General Conditions of Sale and Delivery
Only the general conditions mentioned hereafter apply, notwithstanding specific or general conditions mentioned on purchase orders or other documents of buyers or principals.
Article 1. Quotations – Order Confirmations.
Our quotations and order confirmations are valid for only 5 days, unless we choose to fulfil them thereafter. Unless otherwise stated, our prices are without obligation, excluding VAT and transport costs. The buyer accepts that our electronic files also serve as proof of its contractual obligations.
Article 2. Delivery Date.
Delivery dates are merely given as an indication and will never be binding. Possible delays do not entitle the buyer to any compensation or an annulment of the sale.
Article 3. Place of Delivery – Risk.
All deliveries are done at the Operations Centre in Grobbendonk. Delivery of goods occurs in a legitimate manner by placing the goods on our premises at the buyer’s disposal, as soon as they have been assembled. Any to goods-associated risks are borne by the buyer once goods have been put at his disposal, even in cases involving free delivery or seller-arranged transport.
Article 4. Returnable Packaging – Pallets.
If goods are delivered on europallets, in invoiced or any other returnable packaging items, any resulting deposits will also be charged to the buyer. Only if such packaging, including pallets, is returned free of charge and in good condition to our Operations Centre in Grobbendonk, without having been used for other purposes, the concerned deposit even those that have not expired –that we have against the buyer, as principal amount, compensation, interests, and costs.
Article 5. Complaints.
To be valid, possible complaints concerning the quantity, nature, quality, and conformity of goods must be notified, under penalty of decline, by registered letter at the moment of acceptance and at the latest 5 days after receipt. Complaints concerning concealed defects must be confirmed, under penalty of decline, by registered letter within 8 days after the discovery and at the latest 6 months after delivery. Under no circumstances may a complaint cause the entire or partial suspension of payment.
Whatever happens, our responsibility is limited in two respects: first, maximally to the replacement of the goods supplied, exclusive of all other compensations for direct or indirect damage, such as damage to persons, to goods and crops belonging to the buyer, or to a third party and second, to the amounts paid by our insurers and for which coverage is given. This double restriction applies to the total amount that the customer or eventual third parties should claim.
Article 6. Payment.
With exception of contrary and written stipulation, our invoices are payable in cash at our Operations Centre in Grobbendonk. The responsibility for possible exchange rate risks is borne solely by the buyer who must compensate for them or indemnify us against them. Except for contrary and written stipulation, our representatives or agents are not entitled to collect any sum of payment on our behalf.
Article 7. Default of Payment.
For amounts that have not been paid by the buyer on the expiration date, an interest rate of 1% per month for non-payment will be due by right and without serving notice, whereas the beginning of each month shall be regarded as a complete month. Moreover, in the event of a delinquent payment, the buyer will have to pay a compensation which is fixed at 10% of the mount of the invoice with a minimum of € 100.00. At the same time, we reserve our right to prove our actual incurred losses. The non-payment of only one invoice beyond its expiration date makes all other invoices, even those not expired, fall due immediately.
Article 8. Debt Renewal.
The fact of drawing, accepting or putting into circulation bills of exchange or other negotiable documents does not bring about any debt renewal nor does it imply any deviation from the present conditions.
Article 9. Debt Comparison.
Except for contrary and written stipulation, all receivables for the same customer, whatever their legal nature or related conditions, are part of only one agreement, of which the mutual obligations are constantly being compensated.
Article 10. Obligations.
Possible commitments made by our representatives or agents outside the scope of the present conditions are only binding to us after the expressed written consent of our management.
Article 11. Non-fulfilment of an Obligation.
In the event of non-fulfilment of obligations by the buyer, the sale will be dissolved/suspended by right and without serving notice. The compensation for non-fulfilment by the buyer is fixed at 15% of the sales price with a minimum of € 500.00. By the same token, we reserve our right to pursue the execution in kind and/or to prove our actual incurred losses.
Article 12. Solvency.
If our confidence in the solvency of the buyer is betrayed, inter alia, due to legal actions taken against the buyer or other assignable reasons, we reserve our right, even when the goods have already been shipped either entirely or in part, to suspend the entire order or a part of it until the buyer has delivered the necessary guarantees for correct execution of his obligations. In the event the buyer refuses to comply, this will be regarded as non-fulfilment of an obligation by the buyer in the sense of article 11, which will be entirely applicable.
Article 13. Reservation of Title.
Goods remain our property until full payment of the principal, including indemnity, interests and costs, is made. All risks are assumed by the buyer. We retain any paid advances as compensation for possible losses on resale. If the buyer sells the goods that belong to us, even in a transformed state, he passes on all claims that originate from this sale to us. He agrees to inform the other party about this.
Article 14. Competence – Applicable Law.
In case of a dispute, the competent courts shall only be those of our Main Office, of our Operations Centre, or of the domicile/main office of the buyer, according to our preference. In any case, the Belgian courts are competent and only Belgian law will be applicable.
Article 15. Renunciation – Nullity – Priority.
The non-application of one or more provisions of these conditions may never be considered by the buyer as a renunciation of these conditions. The nullified status of one or several articles or of part of an article does not affect the validity of these conditions. In any case, our conditions prevail against those of the buyer, who, by placing an order, renounces his own general conditions and will not claim them any more.