STANDARD TERMS AND CONDITIONS OF SALE

Definitions

Gert Pellin EZ, located in Tongeren, registered under BCE/KVK number BE0847143362.
Customer: The party with whom Gert Pellin has entered into an agreement.
Parties: Gert Pellin and the customer together.
Consumer: A customer who is also an individual and acts as a private person.

Applicability of General Terms and Conditions

These terms and conditions apply to all quotations, offers, activities, orders, agreements, and deliveries of services or products by or on behalf of Gert Pellin.
The Parties can only deviate from these terms and conditions if they have expressly agreed to this in writing.
The Parties expressly exclude the applicability of additional and/or deviating general terms and conditions of the customer or of third parties.

Offers and Quotations

Offers and quotations from Gert Pellin are non-binding, unless explicitly stated otherwise.
An offer or quotation is valid for a maximum of 1 month, unless a different acceptance period is stated in the offer or quotation.
If the customer does not accept an offer or quotation within the applicable period, the offer or quotation will expire.
Offers and quotations do not apply to repeat orders, unless the Parties have expressly agreed to this in writing.

Acceptance

Upon acceptance of a non-binding quotation or offer, Gert Pellin reserves the right to withdraw the quotation or offer within 3 days of receiving the acceptance, without the customer being able to derive any rights from this.
Oral acceptance by the customer is only binding on Gert Pellin after the customer has confirmed it in writing (or electronically).

Prices

All prices used by Gert Pellin are in euros, are inclusive of VAT, and exclusive of any other costs such as administration costs, levies, and travel, shipping, or transport costs, unless explicitly stated otherwise or agreed otherwise.
All prices that Gert Pellin uses for its products or services, on its website or that have been made known in any other way, can be changed by Gert Pellin at any time.
Increases in the cost prices of products or parts thereof, which Gert Pellin could not foresee at the time of making the offer or concluding the agreement, may give rise to price increases.
The Consumer has the right to dissolve the agreement as a result of a price increase as referred to in paragraph 3, unless the increase is the result of a statutory regulation.
The price for a service provision is determined by Gert Pellin based on the actual hours spent.
The price is calculated according to the usual hourly rates of Gert Pellin, applicable for the period in which he performs the work, unless a different hourly rate has been agreed upon.
If the Parties have agreed on a total amount for a service provided by Gert Pellin, this is always an indicative price, unless the Parties have expressly and in writing agreed on a fixed price from which no deviation is possible.
Gert Pellin has the right to adjust the prices annually.
Prior to their commencement, Gert Pellin will communicate price adjustments to the customer.
The Consumer has the right to terminate the agreement with Gert Pellin if they do not agree with the price increase.

Payments and Payment Term

Gert Pellin may require a deposit of up to 50% of the agreed amount when entering into the agreement.
The customer must have settled post-delivery payments within 7 days after delivery of the product.
Payment terms are regarded as strict deadlines (fatale betalingstermijnen). This means that if the customer has not paid the agreed amount by the last day of the payment term at the latest, they are legally in default without Gert Pellin having to send a reminder or issue a notice of default.
Gert Pellin reserves the right to make a delivery dependent on immediate payment or to demand security for the total amount of the services or products. In the case of private sales (B2C), immediate payment upon handover or full payment in advance is always assumed.

Consequences of Late Payment

If the customer does not pay within the agreed term, Gert Pellin is entitled to charge the statutory interest of 2% per month for non-commercial transactions and the statutory interest of 8% per month for commercial transactions from the day the customer is in default, whereby a part of a month is counted as a whole month.
When the customer is in default, they are also liable to pay extrajudicial collection costs and any compensation to Gert Pellin.
The collection costs are calculated based on the Decree on compensation for extrajudicial collection costs (Besluit vergoeding voor buitengerechtelijke incassokosten).
If the customer does not pay on time, Gert Pellin may suspend its obligations until the customer has fulfilled their payment obligation.
In the event of liquidation, bankruptcy, seizure, or suspension of payment on the part of the customer, the claims of Gert Pellin on the customer are immediately due and payable.
If the customer refuses to cooperate in the execution of the agreement by Gert Pellin, they are still obliged to pay the agreed price to Gert Pellin.

Right of Reclamation (Recht van Reclame)

As soon as the customer is in default, Gert Pellin is entitled to invoke the right of reclamation regarding the unpaid products delivered to the customer.
Gert Pellin invokes the right of reclamation by means of a written or electronic notification.
As soon as the customer has been informed of the invoked right of reclamation, the customer must immediately return the products to which this right relates to Gert Pellin, unless the Parties agree otherwise.
The costs for retrieving or returning the products shall be borne by the customer.

Right of Withdrawal

See: Return and refund

Right of Suspension

Unless the customer is a Consumer, the customer waives the right to suspend the fulfillment of any obligation arising from this agreement.

Right of Retention (Lien)

Gert Pellin may invoke his right of retention and in that case, hold the customer's products until the customer has paid all outstanding invoices to Gert Pellin, unless the customer has provided sufficient security for those costs.
The right of retention also applies on the basis of previous agreements from which the customer still owes payments to Gert Pellin.
Gert Pellin is never liable for any damage that the customer may suffer as a result of exercising his right of retention.

Set-off (Compensation)

Unless the customer is a Consumer, the customer waives their right to set off a debt to Gert Pellin against a claim on Gert Pellin.

Retention of Title

Gert Pellin remains the owner of all delivered products until the customer has fully met all their payment obligations towards Gert Pellin based on any agreement concluded with Gert Pellin, including claims regarding a failure to fulfill obligations.
Until that time, Gert Pellin can invoke his retention of title and take back the goods.
Before the ownership has transferred to the customer, the customer may not pledge, sell, dispose of, or otherwise encumber the products.
If Gert Pellin invokes his retention of title, the agreement is deemed dissolved and Gert Pellin has the right to claim compensation, lost profit, and interest.

Delivery

Delivery takes place as long as stocks last.
Delivery takes place at Gert Pellin, unless the Parties have agreed otherwise.
Delivery of products ordered online takes place at the address specified by the customer.
If the agreed amounts are not paid or not paid on time, Gert Pellin has the right to suspend its obligations until the agreed part has still been paid.
In case of late payment, there is creditor's default (schuldeisersverzuim), with the result that the customer cannot object to a delayed delivery to Gert Pellin.

Delivery Time

The delivery times specified by Gert Pellin are indicative and do not entitle the customer to dissolution or compensation if exceeded, unless the Parties have expressly agreed otherwise in writing.
The delivery time starts after the quotation signed by the customer for approval has been confirmed in writing or electronically by Gert Pellin to the customer.
Exceeding the specified delivery time does not entitle the customer to compensation or the right to dissolve the agreement, unless Gert Pellin cannot deliver within 14 days after being given written notice of default, or the Parties have agreed otherwise.

Actual Delivery

The customer must ensure that the actual delivery of the products ordered by them can take place in a timely manner.

Transport Costs

Transport costs are borne by the customer, unless the Parties have agreed otherwise.

Packaging and Shipping

If the packaging of a delivered product is open or damaged, the customer must have a note made by the freight forwarder or delivery person before accepting the product, failing which Gert Pellin cannot be held liable for any damage.
If the customer arranges for the transport of a product themselves, they must report any visible damage to products or packaging to Gert Pellin prior to transport, failing which Gert Pellin cannot be held liable for any damage.

Insurance

The customer undertakes to sufficiently insure and keep the following items insured against, among other things, fire, explosion, and water damage, as well as theft:
- Goods delivered that are necessary for the execution of the underlying agreement
- Goods of Gert Pellin that are present at the customer's location
- Goods delivered under retention of title
The customer shall provide the policy of these insurances for inspection at the first request of Gert Pellin.

Storage

If the customer takes delivery of ordered products later than the agreed delivery date, the risk of any loss of quality is entirely for the customer.
Any additional costs resulting from premature or delayed acceptance of products shall be entirely borne by the customer.

Assembly/Installation

Although Gert Pellin makes every effort to carry out all assembly and/or installation work as well as possible, he bears no responsibility for this except in the case of intent or gross negligence.

Warranty

When the Parties have entered into an agreement with a service-providing character, this contains only an obligation of effort (inspanningsverplichting) for Gert Pellin and therefore no obligation of result (resultaatsverplichting).
The warranty regarding products applies exclusively to defects caused by faulty manufacturing, construction, or material.
The warranty does not apply in the event of normal wear and tear and damage resulting from accidents, alterations made to the product, negligence or improper use by the customer, and when the cause of the defect cannot be clearly established.
The risk of loss, damage, or theft of the products that are the subject of an agreement between the Parties transfers to the customer at the moment when they are legally and/or actually delivered, or at least come into the control of the customer or a third party who receives the product on behalf of the customer.

Execution of the Agreement

Gert Pellin will execute the agreement to the best of his insight and ability and in accordance with the requirements of good craftsmanship.
Gert Pellin has the right to have the agreed services performed (partially) by third parties.
The execution of the agreement takes place in mutual consultation and after written agreement and payment of any agreed advance by the customer.
It is the customer's responsibility that Gert Pellin can start the execution of the agreement in a timely manner.
If the customer has not ensured that Gert Pellin can start the execution of the agreement in a timely manner, the resulting additional costs and/or extra hours shall be borne by the customer.

Information Provision by the Customer

The customer shall make all information, data, and documents relevant for the correct execution of the agreement available to Gert Pellin in a timely manner and in the desired form and manner.
The customer guarantees the accuracy, completeness, and reliability of the information, data, and documents provided, even if they originate from third parties, insofar as the nature of the agreement does not dictate otherwise.
If and insofar as the customer requests this, Gert Pellin will return the relevant documents.
If the customer fails to provide the information, data, or documents reasonably required by Gert Pellin, or fails to do so in a timely or proper manner, and the execution of the agreement is delayed as a result, the resulting additional costs and extra hours shall be borne by the customer.

Duration of the Service Agreement

The agreement between Gert Pellin and the customer concerning a service or services is entered into for an indefinite period, unless the nature of the agreement dictates otherwise or the Parties have expressly agreed otherwise in writing.
If an agreement has been entered into for a definite period, it will be tacitly converted into an agreement for an indefinite period after the term expires, unless one of the Parties terminates the agreement with due observance of a notice period of [__] months, or a Consumer terminates the agreement with due observance of a notice period of 1 month, whereby the agreement ends by operation of law.
If the Parties have agreed on a term for the completion of certain work within the term of the agreement, this is never a strict deadline. If this term is exceeded, the customer must give Gert Pellin written notice of default.

Termination of an Indefinite Term Service Agreement

The customer can terminate an agreement for a service entered into for an indefinite period at any time with due observance of a 1 month notice period.
A Consumer has the right to terminate an agreement for a service for an indefinite period with due observance of a 1 month notice period.

Intellectual Property

Gert Pellin retains all intellectual property rights (including copyright, patent right, trademark right, drawing and model right, etc.) on all designs, drawings, writings, data carriers or other information, quotations, images, sketches, models, mock-ups, etc., unless the Parties have agreed otherwise in writing.
The customer may not (have others) copy, show to third parties, and/or make available or otherwise use the aforementioned intellectual property rights without the prior written consent of Gert Pellin.

Confidentiality

The customer shall keep secret any information (in whatever form) received from Gert Pellin.
The same applies to all other information concerning Gert Pellin of which the customer knows or can reasonably suspect that it is secret or confidential, or of which they can expect that its dissemination could cause damage to Gert Pellin.
The customer shall take all necessary measures to ensure that they also keep the information mentioned in paragraphs 1 and 2 secret.
The confidentiality obligation described in this article does not apply to information:
- that was already public before the customer learned this information or that later became public without this being the result of a breach of the customer's confidentiality obligation
- that is made public by the customer on the basis of a statutory obligation
The confidentiality obligation described in this article applies for the duration of the underlying agreement and for a period of 3 years after its expiry.

Penalty Clause

If the other Party violates the article of these general terms and conditions regarding confidentiality or intellectual property, they forfeit an immediately payable penalty for each violation in favour of the trade name.

If the other party is a Consumer, this fine amounts to € 1,000.
If the other party is a legal entity, this fine amounts to € 5,000.

In addition, the other Party forfeits an amount of 5% of the amount mentioned in paragraph 1 for each day that the violation continues.
No prior notice of default or judicial procedure is necessary for the forfeiture of this penalty. There also does not have to be any form of damage.
The forfeiture of the penalty referred to in the first paragraph of this article does not affect the other rights of Gert Pellin, including his right to claim compensation in addition to the penalty.

Indemnity

The customer indemnifies Gert Pellin against all claims from third parties related to the products and/or services supplied by Gert Pellin.

Complaints

The customer must examine a product delivered or a service provided by Gert Pellin for any shortcomings as soon as possible.
If a delivered product or provided service does not comply with what the customer could reasonably expect from the agreement, the customer must inform Gert Pellin thereof as soon as possible, but in any case within 1 month after discovery of the shortcomings.
Consumers must inform Gert Pellin of the shortcomings no later than 2 months after discovery.
The customer must provide the most detailed description possible of the shortcoming, so that Gert Pellin is able to respond adequately to it.
The customer must demonstrate that the complaint relates to an agreement between the Parties.
If a complaint relates to ongoing work, this cannot, in any case, lead to Gert Pellin being obliged to perform work other than that which was agreed upon.

Notice of Default

The customer must make notices of default known to Gert Pellin in writing.
It is the customer's responsibility that a notice of default actually reaches Gert Pellin (in a timely manner).

Joint and Several Liability of the Customer

If Gert Pellin enters into an agreement with multiple customers, each of them is jointly and severally liable for the full amounts they owe to Gert Pellin under that agreement.

Liability of Gert Pellin

Gert Pellin is only liable for any damage suffered by the customer if and insofar as that damage is caused by intent or deliberate recklessness.
If Gert Pellin is liable for any damage, he is only liable for direct damage that arises from or is related to the execution of an agreement.
Gert Pellin is never liable for indirect damage, such as consequential damage, lost profit, missed savings, or damage to third parties.
If Gert Pellin is liable, this liability is limited to the amount paid out by a concluded (professional) liability insurance and, in the absence of full payment by an insurance company of the damage amount, the liability is limited to the (part of the) invoice amount to which the liability relates.
All images, photos, colors, drawings, descriptions on the website or in a catalog are only indicative and are only approximate and cannot be a reason for compensation and/or (partial) dissolution of the agreement and/or suspension of any obligation.

Forfeiture Period

Any right of the customer to compensation from Gert Pellin expires in any case 12 months after the event from which the liability directly or indirectly arises. This does not exclude the provisions of Article 6:89 of the Dutch Civil Code (Burgerlijk Wetboek).

Right of Dissolution

The customer has the right to dissolve the agreement when Gert Pellin is imputably failing to fulfill his obligations, unless this shortcoming, given its special nature or minor significance, does not justify dissolution.
If the fulfillment of the obligations by Gert Pellin is not permanently or temporarily impossible, dissolution can only take place after Gert Pellin is in default.
Gert Pellin has the right to dissolve the agreement with the customer if the customer does not fully or timely fulfill their obligations under the agreement, or if Gert Pellin has become aware of circumstances that give him good reason to fear that the customer will not be able to properly fulfill their obligations.

Force Majeure

In addition to the provisions in Article 6:75 of the Dutch Civil Code, a shortcoming of Gert Pellin in the fulfillment of any obligation towards the customer cannot be attributed to Gert Pellin in a situation independent of the will of Gert Pellin, which prevents the fulfillment of his obligations towards the customer completely or partially, or which means that the fulfillment of his obligations cannot reasonably be expected of Gert Pellin.
The force majeure situation referred to in paragraph 1 also includes – but is not exclusively limited to –: state of emergency (such as civil war, insurrection, riots, natural disasters, etc.); non-performance and force majeure of suppliers, delivery personnel, or other third parties; unexpected power, electricity, internet, computer, and telecommunication failures; computer viruses, strikes, government measures, unforeseen transport problems, bad weather conditions, and work interruptions.
If a force majeure situation occurs that prevents Gert Pellin from fulfilling 1 or more obligations towards the customer, those obligations will be suspended until Gert Pellin can meet them again.
From the moment that a force majeure situation has lasted for at least 30 calendar days, both Parties may dissolve the agreement entirely or partially in writing.
Gert Pellin is not liable for any (damage) compensation in a force majeure situation, even if he benefits from the force majeure situation.

Amendment of the Agreement

If, after concluding the agreement, it appears necessary to change or supplement its content for its execution, the Parties shall amend the agreement accordingly in a timely manner and in mutual consultation.

Amendment of General Terms and Conditions

Gert Pellin is entitled to amend or supplement these general terms and conditions.
Minor changes can be made at any time.
Gert Pellin will discuss major substantive changes with the customer as much as possible in advance.
Consumers are entitled to terminate the agreement in the event of a material change to the general terms and conditions.

Transfer of Rights

Rights of the customer from an agreement between the Parties cannot be transferred to third parties without the prior written consent of Gert Pellin.
This provision applies as a clause with property law effect as referred to in Article 3:83, second paragraph, of the Dutch Civil Code.

Consequences of Nullity or Voidability

If one or more provisions of these general terms and conditions prove to be null or voidable, this does not affect the remaining provisions of these terms and conditions.
A provision that is null or voidable will in that case be replaced by a provision that comes closest to what Gert Pellin had in mind when drawing up the terms and conditions on that point.

Applicable Law and Competent Court

Belgian law applies exclusively to every agreement between the Parties.
The Belgian court in the district where Gert Pellin is established / practices / has its office is exclusively competent to take cognizance of any disputes between the Parties, unless the law mandatorily prescribes otherwise.

GePe-Biljarts Specific

Under the express reservation that we wish to give full satisfaction to our customers, we will investigate any claim for hidden defects if this objection reaches us within 10 days following the delivery of the goods at the place of shipment. After this term, no claim will be considered. 1.1. Both visible and hidden pre-existing defects in the furniture itself are the responsibility of the customer. Invisible defects may include, but are not limited to: Incorrect attachment of the cloth by the previous upholsterer, use of too strong or wrong adhesives, damage from rot, bursting stone due to outdoor storage or roof leak, ...
An invoice is automatically generated for B2B customers. Private customers can receive an invoice subject to an administrative cost of €10 including VAT being paid. 2.1. Our price is that of cash payment, without any additional discount. The circulation of commercial instruments, as well as the acceptance of securities for payment, never constitute an exception to this clause. 2.2. B2C services: Payment is due immediately after delivery of the services unless stated or agreed otherwise. Payment can be cash, via Payconiq or via bank transfer. 2.3. B2B services: Every invoice will be paid immediately after execution or within 8 days unless stated or agreed otherwise; otherwise, we will have the relevant amounts received on sight and at your expense. In the event of any failure to pay within 10 days, a commercial interest of 11.5% will be due, automatically, by operation of law, and without prior notice of default from the due date of the invoice. In case of non-payment within fourteen days after registered reminder, an increase of 15% on the remaining amount to be paid will be due as compensation, with a minimum of 25 euros. 2.4. Payment for goods shall be made before shipment or immediately upon handover, unless agreed otherwise.

3. All disputes between the Parties will be brought without exception before the courts of Tongeren and the justice of the peace of Bilzen, without the contracting party being able to bring the dispute before another court, even through ancillary claims, by calling for an indemnity, in intervention, or in a declaration of common judgment.
4. VAT is applied upon the responsible declaration of the customer.
5. As long as no full payment for the delivered goods has been received, these goods ** remain our property**.

Drafted on June 04, 2021.