial number;
    • a clear description of the issue;
    • photographs and/or video.
  6. The Customer must immediately stop using a Product where continued use could reasonably cause damage or create a safety risk.
  7. A Product to which a complaint, damage claim, safety report or warranty claim relates must be carefully retained for as long as an investigation may reasonably be necessary.
  8. Without prior permission from X-treme Smile®, the Customer must not:
    • destroy it;
    • discard it;
    • disassemble it;
    • have it repaired;
    • modify it;
    • repackage it;
    • remove relevant components.
    This applies to the extent that such actions could obstruct an investigation into the cause, safety or liability.
  9. The Customer must also retain relevant packaging, serial numbers, batch details, usage information and other reasonably necessary information.
  10. If the Customer removes or destroys reasonably necessary evidence and X-treme Smile® is demonstrably prejudiced in its ability to investigate or establish evidence as a result, this may be taken into account when assessing the claim.
  11. This shall not result in loss of rights to the extent that such a consequence is prohibited by law.
  12. Damage caused or increased because the Customer continues using a Product despite a known or reasonably apparent issue shall be for the Customer's account to the extent caused by such continued use.
  13. A Product that was demonstrably supplied incorrectly, incompletely or already damaged shall be treated as a delivery complaint and not as a claim under the Commercial Warranty.

Article 11 – Returns and hygiene-related Products

  1. Genuine B2B orders are not subject to a statutory right of withdrawal.
  2. A voluntary return is possible only with prior written permission from X-treme Smile®.
  3. X-treme Smile® is not obliged to accept a voluntary return.
  4. Where a return is accepted as a goodwill gesture, the Product must in principle:
    • be unused;
    • be undamaged;
    • be complete;
    • be in its original packaging;
    • remain suitable for resale;
    • have sufficient remaining shelf life.
  5. Where a voluntary B2B return is accepted, X-treme Smile® may deduct a 15% restocking charge from the amount credited.
  6. The shipping costs and transport risk of a voluntary return shall be borne by the Customer.
  7. Products that cannot safely be resold as new for reasons relating to hygiene, product safety, shelf life, traceability or storage conditions shall not be accepted as voluntary returns.
  8. This includes, among other things:
    • Products intended for intraoral use;
    • Products that come into contact with the mouth, teeth or mucous membranes;
    • mouth retractors and cheek retractors;
    • applicators;
    • microbrushes;
    • gel cups;
    • whitening gels;
    • cosmetic and dental gels;
    • etch;
    • primer;
    • adhesive;
    • chemical preparations;
    • oral-care products;
    • hygiene and disposable products;
    • sterile Products;
    • Products for which a seal or hygiene packaging has been opened;
    • Products with limited shelf life;
    • Products for which compliance with required storage conditions can no longer be established after delivery.
  9. This exclusion may also apply where packaging does not visibly appear to have been opened if X-treme Smile® can no longer reasonably guarantee the storage conditions, integrity or hygienic safety of the Product after delivery.
  10. Products specially ordered, modified, reserved or assembled for the Customer shall likewise not be accepted as voluntary returns.
  11. A return sent without prior permission does not have to be accepted.
  12. These provisions do not affect a valid and timely complaint concerning an incorrect delivery, demonstrable defect, product-safety issue or recall.

Article 12 – Commercial Warranty and carry-in/walk-in warranty

  1. Any warranty voluntarily provided by X-treme Smile® shall constitute a Commercial Warranty.
  2. Unless otherwise stated in writing for the relevant Product, eligible non-consumable Products are covered by a Commercial Warranty of three (3) months from delivery.
  3. Manufacturer or supplier warranties may be subject to additional or different terms and conditions.
  4. All Commercial Warranties provided by X-treme Smile® are exclusively carry-in/walk-in warranties.
  5. The Customer is responsible for delivering the Product to X-treme Smile® for inspection, repair or assessment.
  6. Where the Product is shipped, the shipping costs and transport risk from the Customer to X-treme Smile® shall be borne by the Customer.
  7. The shipping costs and transport risk of returning the inspected, repaired or replaced Product from X-treme Smile® to the Customer shall also be borne by the Customer, to the extent permitted by law.
  8. By appointment, the Customer may personally deliver and/or collect the Product.
  9. X-treme Smile® is not obliged to provide a loan device or temporary replacement Product during inspection or repair.
  10. X-treme Smile® may require the complete Product to be supplied together with any components required for diagnosis, including a power supply, adapter, cable, handpiece, charger or battery.
  11. Assessment may be suspended for as long as necessary components have not been provided.
  12. If inspection shows that there is no defect covered by the Commercial Warranty, X-treme Smile® may charge reasonable inspection, handling and return costs.
  13. The Commercial Warranty shall not apply to the extent that the issue was caused by, among other things:
    • incorrect use;
    • use contrary to instructions;
    • incorrect connection;
    • improper maintenance;
    • incorrect storage;
    • normal wear and tear;
    • dropping or impact;
    • moisture or heat;
    • modification or repair by third parties;
    • unsuitable accessories;
    • incorrect combinations of equipment or Products.
  14. If a warranty claim is accepted, X-treme Smile® shall, to the extent permitted by law, determine whether the Product will be:
    • repaired;
    • replaced;
    • credited.
  15. Repair or replacement does not automatically create a new full warranty period.
  16. The original warranty period shall in principle continue to apply unless otherwise agreed in writing.
  17. The Commercial Warranty does not constitute a guarantee of any specific cosmetic or treatment result.
  18. The shipping-cost arrangement in this Article applies to the Commercial B2B Warranty. A demonstrable incorrect delivery or a defect already present on receipt and reported in time shall be assessed separately in accordance with Article 10.

Article 13 – Specific warranty terms for curing lights

  1. By way of exception to Article 12, curing lights are covered by a Commercial Warranty of one (1) month from delivery.
  2. This warranty applies solely to a demonstrable technical or electronic defect in the curing light itself arising within that period under normal and prescribed use.
  3. Light guides, light-guide tips, fibre-optic tips, optical tips and similar separate or fragile light-conducting components are excluded from the Commercial Warranty.
  4. The following are among the matters not covered by warranty:
    • breakage;
    • cracks;
    • scratches;
    • damage;
    • reduced light transmission resulting from use;
    • damage caused by cleaning or disinfection;
    • dropping;
    • impact;
    • incorrect storage;
    • other external influences.
  5. A light guide that is demonstrably already damaged upon receipt must be reported within the complaint period set out in Article 10.
  6. Such a report shall be treated as possible damage or a defect upon delivery and not as a warranty claim.
  7. The carry-in/walk-in warranty arrangement in Article 12 also applies to curing lights.
  8. Shipping costs to X-treme Smile® and shipping costs back to the Customer shall be borne by the Customer in the event of a Commercial Warranty claim.

Article 14 – Professional use, insurance and responsibility

  1. The Customer is responsible for determining whether a Product is suitable and legally permitted for the intended professional application.
  2. Before using a Product, the Customer must review all relevant:
    • instructions for use;
    • warnings;
    • safety information;
    • labelling;
    • contraindications;
    • professional restrictions;
    • age restrictions.
  3. Products must be used, sold and applied only in accordance with applicable laws and regulations and the instructions provided.
  4. The Customer is responsible for, among other things:
    • professional hygiene;
    • safe application;
    • suitable equipment;
    • client selection;
    • contraindications;
    • consent of clients or models;
    • age restrictions;
    • professional registrations;
    • permits or licences;
    • training and professional competence.
  5. The Customer is responsible for taking out and maintaining appropriate business, professional and/or product liability insurance for its activities.
  6. In relation to Regulated Products or where there is reasonable cause, X-treme Smile® may request evidence that the Customer has adequate insurance.
  7. The absence of adequate insurance does not release the Customer from liability towards X-treme Smile® or third parties.
  8. Product information, manuals, blogs, instructions, training courses or other information provided by X-treme Smile® do not replace the Customer's own professional judgement or legal responsibility.
  9. X-treme Smile® does not guarantee a specific cosmetic, dental or treatment result.
  10. The Customer may not make medical, cosmetic, health or other claims that go beyond what is legally permitted and supported by official Product information.
  11. X-treme Smile® is not responsible for advertising, product, usage or treatment claims independently made by the Customer.

Article 15 – Regulated teeth-whitening Products

  1. X-treme Smile® may require evidence of professional qualification, registration or authorisation before supplying Regulated Products.
  2. Within the EU/EEA, teeth-whitening products containing or releasing more than 0.1% and up to 6% hydrogen peroxide shall only be supplied to dental practitioners who are eligible under the applicable European rules.
  3. A Customer ordering such Products warrants that it satisfies the legal requirements governing their purchase.
  4. The Customer is responsible for complying with all applicable rules concerning, among other things:
    • the first application in each cycle of use;
    • professional supervision;
    • age restrictions;
    • use;
    • supply to the end user.
  5. The Customer may not resell or make Regulated Products available to persons who are not legally entitled to purchase them.
  6. Verification or acceptance by X-treme Smile® of supporting documents does not release the Customer from its own legal responsibilities.
  7. X-treme Smile® may refuse or block supply where there is doubt concerning authorisation, intended destination or lawful use.
  8. For supplies outside the EU/EEA, the Customer is responsible for compliance with local laws in the country of destination to the extent that such responsibility rests with the Customer.

Article 16 – Product safety, traceability and recalls

  1. The Customer must transport, store and handle Products in such a way that safety, quality, traceability and legal compliance are not compromised.
  2. Batch numbers, lot numbers, serial numbers, labels and relevant Product identification must not be removed, altered or made illegible.
  3. A business Customer that resells Products must retain sufficient records for the legally applicable period to enable Products and relevant links in the distribution chain to be traced.
  4. For Products to which the General Product Safety Regulation applies, the Customer must, to the extent that the relevant legal obligation applies to the Customer, retain the legally required traceability and safety information for the applicable retention periods.
  5. The Customer shall provide such information to X-treme Smile® without delay where necessary in connection with:
    • a safety incident;
    • a Product investigation;
    • regulatory supervision;
    • a corrective measure;
    • a recall.
  6. In the event of an urgent product-safety issue, the Customer must, where reasonably possible, respond within 24 hours to a request from X-treme Smile® for necessary traceability or safety information.
  7. The Customer shall immediately inform X-treme Smile® if it becomes aware of:
    • a serious incident;
    • a safety issue;
    • a suspected Product defect;
    • serious undesirable effects;
    • possible counterfeiting;
    • tampering;
    • relevant communication from a supervisory authority.
  8. Where product safety or applicable regulations require it, X-treme Smile® may:
    • suspend delivery;
    • block sales;
    • block particular batches;
    • request additional information;
    • issue a warning;
    • withdraw Products from the market;
    • conduct a recall.
  9. The Customer must cooperate immediately and fully with such measures.
  10. Upon request, the Customer must among other things:
    • stop further sale or use;
    • quarantine stock;
    • provide batch details;
    • identify relevant customers;
    • inform customers;
    • return Products;
    • retain safety information.
  11. Products that are the subject of a safety investigation or recall may not be destroyed, altered or resold without permission where this could obstruct the investigation or corrective measure.
  12. Costs of a safety measure or recall shall be borne by the Customer to the extent that they are demonstrably caused by the Customer's acts or omissions, including:
    • incorrect storage;
    • modification;
    • repackaging;
    • removal of labelling;
    • unauthorised resale;
    • use contrary to instructions;
    • failure to comply with applicable regulations.
  13. Nothing in this Article limits any mandatory product-safety, notification or recall obligations of X-treme Smile®.

Article 17 – Modification, repackaging and private label

  1. Without prior written permission from X-treme Smile®, the Customer may not:
    • modify Products;
    • dilute Products;
    • mix Products;
    • refill Products;
    • repackage Products;
    • relabel Products;
    • remove safety information;
    • present Products under another Product name;
    • place Products on the market under its own name or trademark.
  2. The Customer may not remove or alter batch, lot, serial, expiry-date or other traceability information.
  3. If the Customer nevertheless modifies, repackages, relabels or markets a Product under its own brand, the Customer shall itself be responsible for all legal obligations that arise as a result of those actions.
  4. Depending on the applicable product legislation, this may include the Customer itself being regarded as the manufacturer, responsible person or another responsible economic operator.
  5. The Customer shall itself arrange any required:
    • safety assessment;
    • documentation;
    • labelling;
    • registration;
    • Product information;
    • notifications;
    • insurance cover.
  6. The Customer shall indemnify X-treme Smile® against claims, costs and damage directly arising from unauthorised modification, repackaging, relabelling or private-label activities by the Customer, except to the extent that X-treme Smile® itself remains liable under mandatory law.

Article 18 – Retention of title

  1. All Products supplied shall remain the property of X-treme Smile® until the Customer has paid all claims for which retention of title may legally be stipulated.
  2. Until ownership has transferred, the Customer must store the Products with due care.
  3. The Customer may not pledge the Products or otherwise provide them as security to third parties.
  4. Resale in the ordinary course of business is permitted for as long as the Customer is not in payment default and this authority has not been withdrawn in writing.
  5. If the Customer is in default, it must provide reasonable cooperation in identifying and recovering Products that remain subject to retention of title.
  6. To the extent lawful, the Customer must provide X-treme Smile® with access to the location where such Products are held.
  7. X-treme Smile® retains all statutory rights of recovery, security and recourse.

Article 19 – Intellectual property, reseller status and representation

  1. All intellectual property rights relating to, among other things, trademarks, trade names, texts, photographs, designs, manuals, documentation, packaging and marketing material shall remain vested in X-treme Smile® or the relevant rights holder.
  2. Purchasing a Product does not transfer any intellectual property rights.
  3. A reseller may use images and branding material made available by X-treme Smile® solely for the lawful promotion of authentic Products and in accordance with any brand or usage instructions.
  4. X-treme Smile® may withdraw permission to use branding or images where the material is used in a misleading, incorrect, unlawful or brand-damaging manner.
  5. Without written permission, the Customer may not, among other things:
    • alter labels or trademarks;
    • present Products as its own manufacture;
    • sell or license photographs, texts or documentation;
    • associate misleading claims with the brand or Product.
  6. The Customer operates as an independent business.
  7. The Customer is not an:
    • agent;
    • commercial representative;
    • employee;
    • franchisee;
    • authorised representative;
    • partner
    of X-treme Smile®, unless this has been expressly agreed separately in writing.
  8. The Customer is not authorised to enter into warranties, commitments, declarations, obligations or agreements on behalf of X-treme Smile®.
  9. Any additional warranties, statements or commitments independently given by the Customer to its own customers shall not bind X-treme Smile®.

Article 20 – Liability

  1. X-treme Smile® shall only be liable for damage to the extent that such liability can actually be attributed to X-treme Smile® under applicable law.
  2. To the extent permitted by law, any liability shall be limited to the amount paid out in the relevant case under X-treme Smile®'s liability insurance, increased by any applicable policy excess.
  3. If no insurance payment is made, regardless of the reason, the liability of X-treme Smile® shall, to the extent permitted by law, be limited to the net invoice value of the Product or delivery that directly gave rise to the damage.
  4. If the relevant Agreement consists of several separate deliveries, only the net invoice value of the relevant part to which the damage relates shall be taken into account for the purposes of the preceding paragraph.
  5. To the extent permitted by law, X-treme Smile® shall not be liable for indirect damage, including:
    • consequential loss;
    • loss of profit;
    • loss of turnover;
    • lost savings;
    • business interruption;
    • reputational damage;
    • loss of customers;
    • loss of data;
    • costs of replacement staff;
    • lost business opportunities.
  6. X-treme Smile® shall not be liable for damage to the extent caused by:
    • incorrect use;
    • use outside the intended application;
    • failure to follow instructions;
    • incorrect storage;
    • use after the expiry date;
    • unauthorised modification, mixing or dilution;
    • application by unauthorised persons;
    • use of unsuitable equipment;
    • combination with unsuitable third-party Products;
    • incorrect information or claims made by the Customer.
  7. The Customer must take all reasonable measures to prevent and limit damage.
  8. The exclusions and limitations of liability contained in these General Terms and Conditions shall, to the extent permitted by law, apply regardless of the legal basis on which the Customer bases a claim, including:
    • breach of contract;
    • tort or other unlawful act;
    • warranty;
    • damages;
    • restitution;
    • avoidance;
    • termination;
    • any other legal basis.
  9. This shall not exclude statutory liability that cannot be contractually excluded or limited under mandatory law.
  10. The liability limitations shall therefore not apply to the extent that exclusion or limitation is prohibited by mandatory law.
  11. This includes statutory product liability to the extent that it may not be contractually excluded or limited against the injured party.
  12. To the extent permitted by law, contractual claims of the Customer shall expire no later than twelve (12) months after the Customer became aware, or could reasonably have become aware, of the claim and the relevant facts, unless a different mandatory period applies.

Article 21 – Owner, employees, auxiliary persons and third-party clause

  1. Where the Customer, in addition to or instead of X-treme Smile®, seeks to hold the natural person operating the sole proprietorship personally liable for conduct connected with the Agreement, that person may, to the extent permitted by law, rely on the same exclusions, liability limitations, limitation periods and defences as X-treme Smile®.
  2. The same protection shall, to the extent permitted by law, apply for the benefit of:
    • employees;
    • trainers;
    • representatives;
    • auxiliary persons;
    • engaged independent contractors;
    • logistics service providers;
    • other persons engaged by X-treme Smile® in performing the Agreement.
  3. To the extent necessary, the above liability limitations and defences shall constitute an irrevocable third-party beneficiary clause granted without consideration for the benefit of those persons.
  4. The persons referred to in this Article may independently invoke this third-party clause insofar as the statutory requirements for doing so are met.
  5. Nothing in this Article excludes liability that may not be excluded under mandatory law.

Article 22 – Indemnification and handling of third-party claims

  1. The Customer shall indemnify X-treme Smile® against third-party claims to the extent that such claims directly result from acts or omissions of the Customer.
  2. This includes claims arising from, among other things:
    • incorrect use;
    • application contrary to instructions;
    • treatment by unauthorised persons;
    • failure to comply with hygiene requirements;
    • failure to comply with professional regulations;
    • unauthorised resale;
    • supply of Regulated Products to unauthorised persons;
    • incorrect storage;
    • modification or repackaging;
    • private labelling;
    • incorrect advertising or Product claims;
    • failure to follow safety or recall instructions.
  3. The indemnity shall not apply to the extent that the relevant damage arises from a circumstance for which X-treme Smile® itself remains liable under mandatory law.
  4. If a third party submits a claim that may fall within this indemnity, the Customer must notify X-treme Smile® in writing without delay.
  5. The Customer must then:
    • provide all relevant information and documents;
    • cooperate fully with the investigation and defence;
    • preserve relevant evidence;
    • follow reasonable instructions from X-treme Smile® concerning the defence.
  6. The Customer may not admit liability on behalf of X-treme Smile® without prior consultation with X-treme Smile®.
  7. Without prior consultation, the Customer may not enter into a settlement that:
    • imposes obligations on X-treme Smile®;
    • acknowledges liability on the part of X-treme Smile®;
    • otherwise prejudices the legal position of X-treme Smile®.
  8. To the extent that a claim is demonstrably caused by acts or omissions of the Customer, reasonable legal, investigation and handling costs shall be borne by the Customer to the extent permitted by law.

Article 23 – Force majeure

  1. X-treme Smile® shall not be obliged to perform for as long as performance is reasonably prevented by force majeure.
  2. Force majeure includes, among other things:
    • disruptions affecting suppliers;
    • raw-material shortages;
    • production problems;
    • transport problems;
    • strikes;
    • fire;
    • flooding;
    • natural disasters;
    • war;
    • terrorism;
    • epidemics or pandemics;
    • cyber incidents outside reasonable control;
    • serious IT failures;
    • power failures;
    • government measures;
    • import or export restrictions;
    • sanctions;
    • customs problems;
    • unexpected failure of essential suppliers.
  3. X-treme Smile® may suspend its obligations for the duration of the force majeure event.
  4. If force majeure continues for more than sixty (60) days and performance can no longer reasonably be expected, either party may terminate the unperformed part of the Agreement.
  5. Products already correctly supplied and services already performed shall remain payable.
  6. Force majeure shall not give rise to a right to compensation for indirect or consequential loss.

Article 24 – International delivery, export and sanctions

  1. For deliveries outside the Netherlands, the Customer is responsible for compliance with the laws and regulations of the country in which the Products are imported, sold, resold or used, to the extent that such responsibility legally rests with the Customer.
  2. The Customer is responsible, among other things, for applicable:
    • import formalities;
    • import duties;
    • local taxes;
    • permits or licences;
    • professional authorisations;
    • sales and usage restrictions.
  3. X-treme Smile® may refuse delivery where sanctions, export rules, product-safety requirements or other regulations give reason to do so.
  4. The Customer may not export, resell or otherwise make Products available in breach of applicable trade or sanctions rules.
  5. If the Customer independently resells Products to another country, the Customer is responsible for local legal obligations arising from that independent resale.
  6. Incoterms® shall apply only where a specific Incoterm® has been expressly agreed in writing.
  7. Dutch law is chosen for the contractual relationship with the Customer as further provided in Article 27.
  8. This choice of law cannot exclude mandatory rules that apply irrespective of a contractual choice of law.

Article 25 – Privacy and data

  1. X-treme Smile® processes personal data in accordance with applicable privacy legislation and its privacy policy.
  2. Where necessary, data may be processed for purposes including:
    • performing orders;
    • account verification;
    • verification of professional details;
    • invoicing;
    • fraud prevention;
    • statutory record keeping;
    • product safety;
    • recalls;
    • communication with supervisory authorities.
  3. The Customer is responsible for the lawful processing of personal data within its own business activities.

Article 26 – Suspension and termination

  1. X-treme Smile® may suspend performance of an Agreement or, to the extent permitted by law, terminate it in whole or in part if the Customer, among other things:
    • fails to pay on time;
    • provides incorrect or misleading information;
    • breaches applicable regulations;
    • uses or resells Regulated Products without authorisation;
    • fails to comply with safety instructions;
    • fails to cooperate with a necessary recall;
    • is declared bankrupt;
    • applies for a suspension of payments;
    • ceases trading;
    • offers insufficient recourse due to attachment or other circumstances;
    • otherwise materially fails to perform its obligations.
  2. Amounts due shall become immediately payable in such circumstances to the extent permitted by law.
  3. Suspension or termination shall not affect rights and claims of X-treme Smile® that have already arisen.

Article 27 – Applicable law, CISG and competent court

  1. Every contractual Agreement between X-treme Smile® and the Customer shall be governed exclusively by Dutch law.
  2. The United Nations Convention on Contracts for the International Sale of Goods (CISG), also known as the Vienna Sales Convention, is expressly excluded.
  3. To the extent that a valid jurisdiction clause may be agreed, disputes shall be submitted exclusively to the competent court of the District Court of the Northern Netherlands, Leeuwarden location.
  4. Before commencing proceedings, the parties shall make reasonable efforts to resolve any dispute between themselves.
  5. Where mandatory national, European or international law prescribes another rule of law or competent court, such mandatory law shall prevail.
  6. The contractual choice of Dutch law and the Dutch courts does not exclude mandatory product-safety, product-liability or other rules that apply independently of that choice.

Article 28 – Final provisions, evidence and version control

  1. If any provision is wholly or partly void, voidable or unenforceable, the remaining provisions shall remain in force to the greatest extent possible.
  2. To the extent possible, the relevant provision shall be replaced by a valid provision that most closely reflects the purpose and economic effect of the original provision.
  3. Failure by X-treme Smile® to immediately exercise a right shall not constitute a waiver of that right.
  4. The Customer may not transfer rights or obligations arising from the Agreement to third parties without the prior written permission of X-treme Smile®, except where mandatory law provides otherwise.
  5. X-treme Smile® may transfer rights and obligations in connection with a sale, transfer, reorganisation or change of the business to the extent permitted by law.
  6. Oral commitments made by employees, representatives, trainers or other persons shall bind X-treme Smile® only after they have been confirmed in writing by an authorised person.
  7. X-treme Smile® may amend these General Terms and Conditions for future Agreements.
  8. In principle, the version of the General Terms and Conditions in force at the time the Agreement was concluded shall apply to that Agreement.
  9. The General Terms and Conditions shall be made available before or at the time the Agreement is concluded in a manner enabling the Customer to store and subsequently access them.
  10. For evidential purposes, X-treme Smile® may record, among other things:
    • which version of the General Terms and Conditions was accepted;
    • the date and time of acceptance;
    • the order number;
    • the customer or account number;
    • the language used;
    • relevant technical log data to the extent lawfully processed.
  11. The administration, order records and electronic records of X-treme Smile® shall constitute evidence of the facts recorded therein, subject to evidence to the contrary.
  12. If translations of these General Terms and Conditions are available and a difference in meaning or interpretation arises, the Dutch-language version shall prevail for B2B Agreements to the extent permitted by law.
  13. If any provision conflicts with mandatory applicable national, European or international law, this shall not affect the validity of the remaining provisions.

End of General Terms and Conditions – Supply of Products (B2B)

X-treme Smile® · version August 2026