GENERAL TERMS AND CONDITIONS OF SALE for CREAVEST BV (hereafter called ‘the seller’)
1.1. These General Terms and Conditions of Sale govern the relations between the purchaser and the seller and set out the general terms and conditions upon which the seller will deliver goods to the purchaser.
1.2. Accordingly, all other terms and conditions, whether expressed or implied by law, documents, invoices etc., are hereby expressly excluded and the purchaser waives his right to rely on any provision to the contrary included in his own terms and conditions or any other document exchanged with the seller prior to ordering. These conditions supersede any and all other terms and conditions referred to or agreed before and related to the purchase of the same goods.
2.1. Any order, given in writing or verbally by the purchaser to the seller, will be subject to confirmation. The order will only be final once (a legal representative of) the seller has accepted and confirmed the order in writing (by post or email) through an order confirmation. This order confirmation will specify the nature, quantity and description of the goods, the agreed price, the payment and delivery terms, the place and date of delivery or collection and the invoicing address.
2.2. The seller retains the right to decline new orders. Under no circumstance, can the seller be held liable for costs, losses or damages incurred by the purchaser due to the non-acceptance of the order by the seller.
3.1. Delivery shall be made in accordance with the terms of delivery specified in the order confirmation sent by the seller and subject to the Incoterms rules in force at the time of sale.
3.2. Delivery times are estimates only and not binding. Late deliveries shall not create an entitlement to damages, hold-back, or cancellation of orders in progress order.
4. Acceptance – Control
4.1. Upon receipt of the goods, the purchaser must check that the goods delivered correspond in quantity, quality and type to the goods specified in the order.
4.2. Should the purchaser determine that the quantity, quality or type of the goods delivered does not correspond to the specifications in the order, he must notify the seller of this non-conformity by email (with acknowledgement of receipt) within three (3) days of receipt of the goods with sufficient substantiating evidence of the non-conformity. These notices must be directed to firstname.lastname@example.org.
4.3. Should the seller receive no notice within three (3) working days of receipt of the goods, the goods shall be indefeasibly deemed to be in conformity.
4.4. In the event of non-conformity of goods delivered, the purchaser may obtain either replacement of the goods free of charge in complete conformity with the order as placed, or a reduction of the order price, or a refund of the goods at the invoice price (if a payment has already been made) as the seller chooses, to the exclusion of any compensation or damages, incurred by the purchaser or third parties. In the event of replacement of the goods, a reasonable delivery time shall be set by agreement between the seller and purchaser.
5. Passing of risk – Liability
5.1. The risks in the goods, especially those associated with carriage, shall pass to the purchaser upon the handing-over of the goods to the purchaser or the carrier in accordance with the Incoterms rules in force and agreed at the time of sale.
5.2. Due to limited registration, sale of the goods is only authorised in Belgium, France, Luxemburg, Germany, Austria, United Kingdom, Ireland, Portugal [and the Netherlands] (hereafter called ‘the authorised area’). In the event that the purchaser resells the goods outside of the authorised area without the seller’s prior written approval, the purchaser will bear full liability for all claims and costs caused by the unauthorised resale.
6. Force majeure
6.1. In the event of force majeure, the seller reserves the right to divide and distribute his remaining available stock among purchasers and confirmed orders in any reasonable way he sees fit.
6.2. No party will be held liable for any damage resulting from the non-execution or a delay in the execution of the sale due to force majeure.
6.3. In addition to what is regarded as force majeure by law and jurisdiction, in these General Terms and Conditions force majeure is defined as worldwide scarcity of raw materials for the production of the goods, pandemics.
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7. Late or non-payment
7.1. In case of late payment, the seller retains the right to suspend any outstanding orders and any of its outstanding obligations without prejudice to any other remedies.
7.2. Any amount not paid by the due date shown on the invoice shall automatically, by law and without reminder, incur with the effect from the day following the payment date shown on the invoice interest, at the legal interest rate increased by 4%, even if terms of respite are given. In addition the amount due shall be increased by 10%, with a minimum of €500, even if terms of respite are given.
7.3. The seller shall retain property of the goods sold until the full price – principal and other amounts – of all orders placed by the purchaser is paid.
8. Law – Jurisdiction
8.1. These General Terms and Conditions shall be governed exclusively by the laws of Belgium.
8.2. The courts of the judicial districts where the seller has its registered office, shall have jurisdiction to
determine any dispute or difference arising in connection with the General Terms and Conditions.
9. General provisions
9.1. If any provision of these General Terms and Conditions of Sale shall be determined null and void, it shall be deemed non-existent and shall not invalidate the remaining provisions.
9.2. Failure by the seller to enforce the provisions of these General Terms and Conditions of Purchase at any time, shall not be construed as a waiver thereof.
9.3. The seller reserves the right to modify these General Terms and Conditions of Sale at any time.