General Terms and Conditions

General Terms and Conditions of Sale, Delivery, Maintenance and Payment

1. The amount of the invoice is payable within 14 days of the invoice date without any deduction or set-off.
2. Non-payment of an invoice means that all further work of the client may be suspended without the client being entitled to compensation on that account.
3. Fixed delivery deadlines do not bind the seller. The buyer may not rely on this or claim damages, unless expressly stipulated in Special Terms and Conditions of Sale.
4. The supplier is only committed to execution after its explicit and written acceptance of an order/assignment. The order form is immediately binding upon the customer even before it has been accepted in writing by the supplier.
5. Any complaint concerning the delivery, condition, operation and conformity of the equipment and/or software must be notified to the supplier by registered letter within 5 working days of delivery, under penalty of forfeiture. However, complaints regarding quantity and/or visible damage or deficiencies must be flagged immediately upon delivery on the delivery document of the supplier. Lack of written protest of an invoice within 8 working days from its being sent implies irrevocable acceptance of the invoice and the products and services mentioned therein.
6. If the payment deadline is exceeded, then by operation of law, by the mere appearance of the due date (in accordance with Article 1139 of the Civil Code), interest shall be payable at the legal interest rate applicable in case of late payment in commercial transactions. In addition, flat-rate compensation of 10% of the invoice amount shall be payable, with a minimum of EUR 50.
In case of default in payment, the supplier may, after notice of default, cancel or suspend current agreements until full payment has been made, without prejudice to the right of the supplier to damages. The customer shall provide or make available in good quality to the supplier all facilities necessary for the performance (such as free access to the products and related products, documentation for diagnosis, electrical power, telephone, presence of a member of the customer’s staff who personally uses the products and is aware of the needs of its business and provides all assistance required from the customer, etc.).
7. The equipment and parts supplied shall remain the property of the supplier as long as the customer has not paid the principal sum as well as any interest and/or lump sums in full. The supplier may invoke retention of title without prior notice or notice of default. The customer shall bear any costs in this respect. The customer hereby grants the supplier the right to collect the delivered products wherever they may be at any time. The customer hereby undertakes to hand over the relevant products to the supplier immediately and to grant the supplier access to the relevant premises to the extent necessary. Without the cooperation of the supplier, the customer shall not be authorised to transfer ownership of the equipment or parts thereof that have not yet been paid for in full to third parties, or to provide third parties with any security right in the broadest sense of the word, on penalty of the sale price becoming due and payable immediately, and without prejudice to the rights of the supplier from the aforementioned retention of title.
8. Breach of contract: If the customer cancels all or part of its order or fails to take delivery of all or some of the goods or services, the supplier shall be entitled to demand rescission of the contract or fulfilment thereof. The damage suffered by the supplier shall amount to at least 30% of the value of the order or the non-fulfilled part thereof, it being understood that the supplier may prove the actual damage by all legal means, if it amounts to more. The supplier may terminate the agreement without notice of default in the event that the customer has applied for a moratorium, or is bankrupt or manifestly insolvent.
9. The customer is solely responsible for establishing procedures that allow it to reconstruct lost or modified files, data or programs at any time, regardless of the cause of the loss or modification. At the very least, the customer must have the necessary backup copies of its computer programs, files and data available at all times.
10. Agreements are subject to Belgian law. The customer undertakes under penalty of forfeiture to submit complaints relating to the operation of the equipment and/or software to the supplier prior to any legal action. The supplier shall have one (1) month to verify the merits of such complaints. Any dispute in connection with this agreement shall fall under the exclusive jurisdiction of the Courts of the district where the registered office of the supplier is located, for both national and international transactions.