Article 1: Applicability
1.1. Unless otherwise agreed in writing, all offers made by VOF RAMENPLAATSER as well as agreements concluded with it are always subject to the following conditions without reservation.
The client-contractor (hereinafter referred to as the customer) is deemed to be familiar with these invoicing conditions and to accept them in their entirety, irrespective of any conflicting (own) conditions of sale.
1.2. No deviations from these General Terms and Conditions are permitted without the written consent of VOF RAMENPLAATSER. It is expressly understood that no derogating clause or condition, the text of which appears on the customer’s documents, can be accepted by RAMENPLAATSER VOF.
Article 2: Admissibility of complaints
2.1. No complaint is admissible if the grievances, accurately described, are not submitted to RAMENPLAATSER by registered mail within eight working days after knowledge and/or receipt of the services / goods delivered.
2.2. It is understood and expressly accepted, however, that any complaints submitted can never entitle the customer to suspend his own payment(s).
Article 3: Payments
3.1. Payments are always made at the registered office of VOF RAMENPLAATSER, net, without discount, unless agreed otherwise. The issue of a bill of exchange or any other means of payment does not create a novation, nor a deviation from this clause, nor from the present invoice conditions.
3.2. Non-payment or partial payment on the due date by the customer shall result in :
– all outstanding invoices, including bills not yet due, shall become immediately payable.
– all discounts and/or payment facilities possibly granted by VOF RAMENPLAATSER will automatically lapse.
Article 4: Conventional (overdue) interest
4.1. All payments overdue on the due date will be automatically charged with an interest of 10% per year from the due date, without prior notice.
4.2. RAMENPLAATSER also reserves the right to demand acceptance of the bills it has drawn.
The customer may not invoke a dispute with VOF RAMENPLAATSER in order to refuse such payment.
Article 5: Damage clause
5.1. In case of non-payment of an invoice on the due date, the invoice amount will automatically and ipso jure be increased by 10% (with a minimum of € 50.00), by way of fixed and indivisible compensation.
This without prejudice to the possible application of article 1244 of the Civil Code.
Article 6 : Cancellation
6.1. The customer accepts that in case of non-payment (even partial) of an overdue invoice, VOF RAMENPLAATSER reserves the right to immediately suspend all further services. Furthermore, VOF RAMENPLAATSER reserves the right to regard the agreement as fully or partially dissolved, ipso jure and without prior notice of default. The customer shall have no recourse, nor any right to compensation for whatever reason.
6.2. RAMENPLAATSER also reserves the right to regard the agreement as terminated, ipso jure and without prior notice, in the event that the customer files for a judicial reorganisation (“WCO”), is bankrupt and/or in the event of his apparent insolvency, as well as in the event of any change in his legal situation.
Article 7: Competent jurisdiction and applicable law
7.1. In case of dispute, the Courts of Antwerp, Antwerp Division are recognised as solely and exclusively competent.
7.2. All agreements are governed exclusively by Belgian law.
Article 8: Commitment of loyalty
The main contractor shall refrain from hiring personnel of the subcontractor itself or from contracting subcontractors of the subcontractor itself. This provision is valid for a period of 2 years after completion of the work stipulated in this agreement and also applies to the entities affiliated with the main contractor. In the event of non-compliance with this provision, the main contractor shall be liable to pay damages amounting to 1,750 € per violation and per person involved, per day.