Conditions générales de vente
GENERAL TERMS OF SALE
1. General information :
Unless otherwise specified in writing by the parties these general terms of sale shall apply to all our releases including our sales and sale offers notwithstanding any provision to the contrary appearing in the order forms or other documents issued by the buyer, which are therefore formally refused. These terms are in all cases to be considered as a first despatch.
2. Proposals and prices
Our proposals, prices, terms and product features are provided for informational purposes. They may be changed at any time and without notice. Nonetheless, upon the sending of the contract conformation receipt to the buyer, our prices and the main features of our products shall not be changed other than by common agreement between the parties.
Travelling costs (transport, accommodation) pertaining to the project cases shall be borne by the client and charged either at cost price or as a fixed price.
3. Order confirmation
Our order confirmations are provided to the buyer to allow him to check that the order has been properly entered. Therefore the buyer is responsible for reviewing that document and for informing us of any possible error on receipt.
The orders are charged at the price and on the terms specified on the order conformation. Unless otherwise specified, our prices are understood as ex works under incoterms 2000.
5. Delivery terms
The delivery terms that are specified are not binding. Except for intentional or serious fault cases, no possible failure to meet the delivery times may be claimed to seek damages.
No order ready to be delivered shall be delayed by the buyer at the risks and costs thereof, for more than three weeks. After that time, we reserve the right to apply a 1.65 % interest to the total order amount per late week in relationship to the agreed collection date.
6. Force majeure and fortuitous events
Force majeure and government acts entitle the seller to the right to terminate any contract or order in full or in part or to suspend the performance thereof without notice nor compensation. This covers war, mobilisation, strikes, in full or in part, lock outs, riots, machine breakage, fire, explosion and any force majeure event constituting for us or our suppliers an obstacle to the normal production or regular delivery of the raw materials, combustible and supplies.
7. Transport and handling
Our terms are ex-works and the client shall be fully responsible for the carriage even when it is arrange by us. The client has the option or not to cover the carriage with comprehensive insurance for the full value of the goods. Any damage shall be paid by the buyers. Glazing breakage during carriage operations and during module handling are not covered by our warranty.
8. Delivery and acceptance
The delivery and acceptance of the goods are deemed to be completed at our factories. If the buyer so expresses the wish, he will be informed of the date on which he may carry out checks prior to removal or shipping.
9. Change in buyer’s situation
In the event of any change in the buyer’s situation, of death, disability, winding up or change on company, of legal settlement or court liquidation of property, stoppage or payment or failure to pay, the seller reserves the right, even after partial performance of the order, to require guarantees or cancel the balance, it being understood that apart from the case where such a change in the buyer’s situation results from a force majeure event or from a court termination of the contract the seller agrees to compensate the buyer for the loss that such a decision may result in possibly for him, provided the buyer furnishes evidence to the seller by all means, of the loss he claims he sustained due to the request for warranty or cancellation of the balance of the order by the seller.
All goods are payable prior to collection or delivery, all payment costs being borne by the buyer. We additionally reserve the right to provide only in exchange for early payment of 100 % of the value of the goods, based on the sole fact of the failure, even partial, to pay on term or on a goods collection time beyond the 3 week period. The amount of our invoices will be automatically increased without an injunction being necessary, by 15 % as fixed damages for collection costs (with a minimum amount of EUR 125 and a maximum amount of 20 % of the net value of the invoice) subject to our other rights.
In addition to those fixed damages, any amount outstanding and unpaid in term shall automatically bear upon the occurrence of the term without any inunction ad without any need for a formal agreement on that matter, a late payment interest at a rate of 12 % per year.
In the event of any failure by the seller to perform his duties a nonprofessional buyer shall be entitled to compensation in accordance with general law rules.
11. Title reservation
In the event of any failure to pay on term we reserve the right to seek termination of the contract in court, or the enforcement thereof. All goods shall remain our property until full payment. The risks are for the buyer. Paid instalments may be kept as damages up to the loss sustained by us and/or as compensation for other possible claims.
12. Liability claim
Our products are made with the greatest care and according to the best methods but are subjected to events in connection with fortuitous influence and raw material variations. We decline any liability for damages in connection with any use of our product against professional rules or our installation instructions as well as breakage and deterioration resulting from poor storage of our supplies by the buyers.
Any apparent defect fond on our goods or any error found in the performance of an order should be reported to us within 8 working days as from the receipt of the goods by the buyer. Special attention should be lent to glazing breakage, we decline, during the module assembling operations, any liability for breakage of the PV module and as a result such breakage shall not be covered by our warranty. We decline any liability as to the consequences of the use of supplies showing an apparent defect. Without prejudice to the legal provisions on liability for losses in connection with defective products, our possible liability in the event of a latent defect shall be limited to the sole replacement of the sold goods. It shall not be claimed more than 10 years after the release of the product.
13. Modules according to template
The modules custom made according to the plans or drawings provided by the buyer shall be performed in accordance with such plans or drawings even if the dimensions thereof differ from those specified in the orders.
Drawings provided by the buyers shall remain available to the seller as long as the final acceptance has not been given.
If the buyer fails to claim them within 6 months after the full delivery of the order, prototypes, drawings and control blocks shall become the property of the seller, which shall use them at its option with no possible claim from the buyer .
Prototypes made with a view to the manufacturing of the custom made modules shall remain our property even when a fraction of the tooling costs is charged to the buyer.
A prototype keeping time cannot be required rom us, the prototypes are kept or destroyed at our sole convenience.
14. Jurisdictional clause
The contracts shall be governed by the laws of Belgium.
Only the courts of Verviers shall have jurisdiction, or those of the district where the registered address of the seller involved in the completion of the sale is located.
Nonetheless we reserve the right to waive the above jurisdictional clauses and to bring disputes to the court designated by the registered address or residence of the buyer.