GENERAL TERMS AND CONDITIONS OF SALE
The buyer is deemed to know and accept the terms and conditions of sale such as stipulated hereafter through the sole fact of placing an order and/or receiving the invoice, regardless of the terms and conditions of purchase that the customer sets forth in his own documents.
Price quotations are made in good faith, but are only approximations. They are subject to revision if e.g. the salaries and social security charges and/or the prices of the raw materials rise. The prices stated on the offers only apply for the processings described or services offered. All legal charges and taxes shall be borne by the buyer.
The delivery periods are indicated in good faith, but are only approximations. They are not binding. Circumstances such as strike, fire, machinery defect, irregular provisioning, internal organisational problems, etc., are regarded as instances of force majeure if they delay the delivery or make it more difficult.
Unless agreed otherwise in writing, late delivery may not give rise to a refusal of the merchandise by the customer, nor to the payment of any damages by the seller.
The agreed delivery periods are extended by the period during which the customer has failed to submit certain documents. The customer remaining in default in this way can give rise to the payment of damages to the seller if this causes auxiliary substances and/or materials to become unusable. Extra costs incurred because the customer wants a delivery period that is shorter than normal shall be borne by the customer.
The goods are received and accepted in our warehouses, prior to their departure. The buyer acknowledges having been fully informed about the technical and functional specifications particular to the purchased goods. The goods travel under the responsibility and at the risk of the buyer, even if they are sold carriage paid.
The reception covers the visible defects of the goods. Any comments must be formulated by the customer on the delivery note. The fact that the goods may be packaged does not impede the acceptance. If necessary, a spot check must be performed. In the event of non-conformity, the seller can exchange the goods in question, to the exclusion of any other form of indemnification.
Any other complaint must be notified to the seller by registered letter within eight days. After this period, every delivery must be regarded as irrevocable and fully accepted. The buyer shall bear the burden of proof in all cases where he invokes the seller’s indemnification duty. When the current clause applies, the buyer’s claims against the seller remain limited to at most the value of the delivered goods on the basis of the prices charged by the seller.
The goods remain the seller’s property until the buyer has satisfied all of his obligations vis-à-vis the seller, including those deriving from other transactions. The buyer acknowledges that this reservation of title clause was brought to his attention and was accepted by him prior to delivery of the goods. Given the reservation of title, it is prohibited to alienate the sold goods before full payment, and this on pain of damages. So long as not fully paid for, the buyer undertakes to maintain the goods not yet consumed by him in recognisable and good condition, also on pain of damages. This clause has no effect on the transfer of risk as of the delivery.
We reserve the right, before or during execution of the contract, to demand from the customer guarantees for payment of the purchase price and the execution of the contract. The costs of establishing these guarantees shall be borne by the customer.
Unless agreed otherwise in writing, our invoices are payable at the latest 8 days after the invoice date. The payment must be made in cash, net and without discount, at the registered office or onto a bank account specified by us. In order to be valid, each receipt must be dated and signed by the business manager or his authorised representative.
Any collection and protest costs of an accepted or unaccepted bill of exchange and/or cheque shall be borne by the customer. Offering a bill of exchange does not change the place of payment. Moreover, by drawing a bill of exchange we absolutely do not waive any of the above-mentioned rights and the drawing of a bill of exchange never applies as novation.
In the event of late payment, a late-payment interest of 10% per year shall be owed ipso jure and without notice of default on the exigible amount. In case of total or partial non-payment of the debt on the due date, after formal notice of default has not produced any results, the debt balance is increased as lump-sum compensation by 12%, with a minimum of 75 euros and a maximum of 2,500 euros, even if grace periods have been granted.
ARTICLE 9If the buyer fails to fulfil his obligations, the seller is entitled to dissolve the current contracts ipso jure, without advance formal notice of default, without prejudice to the seller´s right to damages. A declaration of the intent to do so, sent by registered letter to the buyer, shall suffice for this purpose. This provision also applies if, during the course of the contract, the buyer’s financial condition changes, in case of insolvency, if the buyer is declared bankrupt, or when the seller fears losing the guarantees for its debt claim.
Any breach or cancellation of an order or contract by the buyer gives the seller the right to claim damages and to invoice the already-performed services at the agreed rates. The same damages are owed when the seller sees itself obliged to invoke the first paragraph of article 9.
The contracts are governed by Belgian law. In the event of dispute, the courts of the judicial district of KORTRIJK shall have exclusive jurisdiction.