Article 1: Application of the present terms and conditions
1.1 The present terms and conditions shall be an integral part of each agreement KPS BVBA concludes with its clients.
1.2 The client’s General Terms and Conditions shall apply only where it has been agreed in writing that they shall apply to the agreement to the exclusion of the General Terms and Conditions of KPS BVBA.
1.3 If any of the General Terms and Conditions of KPS BVBA should be found to be void or be nullified, the other General Terms and Conditions shall remain in full force.
Article 2: Quotes – orders
2.1 Unless otherwise specified, KPS BVBA quotes are valid for one month.
2.2 An agreement shall be formed only where KPS BVBA accepts an order from the client in writing.
2.3 Every order that was not the subject of a written quote from KPS BVBA shall be binding only if it is confirmed in writing by KPS BVBA.
2.4 Every order sent in by the client entails the client’s acceptance of KPS BVBA’s General Terms and Conditions.
2.5 Calculations and images are and remain the property of KPS BVBA and may not be shared with or disclosed to third parties without KPS BVBA’s written permission.
2.6 Any amendments to the initial agreement shall apply only if they have been agreed between the parties in writing.
Article 3: Contract variations
If, at the request of or with the prior consent from the client, KPS BVBA has carried out variations to the contract that fall outside of the quote, KPS BVBA shall bill the client for these contract variations in accordance with KPS BVBA’s customary rates.
Article 4: Cancellation
Where the client were to terminate or cancel the agreement, or where the agreement cannot be performed due to the fault of the client, the client shall be required to pay KPS BVBA a sum in compensation in the amount of 20% of the sum total of the order.
Article 5: Price – payment
5.1 KPS BVBA states its prices in euro and exclusive of VAT at all times. Any increases in the VAT rate between the time of the order and the performance thereof shall be defrayed by the client.
5.2 KPS BVBA’s invoices are payable at its registered office 30 calendar days after the invoice date at the latest.
5.3 In the event of non-payment of an invoice within the specified payment term, by operation of law and without the need for a written notice of default, the invoice shall be increased with a flat rate sum in compensation in the amount of 10% with a minimum of € 125.00 as damages for extrajudicial collection charges. In that case, and in addition thereto, the principal shall be under obligation to pay a default interest in compliance with the Payment Arrears Act of 2 August 2002 until the date on which payment of the relevant invoice is received in full.
5.4 In the event of non-payment of an invoice on the maturity date for whatever reason, KPS BVBA retains the right to suspend the performance of the agreement until payment of the relevant invoice is received in full, without prior notice of default and without being liable for compensation in any shape or form.
Article 6: Complaints
Complaints in respect of work carried out by KPS BVBA shall not be accepted where they fail to be communicated to KPS BVBA in writing within 8 calendar days after the work was performed.
Article 7: Agreement performance
7.1 KPS BVBA shall be within its rights to have certain work ordered carried out by third parties.
7.2 The client shall make sure that all data which are earmarked by KPS BVBA as necessary or which the client is expected to be aware are necessary for the performance of the agreement, are communicated to KPS BVBA in a timely manner. Where the relevant data fail to be provided, KPS BVBA shall be within its rights to suspend the performance of the agreement and/or to charge the client for extra costs arising from the delay.
7.3 KPS BVBA waives all and any liability for loss or damage, of any kind, by reason of the fact that it carried out the work based on inaccurate and/or incomplete information provided by the client.
7.4 The client shall defend, indemnify and hold KPS BVBA harmless against possible claims from third parties who have incurred loss or damage as a result of the performance of the agreement which is attributable to the client.
Article 8: Liability
KPS BVBA’s liability shall be limited to the terms specified in its public liability policy and to the amounts its liability insurer shall pay out.
Article 9: Force majeure
By operation of law, all instances of force majeure or coincidence shall release KPS BVBA from any which obligation without the client being within its rights to claim damages.
Cases of force majeure include: accidents, material defect, disruption of traffic, exceptional weather conditions such as snow, etc.
Article 10: Jurisdiction
All disputes between the parties in respect of the formation, performance and interpretation of the agreement shall be governed by Belgian law and be heard by the courts of competent jurisdiction of the legal district where KPS BVBA has its registered office.