These General Terms and Conditions apply to all quotations, offers, agreements, deliveries and services provided by Goveco BV (the “Seller”). Any deviation from these conditions shall only be valid if expressly agreed in writing by the Seller. The general or specific conditions of the client shall not apply unless explicitly accepted in writing by the Seller.
If any provision of these Terms is declared invalid or unenforceable, the remaining provisions shall remain in full force. The parties shall replace the invalid provision with one reflecting the original intent as closely as possible. These Terms constitute the entire agreement between the parties.
All quotations issued by the Seller are non-binding unless expressly stated otherwise and remain valid for a period of thirty days. Printing errors, material errors and calculation mistakes shall not be binding.
Prices, weights, dimensions, illustrations and catalogue references are purely indicative and do not bind the Seller.
Supplied samples have only an indicative value and shall only imply an obligation for the Seller if they have been formally accepted by the client.
A contract is deemed concluded only upon written order confirmation by the Seller.
Orders once placed may only be cancelled with the Seller’s prior written agreement. In the event of cancellation, the client shall automatically and without notice be liable to pay standard compensation of at least ten percent of the order price, without prejudice to the Seller’s right to claim higher damages.
Only the prices stated in the Seller’s written order confirmation shall be binding. Price lists are purely indicative.
Unless otherwise agreed, all prices are expressed EXW (Incoterms® 2020) and exclude VAT, transport, duties and insurance.
A minimum order amount of 100 EUR applies. For orders below 1000 EUR, the Seller may charge administrative costs of 25 EUR.
Online orders are deemed to be placed excluding transport costs and shall only become binding after confirmation by Goveco, including the applicable transport charges.
The Seller reserves the right to adjust prices in the event of increases in cost factors such as raw materials, labour, energy or exchange rates after the conclusion of the contract. In case of unforeseen circumstances affecting cost structures, the Seller may adjust prices or renegotiate terms in good faith.
Delivery times provided by the Seller are indicative and not binding unless explicitly agreed otherwise in writing. Delays shall not give rise to any right to compensation or termination of the contract.
Delivery takes place EXW (Incoterms® 2020), and risk transfers to the client when the goods are made available. If the client fails to collect the goods, the Seller shall be entitled to charge storage costs.
The Seller shall not be liable for delays or failures due to force majeure, including but not limited to strikes, lockouts, accidents, transport disruptions, war, pandemics, shortages of materials or governmental measures.
The Seller’s obligations shall be suspended for the duration of such events. If force majeure continues for more than sixty days, either party may terminate the contract without compensation. Goods already delivered shall be invoiced proportionally.
Deliveries within the Benelux take place EXW in accordance with Incoterms®. At the client’s request and subject to prior written confirmation by the Seller, deliveries may be made to another address. Delivery times provided by the Seller indicate only the delivery date and not the exact time.
Deliveries outside Belgium also take place EXW. If goods are not collected on the agreed date, the Seller shall be entitled to charge storage costs.
Where goods are delivered on euro pallets, these shall be charged to the client. If euro pallets are returned in good condition, the corresponding amount shall be credited. The Seller shall not be obliged to take back more pallets than it has supplied.
The client must inspect the goods immediately upon delivery. Any visible defects must be reported in writing within eight days, including a detailed description and evidence.
Any use, processing or resale of the goods shall constitute acceptance of the delivery.
Complaints regarding hidden defects must be notified to the Seller in writing within eight days following discovery thereof, failing which such complaints shall lapse. The short period referred to in Article 1648 of the Belgian Civil Code shall, between the parties, be deemed to be a period of two months following the discovery of the defect.
In the case of a visible or hidden defect that is brought to the attention of the Seller in due time and in accordance with this article, the Seller may simply exchange the goods in question. The Seller shall never be compelled to replace or take back goods supplied. Goods may only be taken back with the Seller’s prior written consent. Where such consent is granted, the Seller shall take the initiative for collection at its own expense, provided the goods are in their original condition.
If the Seller decides to replace the goods, no compensation shall be due. If the Seller decides not to replace the goods, the compensation in the event of a demonstrable contractual fault shall be limited to the price of the goods concerned, excluding VAT. Under no circumstances shall the Seller be liable for indirect or immaterial damage, including but not limited to loss of profit, missed opportunities or any other consequential loss.
The Seller shall not be held responsible for any damage or defect attributable to improper transport, storage or installation by the client. Nor shall the Seller be responsible for any damage resulting from incorrect, non-compliant or careless use, treatment or installation.
Any liability of the Seller with regard to the goods supplied shall be limited to a period of six months after delivery. After this period, the Seller may no longer be held liable for defects in the goods supplied.
The Seller’s liability is limited to direct damages resulting from proven contractual fault. Under no circumstances shall the Seller be liable for indirect damage, including loss of profit, loss of production or business interruption.
In any case, liability shall be limited to the value of the goods concerned and shall not exceed the total amount invoiced to the client during the preceding twelve months.
The goods remain the property of the Seller until full payment of all sums due, including costs and interest. Until such time, the client shall not resell, process or pledge the goods and shall keep them identifiable.
The Seller may repossess the goods in case of non-payment.
Invoices are payable in advance or within the agreed term, without deduction or set-off. Complaints do not suspend payment obligations.
Late payment automatically gives rise to interest at three percent above the statutory rate and a fixed compensation of ten percent, with a minimum of fifty euros.
Failure to pay one invoice renders all other invoices immediately due. The Seller may suspend deliveries, terminate agreements and reclaim goods without notice.
Products which cannot be delivered or collected due to the client’s request or fault may be stored by the Seller. Such goods shall be invoiced at the latest at the end of the month of the intended delivery date.
From the following month, storage costs shall be charged at one percent per month calculated on the value of the stored goods.
The client shall provide all information required by the Seller or its credit insurer. If credit limits are exceeded, the Seller may suspend its obligations.
If confidence in the client’s solvency is reduced, the Seller may request guarantees or cancel orders, in which case a compensation of ten percent shall be due.
All disputes relating to the formation, performance or termination of agreements shall fall under the exclusive jurisdiction of the courts of the judicial district of Ghent.
Belgian law shall apply, excluding the rules of international private law and the CISG.
Unless expressly agreed otherwise, the Seller shall not be liable for advice, studies, plans or offers provided in good faith. The client remains responsible for verifying suitability with qualified professionals.
Unless mandatory legal provisions provide otherwise, the Seller guarantees that defective parts will be replaced free of charge within twelve months after delivery, provided the defect arises under normal use.
The Seller must be given the opportunity to inspect the installation and conditions of use. Parts replaced without prior approval are excluded.
Returned goods remain at the client’s risk. The Seller’s obligation is limited to repair or replacement and shall not give rise to any refund or compensation. No other warranties are provided, and all liability for direct or indirect damage caused by hidden defects is excluded.
The Seller processes personal data in accordance with applicable data protection legislation, including the GDPR, for contract execution and administration purposes.
The Seller may use subcontractors without the client’s prior consent.
Interventions shall be charged according to the rates applicable at the time. The client must ensure safe working conditions.
Electronic communications and digital invoices shall have full legal effect.
The client shall comply with all applicable export and sanctions laws. The Seller may refuse delivery where required.