General Terms of Delivery for BoBat BV VAT: BE0801920180
Article 1 - General
These terms and conditions apply to every offer, quotation, and agreement between Tim De Rick (NP) BoBat (hereinafter referred to as "BoBat") and the counterparty (hereinafter referred to as the "Client"), to which BoBat has declared these terms to apply, unless explicitly and in writing deviated from by the parties.
These terms also apply to agreements with BoBat for the execution of which third parties are involved by BoBat.
The applicability of any other general terms of the Client is expressly excluded unless BoBat has explicitly agreed in writing to accept them, in whole or in part.
The potential non-applicability of a (part of a) provision of these general terms does not affect the applicability of the remaining provisions.
If BoBat does not always require strict compliance with these terms, it does not mean that the provisions of the general terms are not applicable or that BoBat would lose its right to demand strict compliance with the provisions in future cases.
In case of discrepancies or contradictions between these general terms, the Dutch text shall prevail.
These general terms also apply to partial or follow-up assignments, subsequent or additional orders arising from the agreement.
If BoBat has previously provided these general terms to the Client, a continuous business relationship is considered to exist. In that case, BoBat does not need to provide the general terms again for them to apply to subsequent agreements.
Article 2 - Offer
An offer or quotation is made in writing or electronically, unless urgent circumstances exist, and is non-binding.
Each offer and quotation by BoBat is valid for 30 days, unless otherwise stated. BoBat has the right to revoke this offer or quotation within 2 working days after receipt of acceptance.
An agreement is formed if and to the extent that the Client has accepted the offer provided by BoBat.
The prices and rates mentioned in an offer, quotation, or price list are exclusive of VAT.
In the case of a combined price quotation, there is no obligation to deliver a part of the work at a proportionate part of the total price quoted.
If the offer or quotation is based on information provided by the Client, and this information is incorrect or incomplete or changes later, BoBat has the right to adjust the quoted prices, rates, and/or delivery times.
If the Client reasonably understands that the offers or part of the offer contains an apparent mistake or typo, BoBat is not bound by the offer.
If the acceptance of the offer deviates from the offer made, BoBat is not bound by it.
The offer, quotation, prices, and rates do not automatically apply to follow-up orders, new, or additional assignments.
BoBat has the right to charge the Client for the costs associated with the offer or quotation, provided that BoBat has informed the Client in writing about these costs in advance.
If a sample or model has been shown or provided to the Client, this is considered only an indication, and the final delivery does not have to exactly match it.
Article 3 - Agreements
The agreement comes into effect once the Client accepts BoBat’s offer, even if this acceptance deviates on minor points from the original offer. However, if the acceptance by the Client deviates on essential points, the agreement is only concluded if BoBat agrees in writing to these deviations.
If an order is placed by two or more Clients, they are jointly and severally liable, and BoBat has the right to demand fulfillment of the entire agreement from any one of them.
Changes to the original assignment, whether made in writing or orally by or on behalf of the Client, that cause higher costs than were anticipated in the quotation, will be charged additionally to the Client.
Any changes to the execution of the assignment requested by the Client after the assignment has been provided must be communicated in writing and timely to BoBat.
Article 4 - Delivery
Delivery times are always approximate and merely indicative, unless otherwise agreed in writing. Delivery times only begin after the agreement has been concluded according to Articles 2 and 3.
BoBat has the right to deliver in parts.
When setting the delivery times, BoBat assumes that it can perform the assignment under the circumstances known at that time. If this is not the case, BoBat has the right to extend the delivery time by the amount of time necessary to complete the assignment under the changed circumstances.
Agreed delivery times are expressed in working days. A working day is a calendar day unless it falls on a general or locally recognized holiday, a public holiday, vacation days, or other non-working days. Half-days or full non-working days are considered non-working if work cannot be performed due to circumstances beyond BoBat’s responsibility.
A delay in the delivery time never entitles the Client to compensation, unless this has been expressly agreed upon in writing.
If the delivery time is exceeded, the Client must notify BoBat in writing. BoBat must be given a reasonable period of at least 30 days to complete the agreement.
If the Client requests changes to the agreed work, BoBat will inform the Client about the consequences of these changes on prices, rates, and delivery times.
Unless otherwise agreed, BoBat is responsible for shipping and delivery of the goods. BoBat reserves the right to charge the Client for shipping and transport costs.
Acceptance of the delivery by the Client without annotation on the delivery note serves as proof that the goods were delivered in good condition. If the goods are not delivered correctly, the Client must notify BoBat in writing within 24 hours after delivery. After this period, the Client loses the right to claim.
Delays in delivery are never the responsibility of BoBat unless caused by its own fault.
If the Client or a third party designated by the Client does not collect the products after the delivery deadline, BoBat is entitled to store the products at the Client's risk and expense or sell the products to a third party, including all related costs (such as storage, administration, transport costs, and any loss in value).
Article 5 - Payment
Payment (without any discount) must be made within 7 days after the invoice date, unless a different payment term has been agreed in writing. The accuracy of an invoice is deemed confirmed if the Client does not object within this payment period.
BoBat always has the right to request (partial) prepayment or other security for payment. If the Client cannot provide this, BoBat has the right to suspend the delivery.
For partial deliveries of goods, BoBat is entitled to send the invoice after each delivery.
Complaints regarding the goods delivered never entitle the Client to withhold payment.
If the Client fails to pay on time, BoBat is entitled to collect the outstanding amount, provided that BoBat has sent a written reminder and payment has not been made within 7 days.
If the invoice is not fully paid after the period specified above, the Client owes statutory interest. The interest will be calculated from the due date of payment until the full amount is paid.
If the Client defaults on payment obligations, the Client is responsible for any costs incurred by BoBat to collect the debt, including legal and enforcement costs.
In the event of non-payment by the Client, BoBat has the right to terminate the agreement without further notice or suspend its obligations until the Client has paid or provided adequate security.
Payments made by the Client will first be deducted from any outstanding interest and costs, and then from the oldest unpaid invoices, unless the Client specifies otherwise in writing.
The Client may not offset any claims against BoBat with any counterclaims unless they have explicitly agreed to it.
Article 6 - Suspension, Termination, and Cancellation
BoBat is entitled to suspend the performance of its obligations or immediately terminate the agreement if:
a. The Client fails to meet its obligations under the agreement, even after being notified (either in writing or orally).
b. After the agreement is concluded, BoBat becomes aware of circumstances that make it reasonably expected that the Client will not fulfill its obligations.
c. The Client was requested to provide security for fulfilling the agreement, and such security is not provided or is insufficient.
d. Due to delays on the part of the Client, it is no longer possible for BoBat to perform the agreement under the originally agreed conditions.
e. Unforeseen circumstances arise that make it impossible for BoBat to perform the agreement or perform it reasonably.
If the termination is attributable to the Client, BoBat has the right to claim compensation for any damage caused, including any direct or indirect costs.
If the agreement is terminated, BoBat’s claims against the Client are immediately due.
If BoBat suspends or terminates the agreement under this article, BoBat is not liable for any damage or costs resulting from the suspension or termination.
In the event of liquidation, (application for) suspension of payments, bankruptcy, or seizure of the Client's assets, BoBat is free to immediately terminate the agreement without any obligation, and BoBat's claims are immediately due.
If the Client cancels or partially cancels an order, the Client will be charged for any costs incurred.
BoBat may suspend its obligations under the agreement during a force majeure situation.
Article 7 – Right of Retention and Reservation of Title
When BoBat holds goods belonging to the Client, it is entitled to retain those goods until all costs incurred by BoBat in the performance of assignments for that Client have been paid, regardless of whether such assignments relate to the aforementioned goods or to other goods of the Client, unless the Client has provided sufficient security for those costs. Storage costs shall be borne by the Client. BoBat is not liable for any damage – of whatever nature – resulting from the exercise of its right of retention.
BoBat retains ownership of all goods delivered and to be delivered under the agreement until such time as the Client has fulfilled all its payment obligations towards BoBat.
The payment obligations referred to in the previous paragraph consist of payment of the purchase price of the goods, increased by claims for work performed related to the delivery, and claims arising from the Client’s attributable failure to fulfill its obligations, such as claims for damages, extrajudicial collection costs, interest, and any penalties.
As long as the goods delivered are subject to a reservation of title, the Client may not in any way sell, pledge, or otherwise bring the goods into the (actual) control of a financier by means of pledge lists.
The Client must immediately inform BoBat in writing if third parties claim ownership rights or other rights to the goods subject to reservation of title, or if third parties seize the goods delivered under reservation of title, or wish to establish or assert rights over them.
The Client must always do everything that can reasonably be expected of it to safeguard BoBat’s ownership rights. The Client must store the goods subject to reservation of title carefully and as identifiable property of BoBat.
If the Client acts in violation of the provisions of this article, or if BoBat invokes its reservation of title, BoBat and its employees have the irrevocable right to enter the Client’s premises and take back the goods delivered under reservation of title. The Client hereby grants BoBat and third parties designated by BoBat unconditional and irrevocable prior permission to enter all places where BoBat’s property is located and to take back such goods. This is without prejudice to BoBat’s right to claim damages, lost profits, and interest, and the right to terminate the agreement without further notice of default, by written declaration.
After completion of the work and receipt of a notice that the boat is ready for collection, the Client must collect the boat within ten days. If the boat is not collected within the said period of ten days, BoBat reserves the right to charge storage fees. The storage fee amounts to fifteen euros per day (excluding VAT) and is charged from the eleventh day after notification of completion, regardless of the reason for the delay. The storage fee must be paid upon collection of the boat. BoBat reserves the right to take appropriate measures if the boat is not collected within a reasonable period after completion of the work, including charging further costs and taking legal action.
Article 8 – Warranties
BoBat ensures that the agreed deliveries and work are carried out properly and in accordance with the standards applicable in its industry, but never provides any guarantee regarding these deliveries and work beyond what has been expressly agreed between the parties. The warranty referred to in this article applies to goods intended for use within Belgium.
During the warranty period, BoBat guarantees the usual normal quality and soundness of the delivered goods and the work performed.
The Client can in no case assert any claim against BoBat once the delivered goods have been processed or reprocessed by the Client or third parties, or resold to third parties.
Minor deviations in quality, color, hardness, finish, thickness, weight, content, and the like do not constitute grounds for rejection. When assessing whether a delivery deviates beyond permissible limits, an average sample of the delivery must be taken. Minor modifications to or of goods delivered by BoBat do not constitute grounds for rejection.
If the purpose/destination for which the Client wishes to process or use the goods differs from the usual purpose/destination of such goods, BoBat only guarantees that the goods are suitable for this purpose/destination if it has confirmed this to the Client in writing.
Any form of warranty lapses if a defect has arisen as a result of or arises from improper use, incorrect storage, or maintenance thereof by the Client and/or third parties, or under special circumstances beyond BoBat’s control, including weather conditions.
No claim under the warranty is possible as long as the Client has not paid the agreed price for the goods and/or the agreed compensation for the work.
The previous paragraph does not apply to consumers.
In the case of a valid warranty claim, BoBat will, at its discretion, ensure repair or replacement of the goods, proper performance of the agreed work, or reimbursement of or a discount on the agreed price or fee, free of charge.
In deviation from the previous paragraph, the consumer has the choice between repair or replacement of the goods, or proper performance of the agreed work, unless this cannot reasonably be required from BoBat. Instead, the consumer may always terminate the agreement by written declaration or demand a discount on the agreed price or fee.
If the Client lodges a complaint in time, this does not suspend its payment obligations.
If it is established that the complaint and warranty claim are unjustified or unfounded, all costs incurred as a result, including investigation costs, shall be borne in full by the Client.
Transport costs are excluded from warranty claims and will be charged to the Client at the applicable rates.
Article 9 – Liability
Beyond the explicitly agreed warranties or results or quality requirements guaranteed by BoBat, BoBat accepts no liability whatsoever.
Any liability of BoBat for consequential damages, such as business interruption, loss of profit and/or financial loss, delay damages, and/or personal injury, is expressly excluded.
The Client must take all measures necessary to prevent or limit the damage.
If BoBat is liable for damage suffered by the Client, BoBat’s liability is always limited to a maximum of the amount paid out by its insurer in the relevant case. If the insurer does not pay out or the damage is not covered by an insurance policy taken out by BoBat, BoBat’s liability is limited to a maximum of the invoice amount for the delivered goods or the work performed.
The Client must hold BoBat liable no later than 6 months after it became aware or could reasonably have become aware of the damage suffered.
In deviation from the previous paragraph, consumers have a period of 1 year.
Article 10 – Disputes
The agreement concluded between BoBat and the Client is governed exclusively by Belgian law.
Any disputes will be submitted to the competent court in the place where BoBat is established, without prejudice to BoBat’s right to submit a dispute to the competent court in the place where the Client is established.