6 september 2023
Terms & Agreements
1. Application
These general terms and conditions apply to all agreements (orders, deliveries, invoicing, etc.) in which NV GDW sells products and/or services. NV GDW expressly rejects the application of different general terms and conditions.
2. Price
Quotations from NV GDW are valid for 30 days, unless stated otherwise. Quotations are without obligation for NV GDW. An agreement between the parties will only arise after receipt of the buyer’s order and confirmation of this order by NV GDW. Prices stated by NV GDW are always subject to change (including possible price changes). Unless expressly stated otherwise, all prices are exclusive of VAT, transport costs and Ex Works. NV GDW always has the right to pass on an increase in the gross prices of its supplier(s) or the increase in other cost-determining factors (import duties, exchange rate, taxes, etc.) to the buyer.
3. Delivery
Communicated delivery times are always indicative and do not bind NV GDW. Unless expressly agreed otherwise, deliveries take place Ex Works. The risk regarding the goods passes to the buyer when the goods leave the company of NV GDW. The buyer is obliged to inspect the goods immediately upon delivery and to make any comments immediately.
4. Force majeure
NV GDW is entitled to suspend the performance of its obligations or to terminate the agreement if it is temporarily or permanently unable to fulfill its obligations due to force majeure. Force majeure includes circumstances that cannot reasonably be influenced by NV GDW, including failure by third parties to deliver to NV GDW (on time).
5. Retention of title
NV GDW retains ownership of the delivered goods until the buyer has fully fulfilled all his obligations to NV GDW. The buyer is not permitted to dispose of the goods subject to retention of title or to remove them from his warehouse. If the buyer does not fulfill his payment obligation or if the buyer is experiencing payment difficulties or, in the opinion of NV GDW, payment of the outstanding invoices is uncertain, NV GDW is entitled to take back the goods delivered under retention of title from the buyer, to which the buyer fully cooperates. By concluding an agreement with NV GDW, the buyer grants NV GDW the required authorization to enter the buyer’s sites and buildings in order to take back the delivered goods, without prejudice to the right of NV GDW to compensation for the damage suffered by her. The buyer is obliged to immediately inform an attaching bailiff or a curator of this retention of title.
6. Payments
Unless otherwise stated, payments must always be made in cash. The buyer must immediately check the invoice for accuracy. The invoice is deemed to have been accepted by the buyer 10 days after the invoice date. The buyer has no right to apply for debt settlement. After the expiry date, the buyer is legally liable to pay late payment interest as determined in the Act of 2 August 2002 on combating late payment, as well as a fixed compensation amounting to 10% of the amount due with a minimum of 250.00 € per outstanding invoice. NV GDW is entitled to request payment from the buyer prior to delivery on the basis of a pro forma invoice, or to request payment of an advance prior to delivery. If any invoice is not paid on its due date, all amounts under other invoices are immediately due and payable.
7. Non-conforming delivery / defects
If the buyer believes that the delivered goods are not in accordance with the agreement or show defects, the buyer must inform NV GDW of this within 8 days by registered letter. Defects for which the buyer demonstrates that they could not reasonably have been discovered within 8 days after delivery must be notified to NV GDW by registered letter no later than 8 days after they were discovered. After this period has expired, any rights of the buyer with regard to this non-conformity or defects lapse.
8. Warranty
NV GDW grants a warranty on the goods it supplies from the delivery date of (a) 36 months with regard to the concept and construction and (b) 12 months on paint and varnish work. Regarding it provides a guarantee for the parts of its suppliers processed by NV GDW if and insofar as this is provided by its suppliers on the goods or parts of goods in question. If the buyer wishes to invoke the warranty, he must comply with the provisions and expiry period of art. 7 to be respected. The buyer will never be entitled to a warranty (a) if the buyer still owes NV GDW any payment, (b) if changes or manipulations have been carried out on the goods, (c) if the goods have been used improperly and/or for other purposes. have been used other than their normal destination, (d) when the goods have been incorrectly or insufficiently maintained, (e) in case of wear and tear or (f) when the goods are damaged, including in the case of scratches or damage to the surface. In the event of intervention under warranty, NV GDW has the choice to repair the defective item, replace it or credit the price. Minor deviations in size, color, weight or number do not constitute grounds for intervention under warranty. Goods replaced under warranty become the property of NV GDW.
9. Liability
The liability of NV GDW is in all cases limited to compensation for direct damage and to the invoice value of the delivered goods to which the obligation to pay compensation relates. The buyer indemnifies NV GDW against all claims relating to the goods sold through it.
10. Disputes and Applicable Law
Belgian law applies exclusively to the contractual relationship between the parties and any dispute that may arise from this. The courts of the Kortrijk district have exclusive jurisdiction to settle disputes arising from the contractual relationship between parties.
