Terms of Sale

Last updated: 27.03.2026

These B2B terms of sale (“Terms”) apply to all B2B sales agreements entered into with Loop BV, with registered office at Lamorinièrestraat 33/105, 2018 Antwerp, Belgium and company number BE0665977551, and/or Loop America Inc., with its registered address at 230 7th Avenue, Suite 902, New York, 10018 New York its affiliates (“Loop”, “us”, “we” or “our”). The contracting entity for each Order shall be determined as follows: (a) for Customers with a billing address in the United States, Canada or Mexico, the contracting entity is Loop America Inc.; (b) for all other Customers, the contracting entity is Loop BV. The applicable contracting entity shall be identified on the Order Confirmation.

1. DEFINITIONS

In these Terms the following words shall have the following meanings:

“Agreement” means any agreement entered into between Loop and a Customer, comprising these Terms, any applicable Order Confirmation, and any written amendments thereto;
“Authorized Reseller” means a Customer that has received written permission from Loop to purchase Products for the purpose of resale to end customers in accordance with the Reseller Policy;
“Customer” means a legal person or duly registered business with whom Loop negotiates and/or enters into an Agreement;
“Customized Products” means Products that are specifically fabricated, developed or tailor-made (e.g. personalized engravings) by Loop at the request of the Customer on the basis of precise instructions provided by the Customer in advance. Customized Products are only available for Orders of 250 units or more;
“Order” means a Product order placed by a Customer with Loop through the Website order portal or, for Customers with a separately agreed ordering process confirmed in writing, via email to business@loopearplugs.com referencing the Customer’s account number;
“Order Confirmation” means a written confirmation (including by email) by Loop of the Order;
“Products” means the Loop earplugs and related accessories sold by Loop to the Customer subject to an Agreement;
“Reseller Policy” means the policy issued by Loop governing the resale of Products by Authorized Resellers, available upon request;
“Website” means the B2B website of Loop with any of the following URLs: https://b2b.eu.loopearplugs.com/ and https://b2b.loopearplugs.com.

2. General

These Terms shall apply to all Orders, to the exclusion of all other terms and conditions referred to, offered or relied on by the Customer, whether in the Customer’s purchase order, confirmation or otherwise. By creating an account and/or by placing an Order, the Customer confirms that it has read and accepted these Terms.

3. Account Registration and Security

To be able to place an Order via the Website, the Customer will be required to create an account. The Customer agrees to provide accurate, complete, and up-to-date information only. The Customer’s account is personal and may not be shared with any other person.

The Customer is responsible for maintaining the confidentiality and security of its login credentials and for all activities that occur under its account. The Customer agrees to notify us immediately if it becomes aware of any unauthorized access or any other security breach.

4. Product information

Any description, image, specification or illustration given or applied to the Products is provided for identification purposes only and shall not form part of the Agreement or give rise to a contractual obligation. The Customer acknowledges that it does not rely on any such description when entering into the Agreement. Loop cannot guarantee that the display of colors on the Customer’s device is accurate.

All descriptions and pricing of Products are subject to change at any time without notice, at our sole discretion. We reserve the right to discontinue any Product at any time. Any offer for any Product made is void where prohibited by law.

5. Offers and Quotations

Any offer, quotation, or price indication provided by Loop prior to the placement of an Order is non-binding and constitutes an invitation to the Customer to place an Order. An offer or quotation shall be valid for a maximum of four (4) weeks from its date of issue, unless a different acceptance period is expressly stated therein.

If the Customer does not place an Order within the applicable validity period, the offer or quotation shall lapse automatically.

Offers and quotations do not apply to repeat or follow-on Orders unless Loop and the Customer have expressly agreed otherwise in writing.

6. Acceptance of Orders

An Order is binding on Loop only upon issuance of an Order Confirmation. Loop only accepts Orders with a minimum quantity of 20 Product units. Loop reserves the right to reject any Order at its discretion.

Unless otherwise expressly agreed by Loop in writing, the Customer shall not have any right to cancel a confirmed Order. Cancellation of a confirmed Order shall entitle Loop to invoice 100% of the Order value as liquidated damages.

If certain colors or models included in an Order are unavailable or have been withdrawn from Loop's Product range, Loop may propose substitute Products of equivalent quality. If the Customer does not accept the substitute, the Customer may cancel the affected part of the Order without any further compensation from Loop. For the avoidance of doubt, the liquidated damages set out above do not apply to a cancellation under this paragraph.

7. Pricing

All prices quoted by Loop are in the currency specified in the Order Confirmation, and are exclusive of VAT and all other applicable taxes, duties, levies, shipping and transport costs, which shall be borne by the Customer.

Loop may offer volume-based discounts on the Products. Applicable discount tiers and percentages are published on the Website and may be amended by Loop at any time. The discount applicable to an Order shall be determined by the total quantity of Product units in that Order and shall be reflected in the Order Confirmation. In the event of any discrepancy between the discount shown on the Website at the time of ordering and the discount stated in the Order Confirmation, the Order Confirmation shall prevail.

Changes in factors prior to delivery that affect Loop’s prices, including but not limited to third-party supplier rates, exchange rates, insurance rates, import and export duties, freight charges and other surcharges, levies or taxes, may be passed on by Loop to the Customer, provided Loop notifies the Customer in writing prior to shipment.

8. Payment Terms

Unless otherwise agreed in writing between the parties, payment terms shall be as follows:

(a) Orders below 1,000 units: Payment shall be made upfront via the payment methods available on the Website prior to shipment.

(b) Orders exceeding 1,000 units and Orders for Customized Products: Payment shall be made within thirty (30) calendar days of the invoice date provided by Loop.

In the event of late payment, the Customer shall automatically and without prior notice owe:

(a) Late payment interest at a rate of 1% per month (12% per annum) on the outstanding amount, calculated from the due date until the date of full payment; and

(b) A fixed indemnity of EUR 40 per unpaid invoice for recovery costs, without prejudice to Loop’s right to claim additional costs actually incurred (including reasonable legal fees).

The non-payment of any single invoice shall render all outstanding invoices, including those not yet due, immediately payable in full.

Loop may suspend all further deliveries and performance of its obligations until all outstanding amounts (including accrued interests and costs) have been settled in full.

If payment remains outstanding for more than ten (10) calendar days following a written notice of default from Loop, Loop may terminate the Agreement with immediate effect by written notice and claim damages for all losses incurred.

Any dispute concerning an invoice must be notified to Loop in writing within five (5) calendar days of the invoice date. Failing timely notification, the invoice shall be deemed accepted in full. A dispute shall not suspend the Customer’s obligation to pay undisputed amounts.

9. Delivery and Transfer Risk and Title

Shipment of Products will take place on business days (i.e. Monday to Friday, excluding public holidays). Any delivery dates communicated by Loop are estimates only and are not binding. Delays in delivery shall not give rise to compensation, the right to cancel the Order, or any other claim, unless the delay exceeds thirty (30) calendar days from the original estimated delivery date, and it is not due to a Force Majeure event. In such case, the Customer may cancel the delayed portion of the Order by written notice to Loop, without further compensation.

For Orders paid in full before shipment, title and risk to the Products shall pass to the Customer upon delivery of the Products to the carrier. Where Loop has accepted payment via invoice, risk shall transfer to the Customer upon delivery to the carrier. Title to the Products shall be retained by Loop and shall pass to the Customer only upon full payment of all amounts owed by the Customer to Loop under the Agreement and any other outstanding invoices. Until title has passed:

(a) The Customer shall store the Products separately and in a manner that identifies them as Loop’s property;

(b) The Customer shall not alienate, pledge, encumber, or use the Products as security; and

(c) Loop may require the Customer to return the Products at the Customer’s expense if payment is not received by the due date.

Where title is retained by Loop, the Customer hereby grants Loop (and its authorized representatives) the right to enter the Customer’s premises during normal business hours, upon reasonable notice, to inspect and, if payment is overdue, to repossess and remove the Products. The Customer shall cooperate with and facilitate such access.

Loop may make split deliveries at no additional charge to the Customer. If the Customer requests split deliveries, Loop may charge the Customer for additional delivery costs.

10. Customer Obligations

The Customer shall:

(a) Comply with all applicable laws and regulations in connection with the purchase, storage, marketing and sale (where authorized) of the Products.

(b) Cease using any Products immediately upon discovery of any irregularity or defect, and provide Loop with all necessary cooperation to investigate the complaint. Failure to cease use shall extinguish the Customer’s right to claim in respect of such irregularity or defect.

(c) Not return Products to Loop without Loop’s prior written approval. Products approved for return remain at the Customer’s risk until received by Loop.

(d) Make available in a timely manner all information required by Loop for the performance of its obligations.

(e) Maintain, at its own expense, commercially reasonable insurance coverage in connection with its purchase, storage, marketing, and distribution of the Products, and shall provide reasonable evidence of such coverage upon Loop’s written request.

(f) Not remove or make invisible any trademarks, identification marks, labels, user instructions or safety information on the Products or accompanying documentation.

(g) Not copy, modify, reverse engineer, decompile, disassemble, or otherwise tamper with the Products and/or their components.

(h) Not resell, distribute, or otherwise transfer the Products to third parties unless the Customer (i) is expressly authorized in writing by Loop as an Authorized Reseller in accordance with the Reseller Policy, or (ii) distributes Products free of charge to its employees or customers as part of promotional activities.

(i) Immediately notify Loop in writing of any product safety incident, product liability claim, or regulatory enforcement action relating to the Products, and provide Loop with all reasonable cooperation and information in connection therewith, including cooperating with any product recall or corrective action initiated by Loop.

(j) Not modify, relabel, repackage, or rebrand the Products in any manner that could compromise the safety, traceability, or regulatory compliance of the Products, unless expressly authorized by Loop in writing.

11. Inspection and Complaints

Upon delivery of the Products, the Customer shall promptly inspect the Products to verify that they correspond to the applicable Order Confirmation and are free from visible defects or shortages.

Any complaint relating to visible defects, damage or discrepancies apparent upon delivery shall be notified to Loop in writing at business@loopearplugs.com, referencing the Order number, within five (5) calendar days following receipt of the Products. Such notification shall include a clear description of the issue and, where reasonably possible, supporting photographic evidence.

Failure to notify Loop as stated above shall preclude the Customer from raising any related claims.

Complaints: (a) shall only be valid if the Products have not been used and remain in their original packaging, (b) shall not be accepted if they regard color deviations, and (c) shall not suspend or affect the Customer’s payment obligations.

For more information, please check our Refund Policy .

12. Warranty

Loop warrants that the Products will be free from defects in workmanship and materials under normal use for a period of six (6) months from the original delivery date (the “Warranty Period”). “Normal use” means use that conforms to the Product’s technical specifications, user manual and any service communications issued by Loop.

If a qualifying defect arises during the Warranty Period, Loop will, at its sole option, (i) repair or replace the affected Products with the same or an equivalent model at no charge, or (ii) issue a partial refund in proportion to the severity of the defect.

The Customer acknowledges that Loop’s consumer warranty policy does not apply to B2B transactions and the Customer cannot derive any rights from such consumer policy.

The warranty does not cover:

(a) consumable parts like protective coatings that naturally wear over time, unless due to defects;

(b) cosmetic damage like scratches, dents and broken plastic, unless due to defects;

(d) damage from accidents, abuse, misuse, fire, or other external causes;

(e) damage from operating outside our published guidelines;

(f) Products modified without Loop’s written permission;

(g) normal wear and tear or aging of the Product.

13. Liability and Indemnification

Loop’s total aggregate liability under or in connection with the Agreement (whether in contract, tort, negligence or otherwise) shall in no event exceed the total amounts paid or payable under the Agreement in the twelve (12) months period preceding the event giving rise to the claim.

Loop shall not be liable for any indirect, incidental, special or consequential damages, including but not limited to loss of profit, loss of revenue, loss of business, production restrictions, increased overhead, loss of goodwill, loss of data, or claims by the Customer’s own customers or other third parties.

Nothing in these Terms shall exclude or limit Loop’s liability for (i) death or personal injury caused by its negligence, (ii) fraud or fraudulent misrepresentation, or (iii) any other liability that cannot be excluded or limited under applicable mandatory law.

The Customer shall defend, indemnify and hold Loop harmless from and against any and all claims, damages, losses, costs and expenses (including reasonable legal fees) arising from or related to the Customer’s breach of these Terms.

All claims by the Customer arising under or in connection with the Agreement must be brought within twelve (12) months from the date on which the Customer became aware, or ought reasonably to have become aware, of the facts giving rise to such claim, and in any event within twenty-four (24) months from the date of the relevant delivery. This limitation period does not apply to claims that cannot be time-limited under mandatory applicable law.

14. Delivery and Transfer Risk and Title

If the Customer does not properly or timely fulfil any of its obligations under the Agreement, Loop may, without prior notice of default, suspend all further deliveries until the Customer’s obligations are properly met or payment is adequately secured.

If the Customer fails to remedy the breach within ten (10) calendar days of written notice from Loop, Loop may terminate the Agreement in whole or in part with immediate effect.

In the event of bankruptcy, (provisional) suspension of payments, liquidation or seizure of the Customer’s assets, or if the Customer becomes aware that any such event may occur, the Customer must inform Loop immediately. In such event:

(a) all claims of Loop against the Customer shall become immediately due and payable;

(b) Loop may suspend all further performance until payment is secured; and

Termination of the Agreement shall not affect any accrued rights, obligations or liabilities of either party, including Loop’s right to recover any outstanding amounts. Sections 8, 12, 13, 15, 18, 20 and 21 shall survive termination or expiry.

15. Intellectual Property Rights

All intellectual property rights in and to the Products, trademarks, brand elements and marketing materials of Loop remain the exclusive property of Loop (“Loop IP”). Nothing in these Terms shall be construed as transferring ownership or granting a license of Loop IP to the Customer.

The Customer shall not use Loop IP, or make any public reference to its commercial relationship with Loop without Loop’s prior written consent. Upon expiration or termination of the Agreement for any reason, all promotional use of Loop’s brand and Loop IP by the Customer, insofar as agreed upon by Loop, must immediately cease.

Where the Customer provides logos, artwork, designs, specifications, or other materials ("Customer IP") for the production of Customized Products, the Customer retains all right, title and interest in and to such Customer IP, and the Customer grants Loop a limited, non-exclusive, non-transferable right to use the Customer IP solely to the extent necessary for the production and delivery of the Customized Products. The Customer warrants that: (a) it is the owner of, or has obtained all necessary rights, licenses, and consents in respect of, the Customer IP; (b) the use of the Customer IP by Loop for the production and delivery of the Customized Products does not and will not infringe any third-party intellectual property rights; and (c) the Customer IP does not contain any content that is unlawful, defamatory, or otherwise objectionable.

The Customer shall defend, indemnify, and hold Loop harmless from and against any and all claims, damages, losses, costs, and expenses (including reasonable legal fees) arising from or related to any infringement or alleged infringement of third-party intellectual property rights caused by Loop's use of the Customer IP in accordance with the Customer's instructions.

All tooling, moulds, production processes, and technical know-how developed or created by Loop in connection with the manufacture of Customized Products shall remain the exclusive property of Loop.

16. Force Majeure

Loop shall not be liable for any delay or failure to perform its obligations under the Agreement if and to the extent that such delay or failure is caused by events or circumstances beyond its reasonable control (“Force Majeure”), including but not limited to natural disasters, epidemics, pandemics, acts of war or terrorism, strikes, lockouts, government measures, embargoes, breakdown of machinery or shortage of raw materials from usual sources.

Loop shall notify the Customer promptly of a Force Majeure event and shall use all reasonable efforts to mitigate its effects.

If the Force Majeure event continues for more than three (3) months, either party may terminate the affected Order(s) by written notice without liability for damages.

17. Resale Authorization and Restrictions

Resale of Products by the Customer is prohibited unless the Customer has been expressly granted Authorized Reseller status by Loop in writing.

Authorized Resellers shall comply with these Terms and the Reseller Policy separately communicated by Loop.

18. Export Control and Sanctions

The Customer shall comply with all applicable export control laws, trade sanctions, and embargo regulations, including but not limited to those of the European Union, the United States (including OFAC and EAR), and the United Kingdom.

The Customer warrants that it will not, directly or indirectly, export, re-export, transfer, or otherwise make available any Products to: (a) any country or territory subject to comprehensive sanctions; (b) any person or entity on a restricted or denied parties list; or (c) any end use prohibited by applicable export control laws.

The Customer shall indemnify Loop against any and all claims, damages, losses, costs, and expenses arising from any breach of this Section 18.

19. Anti-Bribery and Compliance

The Customer shall comply with all applicable anti-corruption and anti-bribery laws, including but not limited to the Belgian Criminal Code, the UK Bribery Act 2010, and the US Foreign Corrupt Practices Act (where applicable).

The Customer shall not, directly or indirectly, offer, promise, give, or authorize any payment, gift, or other advantage to any public official, government employee, or any other person for the purpose of obtaining or retaining business or securing any improper advantage in connection with the Products or the Agreement.

20. Privacy

For information about how we collect, use, and share the Customer’s personal data, please review our Privacy Policy. The Customer agrees that by placing an Order, it consents to the processing of its personal data, as set forth in the Privacy Policy.

Loop processes personal data collected through the Website and in connection with Orders as a data controller within the meaning of the General Data Protection Regulation (EU) 2016/679 ("GDPR"). Where the Customer provides Loop with personal data of its employees, representatives, or other individuals (for example, contact details or names for Customized Products), the Customer warrants that it has obtained all necessary consents and has a lawful basis for sharing such data with Loop, and that it has informed the relevant individuals about such sharing in accordance with the GDPR.

21. Governing Law and Dispute Resolution

All matters arising out of or related to these Terms are governed by, and construed in accordance with, the laws of Belgium without regard to the conflict of law provisions thereof. The United Nations Convention on Contracts for the International Sale of Goods (CISG) is expressly excluded.

Any disputes shall be brought before the Enterprise Courts of Antwerp (Belgium) having exclusive jurisdiction.

22. Miscellaneous

We reserve the right to change these Terms from time to time in our sole discretion without notice. The latest version of the Terms will be posted on the Website and should be reviewed prior to placing a new Order. All changes will be effective immediately and will apply to the Customer’s Orders from that point onward. If the Customer does not agree to the amended Terms, the Customer’s sole remedy is to cease placing Orders.

If any provision of these Terms shall be determined by a court of competent jurisdiction to be invalid, illegal, or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

The Terms, and all documents as part of the Agreement, constitute the entire agreement and understanding between the Customer and us concerning the subject matter hereof. The Terms supersede any written or verbal agreement, communication or correspondence with respect to the subject matter hereof.

The Customer shall not assign any of its rights or obligations under the Terms without our prior written consent. Loop may freely assign or delegate its rights or obligations under these Terms at any time. These Terms shall be binding upon and shall inure to the benefit of the legal successors and assigns of Loop.

No waiver of any of the terms or conditions of these Terms by us shall be valid or binding unless the same is in writing and signed by an authorized officer of Loop.

23. Contact us

If you wish to provide feedback or if you have questions or concerns, please contact us via our contact page , or by using the details set out below:

Loop BV
Lamorinièrestraat 33/105
2018 Antwerp, Belgium
business@loopearplugs.com