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Terms & conditions

GENERALS CONDITIONS OF SALE AND DELIVERY

By placing an order the buyer accepts exclusively the validity of the following conditions of sale and delivery. The general conditions of the buyer, which may be eventually mentioned on his commercial forms, have no value and effect between the parties.

1.OFFERS All offers are without obligations.

2.ORDERS An order, even if received through intermediaries and agents, shall be binding upon the seller only after his written confirmation. The issue of a pro-forma invoice may not be regarded as a written confirmation.

3.CANCELLATION The seller may cancel an order, without any indemnity or compensation whatsoever and also after his written confirmation: a) if the buyer did not fulfil a previous obligation; b) if the seller considers the credential received not satisfactory; c) in case of force majeure or of bad harvest. Are considered cases of force majeure: war, strike, lock-out, insurrection, riots, bad weather conditions or forecast and all that circumstances which obstructs a normal delivery and/or despatch of the goods. In the case the buyer cancel the order in wholly or partially, he has to pay to the seller an indemnity for loss of profit fixed in a lump sum of 20% of the amount of the cancelled order and the right to increase if the seller can demonstrate a bigger loss with documents of evidence.

4.PRICES Prices are fixed in Euro unless otherwise expressly agreed between the parties. The price are not binding, net, at the fabric of the seller, thus without discounts, freights or packing.

5.GUARANTEE The seller does not guarantee neither the further growth nor the blossoming. The pythosanitary certificate issued by the Belgium Phytopatological Service is valid between the parties even in case the goods are rejected by the authorities of the destination country.

6.SPECIES AND QUANTITY In case the delivery of the ordered and confirmed species and quantity became impossible the seller has the right to replace them with other species or quantity the most similar unless otherwise agreed between the parties.

7.DELIVERY The goods are accepted or considered as such at the fabric of the seller. The buyer has to transmit the complete despatch instructions together with his order. In default of despatch instructions, the delivery shall be done by the best ways of the seller in the best interest of the buyer. The packing costs and the others advanced costs will be invoiced at the current price cash on delivery.

8.INSURANCE The goods are travelling at the costs freights and risks of the buyer. They will be insured both for ordinary transport risks and ALL RISKS (as specified in the insurance policy) only on express and written request of the buyers on his costs and so far the insurance order will be accepted by an insurance of the place.

9.COMPLAINTS In case of damages or losses of the goods as result of the transport the buyer shall exercise his claim against the carrier and against the insurance company against issue of a detailed report drawn up by a qualified expert at the moment of the arrival of the goods. Others kind of claims will be taken into consideration by the seller only if made within 8 day from the arrival of the goods by registered letter. In any way the liability of the seller is limited to the damages which are not exceed the amount of the invoices regarding the defected goods.

10.PAYMENTS The payment of the goods will be at the net price without discount against cash on delivery or by an irrevocable confirmed documentary letter of credit unless otherwise agreed between the parties. In default of formal agreement the payment will be done at latest at 30 days from the date of the invoice at the net price without discount. The goods shall remain the property of the seller until he has received payment in full for the goods. In case of late payment an interest of 1% per month will be calculated without any notice. Moreover the buyer will be held responsible for all the losses which may be eventually caused by late payment. The amount of the unpaid invoices will be increased, by law, as compensation for damages of a 15%, with a minimum of 100,00 Euro starting from the day after the expiry date of the invoices. This addition will be due without any previous notice and added to the capital, interests, and costs due to the collection of the due payment for so far that it can be proved that the due amounts are not been paid for no reason. This addition means to compensate the seller for his costs, waste of time, administration fees and honorarium.

11.COMPETENT COURT AND JURISDICTION In case of disputes between the parties the courts of Ghent will be competent. The seller may decide to bring the dispute in front of the court of the place of residence of the buyer or in any other place allowed by law. The Belgian law and his interpretation is decisive.

12.BILL OF EXCHANGE The seller may issue a bill on the buyer. This fact is not considered as any kind of debt renewal and shall not be meant as notwithstanding to the validity of the present conditions of sale.

13. MPS-GAP Sylva bvba is MPS-GAP certified. Any abuse of the numbers mentioned below by third parties is strictly prohibited. MPS-number: 740060 - GGN-number: 4050373516826


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