General terms and conditions
General Terms and Conditions of Mobitec Systems AG with registered office and administrative headquarters in 4700 Eupen (B)
ARTICLE 1 – SCOPE OF THE PRESENT GENERAL TERMS AND CONDITIONS
- All products offered by Mobitec Systems AG, hereinafter referred to as the “Supplier,” together with all agreements of sale and development concluded with a view to the supply of goods or performance of works as well as all legal relations between the supplier and the customer, shall be governed exclusively by these general terms and conditions to the exclusion of the terms and conditions of the customer.
- These general terms and conditions shall apply likewise to all extra work and all supplements to an order.
- If one or more clauses of these general terms and conditions should become null and void, the remaining conditions shall continue to be in force.
ARTICLE 2 – OFFERS, PRICE LISTS, ORDERS, ORDER CONFIRMATION
- All offers and price lists are non-binding. All orders placed with the Supplier shall be valid and shall apply only when they have been confirmed by the Supplier.
- Particular terms and conditions shall apply only if expressly mentioned by the Supplier on the order confirmation.
- Documentation provided by the Supplier, and in particular catalogues, samples, illustrations, plans, dimensions, technical characteristics, etc., shall serve for in formation only, and the specification may be altered without prior notice. The customer must check whether the version placed at his disposal is the most up to date.
- All documents, catalogues, samples, prototypes, etc. made available by the Supplier are and shall remain the latter’s property. They may be used only to support the sale of the Supplier’s products. The copyrights shall remain the property of the Supplier. The full or partial reproduction or publication of information provided shall be subject to the prior, written consent of the Supplier. All these documents must be returned upon request. The customer must make sure that competitors or third parties acting in the name of competitors have no access to those documents.
- The dimensions in our advertising materials and drawings shall be deemed as overall dimensions.
ARTICLE 3 – PERIOD AND PLACE OF DELIVERY
- The “delivery period” shall be deemed the period fixed for the delivery of goods or the provision of services. The delivery period shall commence as soon as the Supplier has confirmed the order, has all documents and information which the customer must place at his disposal and, where applicable, has received the advances or payments stipulated in the contract. In the event that customer fabric/synthetic leather/leather is used, the delivery period shall run as of receipt thereof by the Supplier.
- Delivery dates or delivery period are given without engagement.
- The delivery period shall be extended by such a timeframe as corresponds to that during which the customer fails to fulfil his obligations, such as, for instance, overdue payment, overrun credit, lack of an order specification on the part of the customer.
- If the customer does not collect the goods within 5 days as of the time they are made available or if he changes the delivery week, the Supplier shall be entitled to put the goods in interim storage at the expense and risk of the customer.
- In the event of a delivery by the Supplier, the Customer shall be required to accept the consignments in full on the agreed dates or during the Customer’s normal opening hours. Unless the confirmation of the order stipulates otherwise, deliveries shall be made at the ground level at the unloading platform or the entrance door of the Customer. The latter shall assume full liability for the goods at the unloading platform or at his entrance door.
ARTICLE 4 – PRICES
- All prices are quoted exclusive of VAT. The Mobitec price lists indicate the selling price to the end customer. The purchasing price of the Mobitec customer is agreed on a case-by-case basis. The negotiated purchasing price determines the “order value.”
- If the overall amount of an order (including all costs and taxes) exceeds a certain threshold value fixed for each geographic territory covered by the Supplier, the delivery of said order shall be free to the buyer’s residence, provided that it can be delivered within a period announced by the Supplier to a single place of delivery on the ground floor at the unloading platform or in front of the entrance door. Below this threshold, the prices shall be deemed “ex works Eupen.” If the Customer wishes for the goods to be delivered, a transport surcharge is applied by the Supplier according to the geographic area. The threshold and the price surcharge are indicated under the heading “terms and conditions of sale and delivery” of the price list for the corresponding country. The Supplier reserves the right to request a transport surcharge for supplies to third parties or for every change of the delivery address, which occurs 8 days after the dispatch of the order confirmation.
- The prices charged for an order do not require the Supplier to maintain those prices also for a supplementary and/or a subsequent delivery.
- The prices do not include any additional costs for packaging and labelling according to the Customer’s specifications.
ARTICLE 5 – TERMS AND CONDITIONS OF PAYMENT
- For every order worth more than €5,000, a down payment of 40% of the order value is required.
- Unless agreed otherwise in writing, payment must be made at the latest upon delivery.
- In case of late payment and further to a reminder in which fifteen extra days are accorded, which failed to have an effect, the Customer shall be liable to interest at a rate of 15% per year as of the due date until payment in full.
- The Supplier shall, in addition to the principal and interest payable, be entitled to request the reimbursement of all legal and extra-legal recovery costs incurred for non-payment. The extra-legal costs shall amount to at least 15% of the principal, but in the very least €250. In the event of late payment, these costs shall be payable pursuant to Paragraph 3.
ARTICLE 6 – RESERVATION OF TITLE
- The transfer of ownership of the goods from the Supplier to the Customer shall take place upon full settlement of invoices concerning said goods.
- For as long as the reservation of title applies, the Customer shall cede his seller’s preferential right to the selling price to the Supplier. The Customer shall undertake to resell the goods sold to him by the Supplier only in application of the reservation of title clause in this Article (6). In any event, the Customer shall cede to the Supplier such legal rights and privileges as are incumbent upon him in his capacity of seller with respect to his customers/buyers.
- In case of a (partial) non-payment that exceeds the stipulated period, the Supplier shall be entitled to repossess the unpaid goods, without prior notice or request for payment being required, irrespective of the repository of the goods.
ARTICLE 7 – NOTICE OF TERMINATION/CANCELLATION OF AN ORDER
- An order shall be deemed to be placed if it is confirmed by the Supplier. Cancellations or changes of orders must be in writing. Cancellation costs shall be charged in accordance with the period between the confirmation of the order and the cancellation:
– Cancellation or change one week before delivery: Costs amounting to 100% of the value of the order
– Cancellation or change two weeks before delivery: Costs amounting to 50% of the value of the order
– Cancellation or change three weeks before delivery: Costs amounting to 25% of the value of the order
– Cancellation or change four or more weeks before delivery: Costs amounting to 10% of the value of the order.
Cancellation costs shall in any event exceed €110.00.
- If (flawless) performance can no longer be reasonably expected for reasons beyond the Supplier’s control (e.g. insolvency or production problems experienced by one of its suppliers, and the like), the Supplier reserves the right to cancel or terminate the contract in full or in part, without being liable to any compensation or guarantee.
ARTICLE 8 – RECEIPT, ACCEPTANCE
- When the goods are received, they shall be deemed to be accepted as complete and in accordance with the contract, provided the Customer has not served written notice of refusal of the delivery within 5 business days thereof, together with detailed reasons for said refusal.
- Complaints about errors or visible defects in the delivered goods must be communicated to the Supplier in writing within 14 calendar days as of the delivery of said goods. Such a complaint must be accompanied by a copy of the delivery note as well as a precise description of the nature of and reasons for the complaint. If the Supplier should consider the complaint to be justified, he shall proceed to a repair, reduction or exchange of the defective goods or the components at issue.
- The Customer shall not be entitled to refuse all the goods delivered on the basis of defects detected in a part thereof.
ARTICLE 9 – LIABILITY, WARRANTY
- The Supplier shall not be held liable for any downtime or indirect damage (consequential damage) as well as injuries to persons and damage to third parties.
- The Supplier shall provide the following guarantees in addition to the 2-year legal operating warranty:
a. 8 days on materials (cracks, weave damage, colour differences, etc.),
b. 8 days on damages that occurred during transport (scratches, distorted racks, etc.),
c. 6 months on the racks (springs, upholstery),
d. 6 months on fabric defects (change of colour tones, loss of colour).
- The Supplier shall under no circumstances be held liable for losses, costs and interest incurred, directly or indirectly, owing to a defect in the delivered goods, if it was not reasonably possible to detect the existence of the defect in question pursuant to the technical and scientific state of affairs at the time when the goods were brought on the market.
- The Supplier shall provide a repair and exchange warranty within the periods indicated under paragraph 2 of this article, provided the instructions for use and maintenance were followed in the strictest sense and if no natural deterioration is at issue. Any warranty shall be geared to the guidelines of the “Mobitec instructions for use and care” (available at www.mobitec.be). If the works to be carried out are negligible, the Supplier shall, in case of a repair, limit his intervention to providing a repair kit with instructions for treatment. In case of an exchange, the exchanged component shall be taken back by the Supplier.
- The Supplier offers products made from components of natural origin (types of wood, leather, etc.) It is normal therefore that these components show colour and pattern differences from one component to the other and from one specimen to the other, including in the same product or the same consignment.
- The warranty offered by the Supplier shall cover no deterioration stemming from improper use (e.g. use of unsuitable cleansers, damage caused by sharp objects, etc.), or preparation or change of the product, the irradiation of sunlight, humidity and temperature that fluctuate too widely or are not customary for a dwelling. Bathrooms, not regularly heated dwellings, cellars, exposure outdoors or in areas with similar characteristics are not suitable. The Customer must inform the end user about such risks, so that the latter can proceed to care for the products with due diligence. The warranty shall not cover natural wear, fouling or light colour and structural deviation from the available sample.
- No warranty whatsoever shall be given as to the processing, resistance and quality of the dispatched customer fabric / synthetic leather and leather.
- The resistance against shocks and mechanical stress shall correspond to the standard requirements for fatigue strength. The Supplier may not guarantee any performance levels that exceed natural resistance. Certain types of wood or leather are essentially more sensitive than others.
- The dimensions and appearance of the products indicated in catalogues and pricelists vary from one specimen to the other, and correspond to the specifications with due account of certain deviations.
- The Supplier reserves the right to deviations from illustrated and described models. Changes, which occur because of production improvements and/or technical progress, do not entitle the buyer to complain.
- Latent defects must be reported to the Supplier immediately after they are discovered and within the framework of the guarantee period.
- Any colour and/or structural differences after repair or replacement delivery must be accepted by the customer.
- The costs for an improvement by the customer shall be assumed by the Supplier only with the latter’s prior consent.
- All complaints must be lodged with the Supplier in writing and with sufficient documentation and photos so as to make a remote diagnosis possible.
The Customer shall bear responsibility with regard to his respective customer or end user.
ARTICLE 10 – WARRANTY EXPANSION FOR the “Health Care Collection”
As regards the Health Care Collection, the Supplier shall, in addition to the warranty claims defined in Article 9, provide a 5-year warranty as of the delivery of goods on any construction or material defects or latent production defects, but under the exclusion conditions pursuant to Article 9. The warranty period for replacement objects and improvements shall amount to 3 months. It shall however run at least until the expiry of the warrantee period for the delivery item. In the event of a justified availment of this extended warrantee, the compensation, inclusive of the natural depreciation of the goods and the share of the costs borne by the customer, shall be calculated as follows:
– In the first two years: 0%
– In the third year: 20 %,
– In the fourth year: 40%, and
– In the fifth year: 60%.
ARTICLE 11 – DISPUTE
In the event of legal disputes, the courts of the judicial district Eupen Belgium shall be exclusively competent and Belgian law exclusively applicable.