Legal Disclaimer | General conditions
These general terms and conditions apply to all our agreements, even
subsequent and/or oral ones.
Our older general terms and conditions that deviate from these ones are
replaced by these terms and conditions.
Our implicit deviations from these terms and conditions and/or drawing
bills or accepting cheques or other negotiable documents do not entail
a reneging of our general terms and conditions nor a novation.
Only a written, explicit deviation binds us and shall take precedence
over our general terms and conditions.
The client waives conflicting conditions that are on documents that
come from the client.
The client is deemed to agree with the content of our notices, invoices
and these general terms and conditions, and the client is deemed to
renounce any dispute, if he does not react by means of motivations in a
registered letter within three working days of our delivery and/or the
date of our notices, even those sent by fax or e-mail.
Our offers are free of engagement for us as long as we have not
confirmed the written order from the client in writing or executed it.
They shall become null and void if they conflict with imperative law
(including import/export restrictions). The prices indicated are only
valid for 14 days and in as far as imperative law or regulations
(including safety, environment, etc.) do not change after the offer.
Our offers are only a reflection of our prices for the variables
indicated by the client. They do not entail our approval of the
variables chosen by the client.
All the information, indications and illustrations in the price
catalogue, list or offer only serve as information free of engagement
and can vary without this being able to give rise to breaking the
agreement or a reduction in price.
Only the characteristics described in our order confirmation bind us;
those in specifications or other documents do not bind us unless we
specifically state that they do.
We are allowed the customary tolerances or those described in standards.
The client agrees to our improving our products, even after an order or
We do not transfer any intellectual property rights through a sale
and/or a delivery; however we do issue a right of use that is not
exclusive and cannot be transferred. Changes may not be made without
our permission. Copies are only permitted for the client’s own use.
Our prices are in Euro exclusive of VAT, for products
including normal packaging by our supplier, not unloaded, free your
address, with the exception of orders under EUR 250.00 (ex. VAT) for
which EUR 15 (ex. VAT) transport costs shall be charged; the costs of
any rush delivery are not included either; unloading, assembly and/or
implementation at the client, taxes, levies, exchange rate losses or
bank transaction costs shall be borne by the client.
Our prices only apply for the amounts and characteristics indicated by
us, when the entire order is placed and only per transaction. All
deliveries or projects that are not explicitly stated in our offer or
order confirmation shall be charged in addition.
If the copper price has risen by more than 5% in relation to the price
quoted in the offer and/or if the projects or deliveries are executed
more than three months after the order confirmation or if the client
changes the planned delivery date we are entitled to increase our
prices in ratio to the increases in the cost price of materials,
insurance, services or salary costs and/or our price list and the
client shall owe us compensation for the damages caused by the delay.
We may use any means to prove our deliveries, performance, changes or
additional work ordered by the client, even in case of a ‘fixed price’,
contrary to legal provisions that stipulate to the contrary, amongst
other things no objection by the client to our invoicing, sent by
registered mail by the client within three working days, as well as our
work slips, reports even if they were not signed off by the client,
photographs, video recordings, computer listings, fax, e-mail or other
information carriers and/or the fact that the client uses our delivery,
keeps it or delivers it to third parties.
We reserve the right to have projects executed in part or in full by a
If necessary, and as long as they have the same functionality, the
materials delivered by us may be of a different brand than the brand
already used or the one stated in the offer or order confirmation.
We may invoice the work we carry out under our own management which
shall then be payable as an advance before the work ends.
We reserve the right to, even during the execution of the order, ask
the client for guarantees of payment and as long as that guarantee is
not provided to suspend all our obligations or to cancel them, without
the intervention of a court, by means of a registered letter, without
the client being able to claim compensation and without prejudice to
our right to damages.
All our invoices are payable within thirty days of the invoice date,
without any deduction, to our bank account stated on the invoice.
Payment to intermediaries or our agents is prohibited and in any case
only offer discharge when we have unconditionally received the sum and
have it at our free disposal.
Drawing a bill of exchange or cheque only counts as payment on the date
that we unconditionally receive the sum of the bill of exchange or
cheque. All protest, bank and discount rates shall be borne by the
The client shall not deduct any security from the payment of our
invoices. Even a dispute shall not suspend the client’s obligation to
In case of non-payment on the due date, interest at a rate of 1% per
month shall be due on the sum owed until full payment without any
warning or notice of default being required.
In case of non-payment in full or in part of the debt on the due
without serious reasons, eight days after a notice of default without
result the sum owed shall furthermore be increased by 12%, with a
minimum of EUR 125, even if periods of grace are granted.
28. In any case of non-payment, bankruptcy, application for composition or extension of payment, suspension of payments or liquidation, seizure, publication of protested bills of exchange, summons before a court as a result of overdue payment, opening of a dossier by a department to track down companies in difficulties, reports in the press about poor solvency, or the obvious inability of the client, or the sale, transfer, pledge or contribution in a company of the trading fund or the equipment of the client, or if the client does not accept a bill of exchange on time, all the outstanding sums, even those that that client owes to companies affiliated to our company, shall immediately become payable, without a notice of default being required for this, and despite any payment conditions and/or drawing on bills of exchange or promissory notes permitted previously and/or spread deliveries agreed upon, and we shall have the right to suspend or cancel all our obligations without intervention by a court, by means of a registered letter, without the client being able to claim any compensation and without prejudice to our right to damages.
Consultmatic srl ©
In any case of non-payment we have a right of retention on all goods
that have been handed over to us by the client of its commissionee
until full payment of the principals, interest and costs, without us
being obliged to pay any compensation for this.
The goods sold or
delivered, even if they have been processes, shall only become the
property of client on full payment of the price, the interest, damages
and costs. All our preliminary studies, circuit diagrams, calculations
to dimension components, detailed drawings, plans, descriptions,
software, software protection, flowcharts, program descriptions, CE
conformity studies and certificates, models, etc. shall remain our
property until payment has been made in full.
If the goods to be
delivered by us shall be housed in rented accommodation, the client
shall before the delivery provide us with all the co-ordinates of the
Once the goods have been
received by the client, or even by the commissionee of the client, the
client shall bear all risks, also for the loss or destruction of the
All the goods that can be
disassembled without visible damage, are considered to be movable.
We have the right to take
back the products delivered without the intervention of a court. The
client and its commissionee hereby already give permission to enter the
locations where the goods are and they shall indicate the goods and
confirm our ownership of them
Our execution of our
retention of title shall not dissolve the agreement. We have the right
to sell these goods privately or by auction. The proceeds shall, after
deduction of the sales costs, be offset against the client’s
obligations. Any surplus shall go to the client.
The client’s advance shall remain acquired by us and if necessary shall
be offset against the client’s obligations.
Our terms of delivery are only indicative.
The term of delivery shall only start when the payment conditions have
been fulfilled and when we have all the necessary information and
documents to carry out the order, including our contract signed by the
client, the execution plan and the licences required.
The term of delivery is suspended by:
The client waives its claim to damages or dissolution of the agreement,
even if we have undertaken to pay damages due to exceeding the term of
If the court finds us responsible for the damage proven caused by
delay, than this shall remain limited to a maximum of 0.5% of the sum
of the order per complete week of delay from the third week after the
delivery date, with a maximum of 5% of the order sum.
We are entitled to deliver goods to the client or the place of delivery
indicated by it (or have them delivered), even if the client is absent.
The transport document shall then apply as proof of delivery. Part
deliveries and invoicing of part deliveries are also permitted.
Subject to documents or statements that state the contrary, the
delivery is deemed to have occurred on the invoice date. For goods
without implementation, the goods are considered to have been delivered
as soon as they leave our warehouses.
The client or addressee must immediately on receipt check the goods and
test them for defects or
before incorporating them or delivering them to third parties.
If our goods are delivered in components that have to be compiled, the
assembly and placement must be carried out either in accordance with
our written instructions or those of our suppliers or by our labourers,
on pain of termination of our liability, all costs of the assembly and
payment shall be borne by the client.
The client shall inform us fully and on time of all safety and any
regulations that apply at the place of execution.
The client shall at its own expense make available an adequate work and
stock area, all the information and technical equipment and manpower
necessary for safe and efficient execution; if this is not the case,
the additional costs shall be borne by the client.
The client shall pay his costs for the security, surveillance and/or
insurance or our goods and software on the site, amongst other things
against loss and/or damage by foreign causes or theft and discharges us
from this liability, even more so at the times that we are not present
at the site.
The client discharges us of any liability for the loss of software
and/or (digital) information due to the execution of work and the
client itself shall take the necessary precautions and regularly make
sufficient safety copies.
We are not obliged to archive the software we transfer to the client,
the client shall take care of that itself. The standard software
applied/used by us shall remain our property and client’s use of it
shall remain limited to the application delivered by us; in case of
denial of this, or of the licensing agreement, the client is liable for
any damage, fines and costs that ensue.
Testing and delivery can only start if and on the assumption that you
have checked and tested your installation (above all for mechanical and
electrical errors) with the supplier of your installation or, where
appropriate, with the legally required and approved testing agency, and
have found it in order to test our software application and/or control
on it; the starting up and use of your installation shall occur at your
If applicable, the provisional delivery will if the client does not
co-operate be deemed to have been made 14 days after our first request
for delivery and/or by the implementation of the delivery and on expiry
of 6 months after that the delivery will be deemed to have become final
and the guarantees provided by us are released and from that day on the
client is obliged to pay any outstanding balance.
If our products or work is made with the client’s software and/or in
accordance with the client’s analysis, plan or instructions, our
liability will remain limited to a one-off repair or replacement that
falls strictly within the original order; any additional work,
adjustments or improvements shall be paid for by the client.
The client agrees that we can pay any damages owed by delivering our
products at their normal selling price.
if the contract is dissolved due to breach of contract by the client
and if the parts have not yet been ordered by us and the preparation,
engineering or production has not yet started, the client shall owe 25
% of the sum of the order as fixed agreed damages that cannot be
reduced, in addition to the lost expenses proven by us. If the parts
have been ordered by us and/or the preparation, engineering or
production has already started, the client shall owe us the full sum of
If we deliver products that were made with the client’s software, or in
accordance with the clients analysis, plan, special instructions and/or
specifications and/or with the client’s parts, we are in n way liable
for violation of intellectual property rights, honest trade practices,
penal provisions, standards of care and other legal provisions
concerning the products delivered by us, nor for any damage caused by
The client indemnifies us against all third-party claims and the
ensuing costs, even the costs of defence and assistance, for which we
due to an error by the client and/or third parties and/or due to the
current general terms and conditions are not or were not liable.
The client and we shall until 1 year after the end of the co-operation
not offer each other’s personnel jobs without prior written permission
from the other party. In case of violation, damages shall be charged
that correspond with 6 months’ salary of the employee in question.
Any legal claim by the client can only be admissible in court after the
client has given us the opportunity by means of a notice of default
sent by registered mail to settle the dispute amicably in at least 45
Only the courts of the place of our registered office are competent;
unless we opt to institute proceedings before another competent court.
57. Safety at work –
Machinery Guideline – Advice – Liability
58. Registration numbers:
BE 0816.773.256 RPM MonsDelta Lloyd 132-5228676-29