Article 1 Definitions

In these general terms and conditions, the following terms are used in the following meaning, unless explicitly stated otherwise:

1. Offer: Any written offer to the Buyer for the delivery of Products by the Seller, to which these conditions are inseparably linked.
2. Company: The natural or legal person who acts in the exercise of a profession or business.
3. Buyer: The natural person who does not act in the exercise of a profession or business and who enters into an Agreement (at a distance) with the Seller.
4. Agreement: The purchase agreement (at a distance) that extends to the sale and delivery of Products purchased by the Buyer from The Butterfly Pick.
5. Products: The Products offered by The Butterfly Pick are freshly roasted coffee, bicycles, and accessories.
6. Seller: The provider of Products to the Buyer, hereinafter referred to as Butterfly.

Article 2 Applicability

1. These general terms and conditions apply to every Offer from Butterfly and every Agreement between Butterfly and a Buyer, and to every Product offered by Butterfly.
2. Before an Agreement (at a distance) is concluded, the Buyer will be provided with these general terms and conditions. If this is not reasonably possible, Butterfly will indicate to the Buyer how they can view the general terms and conditions, which are published on Butterfly’s website in any case, so that the Buyer can easily store these general terms and conditions on a durable data carrier.
3. In exceptional situations, it is possible to deviate from these general terms and conditions if this has been explicitly and in writing agreed upon with Butterfly.
4. These general terms and conditions also apply to additional, amended, and follow-up agreements with the Buyer. Any general and/or purchasing conditions of the Buyer are expressly rejected.
5. If one or more provisions of these general terms and conditions are partially or wholly null and void or are annulled, the remaining provisions of these general terms and conditions will remain in effect, and the null and void/annulled provision(s) will be replaced by a provision with the same intent as the original provision.
6. Ambiguities about the content, interpretation, or situations not regulated in these general terms and conditions should be assessed and interpreted in the spirit of these general terms and conditions.
7. If these general terms and conditions refer to she/her, this should also be interpreted as a reference to he/him/his, if and insofar as applicable.

Article 3 The Offer

1. All offers made by Butterfly are non-binding, unless expressly stated otherwise in writing. If the Offer is limited or valid under specific conditions, this will be explicitly stated in the Offer. An Offer is only considered as such if it is recorded in writing.
2. The Offer made by Butterfly is non-binding. Butterfly is only bound by the Offer if its acceptance by the Buyer is confirmed in writing within 30 days, or by the Buyer having already paid the due amount. Nevertheless, Butterfly has the right to refuse an Agreement with a potential Buyer for a valid reason on Butterfly’s part.
3. The Offer contains an accurate description of the offered Product with corresponding prices. The description is detailed enough so that the Buyer is able to make a good assessment of the Offer. Obvious mistakes or errors in the Offer cannot bind Butterfly. Any images and specific data in the Offer are only indicative and cannot be grounds for any compensation or dissolution of the Agreement (at a distance). Butterfly cannot guarantee that the colors in the image exactly match the real colors of the Product.
4. Delivery times and periods mentioned in Butterfly’s Offer are indicative and do not give the Buyer the right to dissolution or compensation if exceeded, unless expressly agreed otherwise.
5. A composite price quote does not oblige Butterfly to deliver part of the goods included in the offer or Offer at a part of the stated price.
6. If and insofar as there is an offer, this does not automatically apply to reorders. Offers are only valid while stocks last, and according to the first-come-first-served principle.

Article 4 Formation of the Agreement

1. The Agreement is established at the moment the Buyer accepts an Offer from Butterfly by paying for the respective product, except in cases as referred to in Article 5 of these general terms and conditions.
2. An Offer can be made by Butterfly via the website.
3. If the Buyer has accepted the Offer by entering into an Agreement with Butterfly, Butterfly will confirm the Agreement with the Buyer in writing, or at least by email.
4. If the acceptance (on minor points) deviates from the Offer, Butterfly is not bound by it.
5. Butterfly is not obliged to adhere to an Offer if the Buyer could reasonably have expected or should have understood or ought to have understood that the Offer contains an obvious mistake or error. The Buyer cannot derive any rights from this mistake or error.
6. The Buyer has the right to exercise their right of withdrawal within the legal term. If withdrawal is applicable, the Buyer will handle the product and the packaging with care. They will only unpack or use the product to the extent necessary to establish the nature, characteristics, and functioning of the product. The direct costs of returning the product are for the Buyer’s account.
7. Products for which the seal has been broken after delivery as referred to in Article 6:230p sub f under 3 of the Dutch Civil Code that cannot be returned are excluded from the right of withdrawal. This is explicitly stated in the Offer.

Article 5 Execution of the Agreement

1. Butterfly will execute the Agreement to the best of its insight and ability.
2. If and insofar as a proper execution of the Agreement requires, Butterfly has the right to have certain tasks performed by third parties at its discretion.
3. The Buyer ensures that all data, which Butterfly indicates are necessary or which the Buyer should reasonably understand to be necessary for the execution of the Agreement, are provided to Butterfly in a timely manner. If the data required for the execution of the Agreement are not provided to Butterfly in time, Butterfly has the right to suspend the execution of the Agreement.
4. In executing the Agreement, Butterfly is not obliged or required to follow the instructions of the Buyer if this changes the content or scope of the Agreement. If the instructions result in additional work for Butterfly, the Buyer is obliged to reimburse the additional or incidental costs accordingly.
5. Butterfly is not liable for any damage of any kind that has arisen because Butterfly has relied on incorrect and/or incomplete information provided by the Buyer, unless this inaccuracy or incompleteness was known to Butterfly. This also includes processing the Agreement through automated decision-making.
6. The Buyer indemnifies Butterfly against any claims from third parties who suffer damage in connection with the execution of the Agreement and which is attributable to the Buyer.

Article 6 Delivery

1. If the commencement, progress, or delivery of the Agreement is delayed because, for example, the Buyer has not provided all requested information in time, has not cooperated sufficiently, the (advance) payment has not been received by Butterfly in time, or if any delay arises due to other circumstances beyond Butterfly’s control, Butterfly is entitled to a reasonable extension of the delivery period. All agreed delivery periods are never strict deadlines. The Buyer must formally declare Butterfly in default in writing and allow a reasonable period to still be able to deliver. The Buyer is not entitled to any compensation due to the delay.
2. The Buyer is obliged to accept the goods at the moment they are made available to them according to the Agreement, even if they are offered earlier or later than agreed.
3. If the Buyer refuses acceptance or is negligent in providing information or instructions necessary for delivery, Butterfly is entitled to store the goods at the expense and risk of the Buyer.
4. If the Products are delivered by Butterfly or an external carrier, Butterfly is entitled, unless otherwise agreed in writing, to charge any delivery costs. These will then be invoiced separately unless explicitly agreed otherwise.
5. If Butterfly requires information from the Buyer for the execution of the Agreement, the delivery time only commences after the Buyer has provided all necessary information to Butterfly.
6. If Butterfly has specified a delivery period, this is indicative. Longer delivery periods apply for deliveries outside the Netherlands.
7. Butterfly is entitled to deliver the goods in parts, unless this has been deviated from in the Agreement or if the partial delivery has no independent value. Butterfly is entitled to invoice the delivered parts separately.
8. Deliveries are only carried out if all invoices have been paid unless explicitly agreed otherwise. Butterfly reserves the right to refuse delivery if there is a justified fear of non-payment.

Article 7 Packaging and Transport

1. Butterfly commits to the Buyer to properly package and secure the goods to be delivered in such a way that they reach their destination in good condition under normal use. Parties can agree in writing on further details regarding how Butterfly packages the products.
2. Unless otherwise agreed in writing, all deliveries include value-added tax (VAT), packaging, and packaging materials.
3. Accepting goods without comments on the consignment note or receipt serves as proof that the packaging was in good condition at the time of delivery.

Article 8 Inspection, Complaints

1. The Buyer is obliged to inspect the delivered goods at the time of (delivery) or at least within 14 days after receiving the goods, but only to unpack or use them to the extent necessary to determine whether they will keep the Product. The Buyer should check whether the quality and quantity of the delivered goods correspond with the Agreement and whether the Products meet the standards that apply in normal (commercial) transactions.
2. The Buyer is obliged to investigate and inform themselves about how the Product should be used and, in case of personal use, to test the Product according to the instructions for use. Butterfly accepts no liability for incorrect use of the Product by the Buyer.
3. Any visible defects or shortages should be reported in writing to Butterfly at info@Butterfly.cc after delivery. The Buyer has a period of 14 days after delivery to do this. Non-visible defects or shortages should be reported within 14 days after discovery, but no later than 6 months after delivery. If the Product is damaged due to careless handling by the Buyer themselves, the Buyer is liable for any depreciation of the Product.
4. If a complaint is made in time according to the previous clause, the Buyer remains obliged to pay for the purchased goods. If the Buyer wishes to return defective goods, this can only be done with prior written permission from Butterfly in the manner indicated by Butterfly.
5. If the Buyer exercises their right of withdrawal, they should return the Product and all accessories, as far as reasonably possible, in their original condition and packaging to Butterfly, in accordance with Butterfly’s return instructions. The direct costs of returning the goods are for the Buyer’s account and risk.
6. Butterfly is entitled to investigate the authenticity and condition of the returned Products before any refund will be made.
7. Refunds to the Buyer will be processed as soon as possible, but the payment can take up to 30 days after receipt of the return shipment. Refund will be made to the previously specified bank account.
8. If the Buyer exercises their right to complain, they have no right to suspend their payment obligation or to offset outstanding invoices.
9. In case of incomplete delivery, and/or if one or more Products are missing, and this is attributable to Butterfly, Butterfly will, upon a request from the Buyer, send the missing Product(s) or cancel the remaining order. The receipt confirmation of the Products is leading in this matter. Any damage suffered by the Buyer as a result of the (different) scope of the delivery cannot be recovered from Butterfly.

Article 9 Prices

1. During the validity period of the Offer, the prices of the offered Products will not be increased, except in the case of changes in VAT rates. Butterfly remains entitled to increase the prices, including subscription prices, annually in accordance with the applicable inflation rates.
2. The prices stated in the Offer include VAT, unless explicitly stated otherwise.
3. If a periodic payment obligation of the Buyer has been agreed upon, Butterfly is entitled to adjust the applicable prices and rates in writing, taking into account a period of 3 months.
4. The prices mentioned in the Offer are based on the cost factors applicable at the time of concluding the Agreement, such as import and export duties, freight and unloading costs, insurance, and any levies and taxes.
5. If there are Products or raw materials with price fluctuations on the financial market over which Butterfly has no influence, Butterfly can offer these Products with variable prices. The Offer will state that the prices are indicative and may fluctuate.

Article 10 Payment and Collection Policy

1. The Buyer must pay for a single purchase in full using the method indicated by Butterfly. Parties can only agree on a different payment term after explicit and written consent from Butterfly.
2. In case of liquidation, bankruptcy, seizure, or suspension of payment of the Buyer, the claims of Butterfly on the Buyer are immediately due and payable.
3. Butterfly has the right to allocate payments made by the Buyer first to reduce the costs, then to reduce the accrued interest, and finally to reduce the principal sum and the current interest. Butterfly can refuse an offer of payment without being in default if the Buyer designates a different order for the allocation. Butterfly can refuse full repayment of the principal sum if the accrued and current interest and costs are not also paid.
4. If the Buyer fails to meet their payment obligation, they will first receive a written reminder with a term of 14 days from the date of the reminder to still meet the payment obligation, including a statement of the extrajudicial costs if the Consumer does not meet their obligations within that term, before they are in default.
5. From the date the Buyer is in default, Butterfly will claim the statutory (commercial) interest from the first day of default until full payment and compensation of the extrajudicial costs in accordance with Article 6:96 of the Dutch Civil Code, calculated according to the scale from the decision on compensation for extrajudicial collection costs of July 1, 2012.
6. If Butterfly has incurred more or higher costs that are reasonably necessary, these costs are eligible for reimbursement. The judicial and execution costs incurred are also for the account of the Buyer.

Article 11 Warranty

1. Butterfly ensures that the Products comply with the Agreement, the specifications mentioned in the Offer, usability and/or soundness, and the legal rules/regulations at the time of the conclusion of the Agreement.

Article 12 Suspension and Termination

1. Butterfly is authorized to suspend the fulfillment of its obligations or to terminate the Agreement if the Buyer does not or does not fully comply with the (payment) obligations from the Agreement.
2. Furthermore, Butterfly is authorized to terminate the Agreement existing between it and the Buyer, to the extent that it has not yet been executed, without judicial intervention, if the Buyer does not timely or properly fulfill the obligations arising from any Agreement concluded with Butterfly.
3. Moreover, Butterfly is authorized to terminate the Agreement without prior notice of default if circumstances arise which are of such a nature that fulfillment of the Agreement becomes impossible or, according to standards of reasonableness and fairness, can no longer be demanded, or if other circumstances arise which are of such a nature that unaltered maintenance of the Agreement cannot reasonably be expected.
4. If the Agreement is terminated, Butterfly’s claims against the Buyer are immediately due and payable. When Butterfly suspends the fulfillment of its obligations, it retains its claims under the law and the Agreement.
5. Butterfly always retains the right to claim compensation.

Article 13 Limitation of Liability

1. If the execution of the Agreement by Butterfly leads to liability of Butterfly towards the Buyer or third parties, this liability is limited to the costs charged by Butterfly in connection with the Agreement unless the damage is caused by intent or gross negligence. The liability of Butterfly is in any case limited to the amount of the damage that the insurance company will pay out per event per year.
2. Butterfly is not liable for consequential damage, indirect damage, loss of profit and/or suffered loss, missed savings, and damage as a result of the use of the delivered Products is excluded. For the Buyer, a limitation applies as permitted under Article 7:24 paragraph 2 of the Dutch Civil Code.
3. Butterfly is not liable for and/or obliged to repair damage caused by the use of the Product. Butterfly provides strict maintenance and usage instructions that must be followed by the Buyer. All damage to Products as a result of wearing and using is explicitly excluded from liability (this includes wear and tear, usage damage, fall damage, light and water damage, theft, loss, etc.).
4. Butterfly is not liable for damage that is or may be the result of any action or omission as a result of (imperfect and/or incorrect) information on the website(s) or linked websites.
5. Butterfly is not responsible for errors and/or irregularities in the functionality of the website and is not liable for malfunctions or the unavailability of the website for any reason.
6. Butterfly does not guarantee the correct and complete transmission of the content of and by/on behalf of Butterfly sent emails, nor for their timely receipt.
7. All claims of the Buyer due to shortcomings on the part of Butterfly expire if these are not reported to Butterfly in writing and motivated within one year after the Buyer became aware or could reasonably have been aware of the facts on which they base their claims. All claims of the Buyer expire in any case one year after the end of the Agreement.

Article 14 Force Majeure

1. Butterfly is not liable when it is unable to fulfill its obligations under the Agreement due to a force majeure situation, nor can it be held to fulfill any obligation if it is hindered due to a circumstance that is not attributable to its fault and neither under the law, a legal act or generally accepted practices is for its account.
2. Force majeure includes, but is not limited to, what is understood in the law and jurisprudence as (i) force majeure of suppliers of Butterfly, (ii) failure to properly fulfill obligations of suppliers prescribed or recommended by the Buyer to Butterfly, (iii) defects in goods, equipment, software, or materials of third parties, (iv) government measures, (v) electricity failure, (vi) internet, data network, and telecommunication facilities disruption (e.g., due to cybercrime and hacking), (vii) natural disasters, (viii) war and terrorist attacks, (ix) general transportation problems, (x) strikes in the company of Butterfly, and (xi) other situations that in Butterfly’s opinion fall outside its sphere of influence and temporarily or permanently hinder the fulfillment of its obligations.
3. Butterfly has the right to invoke force majeure if the circumstance that prevents (further) fulfillment occurs after Butterfly should have fulfilled its commitment.
4. Parties may suspend the obligations under the Agreement during the period of force majeure. If this period lasts longer than two months, each of the parties is entitled to dissolve the Agreement, without obligation to compensate the other party for damages.
5. Insofar as Butterfly has partially fulfilled its obligations under the Agreement at the time of the occurrence of force majeure, or will be able to fulfill them, and the fulfilled or to be fulfilled part has independent value, Butterfly is entitled to invoice the part already fulfilled or to be fulfilled separately. The Buyer is obliged to pay this invoice as if it were a separate Agreement.

Article 15 Transfer of Risk

1. The risk of loss or damage to the products that are the subject of the Agreement transfers to the Buyer when the products are provided under the control of the Buyer. This is the case when the products are delivered to the Buyer’s delivery address.

Article 16 Intellectual Property Rights

1. All intellectual property rights and copyrights of Butterfly rest exclusively with Butterfly and are not transferred to the Buyer.
2. It is prohibited for the Buyer to use the Products on which Butterfly’s intellectual property rights rest in any way other than agreed in the Agreement.

Article 17 Privacy, Data Processing, and Security

1. Butterfly handles the (personal) data of the Buyer and visitors of the website(s) carefully. If requested, Butterfly will inform the concerned party about this. Questions about the processing of personal data and further information can be asked via email at info@Butterfly.cc.
2. If Butterfly is required to provide information security under the Agreement, this security will meet the agreed specifications and a level of security that, given the state of technology, the sensitivity of the data, and the associated costs, is not unreasonable.
3. Butterfly processes your personal data because you use our services and/or because you provide them to us. Below is an overview of the personal data we process:
   • First and last name
   • Company name
   • Address details
   • Email address
   • Phone number

   Butterfly processes personal data for:

   • Sending mailings such as a newsletter (marketing and communication activities)
   • Calling or emailing you to perform our services
   • Informing you about changes to our services and products

   We may only use your personal data for certain reasons that are stated in privacy legislation. This is called a legal basis. Butterfly processes the aforementioned personal data only based on the grounds mentioned in Article 6 of the General Data Protection Regulation (GDPR). These are:

   • Consent of the concerned person(s)
   • Legal obligation(s)
   • Execution of an Agreement

Article 18 Complaints

1. If the Buyer is not satisfied with the products of Butterfly and/or has complaints about the (execution of the) Agreement, the Buyer is obliged to report these complaints as soon as possible, but no later than within 14 calendar days after the event that led to the complaint. Complaints can be reported via info@Butterfly.cc with the subject “Complaint”.
2. The complaint must be sufficiently substantiated and/or explained by the Buyer for Butterfly to be able to handle the complaint.
3. Butterfly will respond to the complaint as soon as possible, but no later than within 14 calendar days after receiving the complaint.
4. Parties will try to come to a solution together.

Article 19 Applicable Law

1. Dutch law applies to every Agreement between Butterfly and the Buyer. The applicability of the Vienna Sales Convention (CISG) is explicitly excluded.
2. In case of interpretation of the content and purport of these general terms and conditions, the Dutch text thereof is always decisive. Butterfly has the right to unilaterally change these general terms and conditions.
3. All disputes arising from or in connection with the Agreement between Butterfly and the Buyer will be settled by the competent Court of Northern Netherlands unless provisions of mandatory law lead to the jurisdiction of another court.