General selling conditions and intention of title clause:
1. All offers, sales and deliveries are made under the following conditions. These General Terms and Conditions of Sale are assumed to be known to the purchaser. The absence of any protest within eight days after their acknowledgement will trigger their enforceability and that also for subsequent agreements. All other terms and condition of the purchaser shall be absolutely void, unless the seller has agreed to them in writing. Changes or deviations shall be only valid if they have been agreed to by the seller in writing.
2. Orders are only binding if there is a written order confirmation by the seller. The handing out of price lists, tariffs and catalogues shall not constitute any commitment on the part of the seller. The prices indicated shall be subject to change and not binding. All sales shall be considered as done in Ooigem, Belgium. The deliveries shall be carried out EXW (‘ex works’); the goods shall travel at the purchaser's risk. The indication of delivery dates shall be merely indicative but not binding. Delays in the delivery can neither give rise to rejection of the goods nor to any compensation.
3. Goods that have been damaged or modified shall not be reversed.
4. Complaints must be filed within eight days after the receipt of the goods; otherwise they shall not be taken into consideration anymore. In case a complaint turns out to be justified, the liability of the seller shall be limited to the refund of the purchase price of those goods of which it has been established that they had not been in order or to the replacement of those, at the discretion of the seller.
5. All costs related to payment shall be borne by the purchaser. All invoices shall be made out in the currency agreed on and accepted by the seller. Conversions shall not be accepted. The seller reserves the right to immediately claim any occurring exchange-rate difference. All invoices shall be payable within 30 days at the registered offices of ILIAS TRADE BVBA. ILIAS TRADE BVBA shall not grant any discount for cash payment.
6. In case of late payment, default interests shall become payable at the rate equal to the basic rate as stipulated in Article 1 d of the Directive 2000/35/EC, increased by 7 percentage points and rounded to the higher half per cent, without any notice being given for the delay. In addition, a fixed conventional flat-rate compensation of 10 per cent of the outstanding balance, with a minimum of EUR 50.00 and a maximum of EUR 1,860.00 shall be payable, and this by rights and without notice, irreducible. The foregoing provisions shall be valid even if deferred payment should be agreed on. Any further delivery shall be stopped any time the purchaser fails to pay the foregoing invoices in time and such an interruption of delivery can never give rise to any compensation payable by the seller. The drawing or accepting of bills of exchange or other negotiable documents shall not include any renewal of debts and shall not constitute any deviation from the Terms and Conditions of Sales.
7. The goods shall remain the property of the seller as long as the purchaser has not paid the purchase price in full to the seller, even if the goods have been processed and/or been sold by the purchaser. In the latter case, the claim on the resale shall be ceded to the initial seller by rights. In case the purchaser remains in default, the seller may repossess the delivered good immediately and without any formality.
8. On the sales effected by ILIAS TRADE BVBA, only the law of Belgium shall be applicable.
9. Only the court of the jurisdiction of Kortrijk (Belgium) and the Justice of Peace of the canton of Waregem shall be competent to hear disputes in connection with the invoices issued or the contracts concluded.