General conditions

ARTICLE 1 – ORDER CONFIRMATION
1.1. Our general conditions of sale apply to all agreements concluded by or with our company, to the exclusion of the customer’s conditions of purchase, unless expressly agreed in writing by us.
1.2. Unless otherwise expressly agreed, our quotations are valid for 3 months only.
1.3. An order is only binding if it is expressly accepted by us in writing.

ARTICLE 2 – PRICE
2.1. The price shall be that stated in the offer, unless our company is forced to adjust it to the evolution of its fixed and/or variable costs as a result of changes in its structure (raw materials, wages, energy …). Any price revision will be made in accordance with the standards permitted by law.
In this case, the new price stated on the front of the invoice will apply.
2.2. The price is exclusive of V.A.T.
2.3. The price is exclusive of delivery, transportation and insurance costs.
2.4 Any additional services, such as crane work, power supply and consumption, water supply and consumption, will be invoiced separately.

ARTICLE 3 – DELIVERY TERMS
3.1 Our goods and works shall be delivered to the best of our ability within the indicative time period as stated on the quotation, taking into account the usual tolerance inherent in the nature of the trade and the works to be performed.
3.2 If the customer has to collect the goods and he is in default in doing so, a storage fee may be charged. In the meantime, the customer shall bear the risk.

ARTICLE 4 – ADDITIONAL WORK
If, during the execution due to any circumstance, additional work has to be carried out, our company shall, before starting this work, inform the customer of this in writing, with an accompanying price calculation. If the customer does not object within the time limit indicated by our company, the customer is deemed to agree with the price proposal.

ARTICLE 5 – INSPECTION AND CONFORMITY
5.1. The customer must take immediate possession of and inspect the goods and finished orders. Complaints must be notified to our company by registered letter within 8 calendar days after delivery under penalty of forfeiture of rights.
5.2. Our company is not responsible for problems due to wrong and/or improper use, problems due to force majeure, and due to the act, omission or intentional fault of the customer or his appointees.
5.3. Hidden conformity defects can only give rise to compensation if they are detected with due diligence and are submitted by registered letter within 8 calendar days from their discovery and the goods have not been handled or processed in the meantime, under penalty of forfeiture of rights.
5.4. Any compensation will not exceed the price of the non-conforming goods and completed orders.
5.5 Our works cannot be installed until the spaces reserved for this purpose have been completed and the masonry, plaster and tile work are completely dry. For joinery works, the behavior of wood depends mainly on the humidity level in the room where the joinery is installed. Our company cannot be held responsible for deformation, warping or shrinkage of wood due to variations in humidity.

ARTICLE 6 – TRANSFER OF OWNERSHIP AND DELIVERY
6.1. The delivered goods remain our property until full payment of the price, both in principal, interest and costs, and additional services, even if these goods were modified or incorporated. Notwithstanding this retention of title, the risks are transferred to the customer at the time of delivery.
6.2. Delivery shall be EX WORKS.
6.3 Our company remains the exclusive owner of the designs, plans, drawings, descriptions, models, etc. prepared by it.

ARTICLE 7 – PAYMENT
7.1. The price is payable within 30 calendar days from the invoice date.
7.2 Unless otherwise agreed in writing, the price is payable in the following installments:

30 % upon signing our offer
30 % at the start of works
40% no later than the due date of our final invoice

7.3. In the event of non-payment or late payment, the price will be increased, ipso jure and without any notice of default being required, by a fixed compensation of 10%, with a minimum of EUR 100, corresponding to the nuisance suffered by our company, as well as the administrative costs incurred in this connection, excluding legal costs and the costs and fees of the counsel appointed by our company. In addition, a late payment interest shall be due, ipso jure and without the need for any formal notice, which shall be calculated in accordance with the Law of August 2, 2002 combating late payments in commercial transactions.
7.4. Any non-payment of an invoice by the due date or any non-payment shall entail the claimability of the invoices, even those not past due, which have already been prepared and transmitted to the customer at that time and shall automatically cancel any payment facility or cash payment discount for the future.
7.5. Without prejudice to the provisions of Art. 5, in the event of a dispute, the invoice must be protested in a reasoned manner within 8 calendar days of receipt by registered letter, under penalty of forfeiture of rights.
7.6 In case of non-payment on the due date, we reserve the right to unilaterally suspend the execution of all current orders and without this being a reason for the customer to claim damages.

ARTICLE 8 – REVISION CLAUSE
The prices quoted by our company are inclusive of taxes and costs and may be revised at each invoice according to a formula, taking into account the increase in the price of materials and hourly wages in the period from the date of conclusion of the contract and the invoice date . As a result of this calculation, the price is adjusted in the same proportion. The fact that this price adjustment is not made at the time when it could be made does not in any way imply that further price revisions would be waived and that the price revision cannot be applied and claimed retroactively.
In case of fundamental change of circumstances and/or conditions, which are not attributable to our company and as a result of which the contractual obligations of our company would be unfairly aggravated, the parties undertake to renegotiate the terms and conditions of the agreement in order to jointly reach a fair solution for the continuation of the agreement.

ARTICLE 9 – FORCE MAJEURE
Any case of force majeure or fortuitous event releases our company legally from any commitment, without our customer being able to claim compensation. If our company is dependent, for the fulfilment of its obligations, on deliveries by a third party, for example, these provisions are also applicable in the event of force majeure or unforeseen circumstances on the part of this third party, when the fulfilment of our obligations would be delayed or prevented as a result. The following situations, among others, are considered force majeure: accidents, material break-down, exceptional weather conditions, fire, strikes, lock-outs, theft and exceptional traffic congestion.

ARTICLE 10 – LIABILITY
Should the liability of our company be proven, our liability shall be limited to the replacement or repair of the defective good within a reasonable time or the reperformance of the service and the travel expenses and labor related thereto. If replacement or repair is not possible, we will refund the price paid without interest and take back the delivered good, provided that the customer has not seriously damaged this good. Our company is not liable for damages to third parties and should not indemnify the customer in this hypothesis.

ARTICLE 11 – DATA PROTECTION
The parties will endeavor to comply with all applicable national and international data protection laws and legal regulations. They agree that personal data resulting from the information and documentation provided within the framework of contractual cooperation shall be used within the required authority for the execution and fulfillment of the contract.
The applicable information obligations are mutual according to Art. 13 GDPR, in which both parties refer to their corresponding data protection declaration on their websites. The respective full information obligations can be viewed and downloaded at any time on these sites. The parties acknowledge upon signing the contract that they have made themselves aware of the applicable information obligations in a timely manner. Responsible party according to Art. 4 (7) EU General Data Protection Regulation (GDPR) for Duramen is Duramen BV, Rue de Lens-Saint-Servais 9, 4280 Hannut, Tel .: +32 495 990 169, Website: https://duramen.be.

ARTICLE 12 – NULLITY
The parties undertake to replace the void clause(s) with a legally valid clause, or clauses, which will correspond to the original intention of the parties and the spirit of the agreement, or be as close to it as possible.

ARTICLE 13 – DISPUTE RESOLUTION
13.1. In case of dispute, only the enterprise court of Leuven is competent.
13.2. All costs associated with judicial collection, including counsel fees, will be recovered from the customer.
13.3 All our agreements are governed exclusively by Belgian law.