B2B Terms and Conditions
Last updated 7 July 2026 · uTrade International B.V. · Governed by Dutch law
These Terms and Conditions govern all offers, orders and agreements between uTrade International B.V. ("NOIDS", Chamber of Commerce / KvK 42029157, VAT NL869380278B01) and its business customers through business.noids.co. This is a trade channel for approved partners, resellers and distributors only. It is not intended for consumers, and the statutory consumer rights under Dutch and EU law (including the 14-day right of withdrawal) do not apply to business purchases.
1. Trade accounts
Access is granted to approved businesses. You must provide accurate company details, including a valid VAT number, and keep them current. NOIDS may verify your VAT number and refuse or withdraw access at its discretion.
2. Orders and acceptance
These terms apply to every offer, order and agreement between NOIDS and the buyer. The buyer's own purchase or general conditions do not apply and are expressly rejected, even if NOIDS does not object to them at the time and even if the buyer's conditions state otherwise. Any variation to these terms is binding on NOIDS only if NOIDS has confirmed it in writing.
An order placed through the site is an offer to purchase. An agreement is formed only when NOIDS confirms or dispatches the order. NOIDS may decline, limit or cancel orders, for example where stock is unavailable.
3. Prices and taxes
Prices follow your assigned pricelist and are exclusive of VAT and shipping unless stated otherwise. For valid intra-EU VAT-registered buyers, the reverse-charge mechanism is applied where legally available. The price confirmed at the time of order applies.
4. Payment
Orders are paid in full before dispatch, unless NOIDS has agreed payment terms with the buyer in writing. Where terms are agreed, they apply only to the account they were granted to and NOIDS may withdraw or reduce them at any time for future orders.
The buyer may not suspend payment, withhold any amount, or set off any claim against sums owed to NOIDS, on any ground. A disputed item is raised with NOIDS separately and does not postpone payment of the invoice or of the remainder of it.
Payment is due by the methods offered at checkout or by the payment terms agreed for your account. In case of late payment, NOIDS may suspend supply and charge statutory commercial interest and reasonable collection costs in accordance with Dutch law.
5. Delivery, retention of title and risk
Delivery times are estimates and not binding deadlines. Risk of loss or damage passes to the buyer on delivery. Title to the goods remains with NOIDS until all amounts owed have been paid in full (retention of title / eigendomsvoorbehoud).
6. Warranty and returns
The buyer inspects the goods on delivery. Visible damage, shortages or an incorrect delivery must be reported to NOIDS within 5 business days of delivery, with photographs and the delivery note. A defect that is not apparent on inspection must be reported within 30 days of the buyer discovering it, and in any event within the warranty period. NOIDS may refuse a claim reported after these periods. These periods do not affect the 24-month warranty itself, which is set out in our Warranty policy.
Sales are subject to our Warranty and B2B Returns and Refunds policies, which form part of these terms.
7. Liability
To the extent permitted by law, NOIDS is not liable for indirect or consequential loss, and its total liability is limited to the value of the order concerned. Nothing in these terms excludes or limits liability that cannot be excluded or limited under mandatory Dutch law.
8. Intellectual property
All NOIDS brand, product and content rights remain with NOIDS. Partners may use NOIDS materials only as authorised for resale.
9. Force majeure
NOIDS is not liable for any delay or failure to perform caused by circumstances beyond its reasonable control.
10. Governing law and jurisdiction
These terms are governed by the laws of the Netherlands. Disputes shall be submitted to the competent court in the Netherlands.
11. Resale channels
The buyer may resell NOIDS products through its own shops and its own website. The buyer may not offer or sell NOIDS products on third-party online marketplaces, including but not limited to Amazon, eBay, Bol.com, Marktplaats, Temu, AliExpress and TikTok Shop, without the prior written consent of NOIDS. Consent may be given for a named marketplace and a named account, and may be withdrawn on notice. This restriction protects the presentation, traceability and after-sales handling of the products; it does not restrict the buyer's own online selling.
The buyer does not remove, obscure or alter NOIDS branding, serial numbers or packaging, and does not present the products as its own.
12. Changes to these terms
NOIDS may change these terms, its pricelists and its tier conditions. A change is published on this page and takes effect 30 days after it is published, or sooner if the buyer agrees. The terms in force when NOIDS confirms an order govern that order. A buyer who does not accept a change may stop placing orders before it takes effect.
Contact
uTrade International B.V. · sales@noids.co