General Terms Of Sale

1. Prices

Our prices cover the supply of the equipment only. An additional charge is made for transport and fitting and these are effected at the purchaser's risk.

2. Delivery

Delivery dates are for information purposes only and are not binding. If we fail to respect our undertakings regarding the time and place of delivery, the purchaser may only demand cancellation of the agreement, excluding any compensation, and only after allowing for an additional period of at least one month from the date of a demand sent to us by registered mail.

3. Conformity

3.1. Whether or not the equipment is in conformity with the agreement must be judged on the basis of its condition at the time of leaving our warehouse.

3.2. Identification of defects and complaints.

a. The purchaser must inspect the equipment or have the equipment inspected at our warehouses on the date stipulated for the delivery.
If the purchaser is not notified of the precise date of delivery, he must inspect the equipment or have it inspected no later than the third working day after delivery.
b. The purchaser must register any complaint by means of registered letter, no later than the third working day after discovering the defect, or third working day after he should have discovered the defect, and no later than the sixth working day after delivery.
c. If the defect could not have been detected by the inspection, the purchaser may then invoke this defect provided he registers his complaint by registered letter no later than the working day following the one on which it is discovered. In any event the purchaser loses the right to invoke this defect if he fails to make the complaint within one month of the delivery.
d. In his complaint the purchaser must clearly describe the nature of the defect.
e. Any guarantees cover exclusively the replacement of the defective elements or correcting a defective assembly. For this purpose the equipment must be delivered free of charge to our place of business.

3.3. Consequences of nonconformity of the equipment with the agreement.

a. If the purchaser has lodged a complaint in the stipulated manner due to a defect, we can honour the agreement as laid down under b., declare the agreement terminated, or reduce the price.
b. If we choose to honour the agreement, we may do so either by repairing the defect, by supplying equipment which is in conformity with the agreement, or by supplying additional elements.
c. Only if within one month of receiving the purchaser’s letter of complaint we have not succeeded in ensuring compliance with the agreement, we are bound, as we choose, either to declare the agreement terminated or to reduce the price in proportion to the reduction in value of the equipment which results from the nonconformity with the agreement.
d. Three months after making the complaint the purchaser loses the right to invoke the defect, including by way of defence.

4. Payment

a) Energy Labs.AI invoices must always be paid by the purchaser at the place of business within the period laid down in the quotation, order confirmation or agreement. If nothing is agreed on this subject, a term for payment of 30 days from the date of invoice shall apply.

b) In the event of failure to effect payment in full within the aforementioned period (a) Energy Labs.AI will be entitled, automatically and without need for formal notification, to the payment of interest as provided for under Article 5 of the Law of 02/08/2002, which, in this instance, by extension and contractually, is declared payable on all its transactions with non-dealers, without the rate of interest being lower than 12% per annum. In calculating interest on overdue payments, any month commenced is always calculated as being a full month.

c) By failing to pay within the aforementioned payment term (a) the purchaser also recognises having committed a contractual fault and thereby having caused damage to Energy Labs.AI This damage, including the collection costs as referred to under Article 6 of the Law of 02/08/2002, must be compensated by the purchaser and is estimated as follows:
1/ To cover the extrajudicial collection costs and the extra administrative tasks a compensation is calculated equal to:
- 15% of the outstanding balance with a minimum of 75 Euro on the first part up to the amount of 2,500 Euro;
- 10% of the outstanding balance on the part between 2,500 Euro and 12,500 Euro;
- 5% of the outstanding balance on the amount above 12,500 Euro;
The amount as determined above is increased by a fixed amount of 13 Euro per demand together with any signing tax. If Energy Labs.AI furthermore engages third parties for the amicable collection of the amounts payable, these costs will be passed on to the purchaser;
2/ If Energy Labs.AI furthermore has to make a judicial collection, the purchaser, insofar as he is bound by the personnel field of application of the Law of 02/08/2000, shall compensate Energy Labs.AI for all costs incurred for the judicial collection without, however, this compensation being lower than the amount arrived at after application of the amounts that are considered costs payable due to the carrying out of material acts, as determined by the King in application of Article 1022 of the Criminal Code.

d) Payments are always first offset against the interest payable on the basis of the present conditions, then the compensation and collection costs, and only then the outstanding (balances of) the invoice (s), with the longest outstanding amounts being taken into account first, irrespective of any comment(s) or indication(s) on the part of the purchaser at the time of effecting payment. In the event of late payment Energy Labs.AI retains the right to declare any discounts granted to be null and void and to demand their return, even with retroactive effect.

e) If the purchaser fails to pay within the periods as stated above (a) Energy Labs.AI can choose either to demand payment of the price and related amounts (b and c), or to declare the agreement with the purchaser terminated. In the latter case, Energy Labs.AI is entitled to compensation for the amounts lost and the foregone profit, which is estimated at a fixed amount of 30% of the price as laid down in the agreement with the purchaser, but with Energy Labs.AI retaining the right to possibly establish greater damage and to increase this amount by all the collection costs that originate in non-payment.

5. Transfer of the risk

Risk is transferred to the purchaser as soon as the equipment leaves our warehouse and at the latest at the time of delivery if the equipment is not supplied ex-warehouse. If delivery is delayed due to a shortcoming on the part of the purchaser, the risk is transferred on the date when the delivery would normally have been made.

6. Transfer of ownership

Ownership of the equipment sold is only transferred to the purchaser on payment in full of the price.

7. Liability

Under no circumstances we are liable for direct or indirect, physical or material damage, which the purchaser or third parties may suffer due to, among other things, defects or shortcomings in the equipment, or shortcomings in its delivery.

8. Disputes and governing law

Any dispute in connection with this agreement will be finally resolved in accordance with the Reglement van Bemiddeling en Arbitrage (Mediation and Arbitration Rules) of CEPINA, by one or more arbitrators appointed in accordance with these regulations.
The judicial collection of our claims on clients may only be effected by the normal courts of law which have jurisdiction in the district of our place of business, unless we choose to summon the other party to appear before another competent court.

9. Disputes and governing law

Any dispute in connection with this agreement will be finally resolved in accordance with the Reglement van Bemiddeling en Arbitrage (Mediation and Arbitration Rules) of CEPINA, by one or more arbitrators appointed in accordance with these regulations. The judicial collection of our claims on clients may only be effected by the normal courts of law which
have jurisdiction in the district of our place of business, unless we choose to summon the other party to appear before another competent court.

Only Belgian law is applicable