Terms and conditions for traders
General Sales Conditions governing Remote Sales by Traders
Article 1 – Definitions
Product/Products/Materials/Goods: the Seller’s product range as found in the online catalogue
Company address: Hille 174, 8750 Zwevezele (Belgium)
Buyer: The natural person or legal entity who or which acting in the pursuit of a profession or company and who or which enters into a distance contract with the Seller;
Seller: The legal entity remotely offering materials and/or services to the Buyer;
Parties: Joint designation of the Buyer and the Seller;
Contract: A Contract in which exclusively one or more means of remote communication are used within the context of a system set up by the Seller for the remote sale of materials and/or services, up to and including the conclusion of the Distance Contract;
Online Shop: The domain name through which the Buyer can order materials from the Seller (shop.joriside.be)
Article 2 – Identity of the Seller
Joris Ide NV
Hille 174,BE- 8750 Zwevezele (Belgium)
VAT BE 0450.452.063
RPR Ghent, Bruges division
General phone no.: +32 (0)51 610 777
All contact details and options for contacting us can be found on our online shop in the “Contact us” section.
Article 3 – Scope
The Buyer expressly accepts that these general terms and conditions apply to any offer from, any order placed with, any contract concluded with, and any delivery by the Seller. In other words, these general terms and conditions exclusively govern the entire commercial relationship between the Buyer and the Seller and must always be read in conjunction with the Seller’s General Terms and Conditions for Regular Sales. These General Sales Conditions governing Remote Sales by Traders will prevail in the event of any discrepancies.
The Buyer and the Seller explicitly agree that other purchase conditions, general terms and conditions, and the like other than those of the Seller will not apply in any way, not even tacitly, in relation to the Contract between the Buyer and the Seller.
Deviations from these general terms and conditions must be explicitly accepted in writing by the Seller in advance.
The Seller reserves the right to amend its general terms and conditions at any time, provided these have been communicated to and accepted by the Buyer before they come into force.
Article 4 – Offer, order, and order confirmation
If an offer is only valid for a limited period of time or is subject to specific terms and conditions, this will be explicitly stated on the Seller’s online shop. The offer always contains sufficient information to make it clear to the Buyer which rights and duties are associated with accepting the offer.
Each offer by the Seller is explicitly subject to the availability of the relevant materials.
Orders can be placed through the online shop in Dutch, French, or German. All further communication and the order process will take place in the language chosen by the Buyer.
The Buyer places its order based on the information in the online catalogue.
The Buyer must first place the Product in its shopping cart to place an order. The Buyer must then enter its contact details and invoice details. The Buyer will be given the option to create an account at the end of the order process. This will save the Buyer’s data to ensure that it will not be required to enter these data again for a subsequent order.
By placing its order, the Buyer expressly accepts the price, the properties of the materials, and the applicability of these general terms and conditions with respect to the Contract to be concluded with the Seller.
The Buyer accepts that the order is final from the moment on which its order is placed. The order cannot be modified, cancelled, or revoked, except in the event of prior written approval of the Seller.
4.3 Order confirmation
After placing an order, the Buyer will receive an electronic order confirmation from the Seller within twenty-four (24) hours.
A link to the general terms and conditions, which can be saved on a durable medium, will be added to the order confirmation.
A Contract is concluded between the Parties by electronic means from the time of receipt of this electronic order confirmation by the Buyer.
The Order Confirmation confirms the Buyer’s order, specifying the expected delivery period, which will be deemed as provisional. The Buyer expressly accepts that the Seller can unilaterally change the specified delivery period.
Article 5 – Prices
All prices specified by the Seller are expressed in euros. In addition to the price, the Seller may also charge the Buyer VAT, packaging costs, shipping costs, and any taxes or levies to be borne by the Buyer. This will be clearly specified before the order becomes final.
The Seller reserves the right to unilaterally change the prices listed on the online shop.
Article 6 – Payment
6.1. Generalities and retention of title
The materials ordered by the Buyer will remain the property of the Seller until the Seller has received full payment of the price from the Buyer.
Any order by the Buyer will be placed subject to the express obligation of the Buyer to pay the total price of the ordered materials to the Seller.
If the Buyer’s payment cannot be received in full when the order is placed, the Seller reserves the right to postpone the acceptance and delivery or collection of the order.
The Buyer will pay the full amount in cash when completing the order process.
The amount will be deducted from the payment card used on the same date on which the order was placed.
Article 7 – Collection/delivery
When placing its order, the Buyer can choose between 1) collecting the order at the company address or 2) having the Seller deliver the order, unless the Seller does not permit the collection of materials for security or other reasons.
The goods will be collected on the date agreed between the Seller and the Buyer at the company address as specified in the order confirmation and exclusively during the Seller’s opening hours, as communicated by the Seller. If the Buyer fails to collect its goods within fourteen (14) days, the scheme set out in Article 8.5 of these general terms and conditions will apply.
The Buyer accepts that the loading, stacking, and securing of the goods is done at its own risk. The transport of the goods will also take place solely at the risk of the Buyer, which must also provide suitable means of transport for the goods.
If the goods are to be delivered, the Buyer must provide a delivery address. This address cannot be changed after the order is placed unless expressly accepted in writing by the Seller.
The delivery costs will be clearly specified before the order is placed.
The indicative delivery period depends on the Product ordered and will be clearly specified along with the Product’s other specifications before the order is placed.
Depending on the composition of the order, it may not be possible to deliver all Products together and/or at the same time. However, the delivery costs will be charged only once for every order.
The delivery only includes the delivery of the Product and not its assembly.
Home deliveries will take place exclusively in Belgium.
Transport for home delivery is always at the risk of the Seller. The Seller cannot, however, be held responsible for late delivery or a failure of its supplier or logistics partner to deliver the order. The specified delivery periods are always indicative.
If the delivery address provided proves to be difficult to reach due to, for example, if the access road is not paved or is too narrow for the transport used, the Buyer will owe the Seller a minimum lump-sum compensation of EUR 150 for the delay incurred and/or the unsuccessful transport by operation of law. This is without prejudice to the Seller’s right to recover its actual losses from Buyer.
The Buyer also undertakes to be present at the delivery address at the time of delivery by the Seller. The Seller will take back the materials in the Buyer’s absence. The Seller will inform the Buyer at which address the materials are located. The Buyer can then collect the materials from this address after making a written appointment with the Seller. The Buyer will receive a notice about this in its mailbox. In this case, the Buyer will owe a lump sum of at least EUR 150 to cover the cost of the unsuccessful transport.
The Buyer accepts that the Seller reserves the exclusive right – in the event of delivery to the Buyer – to unilaterally determine the most suitable packaging and shipping method (e.g. by splitting the order into several partial deliveries). The Seller will not take back packaging materials.
The Buyer is expected to inspect the materials that constitute the subject of the Contract for conformity with the Contract and possible defects both in the case of delivery and of collection.
7.5. Liability of the Buyer in the event of failure to collect the order or refusal to accept the order
In the event that the Buyer fails to collect or does not accept the delivery of the materials that constitute the subject of the Contract on the agreed delivery date due to an event that cannot be attributed to the Seller, the Seller, without notice of default or any other notification to this effect being required, will have the right to invoice its storage costs at a rate of 0.5% of the invoiced value of the Products per started week after the original delivery date for a maximum of ninety (90) days.
Should the Buyer not accept the delivery of an order, the Buyer must pay the Seller the full amount of the order as lump-sum compensation, notwithstanding the fact that storage is limited to ninety (90) days. Advances already received will be used by the Seller for the aforementioned compensation. The Parties agree that production will also be understood as acquisition of raw and/or other materials that are not often used by the Seller.
Article 8 – Warranty
The Seller warrants (i) that the Products will conform to the specifications set out in the order confirmation at the time of delivery, taking into account the usual deviations in accordance with the applicable and generally accepted European Standards with associated tolerances and customary usages in relation to the Products.
(ii) that a general warranty for a period of ten (10) years is granted (the “Warranties”), provided that the Buyer complies with the obligations set out below. The Buyer guarantees that its customer and the end-user will comply with the conditions of Article 10 in the event of resale. The Buyer fully indemnifies the Seller against any claims that may arise due to a failure to comply with the provisions of Article 10.
8.1. Conditions governing the applicability of the Warranties
The Warranties will only apply to the extent that the Products or any component thereof:
1. Are always transported and stored in the original packaging under the conditions as indicated by the Seller (i.e. covered and in a safe location, at minimum temperature, at maximum humidity level, in a neutral atmosphere, etc.) or in the absence thereof, at least in conditions consistent with generally accepted practice for this type of Product;
2. Are handled in accordance with the Seller’s instructions and guidelines at all times, or, in the absence thereof, at least with the care and caution generally accepted for this type of Product;
3. Are stored, installed, and maintained in accordance with the instructions and guidelines (including the Product brochures in the catalogue) of the Seller, or, in the absence thereof, with at least the same care and diligence as commonly accepted for this type of Product in order to avoid damage to the Products and/or to immediately identify and report any irregularities;
4. Have not been subject to incorrect storage prior to the processing or placement of the Products or to any non-permitted adjustment, modifications, or repairs or corresponding attempts;
5. Have been “used in a regular manner” for the intended purpose at all times and have not been used, misused, damaged, or incorrectly used in any way whatsoever. For these purposes, “used in a regular manner” will mean regular, ordinary, and routine usage of the Product in question as intended and/or recommended by the Seller;
6. Have always been maintained in accordance with the Seller’s instructions or, in the absence thereof, at least at regular intervals and in a manner consistent with generally accepted practice for this type of Product;
7. More specifically, the Buyer, and in the event of resale, its customer and end-user, are required to take the following actions (with due observance of all rules on sound craftsmanship and all safety and precautionary measures when carrying out the instructions below):
a. To remove any protective film within one (1) month of the delivery with respect to Products with a protective film;
b. To store the Products in the following manner: the Products must be stored in a dry place (below a canopy or a tarpaulin), no water may remain between the Products, the storage location must be sufficiently ventilated, and the Products may not be stored for longer than one (1) month after the delivery.
c. When cutting edges are not coated or when corrosion takes place, to immediately retouch them using materials and in accordance with the methods set out by the Seller; and
d. To check the Products and cladding of the building regularly, at least once a year; and
e. To regularly clean and touch up the Products where necessary to comply with the guidelines and instructions of the Seller or, in the absence thereof, in the manner and with the same care and diligence as generally accepted for this type of Product.
8.In no event will the Seller be liable for any defect, shortage, loss, or damage to the Products or any component thereof which arises as a consequence of (i) the failure to comply with the conditions set out in Article 10.1., or (ii) condensation, mould, or any stains attributable to the storage and/or maintenance and/or placement not in accordance with the guidelines and instructions of the Seller or, in the absence thereof, in accordance with generally accepted practices for this type of Product, or (iii) the corrosion of cutting edges which were not coated or corrosion or peeling as a result of a reaction of the Products and/or of the Products getting covered by corrosive substances and fumes containing acids, bases or detergents or by abrasive substances, or (iv) wear and tear, or (v) conditions that may accelerate the process of corrosion of steel, such as but not limited to climatological conditions such as exposure to extreme temperatures, or salt and/or sand, or other effects resulting from causes within the building, or as a result of the presence of contaminating substances or of abnormal atmospheric pollution or contact with aggressive fumes or chemicals, the emission of harmful gasses, vapours, or chemicals from natural or artificial sources at or within 500 metres from the location where the Products have been placed, or (vi) the accumulation of dirt, or creation of puddles on roofs and/or insufficient close covers due to which water and other contaminating substances are trapped, or (vii) the placement of other Products and accessories (including but not limited to) solar panels or any other activity which leads to an additional burden on the Products of the Seller, except for the use and application of the Products recommended by the Seller for this purpose in its Product Range in accordance with the product brochures of the Seller.
8.2 Colours and shades of colour
Unless specifically agreed in writing, the Seller does not guarantee the uniformity of the colours and shades of colour. If the aforementioned stipulation is agreed on, said uniformity will be judged in accordance with local practices in force in the sector at that time and will only apply to all Products or any part confirmed as such by the Seller and ordered by the Buyer in a single order (from the same batch of steel). Colour charts and/or colour photos of Products in the Seller’s catalogue, prospectuses, and other canvassing materials are intended for advertising purposes only and may deviate from the actual colours and shades of colour delivered.
8.3 Remedies under the Warranties
8.3.1. If the Seller acknowledges that the delivered Product or any part thereof does not comply with the Warranties with respect to any Products that have not yet been processed or installed, the Seller will, at its own expense and at its discretion, either: (i) repair, correct, or modify the Product or the component concerned; or (ii) replace the Product or component(s) thereof, or (iii) refund their price, or (iv) in the event that the price has not yet been paid in full or has only been paid partially by the Buyer, reduce the price, or (v) dissolve the Contract with restitution of the corresponding purchase price.
A replacement component will be at least a functional equivalent of the original component. The replaced Product and/or component(s) will become the property of the Seller and will, at the request of the Seller, be returned to the Seller by the Buyer at the Seller’s risk and expense.
8.3.2. Repair of the installed and processed Products and/or components under the Warranties will cover the cost of material and labour. However, this will not extend the original duration of the Warranties. The replacement of the installed and processed Products and/or components under the Warranties does cover the cost of material and labour but does extend the original duration of the Warranties.
8.3.3. Return of defective Product or components to the Seller and back to the Buyer:
a. In no event will the Buyer return a defective Product or any component thereof to the Seller without the Seller’s prior written approval.
b. Prior to the return of any defective Product or part thereof to the Seller, the Seller will, in consultation with the Buyer, determine whether the repair or replacement of the defective Product will be carried out at the location where the Product is installed or on the Seller’s premises or at a third party designated by the Seller.
c. The costs of the packaging, transport, and insurance concerning the shipping of the alleged defective Product or part thereof to the Seller for repair or replacement will be borne by the Buyer if it becomes clear that no repair or replacement was necessary. These costs will be borne by the Seller if it is established that essential repairs or replacements were required.
8.3.4.The remedies set forth in Article 10.3.1 will constitute the sole and exclusive options for the Buyer and be the sole and exclusive liability of the Seller regarding the Warranties for which it is responsible, which remedies will never exceed the applicable sales price of the Product to be replaced, which means that any compensation for any resulting damage is excluded.
The remedies set forth in Article 10.3.2 will only entitle the Buyer to additional compensation for the costs for placement or removal against market rates if it is established that the defect did not exist and could not be discovered prior to the assembly or installation of the Product and subject to the condition that the Buyer complied with its obligation to limit damages and strictly followed all assembly/installation procedures and subject to the express condition that compensation for any derivative damage is excluded.
The Warranties set out in these conditions do not apply with respect to the Products bought by the Buyer in the state known to the Buyer with visible defects and deformities and/or for Products that are specifically marked as “non-prime” or any other equivalent, and sold as such.
8.4. Any technical advice given by the Seller before and/or during the use of the Products, either verbally or in writing, will be given in good faith based on the current state of scientific knowledge. The advice does in no way releases the Buyer from its obligation to assess the Products delivered by the Seller for their suitability for the intended processes and/or application(s) and to use them exclusively for these purposes. The use and processing of the Products for a specific application thus take place subject to the exclusive responsibility of the Buyer.
Article 9 – Complaints
9.1. Visible defects
The Buyer will inspect the Products at the time of collection or delivery, including with respect to their quantity, dimensions, weight, and conformity with the data listed on the order confirmation/shipping note, and will notify the Seller of any visible damage of the Products by means of a written complaint within seventy-two (72) hours.
In the event that the Products are transported at the expense and/or risk of the Buyer, the Buyer must send a substantiated and detailed complaint to the Seller by registered mail and, in the event of transport by CMR, to the carrier for any loss of and/or transport damage to the Products.
Contested Products must be made available to the Seller at no cost to enable the Seller to carry out a cross-inspection (either judicial or extrajudicial), and they can only be returned to the Seller with the Seller’s prior written permission.
9.2. Hidden shortcomings
The Seller must be notified of any repair or replacement claims based on the Warranties set out in Article 10 in writing within eight (8) days from the date on which the defect or shortcoming was discovered or noticed or could have been noticed for the first time.
Article 10 – Force majeure
No party will be liable vis-à-vis the other party for any default or delay in the performance of any of its obligations as a result of a situation of force majeure, such as but not limited to fire, explosion, strikes, riots, civil or international war, invasion, epidemics, government actions, storms, earthquakes, refusal by the authorities to grant import/export permits, or the revocation thereof, the inability to obtain the Products and/or the raw materials and/or parts in a timely manner and/or in sufficient quantities because of force majeure at third parties, or any other cause beyond the reasonable control of the other party. Force majeure is excluded with respect to payment obligations.
The Parties must immediately inform each other if a situation of forces majeure occurs.
If the Parties are confronted with a situation of force majeure, the performance of their contractual obligations will be suspended for as long as the force majeure situation persists by operation of law.
If the force majeure situation lasts for more than one month, the Seller has the right to terminate the agreement unilaterally, at no cost, and with immediate effect.
Article 11 – Liability
Except in the case of gross negligence or deliberate intent of the Seller, the Seller’s liability is expressly limited to (i) compensation for foreseeable, personal, and direct damage to the Buyer and (ii) the amount that the insurer of the Seller will pay, where relevant, or (in the event of non-payment) the invoiced amount related to the delivery or service from which the liability arises.
The liability of the Buyer concerning all indirect or consequential damage is excluded.
The Seller will only be liable for possible damage as a result of late delivery if an intentional error, a gross error, or fraud attributable to the Seller or its employees and/or agents can be proven.
Use of the online shop
The Seller cannot be held responsible for any damage suffered by the Buyer while visiting the online shop in the event of malfunctions, interruptions, or errors in the electronic provision of the online shop or in the event of inability to access the online shop.
The Seller will make every reasonable effort to ensure that the information entrusted to it is correct at the time of inclusion in its files. However, these files may contain incomplete, inaccurate, or outdated information.
The Seller reserves the right to delete data submitted by users from its online shop if these data do not comply with the online shop’s purposes.
The Seller cannot be held responsible for Internet fraud by third parties. We always advise you to contact us in the event of any doubts about promotions, special offers and/or other transactions. All the contact details and options for contacting us can be found on our online shop in the “Contact us” section.
Article 12 – Privacy
Article 13 – Intellectual property
The information on the Seller’s online shop may only be downloaded for informative and private purposes. Any other use is prohibited.
Unless explicitly agreed otherwise in writing by the Seller, the Buyer will never disclose any confidential information or information owned or controlled by the Seller to the public or any third parties.
All patents, trademarks, copyrights and/or any other intellectual property rights and/or any property or confidential information regarding the Products will remain the property of the Seller or its licensor. The Buyer may not derive any rights whatsoever from the patent, the license, or any other intellectual property right belonging to or held by the Seller. The presentation, reproduction, dissemination, sale, distribution, publication, adaptation, and use for commercial purposes in any way, whether in whole or in part, as well as the electronic storage or use for illegal purposes, is prohibited without the prior written permission of the Seller or the rightful owners, except in order to identify the Products or services.
Article 14 – Divisibility
The possible partial invalidity, nullity, viability, or unenforceability of one or more provisions of these general terms and conditions does not affect the validity, viability, and enforceability of the other provisions. Where appropriate, the Parties undertake to replace the relevant provision with a valid, viable, and enforceable clause which corresponds to the original purpose of the relevant provision as closely as possible.
Article 15 – No waiver
The fact that one of the Parties does not demand compliance with a provision of these general terms and conditions in a given circumstance can in no way be interpreted as a future waiver.
Article 16 – Competent courts
These general sales conditions are governed by the laws of Belgium, with the exclusion of the provisions of private international law and the Vienna Convention (UN Convention on Contracts for the International Sale of Goods). Only the Courts of Ghent, Bruges division, will be competent in case of any disputes.