Stephanie Van Mechelen - 26/07/2018 - 26 July 2018
These general terms and conditions of sale govern all commercial relationships between Dauby NV (‘Dauby’) with its registered office at 2160 Wommelgem, Herentalsebaan 648, company number 0416.614.010 and its customer (‘Customer’). A reference by the Customer to its general terms and conditions shall have no effect.
Dauby’s quotations become null and void if they are not accepted by the Customer within thirty days. Acceptance by the Customer of the quotation within the period of validity shall constitute the agreement.
The delivery times are given for information only and are not binding. The Customer therefore has no recourse should delivery times be exceeded, unless otherwise stipulated in the special terms and conditions. Even if the binding nature of the delivery times has been stipulated, Dauby shall be entitled to suspend or delay deliveries in the event of shortages or non-availability of essential products for production, technical incidents and machinery malfunction, or any other instance of force majeure.
If the Customer considers the goods delivered to be defective, either because they do not conform with the order, or because of hidden defects, material errors, anomalies in the specifications or dimensions, or for any other reason, the Customer must submit a complaint to Dauby by registered letter within eight days of delivery of the goods. The parties agree that no action can be taken regarding any complaint submitted after this period. If merchandise is refused for one of the above reasons, Dauby shall only be obliged to replace the refused merchandise without compensation of any kind and on the understanding that the merchandise replaced shall remain the property of Dauby. Purchased goods may be returned only with Dauby’s prior written consent.
Unless otherwise stipulated in the contract, our invoices are payable at Wommelgem, net and without discount, upon delivery of the goods. All payments must be made in proportion to the goods delivered, with the exception of the advance payment, which must be paid in one instalment. Where delivery has been stipulated to be in the form of several part-deliveries, we may demand cash payment of the delivery at any time during the performance of the contract, even where instalment payments were originally agreed. Payment by bill of exchange or any other form of forward payment shall not alter the conditions described above. If the Customer is in default of any payment, Dauby shall be entitled to suspend performance of the contract, or to terminate the contract and demand immediate payment of all amounts not yet due.
Goods delivered shall remain the property of Dauby until payment in full for such goods has been received. The risk is transferred to the Customer as soon as the goods have been delivered.
The first advance payment required when placing the order shall be regarded as an advance payment and is not refundable, except in the event that Dauby terminates the contract prior to its performance.
Dauby reserves the right to stop any further delivery, and to demand immediate payment of the delivered goods, in the event that it becomes evident that there are concrete indications that the Customer will not be able to fulfil its obligations. In this event, the Customer is not entitled to compensation. In general, parties consider that the following circumstances, which are listed only as examples and are not exhaustive, will jeopardise the Customer’s financial situation:
the fact that the Customer cancels a bill of exchange in its name;
the fact that the Customer, despite a notice of default, fails to pay a debt to a creditor;
the fact that the Customer has been declared bankrupt or is no longer free to manage its assets;
the fact that the Customer requests unreasonable time limits for the payment of the sums owed;
the fact that the Customer requests a general moratorium from its creditors.
For every invoice that is not paid on the due date, an interest of 1% per month will be charged automatically and without a reminder. In addition, in the event of unwarranted non-payment on the due date, the debt shall be increased by 12% of the invoice amount, with a minimum of 75 EUR, plus any legal costs, without depriving the debtor of its right to demand time limits and conditions from the court, based on article 1244 of the Civil Code.
We reserve the right to change the products offered or sold insofar as such characteristics are not essential for the Customer or the use for which the product is intended.
Dauby’s liability is limited to the lower of the following amounts: (i) the amount actually covered by its liability insurer, or (ii) the total amount of the relevant offer. Under no circumstances shall Dauby be liable for damage caused by the actions of the Customer or any third parties.
To the extent that Dauby processes personal Customer data under these General Terms and Conditions, the Parties agree that each Party shall comply with all its obligations under the applicable regulations governing the processing of personal data (including, but not limited to, Regulation 2016/679 of 27 April 2016 on the protection of individuals with regard to the processing of personal data and on the free movement of such data (General Data Protection Regulation) and its implementing legislation).
Only Belgian law applies; the Convention on Contracts for the International Sale of Goods does not apply to agreements between Dauby and its Customers. Only the Courts of Antwerp, Antwerp Division, are competent to settle any disputes that may arise between Dauby and its Customers.