General terms and conditions at Respo Repair
Article 1. Application of general terms and conditions
These general terms and conditions apply to all offers from and all agreements with Respo Repair Belux (hereinafter RRB), even if conflicting provisions appear on documents of the customer, and therefore to the exclusion of the customer's general terms and conditions, even if these stipulate that they alone shall apply.
By placing an order the customer accepts the general terms and conditions of RRB.
Article 2. Offers and quotations - order confirmation
2.1. All offers and quotations of RRB are without obligation until the moment of acceptance by the customer. The agreement is concluded when the customer signs and returns the offer to RRB unchanged within eight days. After the expiry of this period RRB shall no longer be bound. Each order or order confirmation by the customer, binds the customer to the agreement. The agreement replaces all previously concluded verbal and/or written agreements.
2.2. All changes to the offer will be carried out on a time-and-expense basis at the hourly rate applicable at the time, unless otherwise agreed.
Article 3. Cancellation of an order
The cancellation of an order by the customer is possible as long as RRB has not yet commenced its operations and agrees to the cancellation and on payment of damages amounting to 30% of the agreed price with a minimum of EUR 250, without prejudice to RRB's right to claim its actual loss. The same compensation of 30% of the agreed price, with a minimum of EUR 125, excluding VAT, shall be payable if RRB offers to carry out the work and it cannot be carried out due to a fault on the part of the customer, for example because it is not at home or the damage to be repaired does not correspond to that communicated by the customer, without prejudice to the possibility of RRB claiming its actual loss.
Article 4. Delivery
4.1. The date of delivery is given only as an indication and is not binding on RRB. Delays in delivery do not entitle the customer to compensation or a price reduction, nor to dissolution of the agreement.
4.2. If the parties have expressly agreed a binding delivery period, this period shall be extended if the customer fails to provide information, dimensions or anything else, or if the customer places additional orders.
Article 5. Risk
All goods belonging to the customer that are on RRB's premises are stored there at the customer's risk.
Article 6. Payment terms
6.1. Unless otherwise agreed, RRB's invoices are payable in cash.
Disputes must be communicated to RRB in writing within seven working days of the sending of the invoice, giving reasons, by registered letter. A dispute can under no circumstances justify a postponement or suspension of payment.
6.2. All invoices are payable on their due date by transfer to the account number of RRB. Each payment shall be applied to the oldest due invoice, and first to the interest and costs due. Permitted discounts expire in the event of non-compliance with the general terms and conditions of sale.
6.3. If the customer fails to make payment on the due date, the customer shall be liable by law and without notice of default to RRB for default interest of 10% per year. A fixed compensation of 12% of the invoice amount with a minimum of EUR 75 shall also be charged. The interest due shall be calculated from the due date until payment is made in full. In addition, RRB reserves the right to suspend further performance of its undertakings until the customer has paid the overdue invoices and fulfilled its commitments. Any delay in payment by the customer shall make all sums due and payable at once.
6.4 Completion of completed works shall be deemed to have taken place at the time RRB has offered the customer the opportunity to be present at the end of the works before the departure of the RRB appointee. The customer is deemed to be present at the beginning and end of the works. The absence of the customer at the end of the works shall not prevent the completion of the works since the customer is invited to the tour and has agreed to this procedure in the approved offer. Visible defects are deemed to have been accepted by the delivery at the end of the works.
6.5. The parties are entitled to terminate the Agreement with immediate effect if one party fails to fulfil one or more of its obligations arising from this Agreement, in whole or in part (such as a non-payment of the invoice), without the other party being able to claim a refund of any advance payments or any compensation.
Furthermore, a party is entitled to terminate the Agreement with immediate effect without further notice of default and by operation of law with the other party in the event that a party is declared bankrupt, has requested or accepted the application of the law on the continuity of enterprises, or more generally is subject to a cessation of payments.
Article 7. Liability - General
7.1. RRB undertakes to perform all services to be provided with care. All performances by RRB are means commitments. RRB shall not be liable for errors in performance due to insufficient or incorrect input by the customer, nor for damage that was already present before the intervention of RRB. RRB shall not be liable, inter alia, if the result of a repair or damage does not fully correspond to the initial state or if the damage that arises or that has arisen during or after the customer has processed or had processed the items or works carried out by RRB.
7.2. RRB cannot be held liable for any fault (even gross fault) on the part of it or its appointees, except in the case of fraud. In no event shall RRB, whatever the cause, form or subject matter of the claim in which liability is asserted, be liable for any indirect, incidental, indirect or consequential loss or damage, or direct or indirect expenses of any kind, such as, but not limited to, loss of anticipated profits, decrease in turnover, increased operational costs, loss of clientele, which the customer or third parties might suffer as a result of any fault or negligence on the part of RRB or a nominee.
7.3. RRB's liability in respect of services provided to the customer shall in any event be limited to either the refund of the price paid by the customer or the reperformance of the services. The total liability of RRB, shall never exceed the price paid by the customer to RRB for the services that gave rise to the loss.
7.4. With regard to services originating from third party suppliers, RRB shall not accept any liability above or different from the liability that the third party suppliers are prepared to accept for their products or services.
7.5. Any complaints about the services provided will only be accepted if they are made by registered letter, giving detailed reasons, within 14 days of the services being provided or after the hidden defect has become known to the customer and/or could have become known to the customer. If this period is exceeded any claim against RRB in respect of any defect or imperfection relating to the services shall lapse.
Article 8. Retention of title
8.1.The Services provided by RRB shall remain its property after performance and/or delivery until payment of the full Price thereof, possibly increased by the negligence interest, damage clause and costs. As long as that full payment of the Price has not been made, the Customer may not convert, alienate, transfer, encumber and/or otherwise make available to third parties in any form and under any title whatsoever the services performed and/or materials and goods supplied.
8.2. RRB reserves the right, at all times, to reclaim the services delivered at the expense of the customer. This right to reclaim shall be exercised by simple letter. Additional costs of dismantling and transport shall in this case also be borne by the customer, in addition to compensation equal to 30% of the Price.
Article 9. Termination of the agreement
9.1. If the customer is guilty of a serious contractual breach of contract and the customer does not remedy this within 8 days of receipt of a registered notice of default, RRB shall be entitled either (i) to suspend the agreement until the customer has fulfilled his obligations, in which case the services performed at that time shall be invoiced and these monies shall be immediately payable, or (ii) to terminate the agreement ipso jure with immediate effect, even by a single written declaration, at the expense of the customer and without payment of any compensation. The non-payment of one or more invoices on their due date shall always be considered a serious contractual default.
9.2. Upon termination of the agreement, the customer shall pay for all services rendered by RRB, as well as the costs incurred by RRB as a result of such termination, plus liquidated damages of 30% of the amount that RRB could still have invoiced to the customer if the agreement had been fully executed. In any case, any advance paid shall remain acquired for RRB. In addition, RRB retains the right to claim higher damages if it proves that its actual damages suffered are greater than the flat-rate damages as provided above.
9.3. Furthermore, a party is entitled to terminate the agreement by registered letter and with immediate effect, without judicial intervention, in the event that a party becomes involved in proceedings for dissolution, bankruptcy or liquidation or when a party becomes insolvent or renounces all or a significant part of its assets.
9.4. Nevertheless, each party accepts to grant the other party a reasonable period of time to remedy any shortcomings it may have, and to always first seek an amicable settlement.
Article 10. Secrecy Obligation
The Parties undertake to keep secret the commercial and technical information and trade secrets that they learn from the other Party, even after the termination of the Agreement, and to use them only for the execution of the Agreement.
Article 11. Reference
The customer agrees that the work performed by RRB for the customer will be included in RRB's reference portfolio.
Article 12. Force Majeure
Force majeure situations such as, for example, unsuitable climatic conditions for carrying out the works, strikes, public unrest, administrative measures, pandemics and other unexpected events beyond RRB's control, shall, for the duration of the hindrance and for their scope, release RRB from its obligations, without entitlement to any price reduction or compensation for the customer. RRB shall not be liable in any respect for failures, including delays, in the performance of the contract resulting therefrom.
Article 13. Nullity
If any provision or part of a provision of these general terms and conditions or of the agreement to which these general terms and conditions apply is void, unenforceable or unenforceable, the remaining provisions shall remain in full force and effect and RRB and the customer shall replace the void, unenforceable or unenforceable provision with another provision that approximates the purpose and intent of the void provision as closely as possible.
Article 14. Applicable law - competent court
Belgian law shall apply to the agreements of RRB. Any dispute relating to the conclusion, validity, execution and/or termination of this agreement and disputes shall be settled by the competent courts of the judicial district of Antwerp, Turnhout division.