Injectis NV General contracting and sales conditions
Art. 1. Scope of general terms and conditions
Unless expressly agreed otherwise in writing, only these general contracting and sales conditions are applicable to the agreement between Injectis NV and the customer. If an agreement stipulating otherwise is drawn up, these general contracting and sales conditions will remain applicable as supplement. These Injectis NV general contracting and sales conditions are accepted by the customer, regardless of its own general terms and conditions. The sales conditions of the customer are in no way applicable, unless the seller has explicitly approved them in writing.
Art. 2. Offers and orders
All offers remain valid for a period of 1 month from the date stated in the offer, and only for the work, goods and quantities included in the relevant offer. The offers automatically expire if the customer has not explicitly accepted them within one month. The prices contained in offers are indicative. A surcharge will be added if unforeseen additional work is required. If the customer cancels an order before the services or goods have been delivered, it automatically (ipso iure) and without notice owes fixed compensation equal to 20% of the total price of the order, without prejudice to the right of Injectis NV to demand higher compensation subject to evidence of greater damage suffered. The rates contained in advertising (brochures, advertisements, websites, etc.), cost estimates or vision documents may never be regarded as an offer. Orders are only binding if there is a written order confirmation from the customer.
Art. 3. Execution of the works – Delivery of the goods
The specified execution and delivery times are only provided by way of information, and are not binding, even if they are included in a written agreement, unless expressly agreed otherwise. Delays in execution can never give rise to a penalty, damage compensation or termination of the agreement. The deadlines are counted in working days and do not take into account unexpected delays in the case of force majeure. The following are considered as force majeure: general or partial strikes, lockout, roadblocks, lack of means of transport, fire, flood, machine breakdown, weather conditions, etc. and more generally: any circumstance beyond the control of Injectis NV that results in the work or deliveries being hindered.
In the case of force majeure, or when the execution of the work by the customer and/or third parties is made difficult or impossible for at least 4 working hours per day, Injectis NV reserves the right to postpone execution or to extend the execution period by the length of time the execution was interrupted as well as the time needed to make the work site operational again, or to terminate the agreement by operation of law (ipso iure) without the customer being entitled to any damage compensation. In any case, the customer owes the costs for the work executed until then. The goods are delivered as specified in the order confirmation, order form or on the front of the invoice. Notwithstanding the retention of ownership, the goods, even if they are sold carriage paid, are transported and delivered at the expense and risk of the customer, who must insure itself against possible damage. The delivery must take place at a location that is easily accessible to vehicles.
Art. 4. Price
The price is that stated on the order confirmation or offer, unless Injectis NV feels required to adjust it based on the evolution of its fixed and/or variable costs as a result of changes in their structure (raw materials, wages, energy, etc.). Any price revision will take place in accordance with the legally permitted standards. In this case, the new price applies as stated on the front of the invoice. The price excludes taxes, VAT, delivery, transport and insurance costs, which are for the expense of the customer.
Flat-rate prices are fixed prices for the quantities indicated in the offer, list of measurements or specifications. If these quantities are exceeded during execution of the work, the additional quantities will be charged at the unit prices stated in the offer. If no unit prices are stated in the offer, the standard unit rates of Injectis NV are used.
Art. 5. Inspection and complaints
Complaints regarding work, deliveries or services performed will only be accepted if they are addressed to Injectis NV in a registered letter sent within 7 days of the execution date. The customer is expected to immediately receive and inspect the ordered and delivered goods. Complaints regarding the quality of the delivered goods or wrong delivery will only be accepted if addressed to Injectis NV in a registered letter sent within 48 hours after delivery. If not, the customer is deemed to have accepted the delivery unconditionally, except for hidden defects. Complaints about quantities can only be accepted if they are stated on the delivery documents when unloading. When goods are picked up, the quantities must be checked by the carrier before leaving the warehouse. All goods are sold with the deviations that are customary with respect to colour, volume, thickness, length, etc., and are of normal commercial quality. Unless agreed in advance with Injectis NV, sold and/or delivered goods will not be taken back. Hidden defects can only give rise to compensation if they have been detected with the necessary speed and Injectis NV has been notified by registered mail immediately after their detection. The liability of Injectis NV is always limited to exchange of the goods that do not comply, or repair if the cost thereof would be lower than the replacement value of the goods. No other refunds, costs or damages can be charged to Injectis NV, regardless of their cause. Processing of the goods will in any case apply as acceptance of the goods even if complaints were previously submitted. In any case, any compensation may never exceed the price of the goods.
With regard to any advice developed by Injectis NV regarding the approach to soil contamination(s) and the resulting work, Injectis NV cannot be held liable for any incorrect estimates and any resulting consequential damage. Injectis NV bases its advice on the information provided and assumes that it is correct. Unless expressly agreed otherwise in writing, Injectis NV gives no guarantees with regard to the remediation objectives to be achieved and/or the total duration of the remediation. Injectis NV cannot be charged for any refunds, costs or damages in the event of time overruns or higher costs of remediation than initially estimated in the offer.
Art. 6. Intellectual property
All documents that the seller provides to the buyer, including the offers and preparatory studies with whatever name, are strictly confidential and will not be disclosed by the buyer to third parties, unless expressly agreed in writing by the seller. The information provided by the seller remains the intellectual property of the seller and may only be used by the buyer within the scope of the sales agreement. If it is used outside this framework or communicated to third parties, the buyer or the receiver of the relevant documents in the broad sense will legally owe damage compensation at least equal to the price stated in the offer, unless the seller is able to demonstrate higher damages.
Art. 7. List of references
The seller reserves the right to mention the projects carried out on behalf of its customers as a reference in its advertising, unless the customer has indicated in writing beforehand that it does not agree to this.
Art. 8. Transfer of ownership
The delivered goods remain the full and exclusive property of Injectis NV until full payment of principal, costs and interest, even if they have been delivered to the customer. If the customer sells the goods itself, it will transfer the debt claims arising from this sale to Injectis NV as security. The advances paid by the customer will not be returned and will be retained by Injectis NV as compensation for possible losses in the case of resale.
Art. 9. Payment
All invoices are payable within 30 days after the invoice date. Unless expressly agreed otherwise in writing, a discount will not be granted for cash payment. The addressee of the invoice is always responsible for payment of the invoice. Payments made are applied to the oldest debt first. Any amount that remains unpaid on the due date will earn interest pursuant to the Belgian Act of 2 August 2002 on combating late payment in commercial transactions. In the event of non-payment by the due date, Injectis NV also reserves the right to increase the amount of the invoice by 10% with a minimum of € 75 as compensation for extra-judicial collection costs and other contractual damages. Injectis NV will also invoke Article 6 of the Belgian Payment Arrears Act. Non-payment of one invoice by the due date makes the owed balance of all other invoices, including non-overdue invoices, automatically (ipso iure) payable immediately. Interest and increases are due by operation of law (ipso iure) without notice of default. Drawing and/or accepting bills of exchange or other negotiable instruments does not imply novation and does not constitute an exception to the sales conditions. In the case of dispute, the invoice must be protested by registered letter within 7 days after receipt. After the placing of an order by the customer, an advance invoice amounting to 30% of the total offer amount is drawn up. Payment of this advance invoice is considered as formal agreement with these general contracting and sales conditions. The work is only started upon full payment of the advance invoice. Afterwards, the work is invoiced in function of its progress.
Art. 10. Guarantees
If the trust of Injectis NV in the creditworthiness of the customer is violated due to legal actions against the customer and/or demonstrable other events that call into question confidence in the proper execution by the customer of the concluded agreements and/or make such impossible, Injectis NV retains the right to suspend the entire order or a part thereof, and to demand suitable guarantees from the customer. If the customer refuses to comply, Injectis NV reserves the right to fully or partially cancel the order, even if the goods have already been wholly or partially shipped or work has already been started.
Art. 11. Dispute settlement
The formation, existence and the consequences of the agreement between the parties are exclusively governed by Belgian law and by these general contracting and sales conditions. The parties expressly agree to regard the registered office of Injectis NV as the place of execution of the agreements. In the event of a dispute, only the courts (including the Justice of the Peace Court) of the registered office of Injectis NV are competent.
Art. 12 Personal data
The Client is informed and accepts that for the proper execution of the present contract, Injectis SA has the right to store, process, record and use personal data concerning him or the employees and collected throughout the execution of the contract in compliance with the applicable regulations on personal data. The collection and processing of this data is necessary for the following purposes: management of customer follow-up (orders, invoicing), execution of services or for commercial prospecting purposes. The personal data collected are kept for a period of 5 years from the end of the commercial relationship. The Customer has the right to request access, rectification, deletion, limitation or opposition to the processing, portability of his data by sending your request by mail to the following address: firstname.lastname@example.org.