GENERAL CONDITIONS OF SALE
1. GENERAL STIPULATIONS
- In the present general conditions of sale is understood by the ‘salesman’ Gourmand SA/NV, or an intermediary he has mandated or any other third person for whom Gourmand N.V. is performing a contractual service. By ‘Goods’ is understood the goods that are the object of an invoice from the Salesman. By ‘Buyer’ is understood the person, the company or corporation who places an order with the Salesman or of which the invoice makes appear that they can be held responsible for the payment of the Goods.
- All placed orders are subject to the present general conditions of sale which can not be modified by the general conditions of buying from the Buyer. The Salesman is not bound by any addings or modifications to these conditions except when this is expressly and by writing accepted by the Salesman.
- On the present general conditions of sale as well as on the agreements that have been entered into following these conditions only the Belgian legislation is applicable. All disputes belong to the exclusive competence of the Judge of Peace from the 1st canton Mouscron and the courts of Tournai.
- If the Buyer is informed about the general conditions of sale in an additional language, other than the language of the agreement, this has as goal to simplify the understanding of it. In case of dispute concerning the interpretation, the text established in the language of the agreement will have priority.
- The offers of the Salesman are always without engagement. No order is accepted by the Salesman unless confirmed by writing by the Salesman (or on the basis of an invoice presented with the ordered Goods or any other writing).
- Orders that are placed with the representatives of the Salesman are only binding for the Salesman after his written confirmation.
- The total of partial cancellation from the remitted orders to the Salesman can only happen with the written consent of the Salesman. Requests concerning the cancellation of orders are judged by the Salesman on his own discretion.
3. DELIVERY AND RISK
- The Salesman reserves the right to deliver the quantities of the sold Goods with an aberration of 5% in plus or in less.
- The delivery periods, in some cases indicated by the Salesman, only apply indicatively and don’t implicate any obligations for the Salesman.
- The risk of loss, destruction and damages to the Goods, delivered by the Salesman (but not the property), is transferred to the Buyer at delivery. The delivery takes place at the moment of sending the Goods by the Salesman to the Buyer or to each other person for who the Salesman got the instruction of the Buyer to deliver the Goods. After this the Salesman is not responsible anymore for the preservation of the Goods.
- Possible complaints from the Buyer concerning the delivered Goods, on foreclosure, have to be communicated to the Salesman within 3 days after the delivery of the Goods and have to be motivated.
4. QUALITY OF THE GOODS, SAMPLES, SPECIMENS AND GUARANTEES
- Subject to other stipulations the quality of the Goods results from the specifications, indicated by the Salesman.
- The characteristics of samples and specimens are only binding if the Salesman and the Buyer have expressly agreed that such characteristics are part of the quality of the Goods.
- The stipulations concerning the quality of the Goods are, just like any other stipulation, only binding if this has been expressly agreed between the Salesman and the Buyer.
- If the Salesman performs services as an advisor he’s doing it in function of the state of knowledge at the moment of starting his services. The indications and information concerning the aptitude and use of the Goods don’t set de Buyer free from performing his own control and examination.
- Possible faults and/or non-similarities can only lead to replacement of the defective and/or non-similar recognized Goods, exclusive of each reimbursement, allowance or compensation.
- Possible compensation at the expense of the Salesman will always be limited to the amount of the purchase price, regardless of the nature and scope of the damage and complaints.
- All Goods remain the property of the Salesman, who reserves the right to dispose of these Goods until the Salesman receives the complete payment of all amounts that the Buyer is due to the Salesman..
- At any moment the Salesman has the right to change the prices and/or terms of settlement, without this change will be retroactive.
- All invoiced amounts are, except if expressly otherwise agreed by writing, payable in cash in Mouscron, whichever may be the way of payment or sending the Goods. All complaints concerning the content of the invoices have to be communicated to the Salesman by registered mail within eight days after the date of invoice.
- Rights and taxes are always at the expense of the Buyer.
- The Salesman has the right to charge interests for outstanding debts and this from day to day starting from the day on which the payment is due until the date of actual payment (both before as after any judicial decision) at an interest rate of 1% per month started. Besides and undiminished all other amounts that can be recuperated by the Salesman, the Buyer is, in case of arrears, due 15% of the invoiced amount to the Salesman in order to cover the expenses of recovery, with a minimum of 100 EUR.
- Drawing or accepting bills of exchange or other securities doesn’t involve any renewal of debts and won’t involve any aberration from the present conditions of sale.
- Moreover, in the case of arrears all requisitionings to be expired from the Salesman to the Buyer can be immediately claimed without prior notice. Besides this the Salesman has the right to cancel the current orders or to suspend their execution.
10. LEGAL STIPULATIONS
- The Buyer is kept to respect the legal and administrative stipulations concerning the import, transport, storage and use of the Goods.
11. RESPONSIBILITY – FORCE MAJEURE
- The Salesman doesn’t give guarantees concerning the quality of the Goods and doesn’t guarantee that they are consistent or suitable for the use one wishes. For as far as allowed by law and except for the stipulations in the present conditions of sale all tacit guarantees and conditions or other stipulations are excepted.
- In no case the Salesman will be responsible for any exceptional, indirect, direct or economical loss, including but not limited to loss of profit, loss of revenue, loss of goodwill or savings, whichever way it was caused.
- Point 27 of the present general conditions of sale counts a fortiori in case of force majeure. As cases of force majeure are considered every event which prevents, disturbs or makes more difficult the normal realisation of the programmes of provision, production or delivery from the Salesman. By this definition is understood among others accidents, average in the factory or the machines, explosions, fires and floods, internal problems, official interferences, difficulties to deliver the Goods in the place of delivery as well as the non availability or limited availability of raw materials, the default for whatever reason of one or more producers who usually supply goods to the Salesman which are necessary for the production and of energy, etc.