TERMS AND CONDITIONS OF SALE

1. The Parties

1.1. In these general terms and conditions for sale “Amazing Products” is understood to be nv Amazing Products, with registered office in Boomgaarddreef 9, 2900 Schoten, enlisted as a company (KBO/BCE) under number 0432.600.303.
1.2. “Customer” refers to the company that places an order with Amazing Products or whose details are specified on the front of the quote and/or invoice.

2. Scope

2.1. The present general terms and conditions of sale are the only ones applicable to all orders placed by the Customer and all sales, deliveries and/or services carried out by Amazing Products, excluding all other general or special terms and conditions communicated by the Customer at any time whatsoever, except if other terms and conditions have explicitly been accepted by Amazing Products in writing or electronically. Any deviations shall be valid exclusively for the specific sale, delivery and/or service with respect to which they were agreed.
2.2. By placing an order the Customer confirms to have effectively read the present terms and conditions of sale and to accept them in full and unconditionally, as well as waiving his own terms and conditions.

3. Price lists

3.1. The most recent price list will be the only valid one and automatically supersedes all previous price lists. The Customer can no longer claim any rights on the basis thereof.
3.2. Amazing Products shall be entitled, at all times, to amend the price lists, either by changing prices or by removing products from them or adding products to them. These changes take immediate effect.
3.3. Amazing Products shall always be entitled to correct spelling mistakes and other material errors in its price lists and shall not be bound by such errors.

4. Order

4.1. To place a valid order, the customer must either return a fully completed purchase order signed by an authorised person to Amazing Products, or complete the ordering procedure on the Amazing Products website.
4.2. All orders are final. Once the order has been placed, it can no longer be cancelled. The Customer shall always have to pay the full amount of the order, except if certain products are no longer available.
4.3. If certain products are temporarily or permanently out of stock, Amazing Products will notify the Customer thereof as soon as possible. Amazing Products can never be held liable for this, nor be forced to start to produce certain goods again, which the Customer accepts.

5. Invoicing

5.1. All prices are always exclusive of VAT and all other taxes.
5.2. All invoices issued by Amazing Products are payable net and without any discount except if otherwise agreed, to the bank account of Amazing Products. The Customer knows and accepts that, unless agreed otherwise, Amazing Products shall only proceed with the delivery upon receipt of the payment in full of the invoice.
5.3. If Amazing Products granted certain payment facilities to the Customer, it can change and/or revoke these at any time.
5.4. All bank costs, of any nature whatsoever, will be payable by the Customer.

6. Delivery

6.1. Except if otherwise agreed in writing between the parties, deliveries will be “ex works” at the premises of Amazing Products.
6.2. If the parties agree that the product shall be delivered outside the Amazing Products premises, the product shall always be transported at the expense and risk of the Customer.
6.3. The fact that the transport firm and/or the Customer accept(s) the goods from Amazing Products shall be confirmation that these were externally in good condition, unless the contrary is recorded on the bill of lading or the receipt.
6.4. If only a part of the goods ordered by the Customer is in stock, which may be the case for so-called back orders, Amazing Products shall not be committed to delivering the order in parts. It will be entitled to wait until all products are in stock before delivering these. Amazing Products shall, to the greatest possible extent, take into account the wishes of the Customer in this respect. If the parties agree that the order will be delivered in parts, any delivery costs in excess of the normal delivery costs shall be payable by the Customer.

7. Terms

7.1. The terms indicated by Amazing Products on the quote and/or otherwise are not binding. If certain terms are not complied with, the parties shall agree on a new term without entitlement to compensation for damages or price reductions for the Customer.

8. Transfer of ownership

8.1. The Customer shall become owner of the goods after the sums due are paid in full. If the goods are delivered before they are paid (and therefore are still property of Amazing Products), the customer shall ensure that they are stored correctly. The Customer will be the only party responsible for any damage incurred.
8.2. If the Customer fails to comply with his obligation to pay, Amazing Products will be entitled to recover any goods which have been delivered but not paid. The Customer will cooperate fully in such recovery and will grant Amazing Products access to its offices, warehouses, etc., if necessary. Such recovery shall take place at the Customer’s expense.

9. Intellectual property rights

9.1. By purchasing products from Amazing Products, the Customer is granted a non-exclusive licence to use the Amazing Products brand names, solely for the purpose of promoting the sale of products. The Customer does not otherwise acquire any right to the brands or logos of Amazing Products.

10. Late payment

10.1. If the Customer does not pay the invoices from Amazing Products within the agreed terms, Amazing Products shall have the legal right, without prior notice of default, to claim late-payment interest at an annual rate of twelve percent (12%). Every start of a month shall be considered a complete month.
10.2. In addition, the outstanding invoice amounts shall automatically and legally be increased by ten percent (10%) with a minimum of twenty-five euros (EUR 25.00).
10.3. Moreover, any court costs shall be at expense of the Customer.
10.4. Finally, all other outstanding amounts shall be immediately payable in full by the Customer.
10.5. No reason whatsoever, such as the filing of a complaint, releases the Customer from the obligation to pay. Should any complaint by the Customer prove to be founded, Amazing Products shall, where appropriate, return the amount which was paid in excess as sole compensation.

11. Complaints

11.1. In order to be admitted, all complaints with regard to the invoices and/or the services of Amazing Products must be sent to Amazing Products within seven (7) working days following the invoice date by registered mail. Later complaints will not be admissible, which the Customer accepts.
11.2. In case of complaints, the Customer shall always give Amazing Products the opportunity to verify the products.
11.3. Products can only be returned and/or exchanged with the explicit and written consent of Amazing Products. In such an eventuality, the goods shall first be returned to the Amazing Products warehouses at the Customer’s expense.

12. Liability

12.1. Amazing Products shall never accept liability in case of damage resulting from the improper use and/or storage of goods. The same applies if the Customer or a third party has processed and/or changed the products in any way.
12.2. Amazing Products shall never be liable for general or special indirect damage or for any consequential damage, of any nature whatsoever, suffered by the Customer or by any third parties.
12.3. The liability of Amazing Products shall, regardless of the reason, never exceed the invoice amount of the order in question. The Customer explicitly accepts this condition.
12.4. Any guidelines from Amazing Products are always given in good faith on the basis of the information available to Amazing Products. These guidelines do not discharge the customer from investigating whether the products are suitable for the use that he intends, however.

13. End of the agreement

13.1. Amazing Products is entitled to terminate all orders in progress with immediate effect, without notice or damages to the Customer, by sending a registered letter, if: o the Customer fails to pay any sums due fifteen (15) calendar days after sending a first registered notice of default, without prejudice to Amazing Products' right to demand the full payment increased with the interests and the amount of the fixed damages; o the Customer files for bankruptcy, is ordered by the court to go into administration, is being liquidated or is in any other similar situation.
13.2. In such an eventuality, the Customer shall be obliged to return all unpaid goods immediately, and at his expense, to Amazing Products.

14. Miscellaneous

14.1. Amazing Products is not responsible for delays in the execution or non-execution of its undertakings in case of force majeure. If Amazing Products finds itself in a situation of force majeure, it will immediately notify the Customer in writing. All undertakings of Amazing Products will be postponed for the duration of the period of force majeure, without any entitlement to compensation for damages for the Customer.
14.2. The representatives, employees and other authorised persons of the Customer are considered to be acting in his name and on his account.
14.3. If an article of these terms and conditions is declared null and void, this will not affect the validity of the other articles.

15. Settlement of disputes

15.1. All agreements concluded with Amazing Products are exclusively governed by Belgian law. Any disputes with regard to these agreements belong to the exclusive jurisdiction of the Tribunals and Courts of the district of Antwerp.