GENERAL TERMS AND CONDITIONS OF DISCORP N.V.
Art. 1. Area of applicability
These General Terms and Conditions shall be applicable for all offers, deliveries and contracts with and for DISCORP, including the execution thereof.
The buyer is considered to have accepted the current terms and conditions by the sole act of the decision or assignment, except for written agreements deviating from this requirement.
In the latter case, only the clauses of the general terms and conditions from which is deviated, will lose their validity.
The current terms and conditions supersedes any other existing documented terms and conditions of the buyer.
Art. 2. Offers
Every offer or proposal of DISCORP is non-binding except where the opposite is determined. Verbal commitments from DISCORP are non-binding, except when confirmed in writing.
Art. 3. The forming of a contract
The contract is only considered formed once DISCORP has accepted the order, which can take place non-verbally.
Subsequent and additional agreements or adjustments are only valid once DISCORP has confirmed this in writing.
Representatives and agents have no mandate to draw up contracts: DISCORP is authorized to not accept orders emanating from representatives and/or agents.
Art. 4. Prices
Our goods are billed at the prices which are current on the date of delivery, except for fixed and unadjusted prices on pending orders and contracts. The prices stated on the order are VAT Exclusive.
Art. 5. Cancellations
Cancellations of an order in whole or in part by the buyer can only be valid with the permission of DISCORP who is entitled to compensation to the value of 10% of the total amount stated on the order, incremented by consequential lost profit on granted discount, unless DISCORP gives preference to a levy of execution subject to possible compensation.
Orders should be taken up within a year from effectuation date at the very latest. Failing this, DISCORP is entitled to compensation or levy of execution in accordance with the provision in the previous paragraph.
Art. 6. Delivery
Each order will be considered as an individual transaction.
Any promotions relating to a delivery, will have no bearing on prior or future deliveries, even when these deliveries ensue under the same agreement.
All our deliveries are dispatched on the risk of the buyer, even where the dispatch is made carriage paid.
Art. 7. Delivery term
Delivery will take place in principle, on the delivery date, but DISCORP cannot guarantee this date.
The delivery date is purely an estimation and this:
– once the buyer has accepted the sales conditions;
– once DISCORP has accepted the order;
– once any prepayment has been made.
No delay whatsoever can give rise to any deduction of any kind, or the right to claim compensation, or give reason for a breach of contract
If an agreed delivery date is exceeded by one month, the buyer may cancel the agreement by writing, after giving notice of default and allowing for a reasonable term of postponement of minimum eight days, with no right of compensation on the part of DISCORP.
DISCORP cannot be held liable in the event of force majeure.
Any event which gives rise to an insurmountable obstacle to usual operations will be considered a force majeure.
Art. 8. Transfer of risk and ownership
Risk will be fully transferred to the buyer when the goods leave the factory, who from that moment will bear the risk for any visible or invisible defects and for any damage arising to or because of these goods for whatever cause.
Transfer of ownership to the buyer will take place only after complete settlement of all receivables ensuing from agreement with the buyer.
Art. 9. Complaints
The delivery should be checked upon receipt for completeness by the buyer, who should immediately inspect whether the quality of what has been delivered matches the demands made by him and noted on the dispatch note.
A complaint with reference to the content as well as the quantity of the delivered goods, will only be considered if the headquarters of DISCORP is notified of the mistake or oversight to which it relates, either on the dispatch note immediately, or by registered letter at the latest within five days of receipt of the goods.
Complaints relating to the goods do not in any case release the buyer from the following payment obligations.
The warranty relating to defects either concealed or not is limited to the replacement of the defective goods. No other compensation or refund of costs or interest whatsoever can be claimed besides that.
Art. 10. Warranty Terms
All goods delivered by DISCORP are covered by warranty from the producer. Goods with malfunctions can be exchanged in DISCORP’s warehouse during this period at no additional cost.
Art. 11. Payment terms
All invoices from DISCORP are payable immediately or in compliance with an agreement with the client in Antwerp, compensation of 20% with a minimum of € 37.18.
In the event of non-payment by the stipulated due date, the full amount or outstanding balance of the price and additional costs will become due and payable.
If an invoice is not paid by the stipulated due date, it will be raised, by operation of law and default, by a 1% interest on a monthly basis.
Art. 12. Governing Law and Jurisdiction
The relationship between DISCORP and other parties are subject to Belgian Law.
Disputes concerning the implementation or interpretation of the transactions fall within the exclusive competence of the courts of Antwerp.
Any invalidity of one of the provisions of these conditions shall not affect the validity of the remaining provision.