General terms and conditions
GENERAL TERMS AND CONDITIONS OF MOBITEC SYSTEMS AG WHOSE REGISTERED OFFICE AND ADMINISTRATIVE CENTRE ARE IN 4700 EUPEN (BELGIUM)
ARTICLE 1 – SCOPE OF THESE TERMS AND CONDITIONS
- All products offered by the company Mobitec Systems AG, referred to hereinafter as the “Supplier”, all sales and development contacts concluded by the latter with a view to the delivery of goods or the completion of work and all legal relationships between the Supplier and the customer shall be exclusively governed by these terms and conditions to the exclusion of the customer’s terms and conditions.
- These general terms and conditions shall also apply to any extra work and any additions to an order.
- If one or more provisions of these general terms and conditions are invalid, this shall not affect the validity of the remaining general terms and conditions. The ineffective or impracticable provision shall be replaced by a regulation whose effects align as closely as possible with the economic goals pursued by the contracting parties with the ineffective or impracticable provision. All clauses shall be deemed to be divisible.
ARTICLE 2 – OFFERS, PRICE LISTS, ORDERS, ORDER CONFIRMATION
- All offers and price lists shall be non-binding. All orders submitted to the supplier shall only be valid and shall only be deemed to have been accepted when they have been confirmed in writing by the Supplier.
- Special delivery conditions shall only be agreed if they are specifically referred to by the Supplier in the order confirmation.
- Documents submitted by the Supplier, in particular: catalogues, samples, images, plans, dimensions, technical characteristics, etc. shall be used as a reference only and the specifications may be amended without notice. The customer must check whether the information provided is up to date.
- All documents, catalogues, samples, prototypes, etc. provided by the supplier are and shall remain the Supplier’s property. They may only be used to support the sale of the Supplier’s products. Copyrights shall remain the Supplier’s property. The complete or partial transmission or publication of submitted information shall be subject to the prior written approval of the Supplier. All these documents must be returned upon simple request and at the expense of the customer. The customer is responsible for ensuring that competitors or third parties acting on behalf of competitors do not gain access to these documents.
- The dimensions provided in our advertising documents and drawings are external dimensions.
ARTICLE 3 – DELIVERY PERIOD AND LOCATION
- The “Delivery Period” is the period specified for the delivery of the goods or the provision of the services. The Delivery Period shall begin as soon as the Supplier has confirmed the order, has gained access to all the documents and information to be provided by the customer and has received any advances or down payments provided for in the contract. If customer fabric / artificial leather / leather are used, the delivery period shall begin when these materials are received by the Supplier.
- Delivery details and periods shall be given without guarantee and are subject to change without notice. Binding delivery periods must be specifically agreed in writing by both parties.
- The delivery period shall be extended by a period corresponding to that during which the customer fails to fulfil its obligations, such as: overdue payment, overdrawn credit, absence of order specification by the customer, failure or delay in delivery of preliminary products.
- If the customer does not accept the goods within a period of 5 days from the order or the delivery week changes, the Supplier shall be authorised to place the goods in temporary storage at the expense and risk of the customer. Risk shall be transferred to the customer from the point of completion of the goods, but at the latest from the time at which they are made available for transport.
- If a delivery is made by the Supplier, the customer shall be required to accept the deliveries in full on the agreed dates or during the customer’s normal opening hours. Unless alternative details are provided in the order confirmation, goods shall be delivered at ground level on the unloading ramp or at the customer’s entrance door. The customer shall assume full liability for the goods delivered on the unloading ramp or at its entrance door.
ARTICLE 4 – PRICES
- All prices are indicated excluding VAT. The Mobitec price lists show the sales price charged to the end customer. The purchase price for Mobitec customers shall be agreed in writing on a case-by-case basis. The negotiated purchase price determines the “order value”.
- If the total amount of an order (including all costs and taxes) exceeds a threshold value determined for each geographical area covered by the Supplier, this order shall be delivered free of charge, provided that it can be delivered within a period indicated by the Supplier to a single delivery location at ground level on the unloading ramp or at the entrance door. Prices below this threshold value shall be “ex works Eupen”. If the customer wishes to receive a delivery, a transport surcharge will be applied by the Supplier depending on the geographical area. The threshold value and the surcharge are indicated in the “sale and delivery conditions” section of the price list for the corresponding country. The Supplier reserves the right to demand a transport surcharge for deliveries to third parties or any change to the delivery address made 8 days after the order confirmation has been sent.
- The prices charged for an order do not oblige the Supplier to maintain these prices for an additional and/or subsequent delivery.
- The prices do not include any additional costs for packaging and labelling according to customer specifications, which shall be charged separately.
ARTICLE 5 – PAYMENT TERMS
- A down payment of 40% of the order value is required for all orders with a value in excess of €5,000. The associated payment terms are specified in the order confirmation. Production shall only begin once the down payment has been made in full.
- In the absence of an alternative written agreement, the balance must be paid at the latest upon delivery.
- In the event of an overdue payment and after a reminder granting a further 15 days has remained without effect, the customer shall be liable for interest from the due date until the payment has been made in full at the rate provided for in the act on combating late payment in commercial transactions of 02.02.2002, plus 5%.
- The Supplier shall be entitled to demand reimbursement of all legal and out-of-court collection costs incurred as a result of the non-payment in addition to the principal sum and the interest owed. The out-of-court costs amount to at least 15% of the principal sum, totalling at least €250. These costs are applied in the event of a late payment within the meaning of paragraph 3.
ARTICLE 6 – RESERVATION OF OWNERSHIP
- The ownership of goods shall be transferred from the Supplier to the customer once the invoices relating to these goods have been settled in full.
- The customer shall assign its seller’s privilege to the sale price to the Supplier for as long as the reservation of ownership is valid. The customer undertakes only toresell goods sold by the Supplier in accordance with a reservation of ownership clause with the same content as Article 6 of this contract. In all events, the customer shall assign to the Supplier the legal privileges that it has been granted in its capacity as seller vis-à-vis its customers/purchasers.
- In the event of (even partial) non-payment for more than the specified period, the Supplier shall be authorised to take back unpaid goods (even partially) without any notice of default or request for payment being required, regardless of the place in which the goods are stored.
ARTICLE 7 – CANCELLATION/TERMINATION OF AN ORDER
- An order is deemed to have been placed when it has been confirmed by the Supplier. Order cancellations or amendments must be made in writing.
Cancellation costs shall be charged according to the period between confirmation of the order and the cancellation:
- Cancellation or amendment one week before delivery: Costs of 100% of order value
- Cancellation or amendment two weeks before delivery: Costs of 50% of order value
- Cancellation or amendment three weeks before delivery: Costs of 25% of order value.
- Cancellation or amendment four or more weeks before delivery: Costs of 10% of order value.
However, minimum cancellation costs of €110.00 shall be charged in all events.
- If (faultless) performance can no longer be reasonably expected for reasons that cannot be attributed to the Supplier (e.g. insolvency or production problems affecting its suppliers, interruption of supplier deliveries for an unforeseeable or unreasonable period, etc.), the Supplier reserves the right to cancel or terminate the contract in full or in part without being liable for any compensation or warranty or any kind.
ARTICLE 8 – RECEIPT, ACCEPTANCE
- Once the goods have been received, they shall be deemed to have been accepted in full in accordance with the contract, unless the customer refuses the delivery in writing providing detailed reasons for this decision.
- Complaints relating to errors or visible defects in the delivered goods must be notified to the Supplier in writing and documented within 8 calendar days from delivery. A copy of the delivery note and a precise description of the nature and reasons for the complaint must be provided with the complaint. If the Supplier considers the complaint to be justified, it shall either repair, reduce or replace the defective goods or rejected parts.
- The customer is not authorised to refuse delivered goods on account of defects found in part of the delivered goods.
ARTICLE 9 – LIABILITY, WARRANTY, GUARANTEE
- The Supplier shall not be liable for any loss of use or indirect damage (consequential damage) or for injury or damage to individuals and damage caused to third parties. The Supplier shall only be liable for normal use/demands on the goods.
- The Supplier shall offer the following warranties deviating from or in addition to the statutory functionality guarantees if the deviations or damages were notified to the manufacturer within 5 working days of the delivery:
- 5 days for obvious and readily visible defects (e.g., transportation damage and product conformity)
- 6 months for fames (springs, padding),
- 6 months for fabric faults (change in shade, loss of colour, etc., provided that the latter are not considered to be natural changes).
- The Supplier shall not be liable under any circumstances for damage, costs and interest incurred directly or indirectly as a result of defects to delivered goods if, according to the technical and scientific state of the art when the goods were launched on the market, it was not reasonably possible to detect and recognise the existence of said defects.
- The Supplier shall provide a repair and exchange warranty within the periods stated in point 2, provided that the usage and maintenance information has been respected as closely as possible and provided that the change is not a natural one. All warranties shall be based on the specifications of the Mobitec care and usage instructions. These instructions can be obtained from www.mobitec.be. If the work to be carried out is negligible, the Supplier shall limit itself to providing a repair kit with instructions in the event of a repair. In the event of a replacement, the replaced part will be taken back by the Supplier.
- The Supplier offers products made from components of natural origin (wood, leather, etc.). It is normal for these components to display visible differences in colour and design from one item to another and from one part to another, even for the same product or in the same delivery. Natural variations of this kind are not faults and must be accepted by the customer.
- The warranty offered by the Supplier does not cover any deterioration caused by incorrect use (e.g. use of unsuitable cleaning agent, damage caused by sharp objects, etc.), processing or alteration of the product, exposure to sunlight, excessive fluctuations in humidity or temperature or humidity or temperature levels that are not usual for an apartment. Bathrooms, apartments that are not heated regularly, cellars, outdoor areas or areas with similar conditions are not suitable for our products. The customer must inform end users of these risks so that they can look after the products with due care and attention. The warranty does not include natural wear and tear, staining and slight variations in colour and shape compared with the sample provided.
- Customer materials: No warranty shall be provided for the (technical) suitability, durability and quality of fabrics, artificial leather and leather provided by the customer, which have therefore not undergone the Supplier’s quality controls, in particular in relation to wear resistance, elongation, elasticity and longevity. These customer materials are processed at the customer’s risk and, if problems arise during or shortly after production, the warranty shall be limited to the processing and not the quality of the materials provided by the customer. In the event of renewed production, these materials must therefore be delivered again by the customer. The required fabric is estimated. Deliveries of customer materials shall be recycled or disposed of by the Supplier after production, unless an alternative agreement was reached between the parties when the order was placed, or within 5 working days of the delivery to the Supplier at the latest.
- Durability against impacts and mechanical stresses correspond to the standard requirements for fatigue strength. The Supplier cannot guarantee any performance that exceeds this natural durability. Certain types of wood and leather as significantly more sensitive than others.
- The dimensions and appearance of products shown in catalogues and price lists vary from one item to another and correspond to the specifications, taking certain variations into account.
- The Supplier reserves the right to offer variations from the models shown and described. Complaints relating to changes stemming from product improvements and/or technical advances are not justified.
- Concealed defects must be notified to the Supplier in writing as soon as they are discovered within the warranty period, but at the latest within 8 days.
- The customer must accept any colour and/or structural differences in the event of a repair or replacement.
- The Supplier shall only cover costs of amendments made by the customer subject to prior agreement.
- The customer is responsible for storing the goods properly. The customer shall bear sole responsibility for the professional assembly of the furniture and must provide the necessary proof. No claims for compensation can be made in the event of defects arising from assembly by a person without the required expert knowledge. The information provided in the assembly instructions enclosed and/or available on our website must be strictly followed. The customer shall impose these obligations on the end customer and shall release the Supplier from all liability relating to assembly.
- All complaints must be presented in writing to the Supplier with sufficient documentation and photographs so that a remote diagnosis can be made. The customer shall bear responsibility vis-à-vis its respective customer or end user.
ARTICLE 10 – WARRANTY EXTENSION FOR THE “Health Care Collection”
In addition to the warranty claims defined in Article 9, the Supplier shall also offer a warranty relating to the Health Care collection for 5 years from delivery of the goods for potential construction and material defects and hidden production defects under the exclusion conditions according to Article 9. The warranty period for replacement items and repairs shall amount to 3 months. However, it shall run at least until the expiry of the warranty period for the delivered item. In the event of a justified claim under this extended warranty, the natural depreciation of goods shall be taken into account in the compensation and the share of costs to be covered 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 – DISPUTES
In the event of legal disputes, exclusive jurisdiction shall be granted to the courts within the legal district of Eupen, Belgium. Belgian law shall be exclusively applicable.