Applicable to all types of services (sales and services)
Introduction
1. These general terms and conditions apply to current and future contracts (“contract”) for the supply of goods (including machines, spare parts and other goods), the provision of services or training between our customers (“client”) and us (“contracting party”, together “contracting parties”) exclusively within the framework of a business relationship. Our deliveries, services and training courses shall only be carried out on the basis of the following conditions, which shall form an integral part of the contract. Business conditions of the customer which we have not expressly recognised shall not be valid. These conditions shall apply subject to any agreement to the contrary between the client and the contractor.
2. The general terms and conditions specific to the provision of services, like the general terms and conditions specific to training and the general terms and conditions specific to sales, shall supplement the general terms and conditions.
3. Oral agreements between the contracting parties shall be formalised in writing.
4. Orders are only binding after confirmation by the contracting party.
5. The information and illustrations in the contractor’s brochures and catalogues are, in accordance with the practices of the profession, approximations, unless they have been expressly stipulated as binding and are certainly not contractual.
Confidentiality
6. Documents (samples, models, data, etc.) received by one of the contracting parties by virtue of the business relationship may only be used for the purposes of the business relationship. Each of them shall use all necessary means to preserve the confidentiality of these documents. This obligation of confidentiality is effective from the time of receipt of the documents and ends 36 months after the end of the business relationship.
7. This obligation does not apply to documents which are already public at the time of receipt by one of the contracting parties or which are subsequently made public by an authorised third party or for which the contracting party has expressly waived the obligation of confidentiality.
Ownership of technical drawings or documents
8. SRL OHIS INDUSTRIE remains the owner of all industrial and intellectual rights related to the goods delivered by it to the customer, including inventions, drawings, programs, etc.
Prices
9. Prices are expressed in Euros and are exclusive of VAT. Unless otherwise specified, the prices do not include packaging, freight, postage, insurance or any taxes.
Terms of payment
10. Unless explicitly agreed otherwise in writing, invoices (with the exception of advance payment invoices) must be paid to the registered office of OHIS INDUSTRIE SRL within 30 days of the invoice date.
11. Any invoice not paid on the due date, totally or partially, will be increased by right and without prior notice, by a fixed compensation of 15% with a minimum of 100 euros and will produce interests on the principal as well as on the amount of the compensation, at the rate of 12% per year.
12. Failure to pay an invoice on the due date shall result in the forfeiture of the term granted for all deliveries made and shall render any invoice, even if not due, immediately payable. It also gives SRL OHIS INDUSTRIE the right to suspend deliveries or to terminate the current contracts for the supplies still to be delivered.
13. In the event that partially defective goods have been delivered, the client is obliged to pay for the non-defective part, unless the partial delivery is of no interest to him. The customer shall be entitled not to pay for the defective part, provided that his claims are undisputed or legally established by a final decision.
14. If, after the conclusion of the contract, it becomes apparent that the contractor’s right to payment is threatened due to a lack of financial capacity on the part of the client, the contractor may refuse to perform his obligations and grant the client a reasonable period of time in which to make payment or provide security. On expiry of the said period, the contractor shall be entitled to terminate the contract and to claim damages. In addition, the contractor shall be entitled to terminate the contract in the event of the filing of an application for the opening of insolvency proceedings against the assets of the principal.
Reservation of property
15. The contractor reserves the right of property of the goods delivered or made available to him under a service contract until the agreed price for the goods and labour has been paid in full.
16. The principal is free to sell these goods in the regular course of business as long as he fulfils his obligations arising from the business relationship. He may not, however, encumber the reserved goods or transfer ownership of them by way of security. He is obliged to protect the rights of the contracting party in the event of resale of the reserved goods on credit.
17. In the event of non-payment, the contractor is entitled to reclaim the goods delivered or made available to him without prior notice of default. The principal shall cooperate with the contractor in exercising the right of reclaim.
18. The client shall assign, with immediate effect, all claims and rights arising from the sale or authorised rental of the goods to which the contractor has rights of ownership by way of security.
19. The client may at any time process or transform the reserved goods. If the goods are processed or mixed inseparably with other objects not belonging to the contractor, the contractor shall acquire co-property of the new products in the amount of the invoice value of the reserved goods in relation to the processed or mixed objects at the time of processing or mixing. If the reserved goods are combined or mixed inseparably with other movable objects to form a homogeneous product and if the other objects are regarded as the main product, the client shall transfer co-property to the contractor on a pro rata basis, insofar as the main product belongs to him. The principal shall retain ownership or co-ownership for the contractor.
20. The client must inform the contractor as soon as possible of any enforcement measures taken by a third party against the reserved goods, assigned claims or other securities and hand over the necessary documents for any intervention.
21. If the value of the securities held by the contractor exceeds the total claims by more than 20%, the contractor shall be obliged, at the request of the client, to release the securities.
Collaboration of contractors and services to be provided by the client
22. In the event of new legal regulations, standards or directives that may affect the provision of services, the contractor may adapt his services, if he has the technical and human capacity to do so, and reserves the right to adapt his price accordingly.
23. The contractor shall provide all the tools necessary for his intervention. He guarantees that his service technicians comply with all safety and health regulations. He reserves the right to subcontract certain services to third parties.
24. Unless otherwise agreed, the contractor is not bound by any obligation of result. Any commitment to intervene within a certain period of time shall apply exclusively to the time of arrival at the client’s site and shall not include the time required for repairs, maintenance or conversion of his installation.
25. The client undertakes to make its installations available to the contractor’s service technicians at the times specified, for the duration of their intervention. Any waiting times and interruptions will be invoiced to the client in accordance with the applicable rates.
26. The client shall provide the contractor’s personnel with the safety register, a copy of the technical documentation and the operating and maintenance manual for his installation and shall inform them of the current state of the installation.
27. The client must inform the contractor’s personnel of all the internal regulations of the operating site and of any risks to their safety and health. If specific training is required, this will be invoiced to the client in accordance with the applicable rates.
28. The client shall provide the contractor’s personnel with all necessary personal protective equipment.
29. The contractor’s personnel shall be entitled to use the client’s sanitary facilities and canteens.
30. The client must appoint a contact person responsible for coordination during the work.
31. Unless otherwise agreed, in the event of the need for lookouts (coordination, aerial platform, etc.), the client undertakes to make them available to the contractor for the duration of the intervention.
32. The client guarantees safe access to its installations (lifelines, aerial work platforms, scaffolding, gangways, etc.).
33. Unless otherwise agreed, the provision of test loads and their handling is the responsibility of the client.
34. If the client wishes specific services to be performed or specific resources to be made available, he must inform the contractor within a reasonable period of time. These services and resources shall be invoiced to the client in accordance with the applicable rates.
Working hours
35. The working hours of the contractor’s personnel are subject to the provisions of the Labour Code.
Regulatory tests and inspections
36. If the legal provisions require an inspection by an approved body, this shall be organised and paid for by the client, unless otherwise agreed.
Defects
37. Complaints about defects must be communicated to the contractor without delay and in writing. The client undertakes to grant the contractor a period of time in which to remedy any defects found.
38. The contractor reserves the right to claim compensation in the event of unjustified complaints.
Force majeure
39. Industrial disputes, unrest, official measures, non-performance of subcontracting tasks by our suppliers and other cases of force majeure shall release the contracting parties from their respective obligations, provided that one of the contracting parties informs the other without delay.
Data protection
40. All data collected relating to the client, its employees, managers and customers shall be processed in accordance with the provisions of the European Regulation of 27 April 2016 on the protection of personal data under the conditions detailed on the website of SRL OHIS INDUSTRIE at the following address: www.ohis.be. The customer acknowledges these detailed conditions and confirms that SRL OHIS INDUSTRIE has communicated them to its employees, managers and customers as far as necessary.
Prescription
41. The limitation period for all rights and claims related to our services is 12 months from the date of transfer of risk in case of sale and from the date of performance in case of services.
Jurisdiction and applicable law
42. All disputes shall fall under the exclusive jurisdiction of the courts of the district of Brussels. Only Belgian law shall apply.
43. the application of the United Nations Convention of 11 April 1980 on Contracts for the International Sale of Goods (CISG – “Vienna Convention”) is excluded.
Specific terms and conditions of sale
Delivery
44. Unless otherwise agreed, OHIS INDUSTRIE delivers its products “ex works”. The customer will be notified when the goods are ready for shipment or collection.
45. Partial deliveries are allowed and will be invoiced separately.
Delay in delivery
46. In the event that the originally agreed delivery dates cannot be met, the contractor shall immediately inform the client in writing, stating the reasons for the delay and the probable delivery date of the goods.
47. In the event of a delay in delivery as a result of an event referred to in Article 39 or an action or omission by the principal, the delivery period shall be extended accordingly.
48. The client is entitled to unilaterally terminate the contract if the failure to meet the original delivery deadline is attributable to the contractor and if, despite the granting of a deadline, the delivery has not taken place.
Dispatch and transfer of risk
49. If the customer is contractually obliged to collect the goods from OHIS INDUSTRIE’s warehouse, the customer shall immediately take delivery of the goods announced as ready for dispatch or collection, failing which OHIS INDUSTRIE shall be authorised to dispatch or store them at the customer’s risk and expense.
50. The transfer of risk occurs at the moment of loading the goods, including in case of subcontracting.
51. In the event that it is contractually agreed that OHIS INDUSTRIE SRL will deliver the goods to the customer, the transfer of risk shall take place at the time of unloading the goods, including in the case of subcontracting.
Defects
52. The parties agree that the delivery, acceptance and approval of goods and assembly shall take place without any formality at the time of taking possession, as regards conformity and visible defects. It is mutually agreed that any other defects must be notified to SRL OHIS INDUSTRIE by registered letter, at the latest eight calendar days after delivery.
53. The quality of the goods shall be assessed exclusively in relation to the agreed technical delivery specifications. If the contractor has to make deliveries to the client on the basis of drawings, specifications or samples drawn up by the contractor, the contractor alone shall bear the risk of the goods not being suitable for the intended use.
54. The contractor shall not be liable for defects resulting from improper or incorrect use, assembly, commissioning by the client or a third party, normal wear and tear, incorrect or negligent handling, or the consequences of improper modifications or repairs undertaken by the client or a third party without the agreement of the contractor. The same shall apply to defects which reduce the value or suitability of the goods only to a very small extent.
55. The Act of 25 April 1991 on civil liability for defective products is applicable.
56. If a first acceptance of the goods or a first sample test is agreed between the contracting parties, the principal may not subsequently rely on a defect of which he should have been aware from the first acceptance of the goods or the first sample test.
57. OHIS INDUSTRIE SRL must be able to establish the alleged defect. The contested goods must be returned immediately, at the request of OHIS INDUSTRIE. If the customer does not proceed to the immediate return or if he makes changes to the contested goods without the agreement of SRL OHIS INDUSTRIE, he loses his possible rights.
58. In the event of a justified complaint, SRL OHIS INDUSTRIE undertakes to improve the disputed goods, or to replace them. The client commits to grant SRL OHIS INDUSTRIE a deadline to remedy the defects.
59. SRL OHIS INDUSTRIE reserves the right to claim compensation in case of unjustified complaints.
60. If the contractor does not fulfil his obligations within the time limit, the client may grant him a reasonable period of time. After the expiry of this period, the client may demand a reduction in price, terminate the contract or carry out the necessary improvement of the defective goods himself or through a third party at the risk of the contractor. However, reimbursement of costs is excluded if the expenses increase due to the transport of the goods to another location after delivery, unless this corresponds to the proper use of the goods.
Other rights
61. Unless otherwise agreed, any other claims of the customer against OHIS INDUSTRIE GmbH are excluded. Claims for damages based on possible breaches of contract, unlawful acts, or damages other than those affecting the delivered goods are excluded. Furthermore, we shall not be liable for any loss of profit or any other financial loss suffered by the customer.
62. This provision applies to the personal liability of the contractor’s employees, workers, collaborators, legal representatives and executing personnel.
Long-term contracts and price adjustments
63. OHIS INDUSTRIE GmbH reserves the right to apply the principle of pre-invoicing at the then current selling price to all its service contracts at any time.
64. Unless otherwise agreed, the duration of a service contract shall be one year. The contract shall be tacitly extended for periods of 1 year each, subject to termination in writing at least 3 months before the expiry of the current contract period. The customer shall remain liable for payment of the expiring contractual period, notwithstanding any written termination by SRL OHIS INDUSTRIE or by the customer.
65. At the request of the client, the contract for long-term services (the duration of which exceeds 6 months or is indefinite) which undergoes a significant change in terms of labour, material or energy costs, may be subject to a revision for an amount determined by the contractor on the basis of objective criteria.
Price
66. Unless otherwise agreed, the hours worked, travel and travel expenses and any surcharges are invoiced in accordance with the rates in force. The service report, which serves as the basis for drawing up the invoice, shall be presented to the client for signature at the latest at the end of the service.
67. If the service includes a workshop inspection with the drawing up of a report and a repair estimate, the contractor reserves the right to invoice the client for these costs up to a maximum of EUR 150 plus a recycling fee of EUR 75 or transport costs for the return of the material if the client does not order the repair within 30 days of the date of the estimate.
68. The costs of subcontracted services (means of access, transport of materials required for the performance of the service etc.) shall be invoiced to the client with a customary margin.
Prices
69. The price of the trainings is the one indicated in the estimate. It includes the costs of the training and the documentation provided for in the quotation.
70. The costs of subcontracted services (material necessary for the realisation of our service, transport of material etc.) will be re-invoiced to the client with a usual margin.
Registration
71. Registration must be made in writing and signed by the employer of the participant(s).
72. Unless otherwise agreed, the registration fee shall be payable upon registration. All ancillary costs (travel, accommodation, etc.) shall be borne by the participant.
73. All cancellations must be notified in writing. In the event of cancellation less than 10 days before the start of the course, no refund will be made. In the event of cancellation at the contractor’s initiative (in particular if the minimum number of participants is not reached), the registration fee will be refunded in full.
74. A list of the names of the participants with their surnames, first names and registration numbers will be sent to the contractor at least 10 days before the start of the course.
75. If requested, a medical certificate for each participant must be sent to the contractor at least 10 days before the start of the course.
Infrastructure and equipment
76. The personal protective equipment required for certain training courses will be provided by the client.
77. In the event that a training course takes place at the client’s premises, the client will provide the contractor with an equipped training room, as well as equipment in perfect condition, approved by an approved body, and the necessary surface area for the practical exercises..
Documentation, materials and certificates
78. The documents provided to participants are for their exclusive use. Their reproduction is prohibited.
79. At the end of each training course, each participant receives a certificate of participation. If the training course ends with a theoretical and/or practical test, it is sanctioned by a certificate of success.
Changes
80. The contractor reserves the right to change the trainer, the place of training, the dates originally agreed and to change the programme.
Authorisation
81. The Contractor has ministerial authorisation as a “Manager of a Continuing Professional Development Organisation” No. 00109145/10.
The sales conditions listed below govern the relationship between the company and the customer who makes a purchase on the ohis.be website. Placing an order on our site implies full and unreserved acceptance by the customer of these general terms and conditions of sale specific to the purchase on the Ohis Industrie e-commerce site.
Ohis Industrie reserves the right to adapt or modify the general terms and conditions of sale at any time without prior notice to the customer.
1. Order
The order will be invoiced in accordance with the current price list displayed on the site at the time the order is placed. Any price change posted after the validation of the order in progress will not be reflected on this order.
If, despite our vigilance, articles prove to be temporarily or permanently unavailable, without having been mentioned on the webshop, the customer will be automatically informed by e-mail.
Ohis Industrie reserves the right to cancel any order from a customer who has not paid in full for a previous order.
The information communicated by the customer during the validation of their order is their sole responsibility and Ohis Industrie cannot be held responsible for the impossibility of carrying out the order in the event of an error on the part of the customer.
The photos and illustrations of the products are strictly indicative and non-contractual.
2. Specific conditions for custom-made products
Any order for non-standard or “custom-made” equipment (i.e. equipment not listed in our catalogue, or listed with specific information in our catalogue) cannot be cancelled for any reason whatsoever as long as it is in progress and cannot be exchanged or taken back due to its nature, fragility and method of transport.
3. Quotes
Quotations are only valid in writing, for a period of 30 days from the date of the quotation, unless otherwise indicated in the quotation.
4. Prices
The prices indicated on each article or in the configurator on the Ohis.be website are expressed in euros and do not include shipping, handling and packaging costs. These will be specified in your order and/or quote.
Prices are indicated exclusive of tax, VAT at the legal rate in force in Ohis Industrie’s country of origin.
Ohis Industrie reserves the right to modify its prices at any time but undertakes to apply the prices in force at the time of your order.
Ohis Industrie reserves the right to charge administrative fees for export orders requiring specific formalities. Similarly, any request or need for specific packaging involving additional costs may be invoiced to the customer.
5. Terms of payment and payment
All invoices are payable to Ohis Industrie under the specific conditions agreed between the client and Ohis Industrie.
For all orders of less than 500 € and/or for all first orders, payment is made in cash. After written acceptance by Ohis Industrie, invoices will be payable at 30 days end of month. Any failure to respect these terms of payment will automatically lead to a return to cash payment.
No discount will be calculated for early or cash payment. Any sum not paid on the due date will be increased by penalties of a fixed indemnity of 15% with a minimum of 100€ and will produce mora-tory interest on both the principal and the amount of the indemnity, at the rate of 12% per year.
The non-payment of an invoice on its due date shall result in the immediate payment of all subsequent invoices.
Payment is made by bank transfer or by credit card.
Ohis Industrie reserves the right to suspend all order processing and deliveries in the event of refusal of credit card authorisation by officially accredited organisations or in the event of non-payment.
The customer is advised that Ohis Industrie cannot be held responsible for any misappropriation or fraudulent use of any means of payment.
6. Delivery
All delivery times are given as an indication.
Exceeding the delivery or execution time does not give the client the right to compensation or to cancel the order.
Whatever the destination of the equipment and the terms of sale, delivery is deemed to have taken place as soon as the equipment is taken over by the carrier on leaving the Ohis Industrie warehouse.
The risks relating to the equipment are transferred to the client as soon as it is taken over, even in the case of carriage paid delivery. Delivery can be ensured at the client’s expense on his express request.
In the event that it is contractually agreed that OHIS INDUS-TRIE SRL will deliver the goods to the client, the transfer of risk takes place at the time of unloading the goods.
Delivery methods will depend on the type of product purchased and the weight of the
weight of the product purchased. The appropriate delivery method will be offered to you when you finalise your order.
Shipping costs include packaging, handling and shipping costs. Additional costs may be calculated depending on any administrative formalities.
Shipping costs may contain a fixed and variable part depending on the price, the weight of your order or a specific delivery zone.
We advise you to group your items in one order as we cannot group two or more distinct orders placed separately and you will be required to pay shipping fees for each one.
Your package will be dispatched at your own risk.
All costs of resubmission, storage, change of delivery address or return are at the customer’s expense. Similarly, the customer shall be liable for any additional costs arising from transport, delivery or unloading conditions not foreseen at the time of placing the order.
At the time of delivery, it is the customer’s responsibility to unpack the goods and to carry out all checks in the presence of the driver and to make any necessary reservations on the delivery note.
If this procedure is not respected, Ohis Industrie declines all responsibility and cannot accept any claim or return.
7. Cancellation of order and right of cancellation/withdrawal
As our catalogue and our offer are exclusively intended for professionals in the context of B2B business relations, we do not provide any guarantee as to the contractual or legal right of cancellation/withdrawal.
Therefore, an order cannot be modified or cancelled without the written consent of Ohis Industrie.
Likewise, as previously mentioned, we do not accept any possibility of returning goods without the written agreement of Ohis Industrie.
It is up to the client to proceed, prior to the validation of his order, to a precise and detailed analysis of his needs. Ohis or one of its representatives cannot be held responsible if the goods ordered do not correspond to the client’s needs and specificities.
In the event of an agreement for a cancellation of an order when the material has already been shipped or delivered, the customer shall bear the shipping and return costs plus 50% as well as any other logistical costs that may be incurred.
With reference to point 2 “Custom-made products”, no order for non-standard or custom-made products can be cancelled or returned for any reason whatsoever.
8. Complaints – Returns
Any complaint concerning the quantity or quality of the goods must be sent to Ohis Industrie within 14 days following the day of delivery of the order. After this period, claims will be considered inadmissible.
The return of items is subject to the following conditions:
– No returns will be accepted without prior written agreement from Ohis Industrie and after validation of our conditions of return.
– Only for standard and referenced material on our online catalogue in force at the date of return.
– The return is made shipment paid, with the equipment insured and strictly new, with all its accessories and documentation, in its original, unaltered packaging (or any other clean packaging that guarantees the protection of the articles during the return).
– The return must be accompanied by a return slip issued by Ohis Industrie, sent to the address mentioned on the return slip.
Upon receipt of the returned material and after acceptance, Ohis Industrie will issue a credit note or refund the amount according to the method of payment chosen by the client, except for the initial transport, packaging and administrative costs.
9. Reservation of ownership
The delivered goods remain the property of Ohis Industrie until full payment is received.
10. Guarantee
In accordance with the regulations in force, all sales of products are subject to legal guarantees.
The legal guarantee of 2 years covers, at Ohis Industrie’s discretion, the repair of the product concerned (parts and labour included) according to the damage observed by Ohis Industrie’s technical department in our premises or the replacement of the product by an identical product or one of the same functionality and quality. The shipping and travel costs will be charged to the customer.
11. Liability
Ohis Industrie cannot be held liable except in the case of a proven and exclusive fault for the damage.
Ohis Industrie cannot be held responsible for the consequences and damages of any kind, material or immaterial, due to misuse or abnormal use of the products sold on the Ohis.be website.
Furthermore, Ohis Industrie cannot be held responsible for any disruption in the supply of the Internet service, external intrusion or the presence of a computer virus.
12. Force majeure
The parties cannot be held responsible for a breach of their obligations in the event of an event of force majeure as defined in the civil code. Force majeure includes in particular the following events: fire, flood, interruption of computer and communication systems, incidents or failure of transport, strike, import/export ban or embargo.
13. Data protection
Ohis Industrie is committed to protecting your personal data. All data collected is treated with the strictest confidentiality.
All data collected relating to the client, its employees, managers and customers will be treated in accordance with the provisions of the European Regulation of 25 May 2018 on the protection of personal data under the conditions detailed on the website of SRL OHIS INDUSTRIE at the following address: www.ohis.be.
The customer acknowledges these detailed conditions and confirms to SRL OHIS INDUSTRIE that he has communicated them to his employees, managers and customers as far as necessary.
The customer has the right to access, modify, rectify and delete data concerning him.
14. Applicable law and jurisdiction
The relationship between Ohis Industrie and the client is governed by Belgian law. Any dispute or possible contestation is subject to the exclusive jurisdiction of the courts of the district of Brussels.
BE0734 706 308 by |
