General Terms and Conditions

1. In General, Validity and Subject

1. Our Terms and Conditions apply to all business relations, present and future, and more specifically as regards the delivery/order of our products and services, to the extent that they are not modified or excluded with our explicit written approval.
2. In the present General Terms and Conditions, ‘Consumers’ shall mean natural persons with whom a business relation is started and who cannot be considered as a commercial or a self-employed professional.
   In the present General Terms and Conditions, ‘Entrepreneurs’ shall mean natural or legal persons with whom a business relation is started and who act within the scope of the exercise of commercial activities or as an independent self-employed professional.
   In the present General Terms and Conditions, ‘Clients’ shall mean both Consumers and Entrepreneurs. 
3. Terms and Conditions that deviate from, conflict with or supplement the present General Terms and Conditions are not part of the contracts, even if they are known to us, unless the validity thereof has been explicitly approved in writing.

2. Offers and Conclusion of Contracts

1. Our offers are free of engagement. They only become binding after explicit confirmation.
2. By ordering any product/service, the Client makes a binding declaration of his intent to acquire the ordered product/service. We are entitled to accept the offer for a contract included in the order within two weeks upon receipt of the order. A declaration of acceptance can consist of a written confirmation (letter, fax or e-mail) or of the delivery of the product/service to the client.
3. If the Consumer orders the products/services by electronic way, we will confirm receipt of the order without delay. Confirmation of receipt does not mean that the order has been bindingly accepted.
4. The conclusion of the contract is subject to the reservation that our suppliers make correct and on-time deliveries of the goods to our company. This only applies if incorrect and late deliveries by our suppliers are not caused by a fault of our company. The Client will be informed without delay about the fact that the delivery is not available.
5. Our obligations always are a best endeavours obligation and will be carried out to the best of our abilities.
6. Mentioned discounts for members of a professional association is only possible if there is a signed agreement between Passport-Expopedia and the professional association of your region.

3. Payment

1. Prices, taxes, shipping costs, insurance and installation of the products and services are mentioned on the invoice. In case of provision of services, payment is made at the conclusion of the contract. In case of delivery of products, payment is made at the very latest at the delivery of the products. In both cases payment shall be made into our bank account in Belgium. We can suspend the delivery of products or services until payment in full is made. In case of non-payment of the invoice within the mentioned term of payment, the due amount of your invoice will, by right and without proof of default, yield   a conventional interest on arrears of 10.5% per year. In addition, all due amounts will be increased by a compensation of 10% on the invoice amounts with a minimum of 50 EUR per invoice by way of compensation for extrajudicial collection and administration costs. All of this in addition to and on top of all the costs of a lawsuit, if any, and the enforcement thereof. Moreover, in default of payment of your invoice within the stated term of payment, the balance due by virtue of all your other invoices will become payable by right, regardless of their maturity dates and even when not expired, increased with the aforementioned compensations.

4. Reservation of Title

1. In contracts with Consumers we reserve the ownership of the products until payment in full of the purchase price has been effected. In contracts with Entrepreneurs we reserve the ownership of the products until all claims resulting from a current business relation have been settled.
2. The Client is obliged to treat and to maintain the product subject to reservation in a good and proper way.
3. The Client is obliged to inform us immediately if any third party should make any claim whatsoever to the products subject to reservation or if such party should have appropriated these products, for instance in case of a seizure, or also in case the products should be damaged or destroyed. The Client shall also inform us immediately in case the products have come into the hands of a third party or in case the registered office of his company has been transferred.

5. Transfer of Risk

1. If the buyer is an Entrepreneur, the risk is transferred at the moment the goods leave our warehouses.
2. If the buyer is a Consumer, the risk is transferred to the buyer at the moment of the transfer.

6. Guarantee

1. If the buyer is a Consumer, he has, during a period of seven working days after receipt of the goods, the right to cancel the remote purchase without statement of the reasons, on condition that the packing of the product has not been opened. This period of reflection is not applicable if it concerns made-to-measure products, goods or services that cannot be returned due to their nature.
2. If the buyer is an Entrepreneur, we first offer to our own discretion guarantee for flaws to the products by delivery of replacement products.
3. If the buyer is a Consumer, he first has the choice whether the guarantee shall be carried out by means of annulment of the contract or by delivery of replacement products. Nevertheless, we are entitled to withhold the chosen way of compliance of the guarantee if it is only possible by making disproportional costs, and if the other way of compliance of the guarantee can be carried out without substantial disadvantages for the Consumer.
4. However, the Entrepreneur shall inform us in writing, at the very latest 8 days upon receipt of the products/services, about any obvious defects or complaints.
5. If, after that a flaw could not be remedied under the guarantee, there is a question of a legal or material defect, and the Client chooses to repudiate the contract, he will not be able to make any further claims to indemnification based on this defect.
6. For Entrepreneurs, the guarantee period is limited to one year after the delivery of the products.
   For Consumers, the guarantee period is limited to two years after the delivery of the products.
7. If the buyer is an Entrepreneur, the quality of the products/services shall in principle only be determined by the product or service descriptions we stated and agreed upon. Public statements, recommendations or publicity do not at all constitute a contractually agreed indication of the quality of the products.

7. Limitation of Liability

1. Our liability is always limited to the value of the delivered goods or services and the intervention of our insurer.
2. With regard to Entrepreneurs, we do not accept any liability for damage that is not caused on purpose or by serious misconduct.
3. We cannot be held liable for damages caused by technical malfunctions in the internet modules.
4. The abovementioned restrictions and exclusions of liability do not relate to claims made by the Client based on product liability.
5. Claims for indemnification addressed to us by the Client become barred two years after the delivery of the products/services.

8. Identification

1. The Client shall fill in his complete identity information in the corresponding columns as asked for in the English language.

9. Intellectual Property Rights

1. All intellectual property rights on products and services that have been developed or drawn up by us or that are put at the disposal of the Client within the scope of our services are exclusively owned by us or our licensors.

10. Final Provisions

1. The Belgian law is applicable. The United Nations Convention on Contracts for the International Sale of Goods shall not apply.
2. If the Client is a trader, a legal person governed by public law or a public/legal special capital organization, only the Courts of Kortrijk will be competent for all litigations resulting from the contractual relation.
3. In case certain stipulations of the contract with the Client, including the present General Terms and Conditions, should be or become null and void, in all or in part, the validity of the other stipulations will not be affected. The stipulation that is null and void in all or in part shall be replaced by a stipulation of which the economic effect comes as close as possible to the economic effect of the stipulation that has become null and void.