Terms & conditions

1. LANGUAGE

Dutch: These General Terms and Conditions are available on request and can also be consulted at www.capzandcandy.com, in Dutch and French. The Dutch version of these General Terms and Conditions is the only authentic one.

French: These General Terms and Conditions are available upon request and can also be consulted on the website www.capzandcandy.com, in Dutch and French. The Dutch version of these General Terms and Conditions is the only authentic version.

English: These General Terms and Conditions are available on request and can also be consulted on www.capzandcandy.com in Dutch, French, and English. Only the Dutch version of these General Terms and Conditions is legally valid.

2. DEFINITIONS

2.1 “Capz & Candy”: the limited liability company “Capz & Candy,” having its registered office at 2630 Willebroek, Brownfieldlaan 37/4, registered in the register of legal entities in Antwerp under number 0871.272.410 and known to the tax administration under number BE 0871.272.410.

2.2 “General Conditions”: these general terms and conditions of sale and delivery.

2.3 “Client”: any (natural) person or legal entity that purchases a product and/or service from Capz & Candy, places an order with Capz & Candy, and/or sends a price request to Capz & Candy, as well as any person acting on behalf of or for the account of another (natural) person or legal entity that purchases a product and/or service from Capz & Candy, places an order with Capz & Candy, and/or sends a price request to Capz & Candy.

2.4 “Registered Complaint Letter”: a registered letter mentioning the invoice number, all reference numbers (if applicable) appearing on the written contract between Capz & Candy and the Client, the order confirmation issued by Capz & Candy, the delivery note issued by Capz & Candy, and/or the invoice issued by Capz & Candy, with a precise identification of the products and/or services and a detailed description of the non-conformity or defect.

2.5 “Delivery Compliance” (exhaustive definition): delivery of the correct (types of) products and/or services without visible defects, at the right location, in accordance with the written contract between Capz & Candy and the Client or, in the absence of such, in accordance with the order confirmation issued by Capz & Candy. In the absence of both a written contract between Capz & Candy and the Client and an order confirmation issued by Capz & Candy, the compliance of the (types of) products and/or services and location will be assessed according to the Client's order.

3. APPLICABILITY

3.1 Notwithstanding any contrary communication in the past or future, the Client agrees by sending a price request, placing an order, and/or entering into a contract with Capz & Candy that only the following standards apply to all contractual, pre-contractual, and non-contractual legal relationships between Capz & Candy and the Client, both current and future (in descending hierarchical order, the next in case of absence or silence of the previous): (1) the written contract between Capz & Candy and the Client; (2) the order confirmation issued by Capz & Candy; (3) these General Conditions; (4) Articles 4-88 of the Vienna Convention on Sales; (5) the Unidroit Principles; (6) Belgian law, excluding Articles 1-3 and 89-101 of the Vienna Convention on Sales.

Other conditions and/or standards, including the general and/or specific terms of the Client, do not apply and are expressly rejected by Capz & Candy. Other (derogatory) conditions apply only if Capz & Candy has expressly accepted them in writing. These expressly accepted derogations are valid only for the contract to which they relate and cannot be invoked in other contracts, even if similar.

3.2 The possible nullity of any of the provisions of these General Conditions or a part of a provision does not affect the validity of the other provisions and/or the remaining part of the provision. In the event of nullity of any of the provisions, Capz & Candy and the Client will negotiate, to the extent possible and according to their loyalty and conviction, to replace the null provision with an equivalent provision that meets the general spirit of these General Conditions.

3.3 Capz & Candy reserves the right to modify and/or adapt these General Conditions at any time.

4. OFFER, ORDER, AND ORDER CONFIRMATION

4.1 Capz & Candy may withdraw all offers and proposals at any time. In any case, all offers and proposals from Capz & Candy are non-binding and should be considered only as an invitation for the Client to place an order.

4.2 The contract between Capz & Candy and the Client only takes effect when a person authorized to legally bind Capz & Candy confirms the Client's order in writing and/or electronically, or when Capz & Candy begins to execute the order.

4.3 All deliveries of products and/or any execution of services that are not explicitly provided for in the written contract between Capz & Candy and the Client or, in the absence of such, in the order confirmation issued by Capz & Candy, will be considered as additional orders and/or additional work at the Client's request and will be billed as such to the Client.

4.4 Capz & Candy is free to choose the parties with whom it wishes to enter into a contract and always has the right to establish a minimum invoicing amount.

5. PRICES AND COSTS

5.1 All prices include VAT and are expressed in euros. For each individual order, a tailored price is calculated. This is only valid for a specific order and therefore does not apply to other orders, even similar ones.

5.2 In the event of delay, Capz & Candy has the right to increase the prices indicated in the written contract between Capz & Candy and the Client or, in the absence of such, in the order confirmation issued by Capz & Candy. Delay includes (non-exhaustive list): late payment; the Client's failure to comply with the obligations in Articles 8 and 12 of these General Conditions; etc.

5.3 Currency fluctuations, increases in the prices of materials, supplies, and raw materials, wages, social charges, costs imposed by the state, (environmental) taxes and levies, transport costs, import and export duties, or insurance premiums occurring between the order confirmation and the final delivery of the products and/or services give Capz & Candy the right to proportionally increase the agreed price.

5.4 Capz & Candy always reserves the right to request the Client for a bank guarantee before commencing the performance of its obligations to the Client.

6. OBLIGATIONS OF CAPZ & CANDY

6.1 Capz & Candy's obligations are limited to the precise execution of its obligations as described in the written contract between Capz & Candy and the Client or, in the absence of such, in the order confirmation issued by Capz & Candy. If no written contract has been established between Capz & Candy and the Client, or no order confirmation issued by Capz & Candy, and Capz & Candy has already started executing the order, Capz & Candy’s liability remains limited to the execution of the Client's written order.

6.2 Capz & Candy is not responsible for compliance with the respective legal obligations related to the delivery and/or use of the products applicable in the country where the products will be delivered and/or used, such as (but not limited to) the obligations...