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Terms and Conditions

Article 1: Definitions

 

  1. 'Sil', part of VMDK BV, located at Rooseveltlaan 8, 9420 Erpe, Belgium, is referred to as the seller in these general terms and conditions.

  2. The other party of the seller is referred to as the buyer in these general terms and conditions.

  3. The parties are seller and buyer together.

  4. The agreement refers to the purchase agreement between the parties.

     

Article 2: Applicability of general terms and conditions

 

  1. These terms and conditions apply to all quotations, offers, agreements and deliveries of services or goods by or on behalf of VMDK BV.

  2. Deviation from these conditions is only possible if this has been expressly agreed in writing by the parties.

     

Article 3: Payment

 

  1. The full purchase price is always paid immediately in the store. In some cases, a deposit is expected for reservations. In that case, the buyer will receive proof of reservations and the prepayment.

  2. If the buyer does not pay on time, he is in default. If the buyer remains in default, VMDK BV is entitled to suspend the obligations until the buyer has fulfilled his payment obligation.

  3. If the buyer remains in default, VMDK BV will proceed to recovery. The costs related to that collection will be borne by the buyer. These collection costs are calculated on the basis of the Decree on compensation for extrajudicial collection costs.

  4. In the event of liquidation, bankruptcy, seizure or suspension of payment of the buyer, the claims of VMDK BV on the buyer are immediately due and payable.

  5. If the buyer refuses to cooperate with the execution of the order by VMDK BV, he is still obliged to pay the agreed price to VMDK BV.

     

Article 4: Offers, quotations and price

 

  1. Offers are without obligation, unless a term of acceptance is stated in the offer. If the offer is not accepted within that period, the offer will lapse.

  2. Delivery times in quotations are indicative and do not entitle the buyer to dissolution or compensation if they are exceeded, unless the parties have explicitly agreed otherwise in writing.

  3. Offers and quotations do not automatically apply to repeat orders. Parties must agree on this explicitly and in writing.

  4. The price stated on offers, quotations and invoices consists of the purchase price including the VAT owed and any other government levies.


 

Article 5: Right of withdrawal

 

  1. The consumer is entitled to terminate the agreement within 14 days after receipt of the order without giving any reason (right of withdrawal). The period starts from the moment the (entire) order is received by the consumer.

  2. There is no right of withdrawal if the products are tailor-made according to its specifications or have a short shelf life.

  3. The consumer can use a withdrawal form from the seller. VMDK BV is obliged to make this available to the buyer immediately after the buyer's request. You can request this withdrawal form by sending an email to silke@simply-sil.com.

  4. During the reflection period, the consumer will handle the product and the packaging with care. He will only unpack or use the product to the extent necessary to assess whether he wishes to keep the product. If he exercises his right of withdrawal, he will return the unused and undamaged product with all accessories and - if reasonably possible - in the original shipping packaging to the seller, in accordance with the reasonable and clear instructions provided by the entrepreneur.

  5. If the buyer decides to return the goods to VMDK BV, this must be done at his own expense, accompanied by the withdrawal form and to the following address:

Sil - VMDK BV

Rooseveltlaan 8

9420 Erpe

Belgium


 

Article 6: Amendments to the agreement

 

  1. If during the execution of the agreement it appears that it is necessary for the proper execution of the assignment to change or supplement the work to be performed, the parties will adjust the agreement accordingly in good time and in mutual consultation.

  2. If the parties agree that the agreement will be amended or supplemented, the time of completion of the implementation may be affected. VMDK BV will inform the buyer of this as soon as possible.

  3. If the change or addition to the agreement has financial and / or qualitative consequences, VMDK BV will inform the buyer in writing in advance.

  4. If the parties have agreed on a fixed price, VMDK BV will indicate to what extent the change or supplement to the agreement will result in this price being exceeded.

  5. Contrary to the provisions of the third paragraph of this article, VMDK BV cannot charge additional costs if the change or addition is the result of circumstances that can be attributed to it.


 

Article 7: Delivery and transfer of risk

 

  1. As soon as the purchased item has been received by the buyer, the risk is transferred from VMDK BV to the buyer.

     

Article 8: Investigation, complaints

 

  1. The buyer is obliged to inspect the delivered goods at the time of delivery, but in any case within the shortest possible period of time. In doing so, the buyer should investigate whether the quality and quantity of the delivered items correspond to what the parties have agreed, or at least that the quality and quantity meet the requirements that apply to them in normal (trade) traffic.

  2. Complaints regarding damage, shortages or loss of delivered goods must be submitted by the buyer to VMDK in writing within 10 working days after the day of delivery of the goods. This can be done by sending an email to silke@simply-sil.com or by contacting us via the contact form on the website.

  3. If the complaint is declared well-founded within the set term, VMDK BV has the right to either repair, or to redeliver, or to cancel delivery and to send the buyer a credit note for that part of the purchase price.

  4. Minor and / or customary deviations and differences in quality, quantity, size or finish cannot be invoked against VMDK BV.

  5. Complaints with regard to a certain product do not affect other products or parts belonging to the same agreement.

  6. No complaints will be accepted after the goods have been sent to the buyer.

     

Article 9: samples and models

 

  1. If a sample or model has been shown or provided to the buyer, it is presumed to have been provided only as an indication without the item to be delivered having to comply with it. This is different if the parties have explicitly agreed that the item to be delivered will correspond with this.


 

Article 10: Delivery

 

  1. Delivery takes place 'ex works / shop / warehouse'. This means that all costs are for the buyer.

  2. VMDK BV sends the ordered goods after receipt or confirmation of payment by the buyer. As long as the buyer does not pay, the delivery will not be made.

  3. The buyer is obliged to take delivery of the goods at the time that VMDK BV delivers them or has them delivered to him, or at the time when these goods are made available to him in accordance with the agreement.

  4. If the buyer refuses to take delivery or is negligent in providing information or instructions that are necessary for the delivery, VMDK BV is entitled to store the item at the expense and risk of the buyer.

  5. If the goods are delivered, VMDK BV is entitled to charge any delivery costs.

  6. If VMDK BV needs information from the buyer for the performance of the agreement, the delivery time will commence after the buyer has made this information available to VMDK BV.

  7. A delivery period stated by VMDK BV is indicative. This is never a deadline. If the term is exceeded, the buyer must give VMDK BV written notice of default.

  8. VMDK BV is entitled to deliver the goods in parts, unless the parties have agreed otherwise in writing or if partial delivery has no independent value in the future. VMDK BV is entitled to invoice these parts separately upon delivery in parts.


 

Article 11: Force majeure

 

  1. If VMDK BV cannot, not timely or not properly fulfill its obligations under the agreement due to force majeure, it is not liable for the damage suffered by the buyer.

  2. By force majeure the parties in any case mean any circumstance that VMDK BV could not take into account at the time of entering into the agreement and as a result of which the normal performance of the agreement cannot reasonably be expected by the buyer, such as illness, war or danger of war. , civil war and riots, molestation, sabotage, terrorism, power failure, flood, earthquake, fire, company occupation, strikes, exclusion of workers, changed government measures, transport problems and other disruptions in the company of VMDK BV.

  3. Furthermore, the parties understand force majeure to mean the circumstance that the supply companies on which VMDK BV depends for the performance of the agreement do not meet the contractual obligations towards VMDK BV, unless VMDK BV can be blamed for this.

  4. If a situation as referred to above arises as a result of which VMDK BV cannot fulfill its obligations towards the buyer, then those obligations will be suspended as long as VMDK BV is unable to meet its obligations. If the situation referred to in the previous sentence has lasted 30 calendar days, the parties have the right to dissolve the agreement in writing in whole or in part.

  5. If the force majeure continues for more than three months, the buyer has the right to dissolve the agreement with immediate effect. Dissolution is only possible by registered letter to the official address of VMDK BV stated in Article 1.1.


 

Article 12: Transfer of rights

 

  1. Rights of a party under this agreement cannot be transferred without the prior written consent of the other party. This provision applies as a clause with property law effect as referred to in Section 3:83, second paragraph, of the Dutch Civil Code.


 

Article 13: Retention of title and right of retention

 

  1. The goods present at VMDK BV and delivered goods and parts remain the property of VMDK BV until the buyer has paid the entire agreed price. Until then, VMDK BV can invoke its retention of title and take back the goods.

  2. If the amounts to be paid in advance are not paid or not paid on time, VMDK BV has the right to suspend the activities until the agreed part has been paid. There is then a creditor's default. In that case, a late delivery cannot be invoked against VMDK BV.

  3. VMDK BV is not authorized to pledge or otherwise keep the items under its retention of title.

  4. VMDK BV undertakes to insure the goods delivered to the buyer subject to retention of title and to keep them insured against fire, explosion and water damage as well as against theft and to make the policy available for inspection on first request.

  5. If goods have not yet been delivered, but the agreed advance payment or price has not been paid in accordance with the agreement, VMDK BV has the right of retention. The item will then not be delivered until the buyer has paid in full and in accordance with the agreement.

  6. In the event of liquidation, insolvency or moratorium of the buyer, the buyer's obligations are immediately due and payable.


 

Article 14: Liability

 

  1. Any liability for damage arising from or in connection with the performance of an agreement is always limited to the amount that is paid out in the relevant case by the liability insurance policy (s) taken out. This amount is increased by the amount of the deductible according to the relevant policy.

  2. The liability of VMDK BV is not excluded for damage resulting from intent or willful recklessness on the part of the seller or his managerial subordinates.


 

Article 15: Complaint obligation

 

  1. The buyer is obliged to immediately report complaints about the work performed to VMDK BV. The complaint contains as detailed a description as possible of the shortcomings, so that the seller is able to respond adequately.

  2. If a complaint is well-founded, VMDK BV is obliged to repair it and replace it if necessary.

  3. Complaints are reported via silke@simply-sil.com stating the order number.


 

Article 16: Applicable law and competent court

 

  1. Only Belgian law applies to every agreement between the parties.

  2. The Belgian court in the district where VMDK BV has its registered office / practice / office has exclusive jurisdiction to hear any disputes between the parties, unless the law prescribes otherwise.

  3. The applicability of the Vienna Sales Convention is excluded.

  4. If one or more provisions of these general terms and conditions are regarded as unreasonably onerous in legal proceedings, the other provisions will remain in full force.


 

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