Terms and Conditions

Article 1 - Definitions

1. Dinaya is a sole proprietorship whose purpose is to sell vaginal care products.

2. In these General Conditions, "General Conditions" means present General Conditions.

3. In these General Conditions, "Customer" shall mean any natural person not acting for purposes relating to his business or professional activity and using Dinaya's Services.

4. In these General Conditions, "Parties", and each individually as a "Party", shall mean: Dinaya and/or Customer.

5. In these General Conditions, "Agreement" shall mean: the Agreement concluded between Dinaya and the Customer, whether or not concluded as part of an organized distance sales or service-provision scheme which, up to the time of conclusion of the Agreement, makes exclusive use of one or more means of distance communication, under which Dinaya undertakes to the Customer to perform Services and supply Products and the Customer undertakes to pay a price. The Agreement is established by an offer from Dinaya and its acceptance by the Customer, which is further specified in Article 4.3 and 4.4 of these General Conditions.

6. For the purposes of these General Conditions, "Services" shall mean all Services provided by Dinaya and/or third parties engaged by it to the Customer, including the supply of vaginal care products, and Products supplied, as well as any other work of any kind performed by Dinaya on behalf of the Customer, carried out as part of an order, including work not carried out at the express request of the Customer.

7. In these General Conditions, "Products" shall mean all Products supplied to the Customer by Dinaya and/or third parties engaged by it, including oils, soaps, foams and gels offered on the Website, whether or not manufactured by Dinaya itself.

8. In these General Conditions, "Website" means Dinaya's Website, accessible at www.dinayafeminineproducts.com.

Article 2 - Identity of Dinaya

1. Dinaya is registered with the Chamber of Commerce under number 82400377 and carries VAT identification number NL003678402B70. Dinaya is located at Gruttostraat 12 (9363 GG) in Marum.

2. Dinaya can be reached by email at info@dinayafeminineproducts.com or via the Website www.dinayafeminineproducts.com and by telephone at +31 850041755.

Article 3 - Applicability of the General Conditions

1. The General Conditions apply to all offers made by Dinaya and to all present and future Agreements, deliveries, commercial relationships and other legal relationships between the Parties. The General Terms and Conditions of the Customer are expressly rejected.

2. Variations from the General Conditions shall only be valid if expressly agreed in writing with Dinaya.

3. Applicability of purchase or other conditions of the Customer is expressly rejected, unless expressly agreed otherwise in writing.

4. The General Conditions also apply to additional or amended orders from the Client.

5. If any provision or provisions of these General Terms and Conditions prove to be invalid, the validity of the remaining provisions of these General Terms and Conditions as well as the entire Agreement shall not be affected. In such a case, the parties will make every effort to replace the invalid provision with a new, valid provision that comes as close as possible to the invalid provision within the scope of the original General Terms and Conditions.

Article 4 - Offer and formation of Agreement

1. All offers on the Website are entirely without obligation, unless expressly stated otherwise.

2. Customer can contact Dinaya via the Website, email or telephone for any of the Products offered.

3. Customer can place orders on the Website. The Contract is then established by placing an order.

4. When Dinaya sends a confirmation to the Customer, this confirmation guides the content and interpretation of the Agreement, subject to obvious clerical errors. Dinaya cannot be held to its offer if the Customer can reasonably understand that the offer, or any part thereof, contains an obvious mistake or slip of the pen.

Article 5 - Performance of the Agreement

1. Dinaya shall make every effort to perform the Services to the best of its knowledge and ability and in accordance with the requirements of good workmanship, and as far as possible in accordance with the written agreements.

2. Dinaya has the right to have certain work performed by third parties.

3. When engaging third parties, Dinaya shall exercise due care and consult with the Customer in selecting these third parties, as much as is reasonably possible and customary in the relationship to the Customer. The costs of engaging such third parties shall be borne by the Customer, and shall be charged by Dinaya to the Customer.

4. The Agreement can only be performed by Dinaya if the Customer provides complete and accurate (contact) information to Dinaya when entering into the Agreement. The Customer shall therefore ensure that all information which Dinaya indicates is necessary or which the Customer should reasonably understand is necessary for the performance of the Agreement is provided to Dinaya in good time.

5. The Customer shall ensure that Dinaya is able to perform its Services properly and on time. If the Customer fails to comply with his agreements in this regard, he shall be liable to compensate the resulting damage.

6. If a deadline is agreed or specified for the performance of Services or delivery of Products, this shall never be a deadline. If a deadline is exceeded, the Customer must give Dinaya written notice of default. Dinaya must be given a reasonable period in which to perform the Agreement.

Article 6 - Changes to the Agreement

1. If, during performance of the Agreement, it becomes apparent that for proper performance of the Agreement, it is necessary to amend or supplement it, Dinaya and the Customer shall amend the Agreement in good time and by mutual agreement.

2. If the Agreement is amended, including an addition, it shall be considered an additional order. This additional order will be subject to a separate agreement on fees in advance. Without an additional quote, the original terms and conditions will apply, with the additional Services being paid for at the agreed rate.

3. Failure to perform or not immediately perform the amended Agreement shall not constitute default by Dinaya and shall not be grounds for the Customer to terminate or rescind the Agreement.

4. Changes to the Agreement originally entered into between Dinaya and the Customer shall only be valid from the time these changes have been accepted by both Parties through an additional or amended Agreement. Such amendment shall be in writing.

Article 7 - Suspension, dissolution and early termination of the Agreement

1. Dinaya shall be entitled to suspend performance of its obligations or terminate the Agreement if the Customer fails to meet the obligations under the Agreement in full or in a timely manner, or if Dinaya has good reason to fear that the Customer will fail to meet those obligations, provided that Dinaya has given the Customer notice of default in writing, setting the Customer a reasonable period in which to meet the obligations, and the Customer fails to meet them within this period.

2. Furthermore, Dinaya is entitled to terminate the Agreement, under the same conditions as referred to in paragraph 1 of this Article, if circumstances arise which are of such a nature that performance of the Agreement is impossible or unaltered maintenance of the Agreement cannot reasonably be required.

3. If the Customer fails to comply with his obligations under the Agreement, such failure justifies rescission and the Customer is in default, Dinaya will be entitled to rescind the Agreement immediately and with immediate effect by written notification to the Customer, whereby the Customer will be obliged to pay compensation or indemnification on account of default.

Article 8 - Right of withdrawal and returning Products
1. Customer has the right to cancel a remotely concluded Agreement within 14 (fourteen) days at no cost and without giving any reason (Right of Withdrawal).

2. In the case of an Agreement relating to the delivery of Products, the period of the Right of Withdrawal commences for Customer, or a third party designated by Customer other than the carrier, on the day on which he:
   a. Received the Product;
   b. Received the last Product if Customer ordered several Products in the same order which are delivered separately;
   c. Received the last shipment or part if the delivery of the Product consists of several shipments or parts; or
   d. Received the first Product in the case of Agreements for regular delivery of             Products during a specified period.

3. If the Customer exercises the Right of Cancellation within the withdrawal period referred to in paragraph 1 of this Article, Dinaya will refund in full the amount paid by the Customer, including shipping costs, within 14 (fourteen) days of receiving the Product.

4. After the Withdrawal Period, a free return is only possible if the Customer can prove that damage to the Product occurred on arrival of the order that was not caused by the Customer. In this regard, Customer is subject to a statutory presumption of proof, according to which if the Product deviates from the Agreement within 6 (six) months of receipt, it is presumed that the Product did not comply with the Agreement upon delivery.

5. Customer is during the withdrawal period referred to in paragraph 1 of this Article obliged to handle the received Product and its packaging with care. Customer shall only use the Product and open the packaging to the extent necessary to inspect the Product. The basic principle here is that Customer may not inspect the Product any further than would be done in a physical store. If the Customer decides to return the Product, and it is not necessary to remove the packaging, Dinaya asks that this be omitted.

6. The Customer shall only be liable for any diminished value of the Product if this is due to inspection actions that go beyond those mentioned in paragraph 8 of this Article.

7. Customer may return the Product via a postal company of its own choosing. The costs of return shall be borne by the Customer.

8. Dinaya is obliged to provide the Customer with a return form in the case of a remotely concluded Contract or to offer it on the Website. If the Customer wishes to return the order, the Customer can complete the return form. The Customer is also free to notify Dinaya in any other unambiguous way to terminate the Distance Contract.

9. If the Customer electronically completes the return form or otherwise notifies Dinaya electronically to rescind the Distance Contract, Dinaya will promptly acknowledge receipt of this on a durable data carrier.

Article 9 - Costs, fees and payment

1. All amounts stated in the offer are in euros and include VAT, unless otherwise stated.

2. The amounts in the Webshop are inclusive of VAT and exclusive of shipping costs, unless otherwise stated. Dinaya shall clearly indicate the charging of shipping costs to the Customer in good time before the conclusion of the Agreement.

3. Dinaya is entitled to correct manifestly erroneous errors in the quotation.

4. Payment shall be made by bank transfer. When paying for Products, the Customer is only obliged to pay upfront no more than half of the purchase price.

5. For orders within the Netherlands, Dinaya charges 7.25 euros for a package for shipping costs. If the order exceeds 50 (fifty) euros, Dinaya will not charge any shipping costs.

6. The Customer is obliged to inform Dinaya immediately of any inaccuracies in the payment details provided.

7. If the Customer fails to pay an invoice on time, the Customer is legally in default without further notice being required. Customer shall then owe statutory interest. The interest on the amount due will be calculated from the moment the Customer is in default until the moment the full amount due is paid.

8. If Dinaya decides to take legal action to recover a debt due to non-payment of one or more unpaid invoices, the Customer shall, in addition to the principal sum due and the interest referred to in Article 9.8, reimburse all judicial and extrajudicial costs reasonably incurred. The compensation of judicial and extrajudicial costs incurred will be determined in accordance with the then current Decree on compensation for extrajudicial collection costs.

Article 10 - Delivery

1. Once the order has been received by Dinaya, Dinaya will send the Products as soon as possible to the address notified to Dinaya by the Customer, taking into account the delivery period. The delivery period of Dinaya is in principle before 16:00 ordered next working day.

2. If Dinaya cannot deliver the Products within the agreed delivery period, it shall inform the Customer as soon as possible. Dinaya shall be entitled to agree a new delivery date by mutual consent with the Customer, provided that the Customer agrees.

3. The Products are at the risk of the Customer from the moment the Products are delivered to the Customer by Dinaya or a carrier designated by it at the delivery address provided.

4. Unless otherwise agreed in writing, shipment shall be made from Marum.

5. Dinaya shall determine the method of shipment and packaging. Dinaya may choose to have the Products delivered via PostNL or another postal carrier, or may choose to deliver the Products personally.

6. If the Products are available to the Customer after the delivery period has expired but are not taken by the Customer, the Products shall be stored at the Customer's disposal at the Customer's risk and expense, regardless of the reason for non-take-up.

7. If the delivered Product does not substantially comply with the Agreement or in the event that a Product is lost or received damaged, a suitable solution will be sought by mutual agreement. In such a case, the Customer shall have the right vis-à-vis Dinaya to:
     a. Demand delivery of the missing part or Product;
     b. Demand repair of the Product delivered, provided that Dinaya can reasonably meet this requirement;
     c. Demand replacement of the Product, unless the deviation from the Contract is too minor to justify it, or the Product has been destroyed or deteriorated after the time when the Customer should reasonably have taken into account termination of the Contract, due to the Customer's failure to take care of the Product as a prudent debtor;
    d. Rescind the Agreement, unless the deviation from the Agreement does not justify rescission in view of its minor significance; or
    e. Reduce the price in proportion to the degree of deviation from the Agreement.

8. The rights under paragraph 7 under d and e of this Article only arise if repair and replacement of the Products delivered is impossible or cannot be required of Dinaya, or if Dinaya has failed to meet its obligations to repair or replace the Products delivered within a reasonable period.

9. If the Customer requires replacement of the Product, as referred to in paragraph 7e of this Article, and the Product ordered is no longer available, Dinaya shall be entitled to supply the Customer with a similar Product of the same or similar quality.

Article 11 - Retention of title

1. All goods supplied by Dinaya shall remain the property of Dinaya for as long as such goods have not been paid for in full or at all.

2. To the extent that Dinaya's retention of title is extinguished by the formation of property or otherwise, Dinaya reserves the right to create a non-possessory pledge on an item as security for all amounts owed or to be owed by the Customer to Dinaya. The Customer must establish this non-possessory pledge at Dinaya's first request.

Article 12 - Liability

1. The Customer is responsible for providing accurate and representative data and information necessary for the performance of the Agreement. Dinaya shall not be liable for damages, including those based on an incorrect order, if the Customer has provided incorrect, unrepresentative or irrelevant data.

2. The delivery period referred to in Article 10.1 can only be approximate. Although every effort will be made to meet the delivery period, Dinaya shall never be liable for the consequences of exceeding the period stated therein. Exceeding the deadline shall not entitle the Customer to cancel the Contract or refuse receipt or payment of the Products, nor shall Dinaya be liable to pay any compensation to the Customer.

3. Dinaya shall not be liable for errors or omissions of third parties it engages. By using Dinaya's Services, if a third party engaged by Dinaya wishes to limit its liability, the Customer authorizes Dinaya to accept such limitation of liability also on behalf of the Customer.

4. Dinaya shall not be liable for any damage caused to the Products during transportation in accordance with Article 10 paragraph 4 of these General Conditions.

5. Dinaya shall not be liable for any indirect damage, including but not limited to consequential damage.

6. Dinaya shall not be liable for any error on the Website.

7. Dinaya shall not be liable for failure to comply or comply on time with the obligations under the Contract where this is caused by force majeure as referred to in Article 13.

8. If Dinaya is held liable, it shall only be liable for direct damages actually incurred, paid or suffered by the Customer due to a demonstrable failure by Dinaya to comply with its obligations regarding its Services.

9. Dinaya's liability shall be limited to the amount covered and paid by the insurer. If the insurer does not pay, or if Dinaya is not insured, liability shall be limited to the amount paid by the Customer.

10. The limitation of liability set out in this Article shall not apply in the case of intent or deliberate recklessness on the part of Dinaya.

11. This provision does not exclude liability to the extent that liability may not be limited or excluded by law.

Article 13 - Force majeure

1. Force majeure shall include all external causes beyond the control or control of Dinaya, making timely, complete or proper performance of the Contract no longer possible.

2. Force majeure as referred to in the previous paragraph of this Article shall include, but not be limited to: nonperformance by a third party, illness of (staff of) Dinaya itself or a third party, abnormal weather conditions, disruptions in water and energy supplies, strikes, serious failures in Dinaya's systems, fire, floods, natural disasters, pandemics, riots, war or other internal unrest.

3. In case of force majeure, performance of the Agreement shall be suspended for as long as the force majeure persists.

4. In case of force majeure resulting in the failure of either Party to fulfill its obligations under the Contract, the other Party shall be entitled to terminate the Contract without court intervention. In such an event, Dinaya shall reimburse any amounts paid, less any costs incurred by Dinaya in connection with the Contract.

Article 14 - Guarantee

1. Dinaya provides a warranty for the Products it supplies against material and manufacturing defects. The warranty means that Dinaya will repair the defects to the best of its ability and, if necessary, replace them free of charge. Defects must be reported to Dinaya in writing.

2. The guarantee does not apply if the faults are wholly or partially the result of incorrect, inexpert, careless use, use for other than normal purposes or external causes, including but not limited to fire or water damage.

3. The warranty also does not apply if the Products have been modified or maintained by third parties.

4. The warranty period is 3 (three) months from the time of delivery, unless otherwise agreed.

5. If Dinaya carries out remedial work outside the scope of this Article, the costs shall be borne by Dinaya under the law.

6. The provisions of the General Conditions relating to warranty shall not affect the Customer's warranty claims under the law.

Article 15 - Complaints

1. The Customer must inspect the Product delivered at the time of delivery, or have it inspected within the shortest possible time. In doing so, Customer should examine whether the quality and quantity of the delivered Product correspond with what has been stipulated in the Agreement.

2. Errors or inaccuracies identified on initial inspection, taking into account the requirements of reasonableness and fairness, must be reported to Dinaya in writing within 14 (fourteen) working days of receipt of the Products, providing proof of purchase, unless this is impossible or unreasonably onerous.

3. Other complaints, including those that could not be identified during an initial inspection, must be reported in writing to Dinaya in accordance with the provisions of paragraph 2 of this Article within one month. The Customer is subject to a legal presumption of proof that if the Product deviates from the Agreement within 12 (twelve) months of receipt, it is presumed that the Product did not comply with the Agreement at the time of delivery.

Article 16 - Confidentiality of data

1. Each Party warrants that all data received from the other Party which is known or should be known to be of a confidential nature shall remain secret. The Party receiving confidential data shall use it only for the purpose for which it was provided. Information shall in any case be considered confidential if it is designated as such by either Party. Dinaya cannot be obliged to do so if disclosure of data to a third party is necessary pursuant to a court order, a legal requirement or for proper performance of the contract.

Article 17 - Intellectual property

1. Dinaya reserves the rights and powers vested in it under the Copyright Act.

2. Customer warrants that no third party rights oppose the provision of data to Dinaya. The Customer shall indemnify Dinaya against any action based on the allegation that such provision, use, processing, installation or incorporation infringes any third-party right.

Article 18 - Complaints procedure

1. If the Customer has a complaint, the Customer must send it in writing to info@dinayafeminineproducts.com or telephone +31 850041755. The complaint will, if reasonably possible, be considered 5 (five) working days after receipt by Dinaya, after which Customer will receive a substantive response as soon as possible.

2. Customer also has the option of submitting a complaint to the Dispute Resolution Board via the European ODR Platform, which can be found on the website http://ec.europa.eu/consumers/odr/.

Article 19 - Amendment clause

1. Dinaya reserves the right to amend or supplement these General Conditions at any time. Dinaya will notify the Customer in good time.

2. The amended General Conditions shall apply to the Agreement one month after notification to the Customer.

3. The Customer has the option to terminate the Agreement no later than the date the amended General conditions come into effect if the changes result in Dinaya being able to provide Services or Products that are materially different from those agreed by the Parties when the Agreement was concluded.

Article 20 - Applicable law and competent court

1. The legal relationship(s) between Dinaya and its Customer shall be governed by Dutch law.

2. All disputes arising between Dinaya and the Customer shall be submitted to the competent court in the district where the Customer is domiciled.