Unless otherwise expressed explicitly and in writing, these general terms and conditions apply to any agreements, offers and orders as well as to any subsequent deliveries and sales, entered into between BIMETALS SCRL (hereafter “BIMETALS”) and a “customer”.
By ordering, the client agrees to these terms and conditions of sale.
These terms and conditions of sale prevail on any other terms and conditions of sale.
Order cancellation – termination of contract
If the customer does not comply with his/her obligations, we are entitled to cancel the order and to terminate the contract and this ispo iure and without prior formal notice.
The customer may not cancel any order. If the customer infringes this obligation, he will be entitled to pay an indemnity corresponding to the expenses incurred and to the services already performed up to the date of cancellation and more generally corresponding to every other direct or indirect consequence resulting from the cancellation.
The delivery deadlines are not binding. They are not secured and do not entitle the buyer to introduce a claim in case of missed delivery deadlines.
In case of force majeure event such as strikes, weatherproof, or any other event independent of our will and negatively affecting the delivery of supplies ordered, we will be exempted partially or totally from the stated delivery deadlines. The customer is not entitled on this basis to claim for damages or to require the termination of the contract.
Price and payment
Unless otherwise expressed explicitly and in writing, all of our invoices are payable within 30 days as from their reception.
Prices are net prices, free from any tax or charges.
In order to be valid, any receipt must be validly signed by a person authorized to do so.
In case of delay in payment, the amount payable will be, ipso iure and without prior formal notice, increased with interests of 8% per year. The amounts owed will also be increased, as the case may be, based on a penalty clause equal to 12,5% with minimum of 125 EUR and without prejudice to the payment of the interests above mentioned.
If the customer fails to pay, BIMETALS has the right to terminate every contract or ongoing order.
The components must be checked by the customer upon delivery.
Every reclamation, reserve or claim regarding missing components and/or apparent non-conformities must be waived as soon as they are discovered and at the very latest within 15 days of the said delivery. Beyond this delay, the customer will be definitely foreclosed from his right to a guarantee on this ground and reclamation will no longer be receivable.
In case of hidden defects, the customer will benefit from the guarantee only if he has notified to BIMETALS the defect within the 24 hours following its discovery or within the 24 hours following the moment from which he should reasonably have had the opportunity to discover it. Furthermore, the reclamation, reserve or claim in relation with hidden defects must be filed in within a delay of six months as from the delivery of the components. Beyond this delay, the customer is definitively foreclosed from his right to a guarantee on this ground and reclamation will no longer be receivable.
In addition, the customer must provide with an explanation regarding the existence of the claimed non-conformities.
Save gross negligence or fraud, the guarantee is strictly limited to (i) remedy to the non-conformity eligible for a guarantee according to the said article or have it remedied by a third party or (ii) replacement of the component. Only if it is not possible to remedy to the defect or to replace the component, the customer will be, as the case may be, entitled to reimbursement corresponding to the value of the non-conformed component.
BIMETALS shall not in any way be held responsible for the consequences resulting from a fact or a behavior of the customer or a third party.
Transfer of property rights
The transfer of the property rights over the goods is suspended until the complete payment of the delivered goods.
The delivery of the goods does not lead to the transfer in favor of the customer of the potential property rights owned by BIMETALS on the manufacturing assessments, software, any analysis and patents or other intellectual property rights. The customer will accordingly respect the confidentiality of the information of every nature, written or not written, such as industrial plans, drawings, technical explanations which will be disclosed to him in any respect.
Protection of intellectual property rights
SEGBOX® has been registered within the Office for Harmonization in the Internal Market (OHIM) as European trade mark.
The sale of this product by BIMETALS will not result in the transfer of its intellectual property right. The customer will therefor refrain from acting in such way that would cause damages to BIMETALS’ right.
When using in the course of trade the said trade mark, the customer will take care, amongst other things, not to damage the reputation of the trade mark.
The current general terms and conditions are governed by Belgian law.
In the event of a claim regarding the interpretation or application of these general terms and conditions, the parties will refer their dispute to a mediation process. In the event that the mediation fails to succeed, only the courts of Liège are competent to examine the dispute.