Terms of Sale

Article 1 - General Provisions

The provisions of these general conditions apply to any offer and to any contract between the seller and a buyer to whom Paloma curiosa (P.C.) has stated that the conditions apply, unless the parties have expressly deviated from them in writing.
The buyer's general terms and conditions apply only if expressly agreed upon in writing and excluding these conditions from the said terms. In this case, any conflicting provisions of the seller's and buyer's general terms and conditions will only apply between the parties, to the extent that they are part of P.C.'s terms.
If one or more provisions of these general conditions prove to be null or annulled, the other provisions of these general conditions remain fully applicable. P.C. and the buyer will then consult to agree on new provisions to replace the null or annulled provisions, taking into account the purpose and scope of the original provision as much as possible.

Article 2 - Offers and Proposals

All offers are non-binding, unless a deadline for acceptance is stated in the offer.
Proposals made by P.C. are non-binding; they are valid for a limited duration unless otherwise indicated. P.C. is only bound by proposals if the acceptance of these by the buyer is confirmed in writing within thirty days.
Delivery times in P.C.'s proposals are indicative and do not give the buyer the right, in the event of exceeding this time, to cancellation or compensation, unless otherwise expressly stated.
The prices in the mentioned offers and proposals are exclusive of VAT and other government taxes, as well as shipping costs and possibly transportation and packaging costs, unless otherwise expressly indicated.
A composite price proposal does not obligate P.C. to deliver a part of the goods included in the offer or proposal at a corresponding part of the indicated price.
Offers or proposals do not automatically apply to additional orders.
Only P.C.'s delivery terms apply. The buyer's purchase or delivery terms are not valid.

Article 3 - Delivery

Delivery is made from P.C.'s warehouse.
The buyer is obliged to take possession of the goods at the moment P.C. delivers or arranges for delivery, or at the moment they are made available to the buyer in accordance with the contract.
If the buyer refuses to take possession or is negligent in providing necessary information or instructions for the delivery, P.C. is authorized to store the goods at the buyer's expense and risk.
If the goods are delivered, P.C. is authorized to charge the delivery costs.
If P.C. requires data from the buyer in the context of the execution of the contract, the delivery time begins after the buyer has made them available to P.C.
If P.C. has indicated a delivery time, this is indicative. An indicated delivery time is therefore never a fatal deadline.
P.C. is authorized to deliver the goods in multiple parts unless otherwise agreed or if the partial delivery does not have independent value. P.C. is authorized to bill separately for what has been delivered in this manner.
Only P.C.'s general delivery conditions apply. The buyer's purchase or delivery conditions are not valid.
Our goods are, unless otherwise indicated, imported goods from the Far East. This can lead to rapid wear when using the goods. This does not constitute a reason for complaint.
P.C. reserves the right to make deliveries of 3% more or less, both on warehouse goods and on goods from the Far East.

Article 4 - Samples and Models

Samples are non-returnable and will therefore not be credited.
Samples will be charged, including any shipping costs.

Article 5 - Compensation, Prices, and Costs

If P.C. has agreed on a fixed sale price with the buyer, P.C. is nevertheless authorized to increase the price.
P.C. may, among other things, pass on price increases if significant price changes have occurred between the time of the offer and the execution of the contract concerning, for example, exchange rates, wages, raw materials, semi-finished products, packaging, and transportation costs.
The prices applied by P.C. are exclusive of VAT and other possible taxes, as well as any costs to be incurred in connection with the contract, including shipping and administrative fees, unless otherwise indicated.

Article 6 - Payment

Payment must be made within 30 days of the date of the invoice, or otherwise stated on the invoice, in a manner indicated by P.C. in the currency in which it was billed. Objections regarding the amount of invoices do not interrupt the obligation to pay.
If the buyer fails to make the payment within the 30-day period, he will automatically be in default. In this case, the buyer is liable for interest of 1% per month, unless the statutory interest is higher, in which case the statutory interest applies. The interest on the amount due will be calculated from the moment the buyer is in default until the full payment.
In the event of liquidation, bankruptcy, seizure, or suspension of payment by the buyer, P.C.'s claims against the buyer will become immediately due.

Article 7 - Ownership of Delivered Goods

All goods delivered by P.C., including any designs, sketches, drawings, films, software, files (electronic), etc., remain the property of P.C. until the buyer has fulfilled all its obligations arising from all contracts concluded with P.C.
If third parties seize goods delivered under retention of title or wish to establish or assert rights over them, the buyer is obliged to inform P.C. without delay.

Article 8 - Force Majeure

P.C. is not obliged to fulfill an obligation if it is hindered due to a circumstance that is not its fault, and which does not fall under the law, nor under a legal act, nor under generally accepted opinions.
By force majeure, in these general conditions, in addition to what is understood by law and case law, all external causes, foreseeable or not, over which P.C. has no influence, but which prevent it from fulfilling its obligations, are understood. Strikes in the supplier's company are included.
P.C. also has the right to invoke force majeure if the circumstance preventing (further) execution occurs after P.C. should have fulfilled its commitment.
The parties may suspend the obligations arising from the contract during the force majeure. If this period exceeds two months, P.C. is entitled to terminate the contract without any obligation to compensate the other party.
To the extent that P.C. has already partially fulfilled its obligations at the time the force majeure occurred or will be able to fulfill them, and the part executed or to be executed has independent value, P.C. is authorized to charge separately for the part already executed or to be executed. The buyer is obliged to settle this invoice as if it were a separate contract.

Article 9 - Complaints and Warranty

The buyer undertakes to check the goods immediately after receipt for defects and shortages. This also applies to third parties who print for the buyer. The buyer must explicitly mention this to his printer.
Complaints must be communicated in writing within 8 days, this period being regarded as a limitation period.
Complaints that are not visible from the outside must be reported in writing within 14 days after the defects have been detected or could reasonably have been detected.
Goods can only be returned in consultation and with P.C.'s approval, which reserves the right to determine the mode of transport.
P.C. does not accept any complaints regarding goods printed by third parties on behalf of the buyer. Likewise, costs related to printing, resulting from defective goods, will not be reimbursed by P.C.

Article 10 - Liability

P.C. is in no case liable, directly or indirectly and of any nature whatsoever, regardless of how it has occurred and the persons by whom the damage has been caused, unless such damage results from serious negligence or willful intent by the management of P.C.
If P.C. decides to pay compensation, the amount to be paid will never exceed the value of the invoiced goods.

Article 11 - Suspension and Termination

P.C. is authorized to suspend the execution of obligations or to terminate the contract if: a. The buyer does not fully or partially fulfill its contractual obligations. b. After the conclusion of the contract, P.C. becomes aware of circumstances that give good reason to fear that the buyer will not fulfill its obligations. In the event of valid reasons to fear that the buyer will only partially or not properly fulfill its obligations, the suspension is only permitted to the extent that the default justifies it. c. The buyer has been asked to provide security for the fulfillment of its contractual obligations at the conclusion of the contract, and this security is absent or insufficient. Once a guarantee is provided, the right of suspension ends unless this execution is then unreasonably delayed.
Furthermore, P.C. is authorized to terminate the contract if circumstances arise that make the execution of the contract impossible or that can no longer be demanded according to the standards of reasonableness and fairness, or if other circumstances arise that make it unacceptable to maintain the contract unchanged.
If the contract is terminated, P.C.'s claims against the buyer become immediately due. If P.C. suspends the execution of obligations, it retains its rights under the law and the contract.
P.C. always reserves the right to claim damages.

Article 12 - Disputes

The court of first instance in KORTRIJK has exclusive jurisdiction to settle disputes, unless the justice of the peace is competent. Nevertheless, P.C. has the right to submit the dispute to any competent court according to the law.
The parties will only approach the court after having exhausted all possible means to resolve a dispute through mutual negotiation.
Each contract between P.C. and the buyer is governed by BELGIAN law.
In the case of interpreting the content and scope of these general conditions, the Belgian text will always prevail.

Article 13 - Validity

These general delivery conditions come into effect on March 1, 2015.