GENERAL TERMS OF SALE

1. All our offers are without engagement.
2. Our sales are executed with the usual reservation for force majeure and coincidence such as fire, strikes, natural disaster, infectious diseases, break of machines that makes the production impossible, impediments by the authorities, bad harvest etc.
3. The sales are definitive only when they have been confirmed by us. Our agents and representatives are not allowed to bind the firm.
4. All our sales are considered to be made at Staden; the goods are accepted at Staden and they travel at the buyer's risk.
5. Any delay in the delivery of maximum one week cannot modify the contractual engagement.
6. No complaint can be accepted when it is not made during the unloading and it concerns as well the weight as the quality and the taste. No fault can be called upon if this fault has not been stated by experts in accordance with the concerned legal dispositions. Unloaded goods are considered of being accepted definitively.
7. Refused goods will or will not be replaced - that depends on our own choice. In case of refusal the vendor has to be informed immediately; when this is neglected, all costs caused by this negligence are at the expense of the buyer.
8. If in our opinion there is a deterioration in the creditworthiness of the buyer on account of measures of judicial execution against the buyer and/or refusal of credit insurance and/or other negative demonstrable events, we reserve the right to suspend all or part of any contracts in operation and to ask the buyer to provide such guarantees as we may deem proper to ensure the fulfilment by the buyer of his engagements under the contract. Such request may be made before or after the delivery of all or part of any order (such as bank guarantee). Should the buyer fail to meet any reasonable demand for such a guarantee, we shall have the right to cancel all or part of any contracts in operation. Such action shall not in any way limit or prejudice our other rights for damages and interests.
9. All payments will be in cash and without any discount at Staden, unless there is an other written agreement.
10. Any amount unpaid on the due date shall, automatically and without prior notice, attract interest at a rate 2 % above the Belgian legal interest rate, with a minimum interest rate of 12 %.
11. We reserve the right to increase by 10 % the amount of any invoice unpaid on the due date. The minimum amount of any such increase shall be 24,79 Euro.
12. Should an invoice remain unpaid on the due date, all invoices shall immediately become due for payment, regardless of their original date of maturity.

13. Should the buyer fail to honour his engagements, we may consider the contract cancelled and a letter sent by recorded delivery by us to the buyer shall be evidence of our exercise of this right. Such action shall not in any way limit or prejudice our other rights.

14. Until payment in full to us for the goods the goods shall remain our property. Notwithstanding the foregoing, the risk in the goods and all liability to third parties in respect thereof shall pass to the buyer on delivery.

The buyer shall be entitled to transform the goods or to incorporate them in a new product or products. In that case we reserve to ourself the legal and equitable title to the final product or products into which the goods are incorporated or mixed. The buyer shall store the final products separately and property of these products shall remain with us until full payment will have been made to us for the goods. The buyer may sell the goods in the normal course of his business but on condition that the buyer, in a fiduciary capacity as bailee of the goods, and for so long as he has not fully discharged his debt to us, shall hold and pursue claims for the proceeds of their sale equal to the price of the goods for and on behalf of us. The buyer shall fully prusue such claims and if necessary shall recover the sums due by legal process. The buyer shall if so required by us, allow us to conduct in the buyer’s name legal proceedings in respect of the monies due on the sale of the goods. Any sums recovered by us a result of such proceedings (including sums accepted by us in settlement thereof whether or not equal to the sums claimed) shall be applied to the payment of the monies due to us from the buyer and then to the reasonable costs incurred by us in the course of such proceedings. Any balance remaining shall be paid to the buyer. Prior to the sale of the goods, the buyer shall, so far as reasonably practicable, store the goods separately from similar goods of the buyer, mark the goods as our property and shall not remove, obliterate or in any manner alter any label, mark or other means we may have of identifying the goods.

15. The conditions of this contract shall not be modified in any way by the drawing or acceptance of a bill of exchange or by any other arrangement, nor shall any such act constitute a novation.

16. These conditions of sale will in any case and without exception apply on all our agreements and contracts.

    Different conditions, produced by our contractors can never harm our conditions of sale.

17. Disputes arising out of this contract shall be referred to the Courts of Ieper or, at our discretion, to the Courts having jurisdicton at the buyer’s domicile.