GENERAL TERMS AND CONDITIONS OF SALE OF EUROPOWER GENERATORS bv
Article 1. General
All offers, sales and contracts of Europower Generators bv, with registered office at 3850 Nieuwerkerken, Belgium, Industriezone 1019, Tegelrijstraat 175 with enterprise number BE 0429.593.895, are governed by the following conditions. Europower Generators bv deems these conditions to be known and accepted by the purchaser. The order from the purchaser serves as acceptance of the general terms and conditions of Europower Generators bv. Barring special mention, these general terms and conditions are strictly applicable in spite of all indications to the contrary specified on the purchasers documents. All deviations from these general terms and conditions are invalid unless these deviations were approved in advance and in writing by Europower Generators bv. In case of conflicts, the following conditions have precedence. The invalidity of an article or a clause does not imply the invalidity of all the general terms and conditions.
Article 2. Offers - order confirmations
All offers drawn up by Europower Generators bv are without engagement unless explicitly agreed otherwise. All offers can be revoked by Europower Generators bv until the acceptance of the purchaser and automatically expire one month after the date stated therein, barring mention of another period on the offer. After this term, Europower Generators bv has the right to accept or to refuse the order or to change its conditions. Every transferred order commits the purchaser but only commits Europower Generators bv following written confirmation.
Article 3. Delivery periods
The delivery periods, are only notified by way of indication by Europower Generators bv and shall be respected as much as possible. Delays in the delivery do not justify a cancellation of the order, a breaking of the sale, a reduction of the price or a claim for indemnity of whatever nature. Europower Generators bv shall be entitled to invoice a partial delivery, which definition includes the delivery under a composite order, and the clauses of article 10 shall apply thereto. In the event of late payment, further deliveries may be suspended until payment is made in full.
Article 4. Cancellation
Every cancellation of the order needs to be made in writing and is only valid provided written acceptance of Europower Generators bv. In case of cancellation of the order, the purchaser, in addition to repayment of the costs incurred by Europower Generators bv, shall owe Europower Generators bv fixed damages of 25 % of the purchase price, with a minimum of € 100 for each cancellation.
Article 5. Force majeure
In case of work stoppages, circumstances beyond one's control, coincidence and/or government measures, Europower Generators bv shall be dismissed from the obligation of delivery and/or performance. Work stoppages also comprise shortcomings of Europower Generators bv suppliers for whatever reason (lack of materials, shipping problems, ...). Europower Generators bv has the choice between cancelling the contract by operation of law without damages and on the other hand an extension of the period of delivery and/or performance, without the purchaser being entitled to any claim of compensation.
Article 6. Prices
The price is the price specified on the order confirmation. The indicated prices are quoted in Euro.
Article 7. Liability
All information that Europower Generators bv provides regarding the offered or sold merchandise is notified in good faith. Under no circumstance can Europower Generators bv be held liable or obliged to pay damages for wrongful information that it communicated regarding the content, the quality, the quantity and the general description of the offered or sold merchandise.
Article 8. Complaints
Possible complaints, marks, disputes and protests regarding the goods are only admissible in writing and by registered letter within eight days after delivery. After this period of eight days, the purchaser is deemed to accept the delivered goods and complaints will no longer be accepted. Following the coming into operation, processing, adaptation or delivery to third parties of all or part of the delivery, Europower Generators bv shall accept no more complaints. Goods cannot be returned without prior consent. In case Europower Generators bv does not agree with a return of goods but decides to accept the goods, this is always the subject to all rights and for the account of the purchaser. The goods will be stored by Europower Generators bv for the purchasers account and risk. All complaints regarding an invoice are only admissible when in writing and by registered letter within eight days after the invoice date. On expiry of this period, the purchaser is deemed to have accepted this invoice. Each complaint for non - conformity is in any case limited to the amount of the invoice for the goods concerned and excluded any form of compensation.
Article 9. Acceptance
On delivery, the purchaser needs to inspect the goods immediately and thoroughly. The purchaser shall check on delivery whether the delivered goods are free of damage and correspond with those ordered and the signature on the packing list and the delivery note serves as confirmation that there is no discrepancy between the ordered and the delivered goods. Any non - conformity needs to be written on the packing list and the delivery note and needs to be reported within eight days to Europower Generators bv as specified in article 8. On expiry of this period follows the final and irrefutable acceptance that the delivered goods are in order and free of any visible defects and are the goods deemed to have been accepted.
In case of non - compliant delivery, Europower Generators bv has the right to replace the delivery or to dissolve the contract without this giving rise to indemnity claims.
Article 10. Payment
Europower Generators bv reserves the right to request an advance payment of at least 20 % when entering into each agreement. By operation of law, all invoices are payable in cash immediately following receipt of the invoice, unless explicitly agreed otherwise, to the bank account of Europower Generators bv. In case of the non - payment of the invoice on the due date, the invoice amount shall be increased by fixed damages of 15 % of the invoice amount with a minimum of € 100 per invoice, which corresponds with the damage incurred by Europower Generators bv following the late payment and administrative costs. In any case, Europower Generators bv retains the right to claim higher damages if it can prove it. Moreover, an interest of 12 % a year shall be owed without requiring a summons. The principal amount, damages and interest are claimable by operation of law without requiring any proof of default. The non - payment on the due date of one single invoice makes the owed balance of all the other invoices, even of the non - expired invoices, immediately due and payable by operation of law. The default of payment on its due date of a single invoice entitles Europower Generators bv to terminate forthwith all ongoing contracts. When the purchaser fails to perform his obligations, the sale can be dissolved by operation of law and without notice of default by a registered letter. In function of the circumstances and in particular when Europower Generators bv ascertains a deterioration in the purchasers' solvency, Europower Generators bv is entitled to claim all necessary financial guarantees to ensure the integral execution of his contractual obligations. This claim can be made before or after the delivery or at any moment during the execution of the contract. If the required guarantees are not provided by the purchaser, Europower Generators bv shall be entitled to suspend his obligations and to invoke the termination of the whole or part of the contract. When the trust of Europower Generators bv in the creditworthiness of the purchaser is tarnished by occurrences, which cast doubt over the trust in the smooth performance of the obligations in question entered into by the purchaser and/or render them impossible, Europower Generators bv retains the right, even if the goods were already wholly or partly shipped, to suspend the whole order or a part of the order and to demand appropriate guarantees from the purchaser. If the purchaser refuses to do so, Europower Generators bv retains the right to cancel the whole order or a part of the order without prejudice to its right to damages and interest.
Article 11. Retention of title
As long as the purchaser has not fulfilled all obligations, in particular paid his debts, the goods transported by Europower Generators bv, remain the property of Europower Generators bv. Accordingly, the delivered goods remain its property until full payment of the principal amount, costs and interest.
Article 12. Service
Europower Generators bv has a ten years service obligation concerning the delivered goods which means that the delivered goods can be serviced to stay in workable condition during this period for as far as normal life expectations are not exceeded. Europower Generators bv agrees to this service guarantee by means of the delivery of spare parts, replacement parts or full replacement of a product which is identical in the sense of functionality, on condition that the delivered goods aren't subject to transformations or replacements which can influence the functionality of the goods or any other part or system that is directly or indirectly connected to the goods.
In case of a dispute, only the courts of Hasselt, Belgium have jurisdiction.