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General sales conditions

  1. Application of these conditions :

    1.1. The seller described hereafter is the public limited company QUATRIÈME DIMENSION, whose main registered office is located at 5100 NAMUR (NANINNE section), rue des Linottes, 4, (tel. : +32(0)81/715.000 – fax : +32(0)715.009 – e-mail : info@4dimension.be), Namur trade register N° 73.871 and featured in the Register of the Cross-reference Database for Enterprises under number 0462.696.037 (VAT BE462.696.037).
    1.2. The buyer is defined below as a company or natural person signalling an agreement to the price quotation submitted by the seller.
    1.3. The present general terms of sale apply to any order given by the buyer to the seller and to all sale contracts binding them, including all additional performances of services. These conditions are available at the following Internet address: "http://www.4dimension.be" and may be stored in a PDF file. These are annexed to any documents provided by the seller.
    1.4. Unless the seller agrees otherwise in writing, these general sales conditions exclude any other general and special conditions applied by the buyer.
    1.5. The buyer shall undertake to specify to the seller, no later than when the quotation submitted by the seller is accepted, if the order is placed for professional or private purposes. Unless otherwise specified, the parties shall acknowledge that the obligations resulting from the agreement relating hereto shall ensue and/or be implemented primarily at the main registered office of the seller, the main registered office of one or more of its subsidiaries or one of its warehouses.
  2. Order :

    2.1. The proposals shall be valid within the limits of the stocks available. French shall be the sole language used for the conclusion of the contract and during the fulfilment thereof.
    2.2. During the visit to the seller's Internet site, the buyer shall choose the type and amount of merchandise required and, where appropriate, the special characteristics the buyer wishes these goods to have. The buyer shall provide personal information about the buyer and present a price request to the seller. The seller shall proceed without delay to send the buyer, by return of post, a quotation featuring the characteristics of the merchandise required, subject to these general conditions. Within 31 days starting from this correspondence, or else the quotation shall no longer valid, the buyer shall accept the price submitted. In the event the buyer makes any changes, the seller shall forward a price again that is valid subject to the aforementioned conditions. The final acceptance of the price shall imply the conclusion of the sales contract and the parties shall be bound by these general conditions. The seller shall send the buyer confirmation of the order that has been placed.
  3. Price and payment :

    3.1. The sales price shown in the price submitted shall be liable to change until it is accepted by the buyer and therefore becomes irrevocable, apart from a force majeure.
    3.2. The seller shall reserve the right to seek the provision, according to the seller's choice, of additional real or personal securities, otherwise any undertaking between the parties shall be rendered invalid.
    3.3. Unless otherwise specified, invoices made out by the seller shall be payable in cash (Euro) and without any discount at the seller's main registered office or into the seller's bank account.
    3.4. Any complaint, about the invoice has to be notified to the seller no later than eight days after receipt, otherwise it shall be disregarded.
    3.5. In the event of an invoice not being paid on the due date, the buyer shall owe the seller, by rights and forthwith, interests on arrears equal to 1.5% per month, as well as a standard compensation amounting to 15% of the principle sum of the order, not including VAT, interests and expenses subject to a minimum of €75.
    3.6. In the same way and in compliance with the stipulations of article 78 of the law concerning market practices and consumer protection, in case of delay attributable to the seller and as far as the customer addressed him, by means of a registered letter, a formal notice pointing out the present condition and as far as this formal notice remained ineffective during 8 days, the seller would be indebted, as a contractual allowance, for a sum equal to 5 % of the tax-free price agreed, with a minimum of 75 €.
    3.7. In the event of a judicial recovery of any invoice, the buyer shall, moreover, be liable for any reasonable recovery costs, such as lawyer's fees and in-house administration expenses exceeding the value of the standard compensation.
    3.8. Should the buyer fail to meet a single payment deadline for any reason the entire set of subsequent payments shall be made no later than at the time the buyer places the next order. In this case, the seller shall reserve the right to suspend the fulfilment of any other orders in progress until all the sums owed have been paid in full.
  4. Delivery :

    4.1. Except in the case of sales to consumers the buyer shall be responsible for the transport and the risks related to the products as soon as they are taken and, failing this, as soon as they are made available. Should the buyer specify another delivery site, the products shall be collected and, where appropriate, stored at the buyer's cost and risk. The delivery times are provided on a tentative basis.
    4.2. The parties shall expressly agree that any delivery time is provided for guidance only, hence any late delivery may not result in the buyer terminating the sales contract or the seller having to pay damages.
    4.3. Moreover, the seller shall be entitled to refuse to sell the latter's merchandise in the light of the stocks' available or for any other legitimate reason and reserve the right to undertake part deliveries. The price shall not cover palettes, packaging and other incidental costs. The conditions governing the recovery of palettes and packaging shall be adopted via a special agreement.
  5. Title retention :

    5.1. The merchandise delivered shall remain the property of the seller until the price is paid in full, including interests for late payments and any compensation.
    5.2. Should the price not be paid on the due date, the seller shall be entitled to recover the merchandise at the expense of the buyer. Until the merchandise is paid for in full, the buyer shall be barred from reselling the goods or pledging them, without the prior written consent of the seller.
    5.3. The buyer shall undertake to notify the seller of any seizure made by a third party in respect of products sold whose price has not been paid for in full.
    5.4. Similarly, the buyer shall undertake to notify the seller immediately about products delivered but not paid for discovered in premises rented by the buyer.
  6. Warranty :

    The buyer shall undertake to make a detailed inspection of the products delivered as they soon as they are received and according to the buyer's capabilities.

    6.1. Buyer acting for professional purposes :

    6.1.1. Any disclosure of an obvious flaw or non-conformity affecting the delivered merchandise has to be notified to the seller within seven days after the merchandise has been delivered.
    6.1.2. The receipt by the buyer or the buyer's agents of the merchandise implies no obvious flaw was discovered at the time of the delivery.
    6.1.3. Any disclosure of a latent defect in the merchandise delivered has to be notified to the seller within 15 days after the buyer discovers the defects or after the buyer may reasonably have discovered them.
    6.1.4. Any legal proceedings concerning the latent defects should be instituted within 30 days after the buyer discovers the defects or after the buyer may reasonably have discovered them, or starting from the day the talks on reaching an out-of-court settlement break down.
    6.1.5. No merchandise may be returned to the seller without the seller's prior written consent.
    6.1.6. During a period starting from the delivery of the merchandise, the seller's warranty shall be confined solely to repairing or replacing the defective merchandise or repaying the price charged, without any other compensation.
    6.1.7. Moreover, the seller may not be held liable in the event of damage caused jointly by a flaw in the merchandise delivered and the negligence of the victim or a person for who the victim is liable.
    6.1.8. The warranty shall expire after this 12-month period.

    6.2. Buyer acting for non-professional purposes :

    Pursuant to the Law of 1 September 2004 governing the sale of consumer goods, the buyer has legal entitlements that are not affected by this warranty. This article shall constitute a warranty pursuant to article1649c § 3 of the Civil Code.
  7. Absence of right of retractation for the customers :

    In case of delivery of goods to a consumer, which are manufactured according to the specifications of the consumer or which are distinctly personalized, or which, because of their nature, cannot be returned or are likely to deteriorate or to lapse, the following clause is mentioned : " The consumer is not entitled to give up the purchase ".
  8. Force majeure :

    8.1. The occurrence of any event, such as any interruptions affecting production, transport or delivery, strikes, lock-outs, embargos, wars, terrorist attacks or the consequences of an attack, a shortage of raw materials, epidemics, bad weather and, more generally, any event of a similar nature affecting the parties or their supplier and delaying the fulfilment of their respective obligations or making them impossible, shall suspend the fulfilment of their respective obligations.
    8.2. The party referring to such an event shall proceed as quickly as possible to forward the other party evidence of the occurrence. The fulfilment of the party's obligations shall be suspended until the end of the event has been notified, on the understanding that neither party may claim any compensation from the other party.
    8.3. The parties shall do their utmost to minimise the difficulties and/or damage caused.
    8.4. Should the force majeure last for more than 60 days, the parties shall do their utmost to renegotiate the subsequent fulfilment of the sales contract.
    8.5. If no agreement is reached, each party shall be entitled to terminate the contract via a notification sent to the other party.
  9. Subcontracting and assignment :

    The seller may subcontract some or all of the sales fulfilment process to a third party without the prior written consent of the buyer. The seller may assign some or all of the sale to a third party without the prior written consent of the buyer.
  10. Protection of privacy :

    10.1. The seller's processing of personal data received via the buyer is aimed at the fulfilment hereof, customer management, promoting the seller's goods and services, organising customised information and direct marketing campaigns, including via e-mail, with all of these activities being undertaken by the seller, the seller's subsidiaries or associated companies.
    10.2. The buyer shall be entitled at any time to access, inspect and correct the buyer's personal data free of charge, pursuant to the Law of 8 December 1992 on the protection of persons regarding the processing of personal data.
    10.3. The person in charge of processing the data is the seller's managing director.
    10.4. The buyer shall authorise the seller to mention the sale of the merchandise or the provision of services covered by this contract, for the strict purpose of promoting the merchandise sold and/or the services provided by the seller. The implementation of the promotion process shall be referred to the buyer, who may withdraw this authorisation at any time. However, the buyer may never, on any ground whatsoever, claim damages as a result of the said promotion.
  11. General :

    11.1. The invalidity or inapplicability of one of the clauses herein may not affect the validity or applicability of the other clauses. Where appropriate, the parties shall undertake to replace the invalid or inapplicable clause by a valid clause which is the economically closest to the invalid or inapplicable clause.
    11.2. he fact that the seller does not invoke these general sales conditions at a given time shall not be interpreted as a waiver of the right to invoke them later on.
    11.3. Any communication or notification between the parties shall validly be undertaken by registered letter, post, fax or e-mail with acknowledgement of receipt, for the seller, at the main registered office and for the buyer, at the main registered office or place of residence.
  12. Applicable law and jurisdiction :

    12.1. The contractual relations between the parties so as the present general terms are ruled by the Belgian law, even in case of request for guarantee. The parties shall expressly agree to exclude the application of the Vienna Convention on the International Sale of Goods.
    12.2. Any dispute about the formation, fulfilment, and interpretation of the general sales conditions and any agreements to which they apply that cannot be settled out of court shall fall under the exclusive competence of the courts of the Belgian jurisdictional system, particularly the judicial district of Namur and if necessary, of the Court of Conciliation – second Canton – from Namur.