1. Application of Terms
Unless otherwise agreed in writing, these terms govern all contractual relations between ADS Industries (the “Seller”) and the Buyer, prevailing over any Buyer’s document or purchase order.
2. Offers
All offers are valid for one month from issuance due to fluctuating raw material costs. Orders placed after this period may be subject to price adjustment.
3. Prices
Prices are quoted excluding VAT. Applicable taxes are the Buyer’s responsibility. ADS Industries reserves the right to adjust prices in line with inflation or raw material cost changes.
4. Shipping Costs
Orders ≥ € 625 (excl. VAT) are delivered free of charge within Belgium. Smaller orders incur shipping fees payable by the Buyer. For non-Belgian deliveries, shipping costs are quoted upon request.
5. Delivery Time
Delivery times are indicative and begin once a complete, validated written order is received. The Seller is not liable for delays due to force majeure (e.g., pandemics, energy outages, wars, strikes, severe weather, fire, flood).
6. Warranty
The Seller’s warranty is limited to replacement of defective goods, provided the Buyer notifies visible defects within eight days of delivery or latent defects within eight days of discovery, but no later than one year after delivery. No refunds or repairs.
7. Delivery & Transfer of Risk
Delivery is deemed complete when the Seller’s carrier confirms receipt by the Buyer. From that moment, risk passes to the Buyer.
8. Packaging
Returnable packaging remains the Seller’s property unless otherwise agreed. It must be returned carriage paid within one month of delivery, in perfect, clean condition. Non-conformity incurs associated charges.
9. Claims & Returns
Claims must be made in writing within eight days of delivery and before any use. Returns require the Seller’s prior written approval. Return costs and risks are borne by the Buyer.
10. Resale
Products must be resold in their original packaging, unaltered.
11. Promotional Material
All promotional material provided by the Seller remains its exclusive property and may only be used with the Seller’s prior written consent.
12. Payment Terms
Late payment automatically incurs without notice:
- Default interest at 12% per annum
- A lump-sum compensation of 15% of the invoice amount (min. € 80)
- Right to suspend further deliveries
13. Retention of Title
The Seller retains ownership until full payment of principal and ancillary amounts. If unpaid, the Seller may reclaim goods under Belgian law (Art. 69 et seq. of the 2004 law on movable securities). Risk transfers upon making goods available.
14. Suspension & Termination
If the Buyer breaches any obligation, the Seller may suspend performance immediately until full compliance.
15. Governing Law & Jurisdiction
Belgian law applies exclusively. Disputes fall under the exclusive jurisdiction of the Dutch-language Commercial Court of Brussels.