General sales conditions
1. The seller bound only by his written confirmation of the buyer's order. All offers, unless otherwise indicated do not bind the seller.
2. Unless otherwise expressly agreed upon in writing, delivery dates are not binding on the seller. Delivery is deemed made when the carrier receives the goods from the seller. After delivery to the carrier, the goods travel at the buyer's risk.
3. Claims, other than those for hidden defects, are not valid if the goods have been handled or if the claims are not made in writing within 8 days of receipt of the goods. The seller reserves the right to choose whether to replace the goods which have been legally rejected or to refund the purchase price. No goods may be returned without the prior written consent of the seller. Such consent implies no acknowledgement that the returned goods are defective or nonconforming. On acceptant of defective goods we only will refund the purchase price. We will neither accept placing costs nor any other costs.
4. In case of non-payment of one single invoice on due date, the total balance will collectable at once and this without the necessity of the seller's service of a summons to this effect. A delay in payment implicates an interest of 12% per annum, in this case, the principal amount will be increased by 15% with a minimum of 250 EURO as a forfeitary indemnity for non-payment of the invoice on due date.
5. Accidents or acts of God will automatically suspend the obligations of seller. However, either party has the right to cancel the contract without compensation if the delay caused thereby lasts longer than ninety days.
6. If the buyer does not fulfil the obligations set forth in the present contract or in any other contract, entered into with the seller, all obligations of the seller are automatically interrupted until such time as the buyer's obligations have been fulfilled. Alternatively, in cases where the buyer fails to meet all his obligations within, two weeks after notice has been given by registered mail, the seller has the option to terminate the contract without prejudicing his right to claim compensation.
7. The present contract is governed exclusively by Belgian law, Should any litigation arise in connection with the present contract, the commercial court of Oudenaarde, Belgium, will at all times have exclusive competence with respect thereto. In case of delivery in Germany, the present contract will be governed exclusively by German laws. Any ligitation in connection with deliveries in Germany will belong the competence of the court of Oudenaarde (Belgium) or, at the seller's choice, to the competence of the German court in the area where the buyer is located.
8. Except if otherwise agreed upon in writing between the parties, the terms and conditions contained herein shall constitute all of the terms and conditions of the contract entered into by the buyer and seller, notwithstanding any provision, to the contrary which may appear on the order-form or other documents issued by the buyer.
9. Reservation of property
The title in the goods shall pass to the Buyer only when payment in full has been received by the Seller for all goods whatsoever supplied (and all services rendered) at any time by the Seller to the Buyer. The Buyer shall permit the servants or agents of the Seller to enter on to the Buyer's premises and repossess the goods at any time prior thereto.
As long as payment has not been effected the Buyer cannot sell, pledge or offer goods as guarantee or collateral security.
Should the goods (or any of them) be converted into a new product, whether or not such conversion involves the admixture of any other goods or thing whatsoever and in whatever proportions, the conversion shall be deemed to have been effected on behalf of the Seller and the Seller shall have the full legal and beneficial ownership of the new products, but without accepting any liability whatsoever in respect of suchconverted goods in relation to any third party, and the Buyer hereby indemnifies the Seller in relation thereto.
In the case of non-payment at the due date and upon demand the Buyer must return forthwith to the Seller all merchandise unpaid for.