General Terms and Conditions
Version update 12/05/2021
General conditions of sale and purchase BINT bv
These conditions are always applicable to all agreements concluded by BINT bv unless the parties involved explicitly agree in writing on other conditions. These terms and conditions are assumed to be known by the customer/client: the absence of any reaction within eight days after the very first knowledge will bring about the opposability and this also for the following agreements. These conditions have absolute precedence over the ordering and/or purchase conditions of the customer or client even if the latter stipulate the opposite.
- Choice of law and forum
On all agreements concluded by BINT bv, only Belgian law applies. This provision applies in any case, regardless of the capacity of the parties, the place where the agreement was entered into or where the agreement is to be performed, as far as the determination of the applicable law is allowed. All judicial claims relating to these invoices or contracts fall under the competence of the Courts of West-Flanders or the Justice of the Peace of the Waregem Canton. All this insofar as the determination of the competent court is allowed.
The invoices of BINT bv are always by bank transfer. These invoices are payable without discount in cash at the time of issue. On each overdue payment a conventional interest rate equal to 1% per month or part of a month is due by right and without notice of default. In addition, in the event of whole or partial non-payment of the debt on the due date without serious reason, after unfruitful notice of default, the debt balance shall be increased by a conventional indemnity amounting to 12% with a minimum of 250.00 EURO and a maximum of 2,500.00 EURO. If, contrary to the above, BINT bv still allows instalments, the instalments that have not yet fallen due shall become due at the first non-payment. The same applies if the customer has accepted bills of exchange protested. In case of non-payment, each and everyone’s right to commission or negotiated discount expires. In case of overdue payment BINT bv reserves the right, and this without summons, to suspend its services, whether arising from the current or from previous or later contracts, and to resume them, except other provisions, only after regularization of the payment. Any overdue payment, even partial, by the Customer on the due date shall entitle BINT bv to declare by right and automatically the contract dissolved. The notification of this declaration of termination can be done by any evidentiary means. The interests on delay, as well as the fixed compensation, remain due to BINT bv, except for the declaration of dissolution of the sale.
- Delivery or completion deadlines
Delivery or completion dates are always given as an indication and shall never constitute a ground for termination or compensation.
- Liquidated damages in case of termination of the agreement
If the client fails to fulfill an obligation, BINT bv has the choice between the forced execution or the termination of the agreement, if necessary according to Article 2 in fine, against a fixed compensation equal to 20% of the purchase or contract price unless BINT bv chooses to compensate the proven damages.
In accordance with Art. 1641 ff. of the Civil Code, any complaint or remark must already be reported at the time of delivery and when it concerns a hidden defect immediately upon discovery. If the receipt of the timely complaint is not immediately confirmed in writing by BINT bv, the complaint or comment must, under penalty of inadmissibility, also be communicated and confirmed within five days in a detailed letter with clear reference to the date of the complaint or comment by means of registered mail to BINT bv. Complaints about invoicing must also be reported in the same way and conditions within five days after receipt of the invoice in writing. The indemnification against hidden defects is strictly limited to repair or replacement of the defective goods, without right to compensation for abnormal wear or any consequential damages.
BINT bv is not bound to any other or more extensive guarantee than the one given by the manufacturer of the product. If BINT bv provides a personal guarantee, the customer may in any case only invoke this commitment if the goods in question were placed by BINT bv. All warranty obligations will expire if the client does not strictly adhere to the manufacturer’s instructions or uses the goods for improper purposes.
- Retention of Title
The sold goods remain the property of BINT bv until full payment of the sales price in principal and accessory amounts. In case of resale, BINT bv reserves the right to claim the amount corresponding to the value of the resold goods. The retention of title is transferred to the resale price. Once the goods are delivered or the customer fails to take delivery, the buyer bears all risks, including cases of force majeure and destruction, and the burden of conservation. Non-payment of any of the amounts due on the due date may result in the recovery of the goods.
- Right of retention
BINT bv can also exercise its right of retention because of outstanding debts from other deliveries and services.