GENERAL TERMS AND CONDITIONS OF SALE
The general terms apply to all agreements (orders, deliveries, invoices,…) according to which GDW sells products or services. GDW rejects firmly the application of any other general terms.
Price offers from GDW are valid for 30 days unless mentioned otherwise. Price offers are non-binding for GDW. It’s only after reception of the order from the buyer and confirmation of the order by GDW that it comes to an agreement between both parties. Any prices mentioned by GDW are always subject to change (for example possible price changes). All prices are, unless explicitly mentioned otherwise, without VAT, shipping costs and Ex Works. GDW has at all times the right to charge any price increase introduced by suppliers or any other costs influencing the pricing (import duties, exchange rate, taxes) to the buyer.
Delivery times communicated always give an indication and are non-binding for GDW. Except when agreed otherwise deliveries take place Ex Works. The risk of goods passes to the buyer as from the moment the goods leave the premises of GDW. The buyer is obliged to check the goods immediately on delivery and to make immediately his remarks.
4. Superior force
GDW has the right to suspend the implementation of its agreements or to dissolve the agreement if it’s due to superior force not possible to fulfill its agreements temporarily or permanently. By superior force is to be understood all circumstances that reasonably can’t be controlled by GDW, such as third parties who fail to deliver on time at GDW.
5. Reservation of ownership
GDW remains owner of the delivered goods until the buyer has fulfilled all its obligations towards GDW. The buyer is not allowed to alienate or remove goods under reservation of ownership from his warehouse. If the buyer is unable to meet his payment obligation, has financial difficulties, or according to GDW the payment of due invoices is uncertain, GDW has the right to take back the goods that were delivered under reservation of ownership from the buyer, to which the buyer will give his full cooperation. In concluding an agreement with GDW the buyer authorises GDW to enter the premises and buildings of the buyer to take back the goods, without prejudice to the right of GDW on compensation for the damage. The buyer is obliged to inform a bailiff seizing assets or a trustee about this reservation of ownership.
Unless agreed otherwise, all payments should always be made in cash. The buyer has to check immediately if the invoice is correct. 10 days after the invoice date the buyer is considered to have accepted the invoice. The buyer has no right to apply a set-off. Once the due date has passed the buyer legally owes payment of penalty interest according to the law of 2 August 2002 on combating late payment in commercial transactions, as well as payment of a flat rate compensation of 10% of the amount due with a minimum of 250€ for each invoice that is still open. GDW has the right to ask for payment in advance prior to the delivery by means of a proforma invoice, or payment of a deposit preceding the delivery of the goods. In case of non-payment of any invoice on its due date, all other amounts invoiced are immediately due and claimable.
7. Non-conforming delivery/defects
If the buyer considers the delivered goods as non conforming to the agreement or the delivered goods show any defects, the buyer has to inform GDW about it within 8 days by registered letter. Material defects of which the buyer can prove they couldn’t have been discovered within 8 days after delivery, have to be reported by registered letter no later than 8 days after they were discovered. Once this period of time has passed, every right of the buyer as to this non conformity or defects will lapse.
GDW grants a warranty on the delivered goods as from the delivery date of (a) 36 months as to the concept and design and (b) of 12 months on coating and paintwork. As to supplied parts that are processed, GDW grants warranty as far as its suppliers grant warranty on the goods concerned or parts of these goods. If the buyer wishes to apply for warranty, he will have to respect the terms and due period of art. 7. The buyer is never entitled to warranty if (a) the buyer owes GDW still some payments, (b) the goods have been modified or manipulated, (c) the goods have been used incorrectly or/and to other means than a normal use, (d) the goods have not properly been taken care of or have not been taken care of enough, (e) in case of wear and tear, (f) the goods are damaged, including for example scratches or attrition on the surface. In case of intervention under warranty GDW has the choice to repair the defective product, to replace it or to pay back its price. Small faults in dimensions, colour, weight or number, are no ground for an intervention under warranty. Goods that are replaced under warranty become property of GDW.
The liability of GDW is in all cases limited to compensation of immediate damage and to the amount invoiced for the delivered goods to which the compensation obligation applies. The buyer indemnifies GDW against all liabilities in relation to the goods that have been sold.
10. Disputes and applicable law
Belgian law is exclusively applicable to the contractual relationship between parties and every dispute that would result out of it. The courts in the district of Kortrijk are exclusively responsible for the settlement of disputes resulting out of the contractual relationship between parties.