1. General.


In these terms and conditions of delivery the following definitions apply: -Seller:

the seller of these general terms and conditions Partshouse BV, Elzenstraat 64, 9112 Sinaai-

Waas, Belgium VAT BE0846371817 . -Buyer: a client who acts as a of a business or profession.


2. Application.


2.1 These general terms and conditions apply to all offers, order confirmations

and deliveries by the seller, as well as to all agreements concluded by seller and

buyer and their conclusion.


2.2 Any additions or changes to these terms and conditions are only effective if

they have been confirmed by the seller in writing.


2.3 A copy of these general terms and conditions will be provided by the seller

free of charge upon request.


3. Offers and quotations.


3.1 All quotations are given for information purposes and are not binding and

without obligation. Catalogues, notes, prospectuses, descriptions, dimensions,

graphs, images, etc. are not binding and are subject to changes and



3.2. Oral agreements regarding changes, additions or cancellations to an

agreement are only binding after and insofar as the seller has confirmed them in



3.3 The quotations issued by the seller are valid for 30 days, unless otherwise

stated. The seller is only bound to the quotation if the buyer confirms its

acceptance in writing within 30 days. The prices stated in the quotation are

exclusive of VAT, unless otherwise stated.


3.4 Our prices are based on the currency exchange rates applicable at the time of

the offer, the applicable material prices and labor costs.


3.5 If, after the offer or after the conclusion of the agreement, we are confronted

with additional costs due to increases in materials, labor costs, import and/or

export duties and/or levies of any kind, or costs caused by currency changes, we

are entitled to increase.


4. Delivery time and delivery.


4.1 Delivery times are stated as accurately as possible. Exceeding the delivery

time can never give rise to a claim for compensation, even after notice of default.

In the event of late delivery, the buyer is not entitled to cancel the agreement,

nor to refuse or return, either the whole or part of a purchase agreement.

Cancellation requires express written permission from the seller. The associated

costs are borne by the buyer.


4.2 All goods are transported at the expense and risk of the buyer, unless

otherwise agreed. The most suitable and most economical method will be

chosen for shipping. Complaints regarding incorrect deliveries and damage

must be reported before 12 noon on the following (working) day.


4.3 If the buyer refuses to accept delivery or fails to provide information or

instructions necessary for delivery, the goods will be stored at the buyer's risk. In

that case, the buyer will owe all additional costs, including storage costs.


4.4 The seller is permitted to deliver sold goods in parts. This does not apply if a

partial delivery has no independent value. If the goods are delivered in parts, the

seller is entitled to invoice each part separately.


5. Ownership rights.


5.1 Until full payment of all payments due by the buyer, the seller retains

ownership of all goods delivered by the seller. The buyer must inform the seller

immediately if the seller's property rights are in danger of being damaged.


5.2 If the sample, model and example have been shown or provided by the seller,

this is presumed to have been shown or provided only by way of indication. The

qualities of the goods to be delivered may deviate from the sample, model or

example, unless it was expressly stated that delivery would be in accordance

with the sample, model or example shown or provided.


5.3 The drawings, calculations, descriptions, models, tools and the like

produced or provided by the seller remain the property of the seller, even if we

have charged costs for them to the other party.


5.4 The goods delivered by the seller, which are subject to retention of title

pursuant to paragraph 5.1, may only be resold in the context of normal business

operations and may never be used as a means of payment.


5.5 The buyer is not entitled to pledge or encumber in any other way the items

falling under the retention of title.


5.6 The buyer now gives unconditional and irrevocable permission to the seller

or to a third party to be designated by it, in all cases in which the seller wishes to

exercise its ownership rights, to enter all those places where the seller's property

will be located and those items to take there.


5.7 If third parties seize the goods delivered under retention of title or wish to

establish or enforce rights thereon, the buyer is obliged to inform the seller of

this as soon as can reasonably be expected.


5.8 The buyer undertakes to insure the goods delivered under retention of title

and to keep them insured against fire, explosion and water damage as well as

against theft and to make the policy of this insurance available for inspection

upon first request.


6. Payment term.


6.1 Payments are made within the payment term mentioned on the invoice, after

the invoice date in the manner specified by the seller in the currency in which

the invoice was issued and are strictly net.


6.2 After 15 days have elapsed after the invoice date, the buyer is legally in

default; From the moment of default, the buyer owes interest of minimum 2%

per month on the amount due, unless the statutory interest is higher, in which

case the statutory interest applies.


6.3 Disposition costs, including all judicial and extrajudicial costs, are borne by

the buyer.


7. Complaints.


7.1 Complaints regarding the delivered goods must be submitted to us by the

other party before 12 noon on the following (working) day, stating the packing

slip number, article number and stating the reasons. In case of damage or

warranty, a photo can be requested by the seller. The goods concerned must be

available for inspection by the seller.


7.2 Complaints do not give the buyer the right to suspend or refuse payment.


7.3 Complaints found by us to be correct will lead to replacement or

reimbursement of the goods in question, at our discretion and with the express

exclusion of compensation for labor wages or the like.


8. Warranty.


8.1 For items supplied by us, we do not provide a longer warranty than that

given to us by our supplier of those items, with a maximum of 1 year.


8.2 If delivered goods show errors for which we are responsible, we undertake, at

our discretion, to take back, replace or repair these goods.


8.3 If the other party makes repairs and/or changes or has them made or has

them made on its own initiative, our warranty obligations will lapse.



9.1 The following provisions set out the entire liability of the Seller (including

any liability for the acts or omission of its employees, agents, representatives

and sub-contractors) to the Buyer in respect of any breach of the Agreement and

any representation, statement or tortuous act or omission, including negligence,

arising under or in connection with the Agreement.

9.2 Without prejudice to the damage resulting directly from the breach by the

Seller of his explicit commitments undertaken by virtue of this Agreement, the

Seller’s liability is limited to the liability which is mandatory in accordance with

the applicable law.

9.3 Should the Seller be liable in accordance with Art. 9.2, the Seller can never be

held liable to the Buyer for any pure economic loss, loss of profit, loss of

business, depletion of goodwill or otherwise, in each case whether direct,

indirect or consequential, or any claims for consequential compensation

whatsoever (howsoever caused) which arise out of or in connection with the


9.4 Should the Seller be liable according to Art. 9.2, the maximum amount of his

liability is in any case explicitly limited to the amount of the Purchase Price.

9.5 The Buyer, who is approached by third parties as a result of damage caused

by a defect in the Products which were delivered by the Buyer to third parties in

any form, is in no instance entitled to make a claim for redress against the Seller.

10 Force majeure.


10.1 In these general terms and conditions, force majeure means, in addition to

what is understood in law and case law, all external causes, foreseen or

unforeseen, over which the seller has no influence, but as a result of which the

seller is unable to fulfill its obligations , including strikes in the seller's company.


10.2 During force majeure, delivery and other obligations of the seller are

suspended. If the period in which fulfillment of the seller's obligations is not

possible due to force majeure lasts longer than 2 months, both parties are

entitled to terminate the agreement, without there being any obligation to pay

compensation in that case.


10.3 If, when the force majeure occurs, the seller has already partially fulfilled its

obligations, or can only partially fulfill its obligations, it is entitled to invoice

separately for the part already delivered or the deliverable part and the other

party is obliged to pay this invoice as if it concerned a separate contract.


11 Disputes.


11.1 The agreement with the other party is governed exclusively by Belgian law.


11.2 All disputes concerning the interpretation and enforcement of the

Agreement shall be submitted to the exclusive jurisdiction of the competent

Courts nearest to the registered office of the Seller, with the express exclusion of

any other competent Court.

11.3 Art. 11.2 shall operate for the benefit of the Seller and accordingly the Seller

shall be entitled, at its own discretion, to waive the exclusive jurisdiction set

forth in Art. 12.1, and therefore take proceedings against the Buyer in its

domicile and in any other court or courts having jurisdiction.