Verkoopvoorwaarden

Conditions générales de vente

Allgemeine Verkaufsbedingungen

GENERAL TERMS OF SALE - LIMOCO N.V.

1. These terms are applicable to any order and/or delivery of goods and/or performance of work, excluding any terms mentioned in the documents originating from the buyer, to the extent where these terms are in conflict with ours. Any differing terms shall be applicable only after their explicit and previous approval in writing from N.V. Limoco.
2. The dates of delivery are given in good faith but as indications only. Any possible delays shall not entitle the buyer under any circumstances to claim any damages, to refuse acceptance of the goods or to terminate the agreement.
3. Any and all shipments, including those sent free of freight charges, shall travel solely at the buyer’s risk.
4. If any orders placed with N.V. Limoco and confirmed by this company are withdrawn, damages shall have to be paid in the amount of 10 % if the basic materials have not been ordered, in the amount of 30 % if the basic materials have been ordered but not actually delivered, and of 75 % if the basic materials have been delivered and processed entirely or in part. If the order placed has been completed, N.V. Limoco shall be entitled to payment in full.
5. Our products shall be considered as accepted and approved at the time and place of delivery. Any possible complaints relating to the goods delivered shall have to be received, in order to be acceptable, within a period of 8 days following the delivery, at the latest, via registered letter at the registered office of N.V. Limoco. If the complaint is considered as founded, our obligations shall be limited to the cost-free replacement of the goods delivered. Goods that have been processed shall be considered as having been accepted.
6. Our deliveries and/or work shall be guaranteed for 1 year with regard to any hidden flaws. The guarantee shall extend only to the replacement of the defective component. Labour costs and travel expenses as well as other costs and/or claims for damages, loss of production shall never be for our account. Our liability shall be restricted always to 50 % of the amount invoiced by us.
7. Our invoices are payable in cash, without any rebate, at the registered office of the company or by payment to one of our accounts mentioned on the front side. Any contestation regarding the invoice shall have to be made in writing and by registered letter within eight days following the date of the invoice. Payment of the amount invoiced shall have to be made within thirty days following the date of the invoice. If this period allowed has been exceeded, or even in the event of any part payment, the fact of non-payment alone shall allow us to charge, of right and without formal summons, interest at the rate of 12 %. If no payment ensues after a formal summons within a period of eight days, then damages shall become payable that are set at the flat rate of 10 % of the total amount to be paid, with a minimum amount of 75 € (for covering the administrative costs, plus legal costs) plus any relevant collecting expenses resulting from the payment in arrears. The buyer’s obligations to pay shall not be suspended by entering any and even obvious complaint relating to the goods delivered. Non-payment of any invoice at its due date shall make all other invoices not yet due also and immediately payable of right.
8. If the buyer fails to comply with any obligation resulting from an agreement concluded with us, or if the buyer fails to comply strictly with earlier obligations, included the case of bankruptcy, juridical compromise, suspension of payments, shut-down or liquidation of the buyer, he shall be considered to be at default, of right, and we shall have the right, without any formal summons or court intervention, to suspend the performance of the agreement or to consider it as terminated entirely or in part, without being subject to any claim for damages or for any guarantee, and without prejudice to our existing rights. In these cases, any claim we hold against the buyer shall become payable immediately.
9. The goods shall remain our sole property for as long as the buyer has not complied entirely with his obligations, inter alia if he has failed to pay the amount in full, possible interest for late payment or other additional costs. The buyer shall be prohibited from selling or pledging the goods to any third party or to dispose thereof in any manner, for as long as the sales price has not been paid in full. In the event of non-compliance with this prohibition, the buyer shall have to pay a lump sum compensation in the amount of 50 % of the sales price of the goods. If the goods have been sold, nevertheless, then the claim to the resulting sales price shall be substituted to the claim regarding the goods. Under the provisions mentioned above, we shall have the right of recovering immediately the goods sold with their accessories, from the place where they are located, with any and all costs for the recovery, transportation and similar costs to be charged to the buyer. The buyer shall be committed to inform us of the place where the goods sold are located and he shall have to co-operate in the recovery thereof. In the event where this recovery is prevented for any reason through any action of the buyer, his employees or creditors, then he shall have to pay us, of right, damages in the amount of 250 € per day and until the day when the goods shall have been delivered to our possession.
10. In the event where as a result of force majeure, strike, lock-out etc., NV Limoco becomes unable to perform the agreement, it reserves its rights of terminating the agreement without giving rise to any claim for damages.
11. Any and all disputes or contestations shall be subject to the sole jurisdiction of the Courts in the District of Tongeren. All agreements shall be governed by the laws of Belgium.

Deloitte & Touche 03/03