GENERAL TERMS AND CONDITIONS OF SALE
1. Miscellaneous
1.1. These general conditions apply exclusively to each offer / order and exclude the terms and conditions of the customer, even if they are contrary to the terms and conditions of the customer, unless deviations are agreed in writing however they will in no case be interpreted by the customer as a general derogation from the present conditions applicable to the past and/or future business relations between the parties. In no case our agreement can be derived from the fact that we would have concluded the agreement without protesting against these conditions or similar provisions of the customer
1.2. By accepting the offer and/or placing the order each customer is irrefutably presumed to be familiar with these general conditions and to accept them without reservation. The nullity / unenforceability of a provision contained in one of the articles of these conditions shall in no way affect the enforceable nature of the other provisions and the provision in question shall be replaced by Anglo Parts by a valid / enforceable provision that approaches the intention of the parties to the greatest extent possible.
1.3. If the customer, after the end of the agreement, for whatever reason, again procures goods/ services from Anglo Parts, the present general conditions automatically apply to this new agreement.
2. Orders, conclusion and execution of the agreement
2.1. Photos, catalogues or other publicity documents supplied by Anglo Parts have no contractual value.
2.2. The agreement will be considered to be concluded from the moment Anglo Parts explicitly accepts the order. Changes to the agreement must be made in writing and will always be subject to the prior and explicit approval of Anglo Parts.
2.3. Anglo Parts performs the agreement in accordance with the criteria of the obligation of means and does not provide any guarantee whatsoever of specific results. Partial deliveries are permitted.
2.4. The customer acknowledges, as he submits an order for goods / services and/or signs an offer thereof, that he was sufficiently and correctly informed by Anglo Parts about all the important elements of the goods / services and that he has good knowledge hereof.
2.5. The customer undertakes to provide Anglo Parts, effectively and at his own cost, all information and assistance that is reasonably required / useful for the delivery of the goods / services in a normal manner, including but not limited to access- and other facilities (e.g. parking).
2.6. The customer warrants that he owns all rights, titles and permissions required in order for Anglo Parts to deliver the goods / services.
2.7. All costs in relation to the obligations of the customer are at his own charge.
2.8. It is prohibited for the customer to change the merchandise in any way or to use other packaging or brands than those of Anglo Parts when using it.
2.9. All offers remain valid for a period of one month.
Right of withdrawal of the consumer in the event of distance sales of standard goods
2.10. The customer-consumer has the right to withdraw from the agreement within a period of 14 calendar days after the receipt of the goods, without giving any reason.
2.11. If the customer wants to exercise his right of withdrawal, he must inform Anglo Parts of his decision to withdraw from the agreement via e-mail or in writing by post. The customer must use the “Model form for withdrawal”.
2.12. To comply with the withdrawal period, the customer must send his notice regarding his exercise of the right of withdrawal before the withdrawal period has expired.
2.13. The goods must be returned unused and in their original packaging within 14 calendar days after the day the customer gives notice of his decision to withdraw from the agreement to Anglo Parts. The customer bears the cost of returning the goods.
No right of withdrawal for the consumer with distance sales of tailor-made goods
2.14. The customer-consumer will not have a right of withdrawal when buying goods at a distance which are manufactured according to the consumer’s specifications, or which are clearly indented for a specific person.
3. Deliveries/ Force majeure
3.1. Anglo Parts will comply as much as possible with agreed terms or, in the absence thereof, deliver the goods / services as soon as possible after receipt of the order, however, exceeding the agreed terms or delay in delivery shall not entitle the customer to terminate the agreement and/or claim damages as no term binds Anglo Parts.
3.2. In the event of force majeure or an incident that causes an obstacle for Anglo Parts in the execution of its obligations and that is not imputable to Anglo Parts, Anglo Parts maintains its right to prolong the delivery- / execution period or to terminate the agreement with immediate effect, by operation of law and without prior judicial intervention, by registered notice to the customer, without being obliged to prove the foreseeability of this situation and without being obliged to pay for damages. Are among other things considered as events of force majeure: fires, floods, bad weather conditions, war, riots, strikes, lockouts, forced closure of the undertaking, disease, accidents, import or export restrictions, difficulties in transport, cessation/lack of delivery by the suppliers, and all this both in respect of Anglo Parts as well as the suppliers or subcontractors or other third parties involved, including the non-performance by such third parties.
4. Termination of the agreement
4.1. The customer has the right to terminate the agreement unilaterally, provided that Anglo Parts receives compensation for the already delivered goods / services as well as a fixed and irreducible compensation of 50 % (excl. VAT) of the part that has not yet been delivered as compulsory compensation for the exercise of this unilateral right of termination. In case of the sale of tailor-made / composite products and/or if there is invoiced by means of an advance payment, the compensation for executing this termination right equals 100 % (excl. VAT) of the part that has not yet been delivered. If the agreement is terminated by any fault whatsoever of the customer, Anglo Parts is entitled to the payment of the goods / services that have already been delivered, as well as a fixed and irreducible compensation equal to 50 % (excl. VAT) of the part that has not yet been delivered, notwithstanding the right of Anglo Parts to claim a larger compensation based on (i) a provision in these general conditions or (ii) if Anglo Parts is able to demonstrates the existence of its larger damage.
4.2. Anglo Parts reserves the right to suspend all deliveries without prior notice as well as to terminate the agreement with immediate effect by operation of law and without prior judicial intervention nor prior notice with regard to the non-executed part, by registered notice to the customer, in the event an invoice is not paid on the due date of an invoice, as well as in the event of bankruptcy, the partial or total cessation of the activity, the liquidation or insolvency of the customer or any change in the legal status of the customer.
5. Prices and payment
5.1. The prices are exclusive of fiscal charges that are to be paid by the customer.
5.2. A compound quotation shall not create an obligation for Anglo Parts to deliver part of the order at a corresponding part of the price quoted for the entire order.
5.3. All invoices are to be paid at the address of Anglo Parts, cash and free of discount, unless stipulated otherwise on the invoice. Any unpaid invoice will be increased automatically from its due date and without prior reminder or notice with late-payment interests amounting to 12 % per year as well as a penalty clause equal to 15%, with a minimum of 100 euros. In the event of late payment, any discount permitted is cancelled. Expenses associated to unpaid bills of exchange or checks or other collection costs are not included in this penalty clause and are charged separately to the customer.
5.4. Anglo Parts retains the right to make the delivery dependent on the payment of the entire price or of an advance.
5.5. All invoices will be considered to be accepted when they are not disputed by the customer by registered notice within ten (10) calendar days after the date of invoice.
5.6. Under no circumstances payments can be suspended, nor compensated in any way without the written and prior consent of Anglo Parts.
6. Retention / Transfer of Risk
6.1. Until the full payment by the customer of all amounts payable by him under the agreement the goods remain the property of Anglo Parts, even if the goods have already been processed / shaped, and in case of lack of -or incomplete payment, the unpaid goods can be retrieved at any moment without the consent of the customer. The goods are delivered EX WORKS from the premises of Anglo Parts located in 2800 Mechelen, Belgium. The transport is done at the expense and risk of the customer. The proper transport and packaging costs can only be calculated when packing and billing the order. Once the goods are delivered or from the moment of notification to the customer that he can collect the goods, the customer bears all risks including the risk of loss, theft, destruction and damage. The preservation of the goods awaiting the collection by the customer is thus done at the risk of the customer.
7. Complaints / Liability
7.1. The customer is obliged to check the services / goods for their conformity immediately upon delivery and any complaint must be reported to Anglo Parts within at the latest, eight (8) calendar days after delivery, by registered notice, under penalty of inadmissibility, under reservation of article 7.5 for customer-consumers.
The customer is obliged to use the standard “Return form” for this purpose.
7.2. Failure of the consumer to notify Anglo Parts of a complaint within the aforementioned term is considered to be an unconditional acceptance of the delivered goods / services.
7.3. A response from Anglo Parts to a belated complaint shall not prejudice the aforementioned and shall always be subject to all rights and without any prejudicial acknowledgement. The putting into use of the delivered goods/ services, even if the customer has communicated his possible complaint under Article 7.1, shall also serve as an unconditional acceptance of the goods / services.
7.4. Communicating a complaint or the refusal or return of the ordered goods/services however shall not suspend the obligation of the customer to pay the invoice.
7.5. Anglo Parts shall warrant the customer against hidden defects in the goods / services it delivered that manifest themselves within six (6) months from the date of delivery. The customer needs to notify Anglo Parts of every defect that becomes visible, within one month in writing by registered notice using the “Return form”. In case the notification is reported late, the customer is no longer entitled to any guarantee. The legal liability period of two years is applicable to customer-consumers.
7.6. If a complaint is considered well-founded by Anglo Parts, it will, without being liable for any further compensation for damage, at its own option, take back the services and/or goods / repair / replace and/or proceed to refund or partially refund of the price received for the non-conforming part of the assignment.
7.7. If the liability (pre-contractual, non-contractual or contractual liability) of Anglo Parts would be deterred, it will be limited in any case to covering the direct damage, with as maximum the whole of the sums (excl. VAT) invoiced by Anglo Parts for the goods / services for which the aforementioned liability of Anglo Pars is deterred.
Liability for any form of indirect damage, such as purely financial damage, loss of profit, loss of customers, loss of working hours with regard to the goods / services for which the liability of Anglo Parts is deterred, etc. is excluded.
7.8. Anglo Part’s cannot be held liable for damage due to:
- Inappropriate use of the goods;
- The use of the goods in the context of races / rallies;
- Any wrongful act / omission by the customer;
- Irregular maintenance;
- Wear / external influences;
8. Applicable law / Competent court
8.1. In the event of any dispute, Belgian law will be exclusively applicable and the Dutch-speaking courts of the judicial district of Antwerp, department Mechelen, if necessary the Justice of Peace of Mechelen, shall have jurisdiction on an exclusive basis.