Términos y Condiciones
1. Definitions
You, the Customer a person or company buying Products from us.
Consumer a private person buying Products for private use.
Gorwell (us, our, Gorwell Engineering BV) the Product vendor as identified on your invoice
and, where relevant, Service Provider.
Product as described in Order Confirmation, may include
Gorwell-branded products, 3rd Party Products and Service Offerings.
3rd Party Products all goods that are not Gorwell-branded Products.
2. Application
This Agreement applies to this sale, Service and all statements made by Gorwell in brochures, price lists, adverts, quotations, on the internet or verbally. Any variations to this Agreement must be confirmed by Gorwell in writing. Any other Terms and Conditions are excluded. Placing your order means acceptance of this Agreement. This Agreement does not apply to Product purchases from a reseller or distributor nor is it a reseller or distribution agreement.
3. Price & Payment Terms
Products prices, tax, shipment, insurance and installation are as shown on your invoice. Changes to exchange rates, duties, insurance, freight and purchase costs (incl. for components and Services) may cause Gorwell to adjust prices accordingly. Payment will be made before supply or Service or, if agreed, within 30 days of the invoice date without further notice from Gorwell. Payment timing is of the essence. Gorwell may suspend deliveries or Service until full payment for that order. If payment is late, and you purchase as a company, the maximum statutory interest rate will apply on the late amount and if you purchase as a Consumer, interest will be at 2% above the minimum lending rate on the late amount. In either case, the costs of recovery shall be payable by you.
4. Delivery
The delivery period in the Order Confirmation is approximate. Delivery by instalments may be made. The place of delivery is stated in the Order Confirmation.
5. Title/Risk
Title to Product passes on full payment and until then you must insure and store our goods separately and you may not modify, pledge or sell them. Gorwell may enter the storage premises to repossess the goods. Should you sell them before title passes, you will become Gorwell's agent and the proceeds of that sale shall be held on our behalf, separately from your general funds. Gorwell may sue for the Price before title passes. If you refuse delivery without Gorwell's agreement, you must pay Gorwell's expenses or loss resulting from that refusal, including storage costs, until you accept delivery. Risk of the loss of the goods passes to you on delivery.
6. Acceptance
When you receive Product you must inspect it for any defects or non-conformity within 14 days. After this period, you will have accepted Product. If Gorwell agrees to the return of Product at its choosing, it must be in its original condition with packaging, a return note and proof of purchase; the return costs may also be payable by you.
7. Warranty
Unless otherwise stated, Gorwell guarantees to you that
Gorwell-branded Products will be free from defects for 12 months
from delivery and spare parts for 90 days from installation or
delivery date, whichever is the earlier. Should Product be defective
within this period, Gorwell will repair or replace Product within a
reasonable time. All reasonable care and endeavour shall be used to
resolve problems within a realistic period in the circumstances.
Gorwell manufactures and repairs using components, which are new or
equivalent to new in accordance with industry standards and
practice. Gorwell warranty is given in place of all implied
warranties and that such implied warranties are excluded to the
fullest permitted extent. Gorwell may revise its limited warranties
from time to time but any such change will not affect products
ordered by you prior to the date of such change.
Gorwell does not give a warranty guarantee protection for:
damage caused by incorrect installation, use, modifications or
repair by any unauthorised 3rd party or yourself;
damage caused by any party (except Gorwell) or other external force;
fitness for any particular purpose;
3rd Party Products. You will receive the warranty or licence for
these products directly from their manufacturer or licensor;
any instruction given by you and correctly performed by Gorwell.
8. Force Majeure
Gorwell is not liable for delays in performance (incl. delivery or Service) caused by circumstances beyond its reasonable control and will be enleadind to a time extension for performance; examples include strikes, terrorist acts, war, supplier / transport / production problems, exchange fluctuations, governmental or regulatory action and natural disasters. If this lasts more than 2 months, this Agreement may be terminated by either party without compensation.
9. Jurisdiction
Belgian law and the exclusive court jurisdiction of the Belgian courts will apply to this Agreement. The Vienna Convention on Contracts for the International Sale of Goods is excluded.