Terms of service

SharpTools Resellers

Terms & Conditions 2026

Version: 1 January 2026
Scope: applicable to all orders placed by approved resellers with SharpTools via the webshop and/or by email (info@sharptools.store).

Article 1 — Definitions

For the purposes of these terms and conditions:

  1. SharpTools: the company offering and supplying the Products to the Reseller.
  2. Reseller / Partner: a business customer (natural or legal person) acting in the course of its trade or business and approved by SharpTools as a reseller.
  3. Physical Store: a physical retail location with an actual shop floor and regular opening hours, where the Products have a physical shelf/display presence.
  4. Webshop: SharpTools’ (B2B) webshop environment at sharptoolsresellers.com.
  5. Product(s): all goods/items offered and supplied by SharpTools.
  6. Agreement: any agreement between SharpTools and the Reseller for the supply of Products, including amendments and supplements.
  7. Order Confirmation: SharpTools’ confirmation (by email and/or via the Webshop) that an order has been accepted.
  8. MSRP (Recommended Retail Price): the minimum guideline retail price communicated by SharpTools for sale to end customers.
  9. Toolkit: the most recent brand and content guidelines (including, but not limited to, logos, product texts, photos, marketing assets and communications) as shared by SharpTools (e.g. via Google Drive).

Article 2 — SharpTools Company Details

Company name: SharpTools B.V.
Address: Oosteinderweg 24, 1687AC, Wognum, Netherlands
Email: info@sharptools.store
Chamber of Commerce (KvK): 95324453
VAT: NL867087596B01
IBAN: NL55BUNQ2130346928

Article 3 — Applicability

  1. These terms and conditions apply to every offer, order and Agreement between SharpTools and the Reseller.
  2. The Reseller accepts these terms and conditions by (i) registering, (ii) placing an order, or (iii) accepting an Order Confirmation.
  3. These terms and conditions apply exclusively to B2B transactions. Consumers may not use a reseller account and may not place orders as a Reseller.
  4. Any purchasing terms or other terms of the Reseller are expressly rejected, unless SharpTools explicitly agrees otherwise in writing.
  5. If any provision is invalid or unenforceable, the remaining provisions remain fully in force.

Article 4 — Reseller Criteria, Registration and Approval

  1. A Reseller becomes a Reseller only after manual approval by SharpTools.
  2. SharpTools accepts only Resellers with a Physical Store. An additional webshop is permitted, but webshop-only resellers are not permitted.
  3. The Reseller undertakes to stock SharpTools products with a visible physical shelf/display presence.
  4. SharpTools may reject registrations without stating reasons.

Article 5 — Offers, Pricing and Minimum Order

  1. Offers and pricing information (in the Webshop, by email or in documents) are non-binding and may be withdrawn. Obvious errors or mistakes do not bind SharpTools.
  2. All prices are stated in euros, excluding VAT and excluding any shipping and/or surcharge costs.
  3. Minimum order: SharpTools processes only orders of at least €500 (excl. VAT) and/or at least 10 items, unless otherwise agreed in writing.
  4. SharpTools communicates prices, volume tiers and promotions via the Webshop and/or via a quarterly overview by email.

Article 6 — Price Changes and Communication

  1. SharpTools may change prices, volume tiers and conditions on a quarterly basis.
  2. SharpTools will announce changes at least 14 days in advance by email.
  3. The price applicable at the time of the Order Confirmation is decisive for that order.

Article 7 — Formation of the Agreement and Ordering

  1. Orders may be placed via the Webshop and/or by email to info@sharptools.store.
  2. An order becomes binding from the moment the Reseller submits it definitively/sends it.
  3. The Agreement is formed upon SharpTools’ Order Confirmation.
  4. SharpTools may refuse orders or impose additional conditions (e.g. credit/security, order limits, delivery timing) without being liable for damages.
  5. The Reseller warrants that all provided information is correct and complete (delivery address, contact details, VAT number, etc.).

Article 8 — Payment, Set-off/Suspension and Retention of Title

  1. Payment is made by invoice within 30 days after the Order Confirmation, unless otherwise agreed in writing.
  2. The Reseller is not entitled to suspend payment or to set off amounts.
  3. SharpTools is entitled to suspend its obligations and/or set off amounts if the Reseller fails to pay on time or otherwise defaults.
  4. If the payment term is exceeded, the Reseller is automatically in default by operation of law. SharpTools may charge statutory commercial interest (Dutch Civil Code art. 6:119a) and (extra)judicial collection costs.
  5. Retention of title: all delivered Products remain the property of SharpTools until the Reseller has fully met all (payment) obligations.
  6. Until ownership transfers, the Reseller shall store the Products with due care and clearly identifiable as SharpTools’ property and shall not pledge or otherwise encumber them.

Article 9 — Delivery, Delivery Times and Risk

  1. SharpTools delivers within Europe, unless otherwise agreed.
  2. Delivery times are indicative and not strict deadlines.
  3. Delays do not entitle the Reseller to compensation and do not entitle the Reseller to terminate the Agreement, except in the event of intent or wilful misconduct by SharpTools.
  4. Delivery will be made to the delivery address provided by the Reseller. Delivery via pick-up points/parcel shops is not the standard.
  5. The risk of loss or damage transfers to the Reseller upon delivery at the delivery address.

Article 10 — Cancellation Before Dispatch

  1. The Reseller may cancel an order as long as it has not yet been dispatched, by notifying SharpTools in writing via info@sharptools.store.
  2. If (parts of) the order have already been processed or dispatched, SharpTools may refuse cancellation or charge costs.

Article 11 — Complaints, Delivery Damage and Returns

  1. The Reseller shall inspect the delivery immediately and report visible damage/shortages as soon as possible.
  2. Claim deadline: the Reseller must submit any complaint/claim no later than 5 days after delivery, in writing and in full (including photos/evidence) via info@sharptools.store.
  3. In case of SharpTools’ errors or delivery damage, return/repair/replacement may be possible. SharpTools will reasonably determine the remedy (replacement, repair, (partial) credit note, etc.).
  4. Returns of correctly delivered and undamaged Products are permitted only with SharpTools’ prior written consent.
  5. Return shipping costs, risk and any deductions (such as depreciation/handling) depend on the circumstances and will be determined reasonably by SharpTools.
  6. Where applicable, returned Products must be unused, complete and properly packaged.

Article 12 — Warranty

  1. Products are covered by a 1-year manufacturer’s warranty, unless stated otherwise for the Product or agreed in writing.
  2. Warranty does not apply in case of improper use, improper maintenance, normal wear and tear, installation errors by the Reseller/end customer, or modifications to the Product.
  3. SharpTools shall always have a reasonable opportunity to repair the defect or replace the Product first.

Article 13 — Liability

  1. SharpTools’ total liability is limited to direct damages up to a maximum of the invoice amount for the relevant order (excl. VAT).
  2. Liability for indirect damages is excluded, including: consequential damages, loss of profit, lost savings, reputational damage, business damage, downtime losses, and third-party claims.
  3. SharpTools is only liable after the Reseller has given SharpTools written notice of default and SharpTools has been given a reasonable period to remedy the issue.
  4. Any claim becomes time-barred no later than 1 year after delivery (or after the defect could reasonably have been discovered).
  5. This exclusion does not apply in case of intent or wilful misconduct by SharpTools, or in case of personal injury or death.

Article 14 — Brand Use, Marketing and Sales Channels

  1. All IP rights (trademarks, logos, texts, photos, product data, designs, manuals,
  2. etc.) belong to SharpTools or its licensors.
  3. SharpTools grants the Reseller a limited, non-exclusive, non-transferable license to use brand and product materials solely for selling SharpTools Products and strictly in accordance with the Toolkit (latest version).
  4. The Reseller may communicate that it is a “SharpTools reseller”, provided it complies with the Toolkit and does not make misleading claims.
  5. Prohibited sales channels: the Reseller may not offer SharpTools Products via marketplaces (including Amazon, bol, Marktplaats and comparable platforms).
  6. Online sales are permitted only if the Reseller also operates a Physical Store and SharpTools Products have a physical shelf/display presence there. Webshop-only sales are not permitted.
  7. In case of breach, SharpTools may immediately suspend deliveries and/or terminate the reseller relationship.

Article 15 — Competition and Pricing Policy (MSRP)

  1. The Reseller shall not sell competing brands within the same product categories as SharpTools, unless SharpTools provides written approval.
  2. The Reseller shall respect the MSRP communicated by SharpTools as a minimum guideline.
  3. If the Reseller repeatedly sells below the minimum MSRP, SharpTools reserves the right to refuse further orders and/or terminate the cooperation.

Article 16 — No Exclusivity and Direct Sales

  1. The Reseller has no sole right or exclusivity unless agreed in writing.
  2. SharpTools may freely sell directly to end customers and appoint other resellers, including within the same region.
  3. Any exclusivity may be discussed per region and must always be agreed in writing.

Article 17 — Platform Use and Account

  1. The Reseller is responsible for handling login details carefully.
  2. SharpTools may restrict, block or terminate account access with immediate effect.
  3. SharpTools is not liable for (temporary) unavailability or disruptions of the Webshop/platform.

Article 18 — Force Majeure

  1. SharpTools is not liable for delays or failures caused by force majeure.
  2. Force majeure includes, but is not limited to: transport disruptions, illness/staff shortages, supplier failures, fire, government measures, war, pandemics, strikes, import/export restrictions, IT failures, and other circumstances beyond SharpTools’ reasonable control.
  3. During force majeure, SharpTools may suspend performance without liability. If force majeure continues for an extended period, the parties may terminate the Agreement (for the affected part).

Article 19 — Termination

  1. SharpTools may terminate the cooperation at any time and/or close accounts with immediate effect, without any compensation.
  2. Upon termination, SharpTools may cancel any outstanding orders.
  3. Obligations that by their nature continue (payment, IP/brand, liability limitations) remain in force.

Article 20 — Privacy and Data Protection

  1. SharpTools processes personal data in accordance with applicable privacy laws (GDPR).
  2. Further information is provided in SharpTools’ privacy policy.

Article 21 — Amendments to the Terms

  1. SharpTools may amend these terms and conditions once per calendar year.
  2. Amendments will be communicated to the Reseller by email and will apply from the stated effective date.
  3. For ongoing orders, the version applicable at the time of the Order Confirmation applies.

Article 22 — Governing Law and Disputes

  1. These terms and conditions and all Agreements are governed exclusively by Dutch law.
  2. Disputes shall be submitted exclusively to the competent court in Amsterdam, the Netherlands.

Questions? Please contact us at info@sharptools.store.