Terms and Conditions
SeatFoil product sales, reservations and related services
How to read these terms
These terms explain how reservations, orders, payments, delivery, warranty, cancellation and liability are handled when SeatFoil products or related services are supplied.
Provisions that specifically apply to consumers or business customers are clearly identified. A consumer is an individual acting outside a trade, business or profession. A business customer is anyone acting in a commercial or professional capacity.
The order confirmation, product specification and any separately signed agreement form part of the contract. If documents conflict, the separately signed agreement takes priority, followed by the order confirmation, the product specification and then these terms.
Article 1 Identity and definitions
1.1 “SeatFoil”, “we”, “us” and “our” mean FWSE B.V, trading as Seatfoil, with the company details stated on the first page of these terms.
1.2 “Customer”, “you” and “your” mean the person or organisation that submits a reservation, requests an offer, places an order or enters into an agreement with us.
1.3 “Product” means a SeatFoil craft, component, accessory, spare part, battery, charger, software enabled device or other item supplied by us.
1.4 “Services” means commissioning, instruction, training, maintenance, repair, transport, installation, demonstration or other work agreed with you.
1.5 “Consumer” means a natural person acting for purposes outside their trade, business or profession. “Business customer” means every other customer.
1.6 “Agreement” means the contract between you and us, including the order confirmation, accepted offer, product specification and these terms.
Article 2 Application and availability
2.1 These terms apply to our offers, reservations, orders, sales, deliveries and services unless we expressly agree otherwise in writing.
2.2 Your purchasing conditions or other standard terms do not apply unless we expressly accept them in writing.
2.3 We will make these terms available before the agreement is concluded. For an online order, they may be provided electronically in a format that you can store and reproduce.
2.4 A deviation from these terms applies only to the specific agreement for which it was accepted.
2.5 If a provision is invalid or unenforceable, the remaining provisions continue to apply. The invalid provision will be replaced by a valid provision that reflects its purpose as closely as the law permits.
2.6 Mandatory rights granted to consumers cannot be restricted by these terms.
Article 3 Product information and offers
3.1 We aim to describe our products and services accurately. Images, renders, videos, performance figures and demonstrations are illustrative unless a feature is expressly included in the order confirmation.
3.2 Performance depends on factors such as user weight, water conditions, wind, temperature, battery condition, maintenance, configuration and operating technique. Stated ranges, speeds and operating times are estimates unless expressly guaranteed in writing.
3.3 An offer or quotation is non binding until accepted by us in accordance with article 4. Unless another period is stated, a written quotation remains valid for 30 days.
3.4 We may correct an obvious clerical, calculation or pricing error before delivery. If the correction materially disadvantages a consumer, the consumer may cancel the affected order and receive a refund of amounts paid.
3.5 Availability shown on a website or at an event is not a guarantee that a product can be supplied immediately.
Article 4 Reservations, orders and formation of the agreement
4.1 A submitted reservation form records your interest and preferred configuration. It does not by itself create an obligation for us to sell or for you to buy.
4.2 After receiving a reservation, we may contact you to verify the configuration, intended use, delivery location, availability and commercial terms.
4.3 If we accept the proposed order, we will send an order confirmation and, where applicable, a deposit invoice to the email address you provided.
4.4 Unless the order confirmation states otherwise, the agreement becomes binding when you accept the order confirmation and we receive the required deposit within the stated payment period.
4.5 We may decline an order where the requested configuration is unavailable, unlawful, technically unsuitable, commercially impracticable or where a reasonable credit or compliance concern exists.
4.6 Changes requested after conclusion of the agreement are subject to our written acceptance and may affect price and delivery.
Article 5 Prices, taxes and additional costs
5.1 The price is stated in the order confirmation. Consumer prices include VAT unless clearly stated otherwise. Prices for business customers may be stated excluding VAT.
5.2 Transport, import duties, registration costs, insurance, local taxes, customs charges, commissioning and training are included only if stated in the order confirmation.
5.3 If taxes or government charges change after the agreement is concluded, we may pass on the change only to the extent permitted by law.
5.4 A price increase caused by a customer requested change will be quoted or otherwise communicated before the additional work is carried out where reasonably possible.
5.5 For business customers, we may adjust the price for demonstrable increases in material, energy, labour, transport or regulatory costs occurring after the agreement if the order confirmation expressly allows this. A consumer price may be changed after conclusion only where the law and the agreement permit it.
Article 6 Deposit and payment
6.1 The deposit amount and payment schedule are stated in the order confirmation. A deposit is required only when agreed before or at conclusion of the agreement.
6.2 Unless otherwise stated, invoices are payable within 14 days of the invoice date. We may require full payment before dispatch, collection or commissioning.
6.3 You may not withhold or set off payment except where mandatory law gives you that right. Business customers waive any right of set off unless we agree otherwise in writing.
6.4 If a consumer does not pay on time, statutory interest and collection costs become payable only after the consumer has received the legally required payment notice and has failed to pay within the additional period stated in that notice.
6.5 A business customer is in default when the payment period expires. Statutory commercial interest and reasonable collection costs may then be charged.
6.6 Payments are first applied to costs and interest lawfully due and then to the oldest outstanding principal amount, unless mandatory law requires another allocation.
Article 7 Product development and changes
7.1 SeatFoil products may continue to develop between order and delivery. We may make technical or visual changes that do not materially reduce agreed safety, functionality, performance, quality or overall appearance.
7.2 We may use an equivalent component where the specified component is unavailable, provided the replacement is suitable and does not materially reduce the agreed product characteristics.
7.3 We will inform you before delivery if a proposed change is material. If a material change makes the product substantially different from what a consumer agreed to buy, the consumer may reject the change and cancel the affected order without charge.
7.4 Customer requested changes may require a revised engineering assessment, additional testing, a price adjustment and a revised delivery schedule.
7.5 We are not required to implement a change that may compromise safety, regulatory compliance, manufacturability, serviceability or intellectual property rights.
Article 8 Delivery, collection and transfer of risk
8.1 The delivery method, location and estimated period are stated in the order confirmation.
8.2 Delivery dates are estimates unless expressly agreed as fixed. We will keep you reasonably informed of significant delay.
8.3 If no delivery period is agreed with a consumer, the statutory delivery period applies. Consumer rights relating to late delivery remain unaffected.
8.4 For a consumer, the risk of loss or damage passes when the consumer, or a person designated by the consumer, physically receives the product. If the consumer independently appoints a carrier that we did not offer, risk passes when the product is handed to that carrier.
8.5 For a business customer, risk passes when the product is made available for collection or handed to the first carrier, unless the order confirmation states otherwise.
8.6 If you fail to collect or accept delivery at the agreed time, we may store the product at your reasonable cost and risk after giving notice. This does not remove any mandatory consumer rights.
8.7 You must provide correct delivery information, access and reasonable cooperation. Additional costs caused by incorrect information or failed delivery may be charged where legally permitted.
Article 9 Inspection, commissioning and acceptance
9.1 You should inspect the product promptly after receipt and report visible transport damage or missing items as soon as reasonably possible. Failure to report immediately does not remove a consumer’s statutory rights.
9.2 Where commissioning or a handover inspection is included, the parties may record the condition, configuration, serial numbers and any outstanding items in a handover form.
9.3 A business customer must report visible defects within 7 days after delivery and hidden defects within 14 days after discovery. This reporting requirement does not apply where it would unreasonably prevent a valid claim.
9.4 Use of the product does not by itself waive a claim for a defect that could not reasonably have been identified before use.
9.5 Minor outstanding items that do not prevent safe and normal use do not entitle a business customer to reject the entire delivery. We will remedy agreed outstanding items within a reasonable period.
Article 10 Safe use, legal compliance and customer responsibilities
10.1 A SeatFoil is a powered watercraft and must be used with care. You must follow the user manual, safety instructions, warning labels, maintenance schedule and any instructions provided during handover or training.
10.2 The operator must have the skills, age, physical ability and qualifications required by applicable law and by the user manual. Required personal flotation equipment and other prescribed safety equipment must be used.
10.3 You are responsible for local registration, permits, boating licences, navigation rules, operating zones, insurance and restrictions that apply where the product is stored or used, unless we expressly agreed to provide a specific compliance service.
10.4 The product must not be used while impaired, overloaded, damaged, improperly maintained or in conditions outside the stated operating limits.
10.5 You must not modify the hull, foils, propulsion, battery, electrical system, control system, software, speed settings or safety systems without our prior written approval.
10.6 You must ensure that anyone permitted to use the product receives appropriate instruction and access to the current user manual.
10.7 Data connectivity, geofencing, software functions or remote diagnostics may depend on third party networks and services. We do not guarantee uninterrupted availability unless expressly agreed.
Article 11 Conformity, warranty and excluded causes
11.1 Consumers have the statutory right to receive a product that conforms to the agreement and has the qualities they may reasonably expect. These rights are not limited by any commercial warranty.
11.2 If we provide an additional commercial warranty, its duration, scope and conditions will be stated in a separate warranty document or the order confirmation.
11.3 A warranty or conformity claim does not cover a problem caused by normal wear, collision, grounding, impact, misuse, racing or rental use not approved for the configuration, operation outside limits, neglected maintenance, corrosion caused by inadequate care, incorrect storage, unauthorised modification, unsuitable charging equipment or work by an unauthorised party.
11.4 Batteries, seals, bearings, propellers, protective coatings and other wear sensitive items may deteriorate through use and age. This does not exclude a claim where the deterioration is premature and the product does not meet reasonable expectations.
11.5 We may require reasonable diagnostic information and access to the product before deciding on the appropriate remedy.
11.6 For a valid consumer claim, we will provide the remedy required by law, which may include repair, replacement, price reduction or termination of the agreement. Repair or replacement will be carried out without charge and within a reasonable period where required by law.
11.7 For business customers, any commercial warranty is the exclusive warranty unless mandatory law provides otherwise. Our obligation is limited to repair, replacement or credit at our reasonable choice, subject to article 17.
Article 12 Complaints and service process
12.1 Complaints should be sent to [CUSTOMER SERVICE EMAIL] and should include the order number, serial number, description of the issue, date of discovery and relevant photographs, video or diagnostic information.
12.2 We will acknowledge a complaint within a reasonable time and explain the proposed next step.
12.3 You must give us a reasonable opportunity to inspect and remedy an alleged defect before arranging third party repair, except in an emergency or where waiting would cause disproportionate damage.
12.4 Products returned for inspection must be clean, safe to handle and, where relevant, transported in accordance with battery and dangerous goods rules.
12.5 If no defect covered by warranty or conformity rules is found, we may charge a reasonable inspection, transport or service fee, but only if this was communicated in advance and is legally permitted.
12.6 A consumer should complain within a reasonable period after discovering a problem. A complaint made within two months after discovery is in any event considered timely under Dutch consumer law.
Article 13 Consumer right of withdrawal
13.1 A consumer who concludes a distance agreement or an agreement away from our business premises generally has 14 days to withdraw without giving a reason, unless a statutory exception applies.
13.2 For the sale of a product, the withdrawal period normally starts on the day after the consumer, or a designated recipient other than the carrier, receives the product. For a service, it normally starts on the day after the agreement is concluded.
13.3 The consumer may withdraw through the cancellation function on our website, by email, by an unambiguous written statement or by using the model form in Appendix 1. We will confirm an online withdrawal electronically.
13.4 After withdrawal, the consumer must return the product within 14 days unless we offer to collect it. The consumer bears the direct return costs if informed of this before purchase. For a product that cannot normally be returned by post, the expected return method and cost will be communicated before purchase.
13.5 We will refund amounts received, including the cost of our least expensive standard delivery method, within 14 days after receiving the withdrawal notice. We may withhold the refund until the product is returned or the consumer provides evidence of dispatch, whichever occurs first.
13.6 The consumer is responsible only for diminished value resulting from handling beyond what is necessary to establish the nature, characteristics and functioning of the product.
13.7 If a consumer expressly requests a service to start during the withdrawal period, a proportionate amount may be payable for the service performed before withdrawal. The right may end after full performance only where all statutory requirements and express acknowledgements have been met.
Article 14 Custom products and cancellation outside the withdrawal period
14.1 The statutory right of withdrawal may not apply to a product made to the consumer’s individual specifications or clearly personalised, where the legal exception is satisfied and the consumer was informed before ordering.
14.2 Selection from standard colours, options or accessories does not automatically make a product exempt from withdrawal. The exception will be applied only where the product is genuinely produced or adapted for the individual customer in a way that materially limits resale.
14.3 Outside a statutory withdrawal right, an order may be cancelled only with our written agreement.
14.4 If we accept a voluntary cancellation, we may deduct costs and losses reasonably incurred as a result of the order, including engineering, materials, supplier commitments, labour, logistics and loss in value. We will account for costs avoided and any reasonable resale value.
14.5 A deposit is not automatically forfeited. Any amount retained must reflect a lawful and reasonable cancellation charge or another amount expressly agreed and permitted by law.
14.6 For business customers, the cancellation charge may be set out in the order confirmation. If no charge is stated, the business customer must compensate our demonstrable loss, subject to our duty to mitigate that loss.
Article 15 Retention of title
15.1 Ownership of a product remains with us until all amounts due under the relevant agreement have been paid in full.
15.2 Until ownership passes, you must protect the product, keep it identifiable as our property and insure it against customary risks where reasonably possible.
15.3 A business customer may resell a product in the ordinary course of business but may not pledge or otherwise encumber it while title remains with us.
15.4 If payment is overdue or the agreement is lawfully terminated, we may recover a product that remains our property. You must provide reasonable access for recovery, subject to mandatory legal requirements.
15.5 Risk may pass before ownership. The transfer of risk is governed by article 8.
Article 16 Intellectual property, software and product data
16.1 All intellectual property rights in designs, drawings, calculations, tooling, software, manuals, media, branding, product architecture and technical information remain with us or our licensors unless expressly transferred in writing.
16.2 Purchase of a product does not transfer design rights, source code, manufacturing data or the right to reproduce the product.
16.3 You may use manuals and software only as necessary to operate, maintain or resell the product lawfully. You may not copy, reverse engineer, modify, publish or supply protected technical information to another party except where mandatory law permits it.
16.4 Software may be supplied under a separate licence. Updates may be required for safety, security, compatibility or compliance.
16.5 Where connected functions are enabled, operational and diagnostic data may be processed for safety, service, product improvement and support in accordance with our privacy statement and applicable law.
16.6 You may not remove or alter serial numbers, safety markings, trademarks or ownership notices.
Article 17 Liability
17.1 Nothing in these terms excludes or limits liability that cannot legally be excluded, including liability for death or personal injury caused by negligence, intent or deliberate recklessness, mandatory product liability and mandatory consumer rights.
17.2 We are liable for direct loss resulting from an attributable failure to perform the agreement, subject to the limitations in this article where those limitations are legally permitted.
17.3 We are not liable for loss caused by use contrary to the manual, unauthorised modification, inadequate maintenance, unlawful operation, incorrect storage, third party repair, inaccurate information supplied by the customer or circumstances outside the agreed product limits.
17.4 For business customers, we are not liable for indirect or consequential loss, including loss of profit, loss of revenue, loss of use, business interruption, missed opportunities, loss of data or third party penalties.
17.5 For business customers, our aggregate liability relating to an agreement is limited to the amount paid under that agreement or, if higher, the amount paid by our liability insurer for the event. This limitation does not apply in the circumstances stated in clause 17.1.
17.6 A business customer must take reasonable measures to prevent and limit damage and must notify us promptly of an event that may lead to a claim.
17.7 A business customer indemnifies us against third party claims caused by that customer’s unlawful use, unauthorised modification, rental, resale, instruction or operation of the product, except to the extent the claim results from our own attributable failure.
Article 18 Force majeure
18.1 Neither party is liable for delay or failure caused by an event beyond its reasonable control that could not reasonably have been avoided or overcome.
18.2 Such events may include natural disaster, extreme weather, fire, war, terrorism, government measures, epidemic, labour disruption, transport interruption, cyber incident, power failure, shortage of essential materials or the failure of a critical supplier despite reasonable precautions.
18.3 The affected obligation is suspended for the duration of the event. The affected party must inform the other party and take reasonable steps to reduce the impact.
18.4 If performance remains impossible or is delayed for more than 60 days, either party may terminate the affected part of the agreement by written notice. A consumer will receive a refund for products or services not supplied.
18.5 Amounts already due for products or services supplied before the force majeure event remain payable.
Article 19 Suspension and termination
19.1 We may suspend performance if you fail to pay, fail to provide necessary information or cooperation, create a serious safety or compliance risk or otherwise materially breach the agreement, after giving reasonable notice where required.
19.2 Either party may terminate the agreement for a material breach if the breach is not remedied within a reasonable period stated in a written notice, unless the breach cannot be remedied or immediate termination is legally justified.
19.3 For a business customer, we may terminate immediately if that customer becomes insolvent, enters liquidation, ceases business or is subject to a comparable procedure, subject to mandatory insolvency law.
19.4 Termination does not affect rights and payment obligations that arose before termination.
19.5 On termination, each party must return property and confidential information belonging to the other party where reasonably required.
Article 20 Privacy and electronic communication
20.1 We process personal data in accordance with applicable privacy law and our privacy statement.
20.2 We may communicate by email using the address provided by you. You are responsible for keeping your contact details current and for checking messages relating to the order.
20.3 Transactional messages relating to an order, safety notice, recall, service action or software update are not marketing communications.
20.4 Where consent is required for marketing, you may withdraw that consent at any time.
Article 21 Applicable law and disputes
21.1 Dutch law applies to the agreement. A consumer who resides in another country retains any mandatory protection provided by the law that would apply without this choice of law.
21.2 The United Nations Convention on Contracts for the International Sale of Goods does not apply to agreements with business customers.
21.3 The parties will first try to resolve a dispute through direct consultation and a clear written complaint.
21.4 A dispute with a business customer will be submitted to the competent court in the district of our registered office, unless mandatory law requires another court.
21.5 A consumer may bring a claim before any court that has jurisdiction under mandatory law. No provision in these terms limits that right.
21.6 If we participate in a recognised alternative dispute resolution scheme, the relevant details will be stated on our website or in the order confirmation.