Acceptance of terms
By purchasing and accepting delivery of products supplied by Gebroeders DOMS bvba, you agree to be bound by these terms and conditions. Terms or conditions contained in any order form or other document submitted by you which are inconsistent with, or in addition to, are rejected, objected to and shall be deemed void and of no force or effect.
Changes
Once submitted, any change to your order may be made only with advance written approval of Gebroeders DOMS bvba and such changes may require different terms, including a change in the price or time of delivery. Once submitted, you may not cancel any order unless cancellation is expressly approved by Gebroeders DOMS bvba in writing, which approval may be contingent on your payment of Gebroeders DOMS bvba costs or other charges, including, but not limited to, storage and shipment costs, costs of producing non-standard materials, costs of purchasing non-returnable materials, cancellation costs imposed on Gebroeders DOMS bvba by its suppliers, and any other costs resulting from cancellation. A verified bill of costs issued by an authorized representative of Gebroeders DOMS bvba shall be conclusive as to the amount of such costs. Gebroeders DOMS bvba reserves the right to cancel any order, in whole or in part, upon your breach of these terms and conditions or your bankruptcy, insolvency, dissolution, receivership proceedings, or upon the occurrence of any event leading Gebroeders DOMS bvba to reasonably question your willingness or ability to perform.
Delivery and claims
All items will be delivered ex works unless otherwise noted. If shipping and handling charges are quoted or invoiced, they will include charges in addition to actual freight costs. Delivery of products to the carrier at Gebroeders DOMS bvba's shipping point shall constitute delivery to you and you shall bear all risk of loss or damage in transit. Gebroeders DOMS bvba reserves the right, in its sole discretion, to determine the exact method of shipment for any particular shipment. Gebroeders DOMS bvba reserves the right to make delivery in instalments, all such instalments to be separately invoiced and paid for when due per invoice, without regard to subsequent deliveries. Delay in delivery of any instalment shall not relieve you of your obligations to accept remaining deliveries. Immediately upon your receipt of any products shipped hereunder, you shall inspect the same and shall notify Gebroeders DOMS bvba in writing of any claims for shortages, defects or damages and shall hold products for Gebroeders DOMS bvba's written instructions concerning disposition. If you fail to so notify Gebroeders DOMS bvba within five days after the products have been received by you, such Products shall conclusively be deemed to conform to the terms and conditions hereof and to have been irrevocably accepted by you.
Delays
Any specified delivery dates are estimates only and do not represent a promise by Gebroeders DOMS bvba to deliver products at a date certain. Gebroeders DOMS bvba shall not be liable for any loss, damage or penalty as a result of any delay in or failure to manufacture, deliver or otherwise perform hereunder due to any cause beyond Gebroeders DOMS bvba's reasonable control, including, without limitation, unsuccessful reactions, acts of you, embargo or other governmental act, regulation or request affecting the conduct of Gebroeders DOMS bvba's business, fire, explosion, accident, theft, vandalism, riot, acts of war, strikes or other labour difficulties, lightning, flood, windstorm or other acts of nature, delay in transportation, or inability to obtain necessary labour, fuel, materials, supplies or power at current prices. If any such event continues for longer than 180 days, either party may terminate your order and you will pay Gebroeders DOMS bvba for work performed prior to termination and all reasonable expenses incurred by Gebroeders DOMS bvba as a result of termination. In the event of delays in delivery or performance caused by force majeure or by you, the date of delivery or performance shall be extended by the period of time Gebroeders DOMS bvba is actually delayed or as mutually agreed. If, for reasons other than the foregoing, Gebroeders DOMS bvba should default or delay or not deliver Products, your sole remedy against Gebroeders DOMS BVBA is an option to cancel your purchase order, through prior written notice to Gebroeders DOMS bvba.
Payment and interest
Payment in full shall be made within 30 days of invoice unless otherwise noted. Gebroeders DOMS bvba reserves the right to require an advanced deposit at the time of order or any time prior to delivery as a condition of performance. If for any reason Gebroeders DOMS bvba, in its sole and unfettered discretion, deems the ultimate collectability of the purchase price to be in doubt, Gebroeders DOMS bvba may, without notice to you, delay or postpone the delivery of the products and may, at its option, change the terms of payment to payment in full or in part in advance, with respect to the entire undelivered balance of products. In the event of default by you in the payment of the purchase price or otherwise, Gebroeders DOMS bvba, at its option, without prejudice to any other of Gebroeders DOMS bvba's lawful remedies, may defer delivery, cancel your order and any other order of you, or sell any undelivered products on hand for the account of you and apply such proceeds as a credit, without set-off or deduction of any kind, against the agreed upon purchase price, and you agree to pay the balance then due to Gebroeders DOMS bvba on demand. You agree to pay all costs, including, but not limited to, reasonable attorney and accounting fees and other expenses of collection resulting from any default by you in any of the terms hereof. Invoices remaining unpaid after the due date will be subject to an interest charge of 1,5 % per month.
Taxes and other charges
Gebroeders DOMS bvba shall not be responsible for the payment of any use tax, sales tax, excise tax, duty, custom, inspection or testing fee, or any other tax, fee or charge of any nature whatsoever imposed by any governmental authority, on or measured by the transaction between, with the sole exception of any sales taxes invoiced and collected from you by Gebroeders DOMS bvba. All other such charges must be paid by you separately and in addition to the prices quoted or invoiced. In the event Gebroeders DOMS bvba is required to pay any such tax, fee or charge, you shall reimburse Gebroeders DOMS bvba therefore, or in lieu of such payment, you shall provide Gebroeders DOMS bvba at the time the order is submitted an exemption certificate or other document acceptable to the authority imposing the tax, fee or charge.
Pricing
Any quotation provided by Gebroeders DOMS bvba is firm only if you place a corresponding order within the time specified on the quote or, if no time period is mentioned, within 30 days. You must request shipment of the entire quantity of products ordered within 6 months from the date of order, otherwise, Gebroeders DOMS bvba's standard prices at time of shipment may apply, at Gebroeders DOMS bvba's option, to future deliveries.
Price changes
Shipment will be made promptly even if prices have been nominally increased. Price changes will be automatically applied to your invoice. Notwithstanding any price quotation or prices listed by Gebroeders DOMS bvba's, if at any time prior to delivery Gebroeders DOMS bvba's costs of materials have increased by 10,0 % or more, then Gebroeders DOMS bvba may cancel any accepted but undelivered orders or condition the continuance of any order on your agreement to a corresponding increase in price.
Warranty
The warranty provides guarantee to the first user up to 12 months after delivery unless otherwise specified. Shortcomings must be reported to the manufacturer before the end of the guarantee period. Guarantee applies to shortcoming that occur during normal use of the machine, happen by cause of bad construction or material, happen by cause of inadequate craftsmanship of the manufacturer. Guarantee disposes by failures that are caused by normal wear, normal use of consumables. The manufacturer will in case of guarantee replace parts, the manufacturer becomes the owner of the replaced parts, repair the shortcomings, choose for a different solution when repair is not possible. The client must provide the possibility to the manufacturer to avoid possible failures. For parts from other suppliers count their respective guarantee conditions. The guarantee period of this parts can differ from what’s mentioned above. Costs of reparation, replacement, transport and travelling are at the expense of the clients. The manufacturer holds the right to change the machines without precedent warning.
Liability
The manufacturer is not responsible for unsafe situations, injuries and damage caused by neglecting warns, procedures as outlined in the documentation or instructions on the machine. For instance, inadequate or wrong use or maintenance, use of the machine for other applications or under other conditions as mentioned in this documentation, the use of other parts as prescribed, reparations without permission of the manufacturer, inadequate maintenance or changes to the machines.
Your use of products
The manufacturer is not responsible when the client has not fulfilled all his obligations, financial or different, for damage caused by interruption or defects on the machine, for instance damage to the product or delays.
Patent disclaimer
Gebroeders DOMS bvba does not warrant that the use or sale of the products delivered hereunder will not infringe the claims of any patents covering the product itself or the use thereof in combination with other products or in the operation of any process.
Returns
Products may not be returned for credit except with Gebroeders DOMS bvba's permission, and then only in strict compliance with Gebroeders DOMS bvba's return shipment instructions. You must obtain advance written authorization from Gebroeders DOMS bvba and a written return authorization document in the form then in use by Gebroeders DOMS bvba, prior to returning any products. Certain items and quantities may not be returned for credit or under any circumstances. These items include, but are not limited to engineered to order products, spare parts, third party products. Any returned items may be subject to a 20,0 % processing fee and must be returned within 90 days of purchase.
Technical assistance
At your request, Gebroeders DOMS bvba may, in Gebroeders DOMS bvba's sole and absolute discretion, furnish technical assistance and information with respect to Gebroeders DOMS bvba's products. Gebroeders DOMS bvba makes no warranties of any kind or nature, express or implied, including any implied warranty or merchantability or fitness for any particular purpose, with respect to technical assistance or information provided by Gebroeders DOMS bvba or its personnel. Any suggestions by Gebroeders DOMS bvba regarding use, selection, application or suitability of the products shall not be construed as an express warranty unless specifically designated as such in a writing signed by an officer or other authorized reprehensive of Gebroeders DOMS bvba.
Miscellaneous
Gebroeders DOMS bvba failure to strictly enforce any particular term or condition contained herein or to exercise any right with respect to your order shall not constitute a waiver of Gebroeders DOMS Bbvba's right to strictly enforce such terms or conditions or exercise such right thereafter. All rights and remedies are cumulative and are in addition to any other rights and remedies Gebroeders DOMS bvba may have at law or in equity. Any waiver of a default by you shall be in writing and shall not operate as a waiver of any other default or of the same default thereafter. If any of these terms shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not be affected or impaired thereby. The section headings herein are for convenience only, they form no part of the terms and conditions and shall not affect their interpretation. These terms and conditions shall be binding upon, inure to the benefit of, and be enforceable by, the parties hereto, and their respective heirs, personal representatives, successors and assigns.
Governing law and disputes
All disputes allegedly arising from the legality, interpretation, application, or performance of your order, the products or any of these terms and conditions shall be governed by the laws of the Belgium state, including its conflict of laws principles. Each party agrees that any dispute arising between them which results in either party instituting court proceeding shall be litigated in the commercial court of Antwerp. Notwithstanding the foregoing, nothing in this section shall prevent Gebroeders DOMS bvba from bringing a claim in any court having jurisdiction over you to enjoin infringement of Gebroeders DOMS bvba's trademark, patent or other intellectual property rights, or to prevent irreparable harm to Gebroeders DOMS bvba. The parties agree to waive, to the fullest extent permitted by law, any and all rights to a trial by jury in connection with any dispute.