General conditions

GENERAL CONDITIONS OF SALE 1. By accepting the offer, the purchaser agrees on all these conditions, even if his own conditions would differ from these or provide for their preference.

2. PRICES. All prices and discounts are function of the actual economic situation. Unless otherwise provided, they will only remain valid for 30 days from the day of the tender. Prices are ex works and do not include packing of the goods. All taxes, levies, import duties, etc. of any kind which are due in respect of this sale, are to be borne by the purchaser.

3. DELIVERY PERIOD. The period of delivery is not binding. Delay in delivery gives no right to damages or interests, unless otherwise provided. In case of 'force majeure' (such as strike, failure of or delay in delivery of base material) the period of delivery will be suspended and the purchaser will not be able to claim an indemnity. 4. INSTALLATION. The assembly, foundation, placement, electrical connection, staff education, and the service after sale are not included in the duties of the vendor. These will be subject to a separate contract, at charge of the purchaser, against a price, which will be determined at the moment of their performance and subject to these general conditions. The costs of a forklift, necessary for the unloading and placement of the goods are at charge of the purchaser. In case the assembly is included in the price, the purchaser will make sure that it can be performed without delay and will be liable for an indemnity in case he breaches this duty.

5. DELIVERY. The delivery takes place at the place agreed. If no place of delivery were determined, it will take place ex works. The goods are presumed to be accepted, before departure of the warehouse of the vendor. Unless otherwise provided, no guarantee is foreseen. A guarantee for faulty design, material or workmanship will nly be valid for one year, from the day of delivery or from the day the delivery could have taken place. No complaints will be admissible either from the eighth day after receipt of the goods, or from the third day after receipt of the invoice. The vendor accepts no return of the goods without his prior permission. In case of permitted return of the goods, this return will be at charge of the purchaser. In case a complaint for the quality of the goods were valid, the duties of the vendor will only include the free replacement of the defective parts, without the vendor being liable for any other indemnity. The repair or replacement of components during the guarantee does not extend the guarantee. The return of goods and complaints do not make the invoices of the vendor withdrawable. The guarantee ends as soon as the purchaser repairs or orders repair or changes to the goods without prior permission from the vendor.

6. After the delivery, the vendor provides the purchaser with all the necessary designs and documents in order to guarantee the operation of the goods delivered, the constructional designs remain in possession of the vendor, without any right for the purchaser to consult these.

7. TRANSPORT. The goods travel at risk of the purchaser, even if the sale includes the transport to the premises of the purchaser or is done with the vendor's trucks. In case the vendor contracts with a carrier, he will only act as agent of the purchaser. In case of loss, damage, etc., the purchaser will only have the right to claim from the carrier or a third party liable, without any right of claim against the vendor.

8. PROPERTY PROVISION. The title in the goods will remain with the vendor until payment in full for all claims of the vendor. The purchaser will immediately inform the vendor in case of arrest of the goods at his charge or in his hands. Each partial or total transfer of the goods by the purchaser, in breach of the title of the vendor, forms a breach of confidence, as foreseen in sect. 491 of the Belgian Penal Code. 9. EXPRESS RESOLVING CLAUSE. The vendor has the right to consider the sale as resolved without any summons to be sent or intervention of the Court, in the following events: non-payment of the payment in advance, winding-up or liquidation of the purchaser, in case the goods sold are arrested with the purchaser, in case the purchaser does not fulfil his obligations at the date of expiry, in case all circumstances indicate that the purchaser will not fulfil his obligations. In case of rescission of the contract, the purchaser will be liable for an indemnity of 40 % of the amounts invoiced, notwithstanding an additional indemnity for damage to the goods.

10. PAYMENT. All invoices are to be paid cash, all charges for the purchaser, at the social siege of the vendor, unless otherwise provided by express agreement. The issue of a bill of exchange or receipts does not involve novation. At failure or delay in making any payment at the date of expiry and without that any summons must be sent the vendor will be entitled to a fixed indemnity for damages, being 15 % of the amount on invoice, with a minimum of € 124. 11. TRADING RIGHTS. In the context of selling at distance to consumers falling within the scope of the Act of 6 April 2010, the consumer has the right to inform the seller that he resings from the purchase without payment and without a statement of the motive within fourteen calendar days following the day of the delivery. In case the consumer invokes this possibility, he must return the goods in original condition and packaging at own risk and costs to Coditech NV, Krommebeekstraat 24, 8930 Menen, Belgium. Goods designed specifically for the buyer are not reclaimed and therefore the buyer can not rely on the reduction clause.

12. JUDICIAL CLAUSE. All tenders and agreements of the vendor are subject to Belgian Law. In case of dispute, purchaser before the courts of the defendant.