TERMS AND CONDITIONS  MATTPARTS BV
Veldenbergstraat 73B 5 - 2330 MERKSPLAS, BELGIE
BTW BE0660.618.104 
Article 1 Applicability 1.1 These terms and conditions apply to every offer, delivery contracts and agreement between MATTPARTS BV, hereinafter referred to as: "MATTPARTS" with a third party, hereinafter referred to as the BUYER.  Our terms and conditions take precedence over all other terms and documents of the Buyer.  1.2 The Buyer acknowledges the applicability of these General Terms and Conditions by the mere fact of giving an order to MATTPARTS, of whatever nature, unless these terms and conditions have been expressly rejected in writing by the Buyer and expressly accepted in writing by Mattparts.  A mere reference by the Buyer to its own terms and conditions or a standard clause on the letterhead or in the Buyer's own terms and conditions with the content of the exclusive effect of these own terms and conditions is not sufficient for this purpose.  1.3 An order, including those recorded by our agents or representatives, is only binding if it is expressly accepted by us in writing. Cancellation of the order is not possible, unless prior written agreement.   
Article 2 Proposals, quotations, prices, offers and assignments 2.1 The prices stated in a quotation or offer are in euros and exclusive of VAT and do not include any other government levies and any costs to be incurred in the context of the agreement, including travel and accommodation, shipping and administration costs, unless otherwise indicated.  2.2 List, list and internet prices are not binding.  We will always charge the price that applies to the date of delivery.  2.3 All quotations and offers from MATTPARTS are valid for 14 days, unless otherwise indicated. Quotations or offers expire if the product to which they relate is no longer available in the meantime.  2.4 The agreement is concluded by timely written acceptance by the Buyer or if after a verbal order MATTPARTS actually executes the work. 2.5 If MATTPARTS agrees with the Buyer on a fixed fee or fixed price, then MATTPARTS is nevertheless at all times entitled to increase this fee or price without the Buyer being entitled to dissolve the agreement for that reason, if the increase of the price arises from a power or obligation pursuant to the law or regulations or is caused by an increase in the price of raw materials,  wages et cetera or on other grounds that were not reasonably foreseeable at the time the agreement was entered into. 2.6 MATTPARTS is entitled to outsource the assignment or parts thereof to third parties not employed by MATTPARTS without notice to or consultation with the Buyer, if in the opinion of MATTPARTS this matter promotes a good or efficient execution of the assignment. 2.7 Minimum order line value per item is 1 euro (This price is automatically adjusted when processing the order - see delivery note).  2.8 If you choose to ship your order, we will calculate the transport costs for you. These are calculated based on the size, weight, urgency and shipping method of the package. 
 Article 3 Delivery, execution of the order 3.1 Goods/services are delivered within the period specified in the agreement. If goods are delivered by "Mattparts", the risk passes at the time of delivery. If goods have to be picked up by the customer, the risk passes at the time of sale. Goods remain the property of "Mattparts" until full payment of principal, costs and interest. 3.2 The delivery times are provided for information purposes only and are therefore not binding unless expressly agreed between the parties. Delay in the performance can never give rise to a penalty, compensation or dissolution of the agreement. 3.3 If a case of force makes the execution of the order impossible, the dates of dispatch will be postponed by a period of time equal to that which prevented the dispatch.    3.4 The buyer must ensure that the goods can be delivered by Mattparts in a normal manner at the agreed place and time, and thus ensure, among other things, the accessibility of the delivery place. If this is not met or the buyer refuses to take delivery, the buyer is obliged to compensate all damages, including waiting hours, storage costs and costs for the preservation of the item, on behalf of Mattparts. 3.5 The buyer must immediately check the delivered goods/services. Any defects must be reported to Mattparts as soon as possible and at the latest 7 calendar days after delivery by registered letter. After that period, Mattparts is only responsible for hidden defects that make the goods unsuitable for the use for which they are intended, insofar as the goods have not been processed in the meantime and insofar as Mattparts knew or should have known about the defects. The buyer must notify Mattparts of the existence of the hidden defect by registered letter within 14 calendar days at the latest.   3.6 With the exception of what is described in the previous paragraph, Mattparts is not obliged to pay any compensation whatsoever, which would be directly or indirectly the result of goods delivered or sold by Mattparts, except in case of gross negligence or intent. Mattparts does not bear any responsibility for the fault of the appointee, not even in the case of intent or gross negligence. In the latter case, the buyer must address the appointee directly. 3.7 The acceptance of the goods by the Buyer, without a note on the consignment note or the proof of receipt, counts as proof that the packaging was in good condition. 3.8 If the agreement is executed in phases, MATTPARTS can suspend the execution of those parts that belong to a subsequent phase until the Buyer has approved the results of the preceding phase in writing.    3.9 In the event of delivery of materials and/or semi-finished products by the Buyer, MATTPARTS does not accept any responsibility for any defects.   
Article 4 Suspension, dissolution and early termination of the agreement 4.1 Any cancellation of the order must be made in writing. It is only valid with written acceptance by Mattparts. If the Buyer cancels an order placed in whole or in part, the work that has been carried out and the goods ordered or prepared for it, plus any supply, removal and delivery costs thereof and the working time reserved for the execution of the agreement, will be charged in full to the Buyer.  4.2 MATTPARTS is entitled to suspend the fulfilment of the obligations or to dissolve the agreement immediately and with immediate effect: if the Buyer does not fulfil the obligations under the agreement, does not do so fully or does not comply in time, circumstances that have come to the knowledge of MATTPARTS after the conclusion of the agreement give good reason to fear that the Buyer will not fulfil the obligations,  if the Buyer has been requested to provide security for the fulfilment of his obligations under the agreement at the conclusion of the agreement and this security is not provided or is insufficient or if due to the delay on the part of the Buyer MATTPARTS can no longer be expected to comply with the agreement under the originally agreed conditions.  4.3 In the event of termination of an assignment for an indefinite period, each of the parties must observe a notice period of at least one (1) month by means of a registered letter.

Article 5 Return clause 5. 5.1 Ordered and delivered goods will not be taken back.  5.2 Complaints about the execution of the agreement or about the ordered items must be reported to the Seller as soon as possible, but no later than within 8 days after receipt of the items, fully and clearly described in writing and will only take place with the prior written consent of the Seller. Returns must be sent carriage paid in undamaged condition and original packaging by means of a return form and at the expense of the buyer.   We charge 20% of the net value of the goods with a minimum amount of 15 euros for returns to which we have agreed in writing. 
Article 6 Invoicing / Payment 6.1 Unless expressly agreed otherwise in writing, the invoice is payable in cash.  Under no circumstances does a payment earlier than the due date automatically open the right to discounts, unless expressly agreed in advance. All invoices are payable net, without discount, at maturity. Cash discounts are not allowed on our invoices.  In the event of non-payment on the due date, the client is obliged to pay, in addition to the principal sum, without prior notice of default or reminder: an interest rate of 12% per annum until full payment, and a conventional and lump sum compensation in accordance with article 1226 of the Civil Code, equal to 10% of the amount due, with a minimum of EUR 75 and this to cover the extrajudicial costs in kind. This clause also applies to bills of exchange.  Any non-payment entails the claimability of the outstanding invoices and gives Mattparts the right, after notice of default, either to suspend any future deliveries or to dissolve the agreement, without prejudice to the right to compensation. An administration fee of 1.25% of the total amount due with a minimum of 25 euros will be charged per reminder. 6.2 If the confidence of Mattparts in the creditworthiness of the buyer is shaken by acts of judicial enforcement against the buyer and/or demonstrable other events that call into question the confidence in the proper execution of the obligations entered into by the buyer and/or make it impossible, Mattparts reserves the right to demand suitable guarantees from the buyer. If the buyer refuses to accept this, Mattparts reserves the right to cancel the entire order or part of it, even if the goods have already been shipped in whole or in part. Where appropriate, the amount referred to in Article 7 shall be due by way of compensation. 6.3 It is expressly agreed between the parties that all goods of the buyer, which are in the warehouses and workshops of Mattparts, can be retained by Mattparts to further guarantee the payment of the payment of the payment due for goods already returned.   6.4 The Buyer is never entitled to set off the amount owed by him to MATTPARTS.  Objections to the amount of an invoice do not suspend the payment obligation.  6.5 Any delay in payment, for whatever reason, makes all outstanding debts become due and payable by operation of law and without prior notice of default. 6.6 In the event of non-payment, we reserve the right to postpone the execution of all pending orders until payment has been made. 6.7 The delivered goods remain the property of Mattparts until full payment of the principal,  costs and interest. As long as the goods are our property, it is forbidden to sublet, pledge or transfer them in any other way, whether or not for consideration. 6.8 MATTPARTS is entitled to execute the agreement in different phases and to invoice the part thus executed separately. 6.9 When shipping the goods, the additional transport costs will be calculated on the basis of the size, weight, urgency and shipping method of the package.  If the customer wishes to receive invoices by post, an administration fee of 1.5 euros will be charged. 
Article 7 Guarantees, investigation and complaints, limitation period, retention of title 7.1 Insofar as the agreement provides a warranty, the guarantee with regard to our customer does not go further than the provision of new similar (parts of) goods free of charge to replace previously delivered defective (parts of) goods, but not e.g. the installation thereof. 7.2 After the warranty period has expired, all costs for repair or replacement, including administration, shipping and call-out costs, will be charged to the Buyer.  7.3 The goods to be delivered by MATTPARTS meet the usual requirements and standards that can reasonably be set at the time of delivery and for which they are intended for normal use in Belgium. The warranty mentioned in this article applies to items intended for use within Belgium. In the case of use outside Belgium, the Buyer must verify whether the use is suitable for use there and meet the conditions set for this. In that case, MATTPARTS can set other warranty and other conditions with regard to the goods to be delivered or work to be carried out. 7.4 The warranty referred to in paragraph 1 of this article applies for a period of 3 months after delivery, unless the nature of the delivered goods dictates otherwise or the parties have agreed otherwise. If the warranty provided by MATTPARTS concerns an item that was produced by a third party, the warranty is limited to that provided by the manufacturer of the item for it, unless otherwise stated. 
7.5 Any form of warranty will be void if a defect has arisen as a result of or arises from improper or improper use thereof or use after the expiration date, improper storage or maintenance thereof by the Buyer and/or by third parties when, without written permission from MATTPARTS, the Buyer or third parties have made or attempted to make changes to the item,  other items were attached to it that do not need to be attached to it or if they were processed or processed in a manner other than the prescribed one. The Buyer is also not entitled to a warranty if the defect is caused by or is the result of circumstances beyond the control of MATTPARTS, including weather conditions (such as extreme rainfall or temperatures) etc. 7.6 If a defect is reported later, the Buyer is no longer entitled to repair,  replacement or indemnification. 7.7 If it is established that an item is defective and a complaint has been made in a timely manner, MATTPARTS will replace the defective item within a reasonable period of time after receipt thereof or, if return is not reasonably possible, written notification regarding the defect by the Buyer, at the discretion of MATTPARTS, or arrange for its repair or pay substitute compensation to the Buyer for it. In case of replacement, the Buyer is obliged to return the replaced item to MATTPARTS and to provide ownership of it to MATTPARTS, unless MATTPARTS indicates otherwise.  7.8 MATTPARTS reserves the rights and powers that are vested in it under the Copyright Act and other intellectual laws and regulations. MATTPARTS is entitled to use the knowledge gained by the execution of a contract on its part for other purposes as well, insofar as no strictly confidential information of the buyer is brought to the attention of third parties.  7.9 The offers, drawings, photographs, calculations, descriptions, templates and information issued by us remain the property of MATTPARTS at all times, even if costs have been charged for this. The aforementioned offers, provided drawings, calculations, descriptions, molds and information may not be communicated to third parties without written permission from MATTPARTS.  
Article 8 Liability 8.1 We "Mattparts", as well as our suppliers, can only be held liable as provided for in this article.  We are only liable in the event of our own fraud or intentional error, not e.g. in the event of gross negligence.  We are not liable to the customer and/or third parties for defects in delivered goods, except as provided for in articles 6.7 and 7.1.  We are in no way obliged to compensate for indirect or consequential damage (such as but not limited to loss of profit, personnel costs, loss of opportunity, complaints or claims from third parties), economic damage, physical damage, damage to goods of the customer and/or of third parties for goods sold, rented or possibly given on sight. Delivery of goods is always at the risk and expense of the customer. In any case, the customer must provide the necessary import and payment permits. However, the customer is not released from his contractual obligations if he cannot obtain these documents (in time). In the event of liability, we are obliged to pay compensation at most up to the amount invoiced by us. 8.2 The buyer indemnifies MATTPARTS against any claims from third parties, who suffer damage in connection with the execution of the agreement and the cause of which is attributable to others than MATTPARTS. If MATTPARTS is sued by third parties on this basis, the buyer is obliged to assist MATTPARTS both out of court and in court and to immediately do everything that may be expected of him in that case. If the buyer fails to take adequate measures, MATTPARTS is entitled, without notice of default, to do so itself. All costs and damage on the part of MATTPARTS and third parties arising as a result, are entirely at the expense and risk of the buyer.  8.3 Goods wrongly returned to MATTPARTS by means of a signed order, remain at the disposal and at the risk of the Buyer, any transport, transport and/or storage costs are for his account.  8.4 Installation Suggestions: Any installation suggestions and material recommendations we make are based on the parameters and individual terms specified by the customer.  It always requires practical tests on the customer's premises before implementation.  Due to the wide range of possible uses of our products, we are not liable for the accuracy of the recommendations in individual circumstances unless we have guaranteed it in writing. Suggestions for installation are our intellectual property and should not be passed on to third parties.
Article 9. Brand Names/Product References/Descriptions 9.1 Brand names such as Cat®, Caterpillar®, John Deere®, Komatsu®, Volvo®, Hitachi®, Doosan®, JCB®, Hyundai® and other names mentioned are registered trademarks of their respective original equipment manufacturers (OEM).  At Mattparts, we are not associated with or recognized by these manufacturers. All brand names, descriptions, type numbers and symbols on our website, webshop or other expressions are used for reference only, to indicate the suitability of parts.  Our parts are not original parts (OEM), unless explicitly stated otherwise.  Cat® and Caterpillar® are registered trademarks of Caterpillar Inc.

10. Applicable law and disputes 10.1 All our agreements are governed by Belgian law. Any disputes arising in the context of this agreement can only be brought before the courts of the district of Turnhout. 10.2. Information on alternative dispute resolution can be found via this link: http//ec.europa.eu/odc/, but we reserve the right to submit disputes exclusively to the courts of the district of Turnhout.