General terms and conditions of sale

1. Unless expressly agreed otherwise in writing and signed by us, our general terms and conditions shall always apply and take precedence over any terms and conditions of our co-contracting party. In case of conflict between the general conditions and the special conditions of the contract, the latter shall prevail.

2. All orders accepted by our representatives shall be valid only after acceptance by our management, which shall be proved by our written order confirmation and/or commencement of execution.

3. Orders placed at a distance (verbally, by telephone, internet, ...) shall only be accepted by us subject to the condition that the customer is deemed to have taken note of and accepted our general terms and conditions via our website

4. All offers, in whatever form, are based on the current prices and are valid for a period of forty calendar days from the date of the offer, unless stated otherwise. Consequently, the written acceptance of our offer, duly signed for approval, must be in our possession on the last day of the aforementioned term at the latest. After this period, we are entitled to adjust the price.

5. The delivery periods are given for information purposes only and shall not entitle the customer to interest on arrears or damages. Neither do they give the right to cancel the order, unless thirty days after a registered reminder to deliver.

6. All goods and materials shall be accepted at our registered office. They are shipped, all risks being borne by the consignee. If the ready-made goods cannot be delivered on the foreseen date, for a reason not attributable to us, storage shall take place at our premises or at the premises of a third party at the responsibility, risk and expense of the customer. Travel and accommodation expenses shall always be at the expense of the purchaser.

7. We reserve the right at all times to demand a prepayment of 40% of the price before proceeding with the delivery. In the event of a moratorium, judicial reorganisation or bankruptcy, the customer shall not be entitled to demand the continuation of current contracts and/or we may make continuation dependent on full prepayment.

8. In case of non-purchase after a summons or in case of refusal to pay the requested advance payment, we shall be entitled to consider the order null and void by operation of law and a fixed compensation shall be payable by the customer, equal to 40% of the amount of the order, without prejudice to our right to claim a higher compensation to be proved.

9. The mere collection or acceptance without reservation by the customer or his representative shall be considered as irrevocable acceptance of the perfect state of our deliveries, as far as visible defects are concerned. Complaints concerning invoices and hidden defects must be notified to us in writing under penalty of cancellation within ten days of receipt of the invoice and discovery of the defect respectively.

10. We guarantee the material manufactured by us against hidden defects in the material and in the work for a period of six months from delivery. For the other articles we sell, the duration and scope of the guarantee are always limited to those granted to us by our supplier. With regard to repair works, our guarantee for hidden defects is limited to three months from the completion of the works. Any guarantee becomes null and void if the client, without our prior written consent, calls upon third parties to carry out repairs on a machine delivered by us, as well as in the event of improper or excessive use or failure to comply with the conditions of use as stated in the maintenance booklet and/or the technical description.

11. We shall be entitled to replace the lawfully refused deliveries, without this giving rise to any compensation at our expense. Any guarantees only apply to hidden construction faults and can never exceed the guarantee provided by the manufacturer or our supplier. For delivery and assembly work, all damage caused by defective materials that were not supplied by us shall be the exclusive responsibility of the customer, subject to the latter's right of recourse against third parties.

12. In the event that we are obliged to accept professional electrical and electronic appliances, the customer undertakes to bear any costs of collection and processing, regardless of whether the appliances to be replaced were delivered by us or by third parties and regardless of the reason for the replacement.

13. If our company should at any time give up its business in pledge, the customer agrees to keep the rented equipment as a third-party custodian. The customer shall notify the owner of the real estate where the rented material is located that the material is our property and therefore cannot be part of the privilege referred to in article 20, 1° of the Law of 16 December 1851. The notification must be made by the customer in the same way to any mortgagee or pledgee creditor or holder of an agricultural privilege. The customer will inform our company immediately of any claim that the material is the subject of, initiated by third parties by means of an attachment or otherwise. He will also inform the acting bailiff or other third parties of the present agreement and all the elements identifying the rented material.

14. The customer renounces any possible appeal to the articles 1719, 1720, 1724, 1726, 1727 and 1740 of the Civil Code and thus releases us from any possible liability due to or in connection with the use of the material, in particular with regard to the conformity, the use, any visible or hidden defects or any damage suffered or caused by the device or the material, also with regard to third parties. In such a case, he shall owe us indemnity against all claims in this respect. On the other hand, we assign to the customer, who accepts this, all recourse, all rights and claims that we as purchaser could assert on account of or in relation to the material and this in accordance with the conditions applicable to the agreement between the supplier or manufacturer and our company. The hirer thus has a direct claim against the supplier or manufacturer and is solely responsible for complying with the formalities that make this transfer enforceable against third parties.

15. Contrary to article 1719 and following of the Civil Code, all costs of maintenance and repair, of whatever nature and for whatever reason, including force majeure, are at the expense of the hirer. It is absolutely forbidden for the customer to make any changes to the equipment.

16. The rented material and material given in exchange is and remains the property of our company, which has the right to mark the material with an indication clearly indicating the identity of the owner. The equipment may not be taken outside Belgian territory without our prior written consent.

17. The delivered goods remain our property as long as they have not been paid to us in full in principal, interests, costs and accessories of any kind. The customer may not, directly or indirectly, dispose of, pledge, lend, sublet, allow third parties to use, or transfer his rental rights in whole or in part, any material which has not been paid for in full, nor may he include it in the sale or transfer of a business.

18. All our invoices are payable in cash at our registered office.

19. In case of whole or partial non-payment of the debt on the due date, the amount due shall be increased, ipso jure and without notice of default, by an interest equal to the Belgian legal interest rate plus 2%, with a minimum interest rate of 12% per year, as from the due date.

20. In the event of faulty non-payment of the debt on the due date, the amount shall, automatically and without notice, be increased by 10%, with a minimum of €40.00 and a maximum of €2,500.00, even if periods of grace are granted, as a fixed compensation for extrajudicial costs.

21. The non-payment of an invoice on its due date gives us the right to suspend any further delivery of goods and/or services, ipso jure and without notice of default, and entails: (1) the immediate exigibility of all invoices not yet due, both of our company and of our subsidiaries and (2) debt rescheduling and/or bilateral and/or multilateral set-off, both for our company and for our subsidiaries. Ancillary companies" are defined as companies belonging to the same group, on the understanding that proof of this can be provided by all means of law.

22. Only Belgian law shall be applicable, without any rule of referral leading to the application of another law.

23. Eventual disputes of all kinds belong to the exclusive competence of the courts and tribunals of peace with (section) seat at Ypres, even when payment is stipulated by means of cheques or bills of exchange.