General Terms and Conditions of Sale – ADS Industries

1. Scope of Conditions

Unless expressly agreed otherwise in writing between the parties, these general terms and conditions govern all contractual relations between ADS Industries (the “Seller”) and the Buyer, prevailing over any other document or purchase order issued by the Buyer.

2. Offers

Our offers are valid for one month from the date of issue, due to the constant fluctuation in raw material costs. Any order placed after this period may be subject to a price adjustment.

3. Prices

Our prices are exclusive of VAT. All applicable taxes shall be borne solely by the Buyer according to their country. ADS Industries reserves the right to adjust its prices based on inflation or changes in raw material costs.

4. Shipping Fees

Any order equal to or greater than €625 excl. VAT will be delivered free of charge within Belgium. Orders below this amount will incur shipping charges payable by the Buyer. For countries outside Belgium, shipping fees will be communicated upon the Buyer’s specific request.

5. Delivery Time

Delivery times are indicative only. These times begin upon full and validated receipt of the written order. The Seller shall not be held liable for delays caused by force majeure including, but not limited to: pandemics, energy interruptions, wars, strikes, social unrest, severe weather, fires, floods, or any circumstance rendering normal delivery of products impossible.

6. Warranty

The Seller’s warranty is strictly limited to the replacement of defective products, provided that the Buyer notifies any apparent defects in writing within eight days of delivery or within eight days of discovering a hidden defect, not exceeding one year after delivery. No refunds or repairs will be provided.

7. Delivery and Transfer of Risk

Delivery is deemed completed when the Seller’s courier confirms receipt of the goods by the Buyer. From that moment, the risk related to the goods is transferred to the Buyer.

8. Packaging

Returnable packaging remains the property of the Seller unless expressly stated otherwise. It must be returned carriage paid within one month of delivery, in perfect condition, clean, and free of any residue. Non-compliance will result in invoicing of associated costs.

9. Claims and Returns

All claims must be submitted in writing within eight days of delivery and before any handling of the product. No return shall be made without the prior written agreement of the Seller. Return costs and risks are borne by the Buyer.

10. Resale

Products must be resold exclusively in their original packaging, without any modification.

11. Advertising Material

All advertising material provided by the Seller remains its exclusive property. Its use is subject to the prior written authorization of ADS Industries.

12. Payment Terms

Any delay in payment shall automatically and without prior notice result in:

  • The application of default interest at a rate of 12% per year,
  • A fixed compensation of 15% of the invoice amount with a minimum of €80,
  • The Seller’s right to suspend any subsequent delivery.

13. Retention of Title

The Seller retains ownership of the goods delivered until full payment of the price, including principal and charges. In the event of non-payment, the Seller may reclaim the goods in accordance with Articles 69 and following of the Law of December 15, 2004, relating to movable securities. The Buyer nonetheless bears all risks related to the goods once they are made available.

Risks associated with the sold goods are transferred to the Buyer as soon as they are made available, notwithstanding the retention of title clause.

14. Suspension and Termination of Contract

In case of non-compliance by the Buyer with the stated obligations, the Seller reserves the right to immediately suspend its commitments until full regularization by the Buyer.

15. Jurisdiction and Applicable Law

Any dispute relating to these general conditions shall fall under the exclusive jurisdiction of the Flemish Business Court of Brussels. These General Terms and Conditions are governed exclusively by Belgian law.