Article 1.  Priority of general terms and conditions of sale.

The general terms and conditions of sale shall automatically be applicable to all orders placed at “Alvan bv”, Laconiastraat 1b, B- 8000 Brugge, further on called Seller, and supersede any other terms and conditions of the co-contractor even if these terms and conditions stipulate that they prevail, further on called Purchaser. By placing an order, the Purchaser acknowledges that he took official notice of these General Terms and Conditions and that he accepts them.

Article 2. Orders

Any order noted by our representatives shall become final only upon receipt of an order confirmation. The specifications on the order confirmation shall determine the agreement. Purchaser shall send back the approved order confirmation with stamp and sign to the Seller. Silence of the Seller can never be interpreted as a confirmation of an order.

Article 3. Description of the materials

The descriptions and characteristics of our materials and constructions as specified in our catalogues and advertisement leaflets are given for information purposes only. Seller reserves the right to make any changes to the constructions and materials which he deems necessary, for instance, as a result of technological evolutions, production technique improvements, legislative changes, without, however, being authorised to change the essential characteristics of the constructions and materials. All plans studies and
documents which we may communicate to Purchaser shall remain our ownership and shall not be disclosed to any third party.

Article 4. Deliveries

All deliveries shall be made ex works – EXW in the premises of Seller, unless the order confirmation provides that the goods shall be delivered by Seller.

Article 5. Terms of Delivery

The minimum terms of delivery are given for information purposes only. If the term of delivery is exceeded, this shall not give
rise to any compensation whatsoever.

Article 6. Force Majeure
Any event of Force Majeure including strikes at our business or those of our suppliers, transporters, lock out, supply transport problems, problems beyond our control, machine defects, new statutory regulations, fires, natural disasters shall suspend performance of the agreement by the Seller. If the duration of the event of Force Majeure exceeds 3 weeks, Seller shall have the right to rescind the agreement without owing any compensation on that account to Purchaser.

Article 7. Terms of payment

  • The prices quoted on our price list and quotations are those valid on the date of their issue. Parties can agree on a different price
    which shall than be the only valid one.
  • Prices shall be exclusive of packaging and any taxes or levies.
  • Prices may be adjusted according to the variation of cost price parameters including but not limited to labour costs, raw material
    prices, taxes and charges, index adjustments. Adjusted prices will immediately be applicable on new orders, placed after the
    issuing of the adjusted price.
  • Invoices shall be payable in cash within seven days except when another payment term is specified on the invoice. The payment
    day is the day on which the account of the Seller is credited. Invoices shall be payable cash, net and without any discount at the
    registered offices of the Seller.
  • Any invoicing errors shall be communicated to us by registered letter within eight days, in default of which the invoice shall be
    regarded as accepted. – In case of late payment the outstanding sum shall be increased, by operation of law and without prior
    notice, with the legal interests on arrears as well as with a conventional flat rate interest of 10% on the total outstanding amount
    and with a minimum of 250,00 EUR. Any delay of payment of one of the invoices when due shall render the entire debt payable,
    even when not due.
  • A complaint concerning the goods supplied shall never entail the right to suspend payment thereof. -If there any indications that
    the solvency of Purchaser is jeopardised, Seller shall have the right to subordinate the subsequent performance of the agreement
    to additional guarantees. Such indications shall include but not be limited to the late payment of invoices when due, alarming
    annual accounts, change of corporate structure, known attachments. The requirement of additional guarantees can never justify a
    delay in the payments of any due sum.
  • If Purchaser is put into liquidation or adjudicated bankrupt, Seller shall have the right to regard the agreement as terminated and
    claim damages.
  • In the event of annulment by the Purchaser after the confirmation of the order by the Purchaser, a compensation of 25% of the
    total price shall be paid, unless the materials have already gone into production. In the last case, Seller may claim the entire price
    minus scrap value.

Article 8. Warranties

  • A 12 months warranty covering any faults in manufacture and/or in the material is given on the goods newly supplied. The
    warranty does not cover second hand sales, sales with discount or sales as defective material.
  • The warranty shall be limited to the value of the part of the material in which the defect has been established, to the express
    exclusion of any compensation or loss of earnings
  • Any defects apparent upon delivery shall be immediately specified on the devery note and/or transport document, and the seller
    is to be informed by fax within 48 hours on penalty of losing the warranty.
  • Any defects hidden upon delivery shall be communicated in writing and in detail within 48h after such defect has been
    established or should have been established. The Seller has the right to send a representative in case of damages.
  • If accepting liability for the defects, Seller shall have the choice either to replace or to repair the goods or to allow a discount
    which shall, however, be limited to the value of the part of the material replaced or repaired of the goods concerned. If Seller opts
    for a repair by Purchaser or a third party, Purchaser shall obtain Seller’s consent on the repairer, mode of repair and repair cost.The warranty shall not be applicable to:
  • Results of normal wear and tear
  • Results of inappropriate use – Results of Force Majeure
  • Result of improper maintenanceThe right to obtain a warrantee shall also become extinct:
  • If the invoice regarding the good supplied is not paid when due at the moment of occurrence of the event giving rise to
    application of the warranty.
  • If Purchaser or any third party has made changes to the materials supplied or if the materials supplied have been assembled
    improperly and/or not according to the instruction / assembly guidelines.

Article 9. Retention of title and ownership.

Any materials sold shall remain our ownership until full payment. If the Seller has to execute its retention of title and ownership
right, a conventional flat rate interest of 15% on the total outstanding amount and with a minimum of 250,00 EUR shall be due
by the Purchaser. Purchaser shall not be authorised to transfer, incorporate or mix the good(s) with other movable or immovable
property until full payment of the price. In case of infringement of this prohibition, the full price shall be immediately payable
and a conventional flat rate interest of 15% on the total outstanding amount and with a minimum of 250,00 EUR shall be due by
the Purchaser. Each good shall constitute a security for all unpaid but payable invoices.

Article 10. Jurisdiction-Governing Law

All sales shall be governed by Belgian Law and any disputes shall resort under the jurisdiction of the competent court in the
district of Brussels. The cantonal judge of the second canton of Brussels will be competent for case which resort ratione summae
under its jurisdiction. In case of any dispute, the Dutch text shall prevail over its translations.