GENERAL SALES CONDITIONS
Article 1 – General
1.1
These general terms and conditions apply to all offers, written quotations, tenders and work in the broadest sense of the word by M-Fitness bv, hereinafter referred to as: contractor, as well as to all (additional) agreements, including those assignments and/or agreements related to and/or resulting from agreements, between contractor and a client.
1.2
For the purposes of these general terms and conditions, “client” means any natural person or legal entity that has entered into, or wishes to enter into, an agreement with the contractor, regardless of the form in which the agreement was entered into and including its legal successors.
1.3
Written in these general terms and conditions means by letter, by telefax or by electronic means. The latter way must be confirmed by fax.
1.4
Additional and/or differing terms and conditions of the Client, which shall include purchasing terms and conditions, shall not form part of the Agreement, shall be explicitly rejected and shall not bind the Contractor unless the Contractor has accepted such terms and conditions in whole or in part in writing.
1.5
Deviations from these general terms and conditions are only binding if and insofar as they have been expressly agreed in writing and only for the agreements to which they relate. Otherwise, these general terms and conditions remain in full force and effect.
Article 2 – Agreement
2.1
All offers and written quotations by the contractor are without obligation and may be revoked at any time, unless expressly agreed otherwise in writing. They are valid for a maximum of 30 days from their date.
2.2
Contractor reserves the right to make changes to the product range. Subsequent delivery of discontinued products is not obligatory. Any price increases shall be borne by the Client.
2.3
An agreement is established after written acceptance by the contractor through an order or order confirmation. This is deemed to fully and correctly reflect the agreement.
2.4
In principle, cancellation by the client is not possible. In the event of cancellation, Client shall be obliged to reimburse all costs incurred, without prejudice to the right to compensation for loss of profit and other damages.
2.5
Changes are only possible up to at least twelve working days before the expected delivery date. Additional costs shall be borne entirely by the client.
2.6
If circumstances after the conclusion of the agreement make performance significantly more difficult or costly, the contractor has the right to suspend or rescind the agreement without compensation.
2.7
In the event of bankruptcy, suspension of payments or liquidation of the client, the contractor may dissolve the agreement immediately.
2.8
Delivery shall, unless otherwise agreed, be ex the Contractor’s warehouse.
2.9
Risk shall pass to Client at the time of delivery.
2.10
Stated delivery deadlines are not final. If exceeded, the contractor shall not be liable for any resulting damages.
Article 3 – Assembly, Additional Work and Cooperation of Client
3.1
Assembly takes place during normal working hours, unless otherwise agreed. Work outside these hours will be charged extra.
3.2 – 3.5
Client is responsible for timely and correct delivery of all necessary information and facilities. Delays and additional costs resulting from this shall be borne by the client.
3.6
Additional work will be charged if the client authorizes it or if the contractor is required by law to perform it.
3.7
The work file shall remain the property of the contractor.
Article 4 – Payment
4.1
Invoices must be paid in full within 5 days of invoice date, without deduction or set-off.
4.2
In the event of late payment, the client shall owe statutory commercial interest and collection costs. Extrajudicial costs are at least 15%.
4.3
Contractor may require security or an advance payment and suspend performance in the absence thereof.
4.4
For joint assignments, all clients are jointly and severally liable.
Article 5 – Complaints and Warranty
5.1
Complaints must be made in writing within 14 days of shipment or discovery of the defect.
5.2
Complaints do not suspend the payment obligation.
5.3
In the event of a justified claim, the contractor may repair, reperform or issue a proportionate refund.
5.4 – 5.6
Warranty applies only to normal use and expires in the event of improper use, modifications by third parties or failure of the client to fulfill obligations.
5.7
Return shipments shall be permitted only with the written consent of the Contractor.
Article 6 – Liability
6.1 – 6.7
The contractor’s liability is limited to direct damages and a maximum of €25,000, unless insurance pays more. Indirect damages are excluded.
Article 7 – Retention of title.
7.1 – 7.3
All goods delivered shall remain the property of the contractor until full payment has been made. The contractor has the right to take back the goods.
Article 8 – Delivery period
8.1 – 8.3
Delivery times are indicative, unless otherwise agreed in writing. Dissolution is only possible under legal conditions.
Article 9 – Termination
9.1 – 9.4
Either party may terminate the agreement with reasonable notice. In case of bankruptcy or seizure, immediate termination may take place.
Article 10 – Force majeure
10.1 – 10.4
In the event of force majeure, obligations are suspended. If this lasts longer than two months, the agreement may be dissolved without compensation.
Article 11 – Applicable law and choice of forum
11.1
All agreements are governed by Belgian law.
11.2
Disputes shall, unless otherwise agreed, be settled by the competent court in the district of Ghent.
Company data
M-Fitness bv
Onderstraat 23 Bus D
9000 Ghent – Belgium
VAT: BE 0809.216.758
Sales Office Belgium: +32 9 397 09 93
Sales Office The Netherlands: +31 7 372 00 773
