TERMS AND CONDITIONS BV LOXXER
Version 2024.01
1. Scope of application
These terms and conditions apply to every order placed with BV LOXXER, with registered office at 8800 Roeselare, Rumbeeksegravier 166 bus D, registered in the register of legal entities under number 0713.493.495 (hereinafter “LOXXER”).
These terms and conditions apply to every order placed by the customer with LOXXER.
2. Quotations
2.1 All price calculations, quotations, and other offers from LOXXER are indicative only and are not binding.
2.2 The prices and conditions stated in LOXXER’s quotations are valid for a period of 30 days only, unless expressly stated otherwise.
2.3 The agreement is only concluded after written confirmation by the customer.
3. Price
3.1 All stated prices are expressed in euros, always exclusive of VAT.
3.2 All taxes, duties, and/or levies of any kind relating to the delivered goods or their transport, including new taxes, duties, and levies introduced after the conclusion of the agreement, are fully borne by the customer.
3.3 An advance payment may be requested, in which case this will be stated in the quotation. Payment of advance invoices is final and can never be reclaimed by the customer.
4. Payment terms
4.1 Unless otherwise stated, invoices are payable within 14 calendar days of the invoice date, with no right to any cash discount.
4.2 In the event of late payment, interest of 1% per month commenced is due automatically and without prior notice of default. Furthermore, should the invoice remain unpaid in whole or in part on the due date without valid reason, LOXXER is entitled, without notice of default, to claim a fixed compensation of 10% of the amount still due, with a minimum of 250 euros, without prejudice to LOXXER’s right to claim higher compensation if the damage suffered is demonstrated.
4.3 Complaints regarding a LOXXER invoice must be submitted by registered letter within 10 calendar days of the invoice date, failing which the right to complain lapses.
4.4 LOXXER reserves the right to suspend its services in the event of non-payment on the invoice due date, until the amounts due have been paid in full.
5. Delivery
5.1 The delivery period communicated by LOXXER is always indicative and serves merely as a target date, unless otherwise agreed in writing between the parties. The mere exceeding of the indicative delivery period does not in itself constitute a breach of contract.
5.2 The goods are delivered to the agreed address, unloaded from the arriving means of transport. LOXXER bears the risk relating to transport. This risk transfers as soon as the goods are unloaded at the agreed address.
5.3 Unless otherwise stated, LOXXER is not responsible for delivery within company premises or for installation. The goods are always delivered “plug-ready.”
5.4 At the time of delivery, a delivery note is always signed by the customer to confirm receipt of the goods.
6. Retention of title
LOXXER retains ownership of the delivered and/or ordered goods and delivered and/or ordered services until full and effective payment of the principal sum and the interest, costs, and taxes relating thereto, even if the goods are processed, used, or resold. All risks, including accidental loss and force majeure, are borne by the customer from the moment the goods leave the customer’s premises. In the event of non-payment on the due date, LOXXER is entitled to take back the goods at the customer’s expense and is entitled to assert its right to compensation.
7. Visible and hidden defects
7.1 Any visible defects and non-conforming delivery must be stated in writing on the delivery note, with the customer describing the defects in detail. Use of the delivered goods by the customer implies irrevocable acceptance thereof.
7.2 LOXXER’s liability for any hidden defects in the goods delivered by LOXXER is limited to defects that manifest themselves within 3 months after delivery of the goods. Any hidden defects must, in any event and on penalty of forfeiture of recourse, be reported immediately and at the latest within 8 calendar days after discovery of the defect, by registered letter from the customer to LOXXER.
7.3 Complaints regarding visible or hidden defects do not suspend the customer’s payment obligation.
7.4 LOXXER can in no event be held liable for any injuries or any direct or indirect damage of any kind whatsoever, caused by improper commissioning or improper use of the components.
8. Subscription services
8.1 If the customer makes use of the subscription services (hereinafter “the Application”), a separate license fee will be charged for this. A monthly or annual subscription fee will be charged, depending on the billing cycle chosen by the customer, for as long as the subscription continues.
8.2 In that case, LOXXER grants the customer a non-exclusive license to install and use the Application on its devices, solely to the extent necessary for the intended use of the LOXXER goods for which the Application will be used (the “LOXXER device”).
8.3 The subscription runs for the paid subscription period in each case and is automatically terminated, unless the customer renews the subscription by paying for a new subscription period. Early termination is not possible.
8.4 LOXXER guarantees that it will use its best efforts in making the Application available to the customer. However, LOXXER cannot guarantee that the Application will function permanently, uninterrupted, and error-free. Should problems arise with the availability of the Application, LOXXER undertakes to do its utmost to resolve the problem as quickly as possible, without offering any guarantee in this respect.
9. Intellectual property
LOXXER is and remains the sole owner of the intellectual property rights to the goods supplied by LOXXER. The right of use granted with respect to the Application does not under any circumstances entail a transfer of ownership rights to the Application.
10. Force majeure and unforeseen circumstances
10.1 Neither party is bound to fulfill any obligation, including any warranty obligations agreed between the parties, if that party is prevented from doing so as a result of force majeure, in particular but not limited to: natural disasters, epidemics, force majeure on the part of a supplier of LOXXER, government measures, power outages, general transport problems, fire, etc.
10.2 In the event that a fundamental change in economic circumstances results in the performance of the agreement constituting an unreasonable or disproportionate burden for one of the parties, the parties will consult with each other to jointly agree on a fair adjustment of the contract.
11. Applicable law and competent court
11.1 The contract between the customer and LOXXER is governed exclusively by Belgian law.
11.2 All disputes regarding the validity, interpretation, or performance of the contract will be settled amicably as far as possible. In the absence of an amicable settlement, the parties agree that only the courts of the judicial district in which LOXXER’s registered office is located, or the court of the customer’s place of residence insofar as the customer is a private individual, have jurisdiction.
12. Miscellaneous
Any (wholly or partially) invalid or unenforceable provision will automatically and by operation of law be replaced by a new, valid, and enforceable provision that comes as close as possible to the purpose (including the economic consequences) of the cooperation and the text of the original provision.