1.Field of application
The general terms and conditions of sale apply to every contract committing “CANDYCARD BVBA” in an order. These general terms and conditions of sale apply exclusively. Only mutual and written stipulated contraventions come into effect, the customer is not to consider them in any case as a general departure from the general terms and conditions of sale applicable to past and future business relations. Upon placing the order, the customer is supposed to know and accept the general terms and conditions of sale. The general terms and conditions on the documents of the customer cannot be used adversative to those of “CANDYCARD BVBA” . If “CANDYCARD BVBA” does not apply any arbitrary clause stipulated to her advantage in the general conditions and terms of sale, the client cannot assume this as a right surrender on behalf of “CANDYCARD BVBA” on which he may appeal. If any legislation amendment causes the nullity certain clauses in these general terms and conditions of sale, this does not involve the nullity of the other clauses of the whole of the general terms and conditions of sales.
Our rates for articles and agreed services are defined exclusive of VAT. Our quotations are based on import duties and taxes, as well as on transport and insurance premiums as in effect at the time of delivery. Each increase of above mentioned duties, taxes.and premiums that come into effect between order and delivery are on account of the buyer, which goes as well for the respective VAT. Official price changes, as stipulated by legal dispositions automatically entail correspondent changes in fixed offer and contract prices.
3. Offers and orders
The offers are only obligatory in case they are signed for agreement by the buyer or principal and moreover sent back within the fixed deadline. Each order commits the signee severally and irrevocably, except for exception as determined by law. Cancelling an order only is to occur within three days after order, implying an irreducible compensation amounting to 33 % of the total purchase amount.
The terms of delivery are only passed approximately and are not binding. Transport or dispatches by any means of transport, even carriage paid are to occur at the customer’s risk. Articles and services are to be accepted at delivery and after finishing at the place of delivery and/of execution. Time of delivery also depends on the time of delivery by our suppliers, and “CANDYCARD BVBA” rejects any liability for late deliveries caused by suppliers. Late delivery of articles and services at a later time as stipulated by contract because of reasons not due directly to “CANDYCARD BVBA” can never cause a breach or dissolution of the contract, or entitle to damages. The delivery does not imply any transfer of title; only full payment of the whole due invoice amount, costs and interests will involve a transfer of property.
Typical of a printing business, the buyer is to accept a certain deviation of the articles, such as:
a) Delivery of 5 to 10 % less or more of the ordered quantity according to the volume of the order.
b) Slight differences in color, pureness, smoothness and appearance even when they occur during the production process.
All effective complaints concerning articles, services or invoices are to occur per registered mail within three days after delivery. After this period, claims are no longer accepted. We do not accept any return without prior agreement.
All payments for delivered goods or services are due at the invoice address, unless stipulated otherwise or when a maturity date is mentioned on the invoice. In case of non-payment of the ordered goods, “CANDYCARD BVBA” reserves the right to keep the goods until reception of full payment; the customer is in this case not entitled to any damages. Likewise, “CANDYCARD BVBA” reserves the right to stop any further delivery in case of non-payment in order not to run up the balance without any express notice on her behalf. Payment cannot be done to an employee of staff member of “CANDYCARD BVBA subject to written consent of the management of “CANDYCARD BVBA”. A filed complaint on behalf of the buyer or customer does not involve suspension of his liabilities. In case of nonpayment of the actual invoice, the due amount will entail without any prior proof of default and by right an interest amounting to 12 % on a yearly basis, and each started month will be considered as a full month. Moreover, not to the detriment of the previous paragraph as well as of the rights of the debtor to any extension of payment based on article 1244 of the Civil Code, judicial costs and interests not included, a lump sum of 10 % of the invoice amount and minimally 400 € will be due by right and without any prior proof of default by way of damages for late payment and involved out-of-court costs. These damages are due next to the moratory interests, the recoverable procedure costs and possible compensation for material damage and loss of revenue. The parties expressly agree to this lump sum not to be altered by any departure from art. 1231 of the Civil Code, even if the fault proves to be partial. Bills of exchange or any other tender do not mean a novation and cannot deviate from the place of payment and from the jurisdiction of the courts of the judicial district of Mechelen. Costs for drawing bills of exchange are at the expense of the buyer or the customer. In case of partial payment, every deduction will be reduced charged firstly from costs and interest and only then from the principal, in keeping with the articles 1254 and 1255 of the Civil Code. Discounts granted by special agreement go only for invoices paid in cash.
7. Intellectual property.
a)Intellectual property of “CANDYCARD BVBA”.
Referring to the legislation concerning artistic and intellectual property as well as unfair competition, all designed models, sketches and typesetting as well as graphic design, interpretations and dispositions and finally software remain exclusive property of “CANDYCARD BVBA” in spite of the used technique, which is not to be copied or reprinted without the written consent of the proprietors. All typographical as well as computerized typesetting, plates and flans, stones and design as drawings and finally pictures, films and software charged or delivered by “CANDYCARD BVBA” does not grant the customer/buyer any title of ownership. The buyer us not to demand the surrender of them before or after delivery subject to contrary stipulation.
b)Liability on behalf of the customer for the by him suggested forms, logos and lay-out
The buyer will supply specification for shapes, logos and layout as well as models, sketching, typesetting, graphic designs, interpretations and dispositions of the final product. The buyer is jointly responsible for all offences against intellectual property rights on these shapes, logos and lay-out patterns as well as typesetting, graphic designs, interpretations and dispositions and finally arrangements that he orders. The customer, buyer or intermediaries safeguard “CANDYCARD BVBA”without reservations against any claim or demand in right of themselves or other parties due to breach of intellectual property rights concerning logos, lay-out patterns,shapes, sketching, typesetting and graphic designs, interpretations and arrangements of final products as delivered by “CANDYCARD BVBA”.
8. Guarantees, insurances and liability.
The guarantee covering the sold articles is exclusively limited to the definitions provided by the manufacturer or principal supplier, within the bounds as described by them and that relieve “CANDYCARD BVBA” of any liability, even in common law.
9. Courts having jurisdiction
The courts having jurisdiction of the judicial district of Mechelen will sort out any disputes about interpretation and realisation of the agreement between parties according to Belgian law.