Your purchases of any Products via the Mizuno website from Supplies Distributors SA ("SDSA") will be governed by the following terms and conditions:

Introduction

These are our Online Terms of Sales. These Online Terms of Sales always apply when you place an order through our Website, and they contain important information for you as a buyer. Please read them carefully. We also recommend that you save or print these Online Terms of Sales so that you can consult them at a later time.

Article 1. Definitions

1.1. Mizuno Corporation (Netherlands): based in Capelle aan den IJssel and registered with the Chamber of Commerce under file number 52445097, trading as Mizuno Corporation Netherlands.

1.2. Website: the Website of Mizuno Corporation, to be found on www.emea.mizuno.com and all of its subdomains.

1.3. Products: the products that you purchase via the Mizuno website, sold to you by SDSA, rue Louis Blériot 5, 4460 Grâce-Hollogne, Belgium (company number: BE 0475.286.142) in its own name, as a business partner of Mizuno Corporation Netherlands.

1.4. Customer: the natural person or corporation who enters into an agreement with Supplies Distributors SA.

1.5. Agreement: any arrangement or agreement between SDSA and Customer regarding the purchases of any Products via the Website of which the Online Terms of Sales are an integral part.

1.6. Online Terms of Sales: these Online Terms of Sales.

Article 2. Applicability of the Online Terms of Sales

2.1. The Online Terms of Sales apply to all offers, agreements and deliveries of SDSA, unless explicitly agreed otherwise in writing.

2.2. If Customer in his order, confirmation or any other communication alleging acceptance of the Online Terms of Sales includes any provisions that differ from, or are not included in the Online Terms of Sales, such provisions will only be binding upon SDSA if and in so far as SDSA has accepted them in writing.

2.3. In cases where specific product or service-related terms and conditions apply in addition to these Online Terms of Sales, Customer can always invoke the applicable condition that is most favorable to him in the event of incompatible Online Terms of Sales.

Article 3. Prices and information

3.1. All prices posted on the Website and in other materials originating from SDSA include taxes and other levies imposed by the government, unless stated otherwise on the website. If shipping costs are charged, these will be clearly stated in good time before the contract is concluded. These costs will also be displayed separately in the ordering process.

3.2. The content of the Website is composed with the greatest care. Mizuno Corporation nor SDSA can, however, guarantee that all information on the Website is correct and complete at all times. All prices and other information posted on the Website and in other materials originating from Mizuno Corporation are subject to obvious programming and typing errors.

3.3. Mizuno Corporation nor SDSA can be held responsible for deviations in colour that result from the quality of the colours displayed on the screen.

Article 4. Conclusion of the Agreement

4.1. The Agreement will be deemed to be concluded at the moment Customer accepts the offer of SDSA subject to the conditions laid down by SDSA.

4.2. If Customer has accepted the offer by electronic means, SDSA will confirm receipt of acceptance of the offer by electronic means without delay. Until such receipt of acceptance is confirmed, Customer will have the possibility to terminate the Agreement.

4.3. If it is found that, in accepting or otherwise entering into the Agreement, Customer has provided incorrect data, SDSA will have the right to postpone the Agreement until the correct data is received.

Article 5. Registration

5.1. To make optimal use of the Website, Customer can register using the registration form/the account sign-in option on the Website.

5.2. During the registration process, Customer will be asked to choose a user name and password with which he can log on to the Website. Customer alone is responsible for choosing a sufficiently reliable password.

5.3. Customer must keep its login credentials, user name and password strictly confidential. Mizuno Corporation nor SDSA can be held liable for any misuse of the login credentials and is always entitled to assume that Customer who logs on to the Website is the party that it professes to be. Customer is responsible for and bears the full risk of any and all actions and transactions performed via Customer’s account.

5.4. If Customer knows or has reason to suspect that its login details have become available to unauthorised parties, it will be required to change its password as soon as possible and/or to notify Mizuno Corporation accordingly so as to allow Mizuno Corporation to take appropriate measures.

Article 6. Execution of the Agreement

6.1. As soon as SDSA has received the order, it will send the products to Customer without delay and with due regard for the provisions of paragraph 3 of this article.

6.2. SDSA is authorised to engage third parties in the fulfilment of its obligations under the Agreement.

6.3. Well ahead of the date on which the Agreement is signed, information will be posted on the Website which clearly describes the manner in which and the term within which the products will be delivered. If no delivery term has been agreed or stated, the products will be delivered within 45 days at the latest.

6.4. If SDSA is unable to deliver the products within the agreed term, it will notify Customer accordingly. In that case Customer can decide either to agree to a new delivery date or to terminate the Agreement without incurring any costs.

6.5. SDSA advises Customer to inspect the products upon delivery and to report any defects within an appropriate period, preferably in writing or by email. For further details, see the article about guarantee and conformity.

6.6. The risks associated with the products will transfer to Customer as soon as the Products are delivered at the agreed delivery address.

6.7. If the ordered product can no longer be supplied, SDSA is entitled to deliver a product which is comparable in nature and quality to the ordered product. In that case, Customer will have the right to terminate the Agreement without incurring any costs and to return the product free of charge.

Article 7. Right of withdrawal/return

7.1. This article only applies if Customer is a natural person who is not acting in his or her professional or commercial capacity.

7.2. Customer will have the right to dissolve the distance Agreement with SDSA within 45 days after receiving the product, free of charge and without stating reasons.

7.3. The term commences on the day after the product was received by the Consumer, or a third party designated by the Customer, who is not the transporting party, or:

• if the delivery of a product involves different deliveries or parts: the day on which Customer, or a third party designated by Customer, received the last delivery or the last part;

• with contracts for the regular delivery of products during a given period: the day on which Customer, or a third party designated by Customer, received the last product;

• if Customer has ordered several products: the day on which Customer, or a third party designated by Customer, received the last product.

7.4. SDSA bears the costs of returning the product, which means that Customer can return the product free of charge. Any shipping costs paid by Customer and the purchase price paid for the product will be refunded to Customer if the entire order is returned.

7.5. During the withdrawal period referred to in paragraph 2, Customer will treat the product and its packaging with the utmost care. Customer may not open the packaging or use the product unless this is necessary in order to determine the nature of the products, their features and their operation.

7.6. Customer is only liable for the product’s devaluation that is a consequence of his handling the product other than as permitted.

7.7. Customer can terminate the Agreement in accordance with paragraph 2 of this article by reporting the withdrawal (digital or in other form) to SDSA, within the withdrawal period, by means of the model form for right of withdrawal or in some other unequivocal way. If Mizuno Corporation makes it possible for Customer to declare his withdrawal via electronic/digital means, then after receiving such a declaration, SDSA sends immediate confirmation of receipt.

7.8. As quickly as possible, but no later than 45 days after the day of reporting as referred to in paragraph 3, Customer shall return the product, or hand it over to (a representative of) SDSA. Customer can send the product directly to SDSA without a notice of withdrawal in advance within the period as mentioned in paragraph 2. Customer must, in this case, include a written notice of withdrawal. Enclose the return note with your parcel and return via UPS. Use the return sticker to get free return.

Products can be returned to the following address:
Supplies Distributors S.A. - Mizuno, S4 Riverside, Rue du Trilogiport 6, 4681 Hermalle Sous Argenteau, Belgium

7.9. Any amounts already paid by Customer (in advance) will be refunded to Customer as soon as possible, and in any case within 7 days after dissolution of the Agreement. If Customer chose an expensive method of delivery in preference to the cheapest standard delivery, SDSA does not have to refund the additional costs of the more expensive method Except in cases in which SDSA has offered to retrieve the product himself, he can postpone refunding until he has received the product or until Customer proves he has returned the product, depending on which occurs earlier.

7.10. Information about the applicability or non-applicability of a right of withdrawal and any required procedure will be posted clearly on the used Website, well before the Agreement is concluded. Customer may also consult the following EU website:
https://europa.eu/youreurope/citizens/consumers/shopping/guarantees-returns/index_en.htm

Article 8. Payment

8.1. Customer shall pay the amounts due to SDSA in accordance with the ordering procedure and any payment methods indicated on the Website. SDSA is free to offer any payment method of its choice and may change these methods at any time. In cases of payment after delivery Customer will be given a term of payment of 14 days entering on the day after delivery.

Article 9. Warranty and conformity

9.1. This article only applies if Customer is a natural person who is not acting in his or her professional or commercial capacity. If Mizuno Corporation gives a separate warranty on the products then, without prejudice to the aforesaid, this applies to all types of Customers.

9.2. Mizuno Corporation guarantees that the products are in conformity with the Agreement, the specifications stated in the offer, the reasonable requirements of reliability and/or usability and with the existing statutory provisions and/or government regulations that are in force from the date of entering into the Agreement. If specifically agreed, Mizuno Corporation also guarantees that the product is suitable for other than normal use.

9.3. If the delivered product is not in conformity with the Agreement, Customer must inform Mizuno Corporation within a reasonable period of time after he has discovered the defect.

9.4. If Mizuno Corporation deems the complaint to be correct, the faulty product(s) will be repaired, replaced or refunded in consultation with Customer. The maximum amount of compensation is, having regard to the Article on liability, equal to the price paid by Customer for the product.

Article 10. Warranty on business purchases

10.1. This article 10 only applies if Customer is a legal entity who is acting in a professional or commercial capacity.

10.2. Mizuno Corporation guarantees that the products are in conformity with the Agreement, the specifications stated in the offer, the reasonable requirements of reliability and/or usability and with the existing statutory provisions and/or government regulations that are in force from the date of entering into the Agreement. If specifically agreed, Mizuno Corporation also guarantees that the product is suitable for other than normal use. Otherwise, it applies that the product is suitable for normal use.

10.3. If the delivered product is not in conformity with the Agreement, Customer must inform Mizuno Corporation within a reasonable period of time after he has discovered the defect.

10.4. If Mizuno Corporation deems the complaint to be correct, the faulty product(s) will be repaired, replaced or (partially) refunded in consultation with the Customer.

Article 11. Complaints handling procedure

11.1. If Customer has any grievances in connection with a product (in accordance with the article on warranties and conformity) and/or about other aspects of SDSA’s service, it can submit a complaint by telephone, by email or by post. See the contact details at the bottom of the Online Terms of Sales.

11.2. SDSA will respond to the complaint as soon as possible, and in any case within 2 days after having received it. If it is not yet possible for SDSA to formulate a substantive reaction to the complaint by that time, SDSA will confirm receipt of the complaint within 2 days after having received it and give an indication of the term within which it expects to be able to give a substantive or definitive reaction to Customer’s complaint.

11.3. If Customer is a natural person who is not acting in his or her professional or commercial capacity, it can file a complaint through the European Online Dispute Resolution platform, available at: http://ec.europa.eu/odr/.

Article 12. Liability

12.1. This article 12 only applies if Customer is a natural person or a legal entity who is acting in a professional or commercial capacity.

12.2. The total liability of SDSA in respect of Customer due to an attributable failure to perform the Agreement is limited to compensation not exceeding the price stipulated for that particular Agreement (including VAT).

12.3. The liability of Mizuno Corporation and SDSA in respect of Customer for indirect damage or loss, which in any case includes – but is explicitly not limited to – consequential damage, lost profit, lost savings, loss of data and damage due to business interruption, is excluded.

12.4. Aside from the cases referred to in the two previous paragraphs of this Article, Mizuno Corporation and SDSA are not subject to any liability at all in respect of Customer for damages, irrespective of the ground on which the action for damages is based. The restrictions set out in this Article, will, however, cease to apply if and insofar as the damage or loss is the result of an intentional act or gross negligence on the part of Mizuno Corporation or SDSA.

12.5. SDSA will only be liable to Customer on account of an attributable failure in the performance of an agreement if Customer issues a proper notice of default to SDSA without delay stipulating a reasonable period of time in which to remedy the failure, and SDSA also continues to fail to perform its obligations after that period. The notice of default must contain a description of the failure in as much detail as possible to enable SDSA to provide an adequate response.

12.6. Any event giving right to compensation is always subject to the condition that Customer reports the damage or loss in writing to SDSA as soon as possible, but no later than within 45 days after the damage or loss has arisen.

12.7. In the event of force majeure SDSA is not liable to pay compensation for any damage or loss Customer has incurred as a result.

Article 13. Retention of title

13.1. This article 13 only applies if Customer is a natural person or legal entity who is acting in a professional or commercial capacity.

13.2. As long as Customer has not made any full payment on the total amount agreed Mizuno Corporation or SDSA will retain ownership of all the goods delivered (including possible debt collection costs and interest).

13.3. Before the transfer of ownership, Customer is not authorized to, other than corresponding to his normal company and normal destination of the goods, sell, deliver or any other way of misappropriation. Furthermore, Customer is not allowed to pawn the goods or to give any rights regarding the goods to third parties as long as the transfer of ownership has not been completed.

13.4. Customer is obliged to keep any goods that are delivered under reservation of ownership with care and recognizable as property of Mizuno Corporation.

13.5. Mizuno Corporation is entitled to withdraw any goods delivered under reservation of ownership and in the possession of Customer, if Customer has neglected to pay the invoices or has been confronted with payment difficulties.

13.6. Customer shall give Mizuno Corporation access to his goods at any time to inspect and/or to exercise the rights of Mizuno Corporation.

Article 14. Final provisions

14.1. This agreement is governed by the laws of the country of establisment of the webshop, notwithstanding possible applicability of mandatory provisions. This means an Agreement for the purchase of products through the Website and any dispute or claim arising out of or in connection with it will be governed by the laws of the country of establishment of the webshop.

14.2. Insofar as not dictated otherwise by mandatory law, any disputes ensuing from the Agreement will be submitted to the competent Belgian court in the district where SDSA has its registered office.

14.3. If any provision set out in these Online Terms of Sales should prove to be void, this will not affect the validity of the Online Terms of Sales as a whole. In that case, the Parties will lay down one or more new provisions in replacement which will reflect the original provision as much as is possible under the law.

14.4. The term ‘written’ in these Online Terms of Sales also refers to communication by email and fax, provided that the sender’s identity and the integrity of the email message have been sufficiently established.

Contact details

Should you have any questions, complaints or comments after reading these General Terms and Conditions, please contact us by email or letter:

Supplies Distributors S.A. - Mizuno
S4 Riverside
Rue du Trilogiport 6
4681 Hermalle Sous Argenteau
Belgium

VAT BE 0475.286.142

NL email: service-nl@mizuno.eu
BE email: service-be@mizuno.eu
DE/AT email: service-de@mizuno.eu
UK email: service-uk@mizuno.eu
ES email: service-es@mizuno.eu
FR email: service-fr@mizuno.eu
IT email: service-it@mizuno.eu