General terms & conditions

  1. All commercial transactions between the private limited company "ABC INDUSTRIAL PARTS", whose registered office is at 9770 KRUISEM, Kazerneweg 29, VAT-BE 0888.467.144, RPR Oudenaarde (hereinafter referred to separately as "THE COMPANY") and the customer, are governed by these general terms and conditions. By placing an order, the customer acknowledges having read and accepted our terms and conditions. These terms and conditions always take precedence over terms and conditions of the customer, even if they stipulate that these are the only applicable ones. The possible nullity of one or more clauses of these terms and conditions shall not affect the applicability of all other clauses. THE COMPANY reserves the right to amend or modify its general and special terms and conditions at any time.
     
  2. A quotation from THE COMPANY is entirely free of obligation and is only to be regarded as an invitation to the customer to place an order, unless expressly stated otherwise. Both the stated prices, price quotations in price lists and the delivery time of the offered goods are purely indicative. A quotation one order does not automatically apply to subsequent orders.
     
  3. An agreement is only concluded after written or electronic confirmation of a customer's order by THE COMPANY, or a start of performance. Any amendments or additions after the conclusion are valid only after written agreement by both parties.
     
  4. The goods shall be sold and delivered at the registered office of THE COMPANY or any other place to be designated by THE COMPANY. Risk passes to the customer the moment the goods leave the above-mentioned place. Collection and/or delivery and/or shipment of goods by THE COMPANY shall always take place at the expense and risk of the customer. Any costs of taking delivery of the goods shall always be borne by the customer. For orders, repairs less than €100, THE COMPANY reserves the right to charge an administration fee. For urgent shipments, all freight costs, regardless of the amount of the order/repair, shall be borne by the customer.
     
  5. The specified performance or delivery periods are indicative only. Under no circumstances, except in the event of intent or gross negligence on the part of THE COMPANY, exceeding the stipulated period may give rise to a fine, compensation, substitution or termination of the agreement at the expense of THE COMPANY. Changes to the order automatically invalidate the predetermined delivery periods.
     
  6. Unless otherwise stipulated, the customer shall communicate their complaints to THE COMPANY by registered letter and (a) in the case of a complaint for visible defects or non-conformity, within 48 hours of the delivery of the goods or performance, and (b) in the case of hidden defects, within 48 hours of the discovery of this defect with a maximum of six months from the date of delivery of the goods or performance of the services without the period of indemnity being able to exceed that of the suppliers, subcontractors or producers of the materials or equipment. No return of goods will be accepted without the prior consent of THE COMPANY. Filing a complaint does not relieve the customer of their payment obligations. No liability for visible and hidden defects and for non-conformity can be retained on the part of THE COMPANY if these deadlines have expired without receipt of the above-mentioned registered letter. Any claim for indemnity shall furthermore lapse in the event of processing, modification, repair by the customer or by third parties or in the event of abnormal or extraordinary use, load and/or wear and tear or resale of the sold goods. The warranties offered by THE COMPANY to the customer shall be limited, at THE COMPANY's option and discretion, to supplementing, replacing or repairing (in whole or in part) the goods delivered or to refunding the price, at THE COMPANY's discretion.
     
  7. THE COMPANY's liability is limited to the liability mandatorily imposed by law. THE COMPANY shall under no circumstances be obliged to pay compensation for indirect damage (such as, but not limited to, loss of income or damage to third parties), nor for damage exceeding the invoice amount and/or policy BA benefits entered into by THE COMPANY. THE COMPANY shall also not be liable for defects caused directly or indirectly by an act of the customer or a third party, whether caused by fault or negligence. THE COMPANY cannot be held liable for direct or indirect damage caused by testing or repairing goods at the customer's premises. Tests and/or repairs are always carried out under the full responsibility of the customer, even if these tests are carried out by people from THE COMPANY.
     
  8. If, due to force majeure, THE COMPANY is unable to perform the agreement or its performance becomes unreasonably burdensome, it shall be entitled to terminate the agreement or order in whole or in part, or to suspend its performance in whole or in part for the duration of such force majeure, without being obliged to give any advance notice or owe any compensation. The following are conventionally considered cases of force majeure: war, blockade, insurrection, epidemics, natural conditions, strike or lock-out, fire, flood, seizure, shortage of means of transport, general scarcity of raw materials or goods, and restrictions on energy consumption, either at THE COMPANY or at one of its suppliers.
     
  9. THE COMPANY's prices are exclusive of VAT and delivery, transport, insurance and administration costs. THE COMPANY reserves the right, during the term of the agreement, to adjust its prices to the evolution of its fixed and/or variable costs (raw materials, wages, energy, change in the law, safety measures, etc.), or to the evolution of charges, taxes, import duties, exchange rate changes, etc., all in accordance with the legally permissible standards. THE COMPANY reserves the right, at its discretion, to require full or partial prepayment of the price. The unreserved payment of all or part of an invoiced amount constitutes acceptance of the invoice. Abbreviations are always accepted with all reservations and without any prejudicial acknowledgement, and are first allocated to any legal costs, then to accrued interest, then to the damage clause, and finally to the principal sum. Invoices can only be validly protested by registered letter within 8 days of the invoice date and stating invoice date, invoice number and detailed justification. The invoices of THE COMPANY are payable in cash at the registered office of THE COMPANY, unless otherwise agreed. For any invoice not paid in full or in part on the due date, a late payment interest of ten percent (10%) shall be charged by operation of law and without prior notice. Moreover, in the event of non-payment of all or part of an invoice, the amount due shall be increased by operation of law and without prior notice of default by ten percent (10%) with a minimum of one hundred and twenty-five euros (EUR 125), by way of fixed damages, without prejudice to the right of THE COMPANY to claim higher damages. If a customer defaults in paying one or more outstanding claims to THE COMPANY, THE COMPANY may, by operation of law, suspend all deliveries and/or pending orders until such time as all outstanding amounts, including added damages and interest on arrears, have been cleared. The non-payment of one invoice on its due date or any interest and damages due shall entail the immediate demandability of all other invoices, even those not yet due, and shall void all authorised payment terms. The same applies in case of imminent bankruptcy, judicial or amicable dissolution, cessation of payment, as well as any other fact indicating the insolvency of the customer. THE COMPANY shall be entitled to offset mutually determined and due claims and debts between it and the customer to the extent of the smallest amount. This provision is enforceable against the trustee in the bankruptcy of the customer.
     
  10. In accordance with the provisions of the Financial Securities Act of 15 December 2004, in the event of the opening of an insolvency procedure or in the event of the attachment or any other concurrence at the charge of one of the parties, set-off will be applied between all debts and claims between the parties existing at the time when the insolvency procedure, attachment or a concurrence takes place, regardless of the date of their due date, their purpose or the currency in which they are expressed. This set-off will in any case be enforceable against the trustee and the other concurrent creditors, who will therefore not be able to oppose the set-off implemented by the parties.
     
  11. All delivered goods remain the property of THE COMPANY until full payment of the principal, interest and costs. Until then, the customer may not sell or pledge the goods to a third party or dispose of them in any way. In case of violation of the retention of title and prohibition of alienation, THE COMPANY automatically obtains a privilege on the realised sales price of the materials and the customer owes THE COMPANY a fixed compensation of 50% of the sales price.
     
  12. All disputes arising from these general terms and conditions as well as from any other agreement concluded between THE COMPANY and the customer shall fall within the exclusive jurisdiction of the courts of the district where THE COMPANY has its registered office. Belgian law shall apply.

    Specific conditions relating to repairs
  13. Repairs are based on the complaints mentioned by the customer. The parties expressly agree that the obligations of THE COMPANY with regard to repairs are an obligation of best intents and not an obligation of result. In the absence of error message, we will take necessary actions at our discretion.
     
  14. The price of the repair shall be determined solely on the basis of the number of working hours, call-out costs, collection and return delivery costs, examination costs, the cost of materials used, cleaning costs, shipping and handling costs and costs incurred by third parties.
     
  15. If examination reveals that the price of the repair will be higher than the quote amount as stated, the customer will be asked if they want the product repaired at that higher price. In this case, the repair will take place only after the customer's consent.
     
  16. However, the customer may waive further service by THE COMPANY and then pay the examination fee as stated. THE COMPANY will then make the good available again to the customer in the condition in which it received it, except when this is technically impossible.
     
  17. If nothing else is agreed in this regard, the repair will use new parts, or, where this is customary with regard to such a device, exchange parts.
     
  18. If, during repair, it is found that parts in areas other than where the specified complaint is located do not meet their specifications, the customer will be contacted and these parts will be replaced after the customer's consent. If the customer does not agree to this, THE COMPANY cannot be held liable for the quality of the repair. Under no circumstances can THE COMPANY be held liable for any failure to report any deficiency, defect or fault in the goods presented for repair, which was not mentioned.
     
  19. If no quotation is given in advance, the customer will receive an invoice with a brief description based on the operations carried out, parts replaced, cleaning and any other costs incurred. Different pricing is provided according to priority.