General terms of sale
NEW GENERAL TERMS AND CONDITIONS FROM 1 JANUARY 2025
(FREE TRANSLATION)
By entering into agreements with us, the buyer acknowledges to be familiar with these terms and conditions and to accept them as an integral part of the agreement. Any conditions formulated by the buyer or a third party that deviate from these conditions cannot be opposed by us, unless after written acceptance on our part.
Our offers, as well as indicated delivery deadlines, are given by way of approximate information only, but can never lead to any commitment on our part. Exceeding the deadlines may under no circumstances, even after notice of default, give rise to termination of the agreement or to any compensation. The buyer shall at no time be entitled to refuse a late delivery.
With every order placed, the buyer is obliged to pay in full all goods ordered, as well as transport costs as included in the quotation, order confirmation, delivery note or invoice. If the buyer indicates that he wishes to renounce the purchase in whole or in part, the seller shall have the choice between, on the one hand, the forced execution of the agreement and, on the other hand, the dissolution of the agreement at the buyer's expense, in which case the buyer shall be obliged to pay a fixed compensation equal to 25% of the amount of the order with a minimum of EUR 200, without prejudice to the seller's right to prove his additional damage. The seller will communicate its choice to the buyer in writing. Force majeure releases both parties from their mutual obligations.
The buyer is deemed to be sufficiently familiar with and have accepted the goods, which are the subject of his purchase and are mentioned on the quotation, order confirmation, delivery note or invoice. The buyer is also assumed to have known our terms and conditions of sale by the mere fact of accepting the offer and/or having the merchandise removed. Deliveries of the goods in different parts and tolerances of up to 10% on ordered volumes are possible and cannot give rise to complaints.
Sales "barring a good arrival" concern sales with forward delivery of timber that has yet to be imported. These sales are automatically cancelled without any recourse if the wood is not available within three months of the indicated delivery date.
Batches sold "subject to good arrival" may not be rejected by buyers unless this was formally stipulated at the time of purchase and the unloaded timber would not conform to the normal quality of the mark.
If the wood does not arrive in the agreed packaging, the buyer may refuse the batch, without any obligation for the sellers to replace the batch or adjust the packaging or pay any compensation.
In case the quantities sold "subject to good arrival" exceed the actual quantities unloaded, a proportional distribution will be made between the different buyers.
The goods, even shipped freight-free, are transported at the buyer's risk. We disclaim all liability for accidents during transport as well as for delays in shipment by rail or other means of transport.
For imported timber sold in English sizes, conversion is made to metric sizes.
Any complaint regarding quality, quantity or visible defects must be stated in writing on the delivery note at the latest upon delivery. Failing this, the goods shall be deemed to have been accepted. A claim based on hidden defects must be lodged at the latest within one month of the discovery of the defect, under penalty of expiry. Response to a late complaint does not imply a renunciation of this provision and is always subject to all rights and without prejudicial admissions.
If a complaint about defective merchandise is acknowledged, whether between parties or in court, our responsibility does not extend beyond the proportional reimbursement of the purchase price paid by the buyer to us for the disputed goods or the replacement of the disputed goods delivered by us, and therefore explicitly excludes any direct or indirect damages.
If the seller's confidence in the buyer's creditworthiness is shaken by acts of judicial execution against the buyer and/or demonstrable other events which call into question and/or render impossible the confidence in the proper performance of the commitments entered into by the buyer, the seller reserves the right to demand suitable guarantees from the buyer. If the buyer refuses to comply, the seller reserves the right to suspend and/or cancel all or part of the order, even if all or part of the goods have already been dispatched.
This sale may be cancelled ipso jure and without notice of default, without giving the buyer any right to compensation, but without prejudice to the seller's rights to all damages and interest should the buyer fail to comply with his obligations, including those arising from other contracts. The seller's declaration of intent by registered letter shall suffice for this purpose.
In case of purchase on demand, a delivery period shall be agreed. This delivery period as well as the latest date of removal will be stated on the order confirmation. If the final date of removal is not respected, a ground or warehouse rent will be due as from the date of the proposed removal mentioned on the order confirmation, without prior notice of default. The rent amounts to 10 EURO per m³ per month on the remaining stock quantity. Goods which have not been collected or delivered on the date stated on the confirmation of order shall remain there at the buyer's risk, without the latter being able to claim any recourse for theft or damage of any kind.
It is the buyer's responsibility that the delivery site is in good conditions and suitable as a place for delivery, in compliance with applicable traffic regulations. The buyer shall be responsible for applying for a parking permit (if required) and shall bear the cost thereof. If a responsible party of the buyer is not present at the agreed delivery address and/or time, or the delivery is impossible, the seller shall be entitled to postpone the delivery and charge the delivery and storage costs for those goods to the buyer, without prejudice to the seller's right to claim higher damages if the actual damage suffered is higher.
Unless otherwise stipulated in writing, invoices are payable 30 days after invoice date.
Any amount that remains unpaid on its due date will automatically and without notice of default attract interest calculated based on the Belgian legal interest rate plus 2%, with a minimum interest rate of 12%.
Any shortfalls are always applied first to clear accrued interest.
In case of total or partial non-payment of the debt on the due date without serious reasons, the debt balance will be increased by 12% with a minimum of 40 EURO and a maximum of 3000 EURO even if terms of grace are granted.
All collection costs and protest costs shall be borne by the customer.
The non-payment on its due date of a single invoice makes the due balance of all other invoices, even those not yet due, immediately payable by operation of law.
The drawing and/or acceptance of bills of exchange or other negotiable documents does not imply novation and does not constitute a derogation from the terms and conditions of sale.
Any technical advice provided by us, including calculations or similar recommendations, together with any quotation or offer is for information purposes only. All technical details should always be verified by a qualified professional. We cannot accept any responsibility or liability for the use of said advice.
The buyer is responsible for complying with the regulations on prevention against fire and explosion and the Royal Decree of 7 July 1994 "Basic standards of fire prevention" (as subsequently amended) for construction sites for which purchases are made from us, and the buyer indemnifies us against any claims in this regard from third parties.
RETENTION OF OWNERSHIP The goods remain the property of the seller until full payment of the price. All risks are borne by the buyer. Advances paid remain acquired by the seller as compensation for possible losses on resale. In case of resale of goods, even processed, owned by the seller, the buyer shall, from now on, transfer to the seller all claims resulting from such resale.
Within the legal limitations, the legal provisions on extra-contractual liability of Book 6 of the new Civil Code do not apply to contracts concluded between the seller and the buyer. Compensation for damage caused by the non-performance of an obligation under a contract concluded with the buyer is governed exclusively by the rules of contract law, even if the event causing damage constitutes a tort. Consequently, and notwithstanding the rules of Article 6.3 of the New Civil Code, no action for extra-contractual liability may be brought against the seller, its employees, its directors and, more generally, against any person acting on its behalf who can be qualified as an "auxiliary person" within the meaning of the New Civil Code.
In case of dispute, the courts of the Kortrijk district or the courts of the buyer's domicile, at the seller's discretion, shall have sole jurisdiction. The contractual relations between the parties are governed exclusively by Belgian law, to the exclusion of the United Nations Convention of 11 April 1980 on Contracts for the International Sale of Goods and the Convention of 14 June 1974 on the Limitation Period in the International Sale of Goods.
If any provision (or part thereof) of these general terms and conditions should be unenforceable or in conflict with a mandatory provision, this shall not affect the validity and enforceability of the other provisions of these general terms and conditions, nor the validity and enforceability of that part of the relevant provision which is not unenforceable or in conflict with a mandatory provision. In such a case, the Parties shall negotiate in good faith to replace the unenforceable or conflicting provision with an enforceable and legally valid provision that is as close as possible to the purpose and scope of the original provision. Any invalidity/nullification of a clause (part) shall not affect the other clauses.