1.1. These General Purchasing Terms apply unless agreed otherwise in writing by the parties.
1.2. By accepting the order the seller renounces the application of any of its provisions under itsgeneral or special terms, even if they claim to be the only ones valid.

Unless agreed otherwise in writing delivery shall take place "delivered duty paid in Wijnegem" (DDP)in compliance with Incoterms 2000.

3.1. Unless agreed otherwise in writing between the parties the lead time shall take effect from thedate of the order placed by the buyer and the lead time or delivery date shall be binding on the seller.
3.2. In the event of delays in delivery the seller shall immediately inform the buyer in writing as to theduration of the delay. The seller shall owe the buyer compensation of one per cent (1%) of thepurchase price per (initiated) week of delay after expiry of the lead time. This shall not require priorreminder and shall be without prejudice to the buyer's right to prove greater losses. The parties agreethat the total compensation for late deliveries will be offset in whole or in part by the purchase price.

The transfer of property and risk shall take place upon the physical delivery of the goods at the agreedlocation by the seller or his authorised haulier.

5.1. Invoicing shall take place once the physical delivery has taken place in compliance with Article 4.Payments shall be made thirty (30) days after the end of the month in euros, unless otherwise agreedin writing between the parties
5.2. In the event of late payment by the buyer, the seller shall not be entitled to (additional)compensation.

Without prejudice to the application of Article 7, the buyer has a period of two (2) months from themost recent of the following dates, being the date of the physical delivery of the goods, or the date ofreceipt of the invoice, to submit any complaint or comment to the seller as regards visible complianceor any visible defect in the delivered goods.

The buyer has a minimum of two (2) months from the effective discovery of the fault to submit anycomplaint or comment to the seller regarding a hidden defect in the delivered goods. The sellerundertakes to remedy any hidden non-compliance or hidden defect in the delivered goods as quicklyas possible by means of free repair or replacement, as chosen by the buyer, and to compensate thebuyer for any loss he may have incurred as a result of the fault.

8.1. During the seller's regular business hours and after consultation with the seller, the buyer isauthorised to inspect or have inspected by one or more appointed representatives the quality of theordered goods at any stage of production.
8.2. Such inspection shall take place with all due reservations on the part of the buyer. The fact thatafter this inspection no remarks are made shall not harm the buyer's rights in any way, including theright to refuse the goods in compliance with Articles 6 and 7.

9.1. Force majeure is understood to mean any circumstances beyond the control of one of the partiesand occurring after the conclusion of the agreement, which may not directly or indirectly be attributedto them and make the performance of the agreement absolutely impossible.
9.2. The party claiming the aforementioned circumstances must immediately inform the other party inwriting of their starting and end dates.
9.3. In the event that a situation of force majeure for one of the parties lasts longer than forty (40)days, the agreement may be ended by the other party by registered letter without any compensationbeing owed.
9.4. The existence of any such circumstances removes any liability with respect to the nonperformanceof the agreement during incidents of force majeure, from the seller as well as from thebuyer.

10.1 The seller declares that he holds all required licenses, permits, government authorisations andrelevant insurance for the production and/or delivery of the goods ordered by the buyer.
10.2. The seller expressly guarantees that the delivered goods (including packaging, product descriptions, manuals and certificates) satisfy all relevant European and Belgian legislation.
10.3. The seller expressly guarantees that the delivered goods satisfy all relevant safety guidelines and requirements and that all necessary signs and markings have been applied to the goods.
10.4. The seller expressly guarantees that the delivered goods satisfy all relevant environmental and health guidelines and requirements and that all necessary signs and markings have been applied to the goods. In particular the seller shall meet all valid European and Belgian legislation with respect to the use of specific dangerous substances, in particular but not limited to electrical and electronic equipment. The seller shall, at the express request of the buyer, also immediately inform the buyer in writing about the composition and the substances used in the delivered goods (i) without the latter impairing the seller's intellectual property rights or the buyer's rights within the meaning of Articles 6 and 7, and (ii) without any shift in liability from the seller to the buyer with respect to the use of certain dangerous substances.
10.5. The seller undertakes to add the required product descriptions, manuals and certificates to all goods as laid down in the applicable European and Belgian legislation or contractually stipulated in the agreement between the parties.
10.6. The seller undertakes to maintain confidentiality as to the information handed to the seller by the buyer and that is characterised as such or of which it can be reasonably assumed that the content is confidential.
10.7. With the exclusion of the buyer, the seller is liable for any failure to respect the aforementioned provisions under Article 10 and shall safeguard the buyer from any claim a third party may make inthis respect against the buyer.

The agreement shall be exclusively governed by and is drawn up in accordance with Belgian law.

In the event of disputes, the courts of the district where the registered office of the buyer is locatedshall have sole jurisdiction, without prejudice to the buyer's right to bring any dispute before anothercompetent court.

The Dutch-language General Purchasing Terms shall be decisive in any interpretation of theterminology used. Translations into French, English, German or any other language are only drawn upby the buyer for the seller's information.

The personal details provided by the seller will be electronically processed by EREA NV,Ruggeveldstraat 1, 2110 Wijnegem (RPR 0458.359.444, Commercial Court of Antwerpen) in theframework of the management of supplier files. The details may also be processed for promotion andprospecting purposes and to inform the seller about the buyer's company, products and services. Ifthe seller does not wish to participate, he can oppose any further processing of his personal details fordirect marketing reasons at no extra cost by addressing a simple request to the buyer via letter. Theseller's personal details may be shared with other federations and related enterprises, of which theseller may obtain a list upon simple request via letter. The seller may at any time ask to consult andupdate his personal details. To this effect it is also sufficient to contact EREA via letter. A public list iskept by the Commission for the Protection of Privacy, 39 rue Haute, 1000 Brussels, with all electronicprocesses used with personal details. In the event that the seller requires further information on theway in which EREA processes data, he may consult this list.