Orders are to be considered final only when they are confirmed in writing by an order confirmation issued by the principal.
A copy of the order confirmation must be returned to us after signing.
Our agents or representatives are not authorized to receive the amount of an invoice unless expressly stated.
Our delivery times are given for information purposes only and are approximate.
No delay can give rise to compensation or cancellation of payment.
We reserve the right to make partial deliveries and partial billings.
Shipments shall be made without prior notice.
For any adjournment, accepted by the seller, the resulting costs shall be taken over in full by the buyer with a minimum of one and a half percent per month of adjournment as compensation for financing insurance and warehouse costs.
Shipment is always at the risk and expense of the buyer from the moment the goods have left the place of loading in the seller's warehouses.
Any reservation must be addressed to the carrier, even if the freight is borne by us.
When shipment is delayed due to a fact for the buyer, the goods shall be considered delivered and the risk shall be transferred from the day they are ready for shipment.
Any increase in the freight or transport charges arising between the order and shipment shall be borne by the consignee in the case of carriage-paid sales.
In case of force majeure, the seller reserves the right to either cancel the agreement or extend the delivery period.
However, if this state of affairs lasts for more than three months, the agreement may be cancelled by both parties.
The cancellation does not give any right to compensation.
In addition to the legal events, the following are also considered force majeure: strikes, lock-outs, serious accidents in the business premises of the seller or his supplier, fire in general, any event, even abroad, which would compromise the proper performance of the agreement.
The buyer is obliged to inspect the goods upon receipt and at his expense.
To be accepted, any complaint under penalty of nullity must be formulated in writing within three days of receipt, it being understood that the goods have undergone neither transformation nor treatment.
Any complaint of hidden defects must be lodged within eight days of the discovery of the defect under penalty of nullity.
The complaint must be formulated in writing and sent to the seller by registered mail.
In all cases, the seller's liability shall be limited to the replacement of the delivered goods and only for those goods on which the buyer has effectively suffered damage, calculated at the invoice price, regardless of the cause of the damage.
The invoice is payable at the registered office of N.V. Vanhauwaert & C°.
There is no deviation from this when we draw bills of exchange on buyers or receive securities in payment.
Unless the seller has expressly permitted other terms of payment, payment shall be made 30 days after the invoice date.
In case of delay in payment, the invoice amount or the outstanding balance shall, ipso jure and without prior notice of default, bear interest at a rate of one and a half percent per month.
If an invoice remains unpaid in whole or in part as of its due date, the seller shall also be entitled, after unfruitful notice of default, to liquidated damages amounting to 12 percent of the amount not paid on time, with a minimum of €125.00 per invoice.
Failure to pay an invoice on the due date shall result in the expiry of any extension of payment granted for other deliveries and shall render all invoices not yet due immediately payable.
Pending disputes of any kind never give the customer the right to suspend payment.
In the event that the buyer fails to fulfill its obligations under this contract or any other contract between the same parties, the performance of the buyer's obligations under these contracts shall be suspended ipso jure and without notice of default.
In addition, the seller shall have the right, 14 days after sending a notice of default by registered mail and without prior recourse to the courts, to cancel these contracts in whole or in part, without prejudice to his right to compensation fixed at 25 percent of the price of the undelivered merchandise.
Notice of cancellation shall be sent by registered letter.
If for some reason one or more of the above provisions cannot be applied, all other provisions will nevertheless remain in force.
The goods delivered in Belgium remain our property until full performance of its obligations by the buyer.
However, the buyer is responsible for this merchandise and is responsible for its loss.
Goods delivered abroad remain our property until full payment has been made by the principal.
If this principal applies for a postponement of payment, is declared bankrupt, or if, in our opinion, payment is doubtful, we are entitled to take back the goods delivered processed or unprocessed, in which case the contract is also dissolved without judicial intervention, without prejudice to the right to compensation.
If, at the request of the Ordering Party, the delivery invoice is issued in the name of a third person and the goods are delivered to the latter, the Ordering Party shall remain responsible and liable for payment of the delivery invoice.
By delivery at the place designated by the Ordering Party, the Ordering Party acknowledges receipt of the delivery.
Regardless of the agreed payment terms, the buyer authorizes us to require a bank guarantee for the fulfillment of his payment obligations at any time, i.e. before delivering or proceeding with delivery.
As long as this guarantee has not been provided, we shall be entitled to suspend all further deliveries.
Changes to the current contract terms can only be stipulated by a separate agreement expressly signed by both parties.
Only Belgian law is applicable to all contracts entered into by N.V. Vanhauwaert & C°.
Only the courts of the judicial district of Kortrijk are competent for all disputes.
