Elysta
Erwan Morelle

La croix, 152
5300 Coutisse
Belgique

VAT BE0 552 625 628

General terms and conditions of sale

6 Feb 2018

1. General provisions

These general provisions specify, without prejudice to any of their specific provisions, the contracting parties must comply with their respective obligations on the occasion of sales made by our services.
By signing the agreement or order form or by accepting the order confirmation, our co-contractor acknowledges that he has read the terms and conditions of sales and he confirms his acceptance of these Conditions.
The provisions which he is not specifically derogated remain applicable. Any exceptions to this requirement require separate written agreement on our part.
In case of contradiction with the present conditions, the co-contractor and ours, it is provided that the latter prevail in the event of any inconsistency or conflict.

2. Effectiveness of tenders

In the absence of any express written provision to the contrary, the effectiveness of our tenders is within 30 days after the invoice date.

3. Orders

No order sent to us directly by the purchaser shall become final without our express written acceptance.
The modifications made by the purchaser to its order or to the seller’s offer shall only be valid if accepted and confirmed in writing by the seller.
Should the Client unilaterally cancel an order, compensation shall be due in line with the proportion of 30 % of the total amount of the command.

4. Delays

The scheduled periods of our deliveries or services are given for information only, unless otherwise stated.
In case a delivery date is binding, it must be clearly indicated and accepted and such in the order or in the agreement. In that case,  if delivery is delayed, the Client shall be eligible for compensation provided that it shall not exceed 10 % of the total amount of the order.

Even in such a case, the following circumstances shall exempt the seller :

In case of force majeure (including among others strikes, incident of technical nature, delays of our supplier and manpower shortage);
Noncompliance with the agreed payment conditions;
Changes decided by the Client during work in progress;
Failure to supply the needed information within a mentioned period;

5. Delivery – Supply

If the buyer fails or refuses to comply with the delivery of ordered products or services, we reserve the right to demand the fulfillment of the contract or to treat the contract as having been cancelled by operation of law, after prior formal notice. In the latter case, the customer owes inclusive compensation of at least 30 % of the value of the order, in genuine right and within 8 days after the notification.

6. Reservation of title clause

The seller retains the property rights to all sold items until payment has been received in full (possible charges, interest and penalties). Consequently, The customer is expressly prohibited from selling, transferring, pledging and in general alienating the goods before the clearance of the accounts. 

The seller can avail himself of the present title retention clause 8 days after the sending of a formal payment notice by registered letter with an acknowledgement of receipt, sent to the purchaser and gone unheeded. The products must be returned to the dealer immediately upon request.

The purchaser remains responsible for all loss or damage, even caused by fortuitous event or force majeure, of the sold goods.

7. Prices

All prices quoted are in Euros, excluding VAT.
Unless otherwise stated, they do not include expenses related to  transport and delivery that will be invoiced as an extra.
Our prices are in principle not reviewable, but we can reflect them in VAT rate change operating before the date of delivery.

8. Payment

All payments are to be made to our registered office at the latest within 30 days after the date of invoice.

Any unpaid invoice at the due date shall bear, by right and without formal notice, an interest for late payment of 12% per year, with a minimum rate provided for by Article 5 of Law of 2 August 2002 and its proposal on late payments in commercial transactions.
Any invoice not paid on the due date will be subject to a fixed surcharge and after a formal demand, of 15% of the outstanding invoice amount, and this with a minimum of EUR 50.00 per invoice.

All contestations related to an invoice must be submitted in writing within the 15 days following the reception of the invoice.
In such case where our obligations are executed incorrectly, the consummer, such as defined by the Law of July 14th, 1991, can claim damages to the extent and under the conditions decided by this clause.

9. Warranty

All products are appropriately approved by the purchaser within 5 calendar days after delivery, unless a definite and detailed claim notified by registered letter before this period expires.

The license will replace the delivered products whose conspicuous defects or non-compliance defects have been duly proved by the Buyer at the delivery or within 5 calendar days.

With the exception of referencing services, we provide a warranty against hidden defects in our products and benefits for  twelve months from the date of delivery. This warranty is however subject to the following conditions. 

The warranty is implemented only if the following conditions are met.

The defect must render the product unfit for normal use or unfit for intended use, if the seller was acquainted with the intended use;
the product is under normal conditions of use; this warranty is invalid if the installation instructions are not followed when installing the product, and in case of any modification by an unqualified person approved by us.
To be entitled to solicit the benefit of the warranty, the purchaser shall have to notify us in a definite and detailed way any claim related to the defects provided for under the terms of this article by registered letter within 1 month after they discovered or should have normally discovered the defects.

Legal warranty claims are fulfilled either by mending or replacement at our choosing. They will not at all be refunded.

The purchaser acting on non-professional purposes is entitled to legal rights by the Law of 1 September 2004 governing the sale of consumer goods . This derogation shall be applied without prejudice to these rights.                                                                  In accordance with Article 1649 §2 of the Civil Code, the consumer must inform the seller of any lack of conformity within 2 months from the day on which the consumer has noted the defect.

10. Resolution – Termination in the wrongs of the cocontracting party

The preceding provisions do not contain any renunciation to our right to claim, at our convenience, enforcement of the contract where possible or demand termination with compensation in case of non-compliance or failure of our co-contractor to fulfill its contractual obligations.

In the event of a withdrawal-resolution from the contract in the wrongs of the co-contracting party, the Client shall also be liable for fees of 30% calculated on the total amount due.

11. Disputes

In the event of any dispute between the parties, the matter shall be decided by the The Commercial Court of our Head Office, the only court having jurisdiction

12. Alteration of convention

Any change in specific agreements or these contractual terms will have to be subject to the signature of a formal written contract between all parties.

13. Severability clause

The nullity or illegality of a provision does not affect the validity or nullity of other provisions in the Contract nor of the current general terms and conditions agreed upon by the parties – the clauses shall remain in effect.