Terms and Conditions Nutriprof SPRL
1. These invoice conditions are binding. Parties can agree differently in writing and in advance on parts of the conditions. The invoice conditions of the other party are automatically rejected, unless they are explicitly declared applicable.
2. All our offers are without obligation unless a term for acceptance is mentioned in the offer.
3. The delivery is made "ex factory" or as stated on the invoice. The delivery periods stated by us only apply as information and the exceeding of them can under no circumstances give rise to termination of the agreement or compensation. Complaints with regard to goods or services are only eligible if they have been received by e-mail on email@example.com within 10 days after delivery. If the complaint relates to the contents of the invoice, then the complaint must be received in the same way within 10 days after the invoice date. Submitting a complaint does not exempt the other party from strict compliance with the payment conditions. If the buyer refuses to accept a delivery, Nutriprof is entitled to charge the costs of storage.
4. The invoices are payable at the registered office or on one of the bank accounts stated on the invoice, within 30 days of the invoice date or within the due date as stated on the invoice, in the currency in which the invoice is made. After the expiry of 30 days after the invoice date or the due date, the other party is legally in default; the counterparty owes interest of 1% per month from the moment of being in default on the due amount, unless the statutory interest is higher, in which case the statutory interest rate applies. From the 2nd payment reminder, pending orders are blocked until payment of the relevant invoice has been received. If the other party is in default of payment, a penalty clause is immediately due of 10% of the invoice amount with a minimum of 50 Euro, as well as all collection costs arising from the payment arrears. Payments made by the counterparty are allocated in the first place to all due interest, increase clauses and costs and secondly to due and payable invoices that have been outstanding the longest, even if the other party states that the payment relates to a later invoice. In case of default, we reserve the right to suspend further deliveries and / or services. Complaints about quality, whether accepted or not, do not affect the payment obligations of the buyer.
5. If a sample is taken during quality control, a separate and sealed sample must always be taken and handed over to Nutriprof. Nutriprof, or one of its representatives, will have access to the buyer's premises on first request, in order to inspect the goods. If it is actually established that goods do not meet the required quality, Nutriprof will have the choice to replace these goods or to grant a discount. Partial Nutriprof Sprl Rue de la Metallurgie 16, 4530 Villers-le-Bouillet, Belgium www.nutriprof.be α BE 4039 shortcomings in quality can not give rise to the refusal of the complete delivery.
6. The sold goods remain the property of the seller until full payment of the sale price in principal. In case of resale the seller retains the possibility to claim the sum corresponding to the value of the resold goods. The retention of title is transferred to the resale price. Once the goods have been delivered, the buyer bears all risks, including cases of force majeure and destruction, and the storage burden. The default of one of the amounts owed on the due date may result in the recovery of the goods.
7. Our liability is limited to replacement of the quantity of defective goods or the invoiced amount. Under no circumstances will we be liable for consequential damages. Our liability can no longer be invoked once the delivered goods have been mixed with other substances. Unless otherwise agreed, any complaint regarding the quality, which was undetectable upon receipt of the goods, must be submitted within 6 months after the delivery date, failing which the complaint will be time-barred.
8. The buyer can only rely on his own expertise and experience in connection with the goods and the use of these goods. Any information provided by Nutriprof should be considered as pure advice and is not enforceable against it. Advice given by Nutriprof can in no way give rise to additional obligations for Nutriprof. Details and information provided by Nutriprof to its customers is in no way binding and can not give rise to additional liability.
9. If the buyer does not fulfill his obligations, or if the seller has reasonable suspicions that the buyer will not fulfill his obligations and the seller can not adequately convince them to the contrary, the seller is entitled to exercise his right of retention, then to suspend its activities until the buyer fulfills his obligations.
10. Neither party can transfer its rights to parties other than to parent or subsidiary companies.
11. The nullity or invalidity of one of the above clauses will not result in the other clauses becoming null and void or invalid.
12. Any dispute between the parties will be brought before the Courts of Liège, Belgium, which are exclusively competent. Belgian law will apply. However, the seller can also bring the legal claim before the Court of the domicile of the debtor.
Nutriprof Sprl Rue de la Métallurgie 16, 4530 Villers-le-Bouillet, Belgium www.nutriprof.be
α BE 4039