General Terms and Conditions

Version: 16 October 2025 · Cadeo B.V., Herengracht 575, Amsterdam · Chamber of Commerce: 91280907

1. Definitions

These general terms and conditions use certain definitions. Below is what they mean.

1.1. Cadeo — the private limited company established in Amsterdam, Herengracht 575, under Chamber of Commerce number 91280907, whose website is https://cadeo.nl.

1.2. Client — any (legal) person purchasing one or more services or products from Cadeo. This definition includes both the Business Client and the Consumer.

1.3. Business Client — any (legal) person acting for purposes within their business or professional activity.

1.4. Consumer — any natural person acting outside the scope of a profession or business.

1.5. Parties — the Client and Cadeo together.

1.6. Assignment — the Client’s request for Cadeo to provide one or more services.

1.7. Agreement — the agreement that has been or will be concluded between the Parties.
Examples of agreements include, but are not limited to: the distance contract and/or the contract for services.

1.8. Distance contract — the contract concluded between Consumer and Cadeo within the framework of an organised system for distance sales or services, without the Parties being physically present together at the same time, and in which, up to and including the moment the contract is concluded, only one or more means of distance communication are used.

1.9. Cooling-off period — the period within which the Consumer can exercise the right of withdrawal.

1.10. Right of withdrawal — the option the Consumer has to withdraw from the distance contract within the cooling-off period.

1.11. Day — calendar day.

1.12. Durable data carrier — any tool that enables the Client or Cadeo to store information addressed personally to one of the Parties. Examples: paper, USB sticks, CD-ROMs, DVDs, memory cards, computer hard drives, and emails.

1.13. Gift — any product, service, experience, donation or other tangible or intangible performance offered by Cadeo.

1.14. Account — the account that the Client or Recipient will create or has created for giving or receiving a gift.

1.15. Recipient — the recipient of a gift that the Client gives or wishes to give.

1.16. Physical proof — a proof that is tangible.

1.17. Digital proof — a proof in the form of a digital mock-up.

1.18. Platform — all websites, software applications, servers, databases, APIs, mobile applications and web interfaces managed and made available by Cadeo that form part of the service.

1.19. Redeemed — a gift is redeemed when the Recipient has accepted the gift and provided the address details where the gift should be delivered.

1.20. Digital gift collection — the Client chooses multiple gifts in a collection. The Recipient is given the digital choice of which gift they want to receive.

1.21. Digitally exchangeable gift — a digital gift that can be sent by the Client to the Recipient. The Recipient can accept the offered gift or exchange it for another gift of equal value.

1.22. Gift link — the link shared with the Recipient to receive the gift.

1.23. Subscription — the agreement under which the Client pays Cadeo periodically for the services offered.

1.24. Subscription month — a month within the subscription. Example: If the subscription started on 23 January 2025, each subscription month starts on the 23rd.

1.25. Subscription year — a year within the subscription. Example: The subscription started on 23 January 2025. Each subscription year then starts every 23 January.

2. Applicability

2.1. These General Terms and Conditions apply to all agreements between the Parties, the phase preceding the conclusion of the agreement, and any new or additional agreements.

2.2. These General Terms and Conditions are made available to the Client in such a way that the Client can easily store them on a durable data carrier.

2.3. If what is stated in the previous paragraph is not possible, Cadeo will, before the agreement is concluded, state where these General Terms and Conditions can be consulted.

2.4. The Parties may deviate from these General Terms and Conditions if they have expressly agreed to do so, provided this does not conflict with mandatory law.

2.5. If these General Terms and Conditions and the deviating agreements contain conflicts, the deviating agreements shall prevail.

2.6. The applicability of the Client’s general terms and conditions is expressly excluded.

2.7. The applicability of Article 7:404 of the Dutch Civil Code is expressly excluded.

2.8. The applicability of Article 7:407 paragraph 2 of the Dutch Civil Code is expressly excluded.

2.9. The applicability of Article 7:409 paragraph 2 of the Dutch Civil Code is expressly excluded.

3. Offer & quotations

3.1. An offer or quotation contains a clear, complete and understandable description of the services or products offered.

3.2. Images are illustrative and may vary slightly in colour, shape or size.

3.3. Obvious mistakes or errors in an offer or quotation do not bind Cadeo.

3.4. An offer or quotation is valid for a maximum of 30 days, unless another acceptance period is stated.

3.5. If the Client does not accept an offer or quotation within the applicable period, the offer or quotation expires.

4. Formation of the agreement

4.1. An agreement is formed at the moment the Client has accepted Cadeo’s offer or quotation and the Client has complied with the stated conditions.

4.2. Agreements are confirmed by Cadeo as soon as possible.

4.3. As long as Cadeo has not confirmed that it has received the acceptance, the Consumer may dissolve the agreement.

4.4. Assignments are confirmed in writing by the Client.

5. Changes

The agreement

5.1. After the agreement has been formed, it is only possible to amend or supplement the agreement if this has been expressly agreed in writing.

5.2. Cadeo may charge an additional fee when Cadeo has to perform additional work due to circumstances that were unknown at the time of the quotation.

Platform functionalities

5.3. Cadeo may at any time technically or functionally adjust, expand, limit or remove the platform’s functionalities, provided the core functionality remains intact.

5.4. When Cadeo makes a substantial change, Cadeo will inform the Client at least 30 days in advance.

5.5. In the event of substantial changes, the Client may terminate the agreement in writing with a notice period of one subscription month.

5.6. Cadeo reserves the right to implement changes immediately when this is necessary to comply with laws or regulations or in the event of an acute security or privacy threat.

6. Rates

6.1. All rates are in euros and exclude any additional costs such as shipping costs.

6.2. Rates on the platform are communicated including VAT, unless the Client sets them to be displayed excluding VAT.

6.3. VAT is not yet visible in the Client’s account. It only becomes visible after the Recipient has accepted a gift.

6.4. Cadeo may change all rates at any time.

6.5. Cadeo will announce a rate change for an ongoing agreement at least one month in advance.

6.6. The Consumer may terminate the agreement if a rate change takes place within three months after the agreement was concluded.

7. Payment

7.1. The payment obligation starts when the agreement is formed.

7.2. Payment in instalments or with an advance payment is only possible when this is indicated in the offer or quotation.

7.3. Depending on the offer, payment is made online, by invoice or by direct debit.

7.4. Payment on account is only possible if indicated and under the communicated conditions.

7.5. Cadeo may invoice the Client before performing the services.

7.6. When payment is made by invoice, payment must be made within 14 days of the invoice date.

7.7. The Client must report any inaccuracies in payment details to Cadeo immediately.

7.8. The fee for using a certain payment method shall be at most the cost of that method for Cadeo.

7.9. The Business Client may not set off payments.

7.10. If the Business Client fails to meet its payment obligation, it is in default by operation of law.

7.11. If the Consumer does not pay, the Consumer will be given two opportunities to pay within 14 days.

7.12. In the event of default, the Client owes statutory (commercial) interest. The amount for extrajudicial costs for the Business Client is at least €40.

7.13. If the Client does not pay (in full) or does not pay on time, Cadeo may suspend the performance of the agreement.

7.14. In the event of liquidation, bankruptcy or suspension of payment on the part of the Client, its obligations towards Cadeo become immediately due and payable.

8. Subscriptions

8.1. A subscription lasts at least one year.

8.2. After the first year, a subscription is automatically renewed each time for the same duration.

8.3. The Client may pay for a subscription monthly or annually.

8.4. Subscription payments are made by direct debit, unless otherwise agreed.

9. General responsibilities of the Client

9.1. The Client ensures that all relevant information is provided to Cadeo in time, in the desired form and in the proper manner.

9.2. If the Client does not make the requested information available on time and the performance is delayed as a result, Cadeo may suspend the agreed work.

9.3. Costs and consequences arising because the requested information was not provided on time are for the Client’s account.

9.4. The Client is responsible for the accuracy, completeness and reliability of the information made available.

10. Account

Client

10.1. When the Client wants to order a gift, they must create an account.

10.2. The account is personal and non-transferable.

10.3. The Client must handle their account and login details carefully and take all possible measures to keep them confidential.

10.4. The Client is responsible for the accuracy of the information in the account, the use/misuse of their account, and reporting any (possible) misuse or unauthorised access.

10.5. Cadeo cannot be held responsible for the use/misuse of the Client’s account by others.

10.6. The Client indemnifies and fully holds Cadeo harmless against all third-party claims in relation to the use/misuse of the accounts.

10.7. As soon as a payment method has been added to the account, the Client is responsible for payments made through this account.

Recipient

10.8. Paragraphs 2 to 5 apply by analogy to the Recipient in the event that the Recipient creates an account to receive a gift.

11. Platform availability

11.1. Cadeo does not guarantee any specific uptime of the platform, but will make efforts to achieve as much uptime as possible.

11.2. Cadeo may (temporarily) take the platform out of service for planned maintenance, modifications or updates.

11.3. Cadeo will make efforts to announce maintenance in time.

11.4. Cadeo is not liable for unavailability caused by circumstances beyond Cadeo’s reasonable control, including failures at hosting providers, DDoS attacks, power outages or force majeure situations.

11.5. Interruptions in availability do not entitle the Client to a refund or compensation, unless the interruptions are the result of an attributable failure by Cadeo.

12. Use of the platform

12.1. The Client may only use the platform to receive gifts, send gifts or financially manage the sending of gifts.

12.2. All intellectual property rights to the software, source code, databases, content, trademarks and other materials remain with Cadeo or its licensors.

12.3. The Client obtains only a worldwide, non-exclusive, non-transferable and non-sublicensable licence to use the platform for the duration of the agreement.

12.4. The Client is not allowed to copy, modify, decompile or reverse-engineer the platform or any part of it.

12.5. All rights to data entered into the platform by the Client remain with the Client.

12.6. By placing an order, the Client authorises Cadeo to share the gift with the Recipient and to charge the payment.

12.7. If the Client has chosen a digital gift collection, this choice can be changed until the Recipient has chosen a gift.

12.8. If the Recipient has not redeemed the gift, the Client will receive any payment already made back within 14 days after the term has expired.

12.9. The giving of a gift can be cancelled by the Client until the gift is redeemed.

12.10. If the giving of a gift is cancelled, the gift link cannot be reactivated. The Client will receive their payment back within 30 days after cancellation.

12.11. In the case of repeat orders, colours, materials or products may differ slightly from previous deliveries.

12.12. The Client is fully responsible for all orders placed through their account.

12.13. If the gift link has not been accepted within the specified term (or otherwise: within 90 days), Cadeo reserves the right to refund any amount already paid, minus administration costs.

12.14. If the Client orders more than 100 gifts, Cadeo reserves the right to demand payment upon placing the order, refuse certain orders and/or restrict access to the account.

12.15. Cadeo cannot guarantee that gifts will always be available or that delivery can take place at a specific time and/or at a requested location.

12.16. The gift link must be treated as a valuable instrument. Cadeo accepts no liability for gift links that are lost or redeemed by third parties.

13. Gifts containing food / alcohol

Food

13.1. Cadeo lists ingredients and allergens on the product pages. The Client is responsible for checking this information before ordering.

13.2. Cadeo is not responsible or liable for ordering gifts that contain ingredients or allergens the Recipient may not or cannot consume.

Alcohol

13.3. By placing an order containing alcohol, the Client declares that they are at least 18 years old.

13.4. By accepting a gift containing alcohol, the Recipient declares that they are at least 18 years old.

13.5 t/m 13.9. If delivery is refused due to age-related issues or if Cadeo suspects that the sale would violate alcohol legislation, Cadeo is not liable and may refuse or cancel the order.

14. Personalised gifts / merchandise / content

14.1. When providing texts, images, logos and designs, the Client ensures that they do not act in violation of third-party intellectual property rights or portrait rights.

14.2. It is not part of Cadeo’s assignment to investigate the existence of intellectual property rights in relation to information provided by the Client.

15. Proofs

General

15.1. A physical or digital proof is included in the price only if stated in the offer or quotation.

15.2. Feedback must be given within the communicated time (or otherwise within 30 days) after receipt of the proof.

15.3. If no order follows a proof within the specified period, the proof will be charged.

15.4. The Client must approve a proof in writing as final.

15.5. Delivery times only start after approval of the final proof.

Physical proofs

15.6. One round of feedback is included with a physical proof.

15.7. Additional physical proofs are possible for an extra fee.

Digital proofs

15.8. An unlimited number of feedback rounds is included with a digital proof.

15.9. Colours on digital proofs may differ slightly from the final physical product.

16. Delivery

16.1. A gift is delivered only when it has been paid for in full, unless otherwise agreed.

16.2. Physical gifts can only be delivered within the Netherlands.

16.3. The delivery address is the address provided by the Client or Recipient to Cadeo.

16.4. The Client is responsible for providing the correct delivery location.

16.5. A delivery term is an estimate. Cadeo has no influence on delivery by third parties or on seasonal delays.

16.6. If Cadeo does not meet the estimated delivery term, the Client must give Cadeo a reasonable delivery term. If Cadeo still does not meet it, the Client may dissolve the agreement.

16.7. If an incorrect or incomplete address is provided or the Recipient refuses to accept the gift without a valid reason, the Client is not entitled to a refund.

16.8. In the event of failed delivery due to an incorrect address, Cadeo may charge additional costs for a new delivery attempt.

17. Performance / non-conformity of gifts

17.1. Gifts must comply with the agreement.

17.2. The Client cannot invoke non-conformity if this was known when the agreement was concluded.

17.3. In the event of non-conformity, the Client is entitled to performance of the agreement: delivery of what is missing, repair or replacement of the gift.

17.4. The costs for performance are for Cadeo.

17.5–17.11. Further arrangements regarding repair, replacement, price reduction and dissolution in the event of non-conforming gifts, in accordance with Dutch consumer law.

Warranty

17.12. The supplier’s warranty provisions apply to the gifts.

18. Use of intellectual property rights

18.1. After receiving the Client’s permission, Cadeo obtains a worldwide, non-sublicensable, non-exclusive, royalty-free and irrevocable licence to use the Client’s logo for customer cases on Cadeo’s website.

19. Confidentiality

19.1. Cadeo is obliged to keep confidential all confidential information it has obtained from the Client in connection with the agreement.

19.2. Confidentiality does not apply if the information in question is already public, is no longer confidential, or has otherwise been obtained by Cadeo.

19.3. Confidentiality does not apply insofar as Cadeo is subject to a legal obligation to disclose information.

19.4. Cadeo ensures that any third parties it engages are also obliged to comply with this article.

20. Force majeure

20.1. Cadeo does not have to fulfil its obligations under the agreement if performance has become temporarily or permanently impossible due to force majeure.

20.2. Force majeure means any non-attributable impossibility, such as strikes, fire, software failures, supplier bankruptcies, power outages, government measures, hacks, epidemics and pandemics.

20.3. Cadeo will inform the Client of the force majeure situation as soon as possible.

20.4. In the event of force majeure, Cadeo will look for an appropriate solution together with the Client.

20.5–20.8. In the event of force majeure, Cadeo owes no compensation. The Client must also inform Cadeo of a force majeure situation on its side as soon as possible.

21. Right of withdrawal

21.1. As a Consumer, the Client may withdraw from the distance contract within a cooling-off period of 14 days.

21.2. For intangible gifts, the cooling-off period begins on the day the agreement is concluded; for tangible gifts, on the day of receipt.

21.3. When the Consumer exercises the right of withdrawal, the Consumer must notify Cadeo by means of the model form (Appendix 1) or in another unambiguous manner.

21.4. After notification, Cadeo will send the Consumer an acknowledgment of receipt.

21.5. Cadeo will reimburse all payments within 14 days from the day the Consumer notifies the withdrawal.

21.6. Cadeo will use the same payment method used by the Consumer, unless the Consumer has expressly agreed to another method.

21.7–21.21. Further arrangements regarding return costs, exceptions to the right of withdrawal and obligations during the cooling-off period.

22. Interim termination

Termination

22.1. For subscriptions, during the first subscription year a notice period of at least three subscription months applies before the end of that subscription year. After the first subscription year, termination may be given at any time with a notice period of three subscription months.

22.2. Immediate termination is possible for urgent reasons, such as bankruptcy, fraud, criminal activity or death.

22.3. Cadeo retains payment in accordance with the notice period.

Dissolution

22.4. Both Parties may dissolve the agreement if the other party fails to perform its obligations.

22.5–22.8. Cadeo retains the right to payment. After termination, the Client has 30 days to export all data from the platform.

23. Liability towards Consumers

23.1. Cadeo is only liable for damage attributable to Cadeo.

23.2. Cadeo is not liable for damage caused by relying on incorrect information from the Consumer.

23.3. Any liability expires one year after the agreement has ended.

24. Liability towards Business Clients

24.1. Article 23 applies by analogy to Business Clients.

24.2. Cadeo is only liable towards the Business Client for damage caused by intent or deliberate recklessness.

24.3. If Cadeo is liable, Cadeo is only liable for direct damage.

24.4. Cadeo is not liable towards the Business Client for indirect damage, consequential damage, loss of profit or damage to third parties.

24.5–24.7. The Business Client indemnifies Cadeo against third-party claims. Cadeo’s liability is limited to the amount paid out under a concluded liability insurance policy.

25. Complaints

25.1. Complaints about the agreement must be submitted to Cadeo within a reasonable time after discovery, fully and clearly described.

25.2. If a defect is reported too late, the Client can no longer invoke repair, replacement, price reduction, dissolution or compensation.

25.3. Cadeo responds to complaints within 14 days of receipt.

25.4. The Client must give Cadeo at least 6 weeks to resolve the complaint in mutual consultation.

25.5. Submitting a complaint does not suspend the payment obligation.

26. Miscellaneous provisions

26.1. Dutch law applies to the legal relationship between the Parties.

26.2. The Parties will only resort to the courts after they have made every effort to resolve a dispute amicably.

26.3. The District Court of Amsterdam shall take cognisance of the dispute between the Parties.

26.4. Cadeo is entitled at any time to make changes to these terms, which will take effect at the announced time.

26.5–26.7. Changes, nullity and severability of provisions are governed in accordance with Dutch law.