General terms and conditions
GENERAL TERMS AND CONDITIONS OF SALE
These general terms and conditions apply for all our quotes, job orders, purchase/sales agreements and deliveries, and rule out the application of general terms and conditions on the part of the counterparty, even if these have been communicated in advance, unless derogations are expressly agreed in writing.
1.1. All sales are deemed to be made at Izegem (location of the registered offices).
1.2. Quotes are always non-binding, and are only valid for 1 month.
1.3. Our sales prices are indicative. They may be revised automatically by us in the following cases: increases in the price of raw materials, wage increases, parity change of the currency in which our raw materials are quoted, increases in energy prices, replacement of unavailable raw materials by others, changes to purchasing sources for reasons beyond our control. This list is not exhaustive.
Some sales prices may be indicted in foreign currencies; the exchange rate is that which is applicable on the day of the quote, and any change to this rate shall automatically entail a revision of the indicated prices.
2.1. All purchase/sales agreements shall only be constituted following an order confirmation by the salesperson from the company headquarters. The buyer is bound by his or her purchase commitment (order).
2.2. When ordering, every buyer acknowledges having read the sales conditions which are printed on our quotes and/or sales confirmations, and hereby agrees with them.
2.3. If a buyer is in default towards the seller during the settlement of any agreement, the seller, even after he has implemented an order in whole or in part, and prior to making the delivery, is entitled at all times to demand that the buyer fulfils both his or her payment obligations, and any other obligations.
2.4. Modifications or cancellations of orders which have been made shall only stand after written acceptance on the part of the seller.
3.1. The goods are sold 'ex works', and even goods which are sent 'carriage paid' are always sent at the risks of the recipient, who, in the event of loss or damage upon arrival of the goods, should make reservations with the transporter.
Delivery delays may not be seen as a pretext to refuse or postpone payment of the invoiced goods.
3.2. If goods are delivered, contestations pertaining to the delivery, mainly with regards to visible defects and defects in conformity, must be indicated to the transporter and recorded on the delivery note. Any complaints must have reached the seller within two working days following delivery. The acceptance of goods subject to a later check is not accepted.
3.3. The section of the delivery note endorsed and signed by the buyer shall be considered by the seller as acknowledgement of definitive receipt of the goods.
3.4. Delivery times are only provided for illustrative purposes and as such are not binding, unless expressly agreed between parties. Delays in implementation cannot give rise to fines, damages or dissolution of the agreement.
3.5. Sold goods must be collected within the prescribed period, and in the event of non-collection, the seller reserves the right to terminate the sale partially or in full, or to oblige the buyer to take delivery of the goods, without excluding the right to damages in any of these cases, inter alia for transport costs, storage costs, etc.
All goods which cannot be delivered within the prescribed period, due to a reason which is contingent on the buyer, shall be stored at his or her risks. Storage costs shall amount to 8% per month, from the first day of storage. Every commenced month shall be fully charged.
In addition, we reserve the right to transfer these goods to a storage location at the costs of the buyer, if there is no response within 8 working days after the sending of notification hereto via registered mail.
The following shall not be considered as defects in conformity, or visible or hidden defects: slight colour differences, the colouring of wood, leather, textile and fibrous materials, the processing of the wood, the stretching of upholstery materials due to use, slight differences in the dimensions of the goods or other small deviations insofar as these cannot be avoided from a technical perspective, or are generally accepted according to the practices in the furniture sector as being inherent to the materials used.
4.2. Every invoice corresponds to a separate sale.
4.3. Under penalty of forfeiture, complaints regarding invoices must be submitted in writing within 8 days of receiving the invoice.
4.4. If the complaint is accepted, the seller shall be limited to replacing or repairing goods which have been acknowledged as unsuitable.
5.1. Unless otherwise provided for, goods must be paid in cash at the headquarters of the seller.
5.2. Drawing and/or accepting drafts or other tradable documents does not constitute a renewal of the debt and does not represent a deviation from the conditions of sale.
5.3. If the invoice amount or the outstanding balance is not paid by the stated expiry date, late-payment interest of 12% per annum shall lawfully and without formal notice of default be charged on the total amount of the due claim, from the expiry date onwards. The interest rate of the late-payment interest may be increased in the event that the statutory interest rate for delayed payments in trade transactions should exceed this interest rate at the moment of formal notice of default, to at least the same level.
5.4. In the event of non-payment, the seller reserves the right to consider as yet unprocessed orders as cancelled, without prejudice to damages. In the event that the seller's trust in the buyer's creditworthiness is affected by legal actions against the buyer and/or other demonstrable events which call into question the trust in the correct fulfilment of the buyer's obligations and/or make this impossible, the seller reserves the right to demand suitable guarantees from the buyer. If the buyer refuses to comply, the seller reserves the right to cancel the whole order or part thereof, even if the goods have already been fully or partially sent. In such cases, the seller reserves the right to claim damages.
6.1. In the event of non-payment by the expiry date if the formal notice of default has been fruitless, and irrespective of the late-payment interest, fixed damages of 10% shall be applied, calculated on the unpaid amount with a minimum of 200 EUR, notwithstanding the right of the Seller to claim additional damages if he can prove more substantial damage.
6.2. In no event shall the Buyer be entitled to offset any amounts which are (allegedly) payable by the Seller to the Buyer, against any amounts which are (allegedly) payable by the Buyer to the Seller.
6.3. In the event of dispute or contestation, the District Court of the territory in which the seller's registered offices are based shall have sole competence to hear such disputes or contestations, namely the Court of the legal district of Kortrijk. However, the seller may also bring any claims before the courts of the place of residence of the debtor.
7. RETENTION OF TITLE CLAUSE
The sold goods shall remain the property of the seller until full payment of the
purchase price in both principal and accessory amounts. In the event that the buyer, for whatever reason, owes any late-payment interest and/or fixed damages to the seller, ownership of the goods shall only be transferred as soon as this late-payment interest and/or fixed damages have been fully paid by the buyer.
Non-payment of any of the payable amounts on expiry date may result in recovery of the goods.
In the event of resale, the seller reserves the possibility of claiming the amount which corresponds with the value of the resold goods. Retention of title shall be transferred on the resale price. Once the goods have been delivered, the buyer shall bear all risks, including cases of force majeure and destruction, as well as storage costs.