Sale conditions

Note : the present general conditions formulated in English are for information purposes only and constitute a translation of the general conditions of sale and delivery formulated in Dutch (Algemene verkoops- en leveringsvoorwaarden), for which Electrical Systems Palmans assumes all responsibility. In case of contradiction between the text of the English version and the Dutch version, the Dutch version will prevail.

Article 1 - General provisions

Unless otherwise agreed expressly in writing by the buyer, the general conditions hereafter are an essential part of all contracts concluded by us. The conditions mentioned on the order form, tenders and/or invoices of the buyer, which are contrary to the present conditions cannot be invoked against us, unless otherwise agreed expressly in writing by us and article 7 of the present conditions remains applicable without any exception.

Article 2 - Offers and orders

All our offers and prices - communicated orally - and any possible additional provisions for our tender are only binding after written confirmation, being the moment we start treating the order or start working, without prejudice to the articles 3 and 7 of the present sale conditions. The period of validity of the tenders is limited to 30 calendar days, unless otherwise indicated on the tender. Passing an order is binding for the client, but we are only bound after a written confirmation from us. Tenders can be revised at any time, among other things depending on a raise of the prices of raw materials (e.g. copper) of the goods to be delivered or installed. The contract will only be valid after our acceptance of the tender formulated by us.

Article 3 - Delivery and execution period

The indicated execution period and delivery period are given approximatively. Late execution of the works and late deliveries can never lead to a breach of the contract, the annulment of an order nor to the payment of any damages to the client. The execution period is expressed in working days. Any interruption of the works (strike, force majeure, accident, weather conditions, delay of other contractors on the construction site or delay in deliveries from suppliers) will extend the period by 8 days more than the actual interruption.

Article 4 - Prices

Unless otherwise expressly stated, all prices given by us are VAT exclusive. The prices are calculated based on the details we have in our possession: plans, specifications, detailed quantity survey, summarizing quantity survey and execution period, as mentioned in our tender and without any findings on the site. In case of the annulment of a contracting or order by the client, even when partial, the client is obliged to pay damages of minimum 30% of the price of the annulled contracting or order. We reserve the right to increase these damages by the loss suffered by us, if we have already started the execution or the preparation of the works or the order. When a contract has been concluded based on lump sums, there will nevertheless be a settlement if:
  • the execution is changed or needs to be changed due to unforeseen circumstances;
  • the plans or the quantity surveys on which the lump sum is based contain errors;
  • other executors in any way fail in their duties or act unprofessionally.
Any changes to the plans and/or execution must be confirmed in writing and signed by the client. If any subsequent change to the executed works requires one or more extra relocations, these will entirely be at the client's expense. We reserve the right to revise our prices and to adapt them if the contractual execution period needs to be adapted in spite of us. Any additional costs caused by a delay in the execution period in spite of us are entirely at the client's expense, mainly to recover the costs of rented equipment on the construction site (tower wagons, site huts etc.). A lump sum for relocation costs will be charged for works executed under state control per 8 performed working hours in one working day. Any other form of additional relocation costs, caused by the client's negligence, are entirely at the client's expense. Transport costs for deliveries or possible return freights, goods sent for repair (not under guarantee) will always be invoiced to the client. A caution must be paid for delivered ignition coils and euro pallets. The goods remain the property of the seller. The caution is credited if and when the goods are returned in good shape. If we consider that the goods are not in good shape, the caution will be withheld and possibly increased by the actual cost price. A RECUPEL contribution is charged on all delivered and installed lighting, electric household equipment, lamps and electronic components and on any other devices referred to in the regulation on this matter.

Article 5 - Execution of the works

The works will only start after the payment on our account of an advance of 30% of the total contracting price, with a minimum of the total price of the materials. We can postpone the start of the planned works at any time if the construction site does not comply with the general technical conditions or the general safety regulations. If the goods cannot be delivered or the works cannot be executed due to the buyer's default or in case of an interruption of the work of more than 1 month, these goods and/or services can be invoiced without proof of default and its payment becomes immediately payable. If the buyer does not respect the obligations of the contract, we reserve the right to stop the works without prior notice. The works executed at that point in time will be invoiced and this money becomes immediately payable. Any change in the execution might lead to an extension of the execution period. Any complaints relating to the execution of the works, deliveries or the invoices must reach us by recommended mail within 8 days. Under no circumstances deliveries kept by the client for more than one month can be returned. If we receive any unfavourable information on the client's solvency or business, we are entitled to suspend the execution of the contract until adequate guarantees are given, in absence of which we are entitled to annul the contract, to invoice the works already executed, increased by damages and the agreed price of the ordered materials, without any obligation of damages from us.

Article 6 – Terms of payment

Invoices must be paid at the latest 30 calendar days following the invoice date; advance invoices must be paid not later than 8 days following the invoice date. Unless stated otherwise in our tender, payment will take place as follows:
  • a first advance of 30% of the total contracting price, with a minimum of the total price for materials, when ordering the works to be executed;
  • a second advance of 30% must be paid before the installation of built-in sockets, cables, wires, cable grooves and built-in closets;
  • a third advance of 35% must be paid before the installation and connection of lighting, switchgear, sockets and assembly of fuse boxes;
  • settlement of 5% is done after checking and delivering the executed works.

The amount of our invoices is always payable net in cash at our registered office without discount. Any claim filed by us is deemed acceptance, if no written comments are formulated within 8 days. Any costs, interests and premiums are always at the client's expense. The debtor deems any invoice acceptance, unless a protest is made by recommended mail within eight days. As from the expiry date, the unpaid part of the amount of the invoice is increased, legally and without proof of default, by an interest on arrears of 1% per expired month. Every initiated month is considered an expired month. If the payment is not received within eight days following the expiry date of the invoice, the amount of the invoice, which is still wrongly unpaid, will be legally, by way of conventional damages, increased by:

  • 20% on the first instalment up to 1.250 €
  • 15% on the instalment between 1.251 € and 2.500 €
  • 10% on the instalment between 2.501 € and 6.250 €
  • 5% on the instalment superior to 6.250 € with a maximum of 2.500 €.

These fixed damages will always be minimum 100 € and no proof of default is required for the application of this provision. For invoices under 50 € a reduced rate of 30 € is charged for administrative costs. When paying, no amount can be deducted as guarantee. The guarantee is assured by a bank guarantee or a caution provided by a guarantor. Half of this bank guarantee is liberated at the preliminary delivery, the other half at the definitive delivery, maximum 1 year later. A bank guarantee at first request will not be delivered or accepted. The courts of the district where the registered office is situated have exclusive jurisdiction on any dispute and only Belgian laws and regulations are applicable.

Article 7 – Forece majeure

In case of both temporary and permanent force majeure, we are entitled to either partially suspend our commitment(s) for the duration of the force majeure and its after-effects or to suspend the contract, without any requirement of a judicial intervention. Force majeure means anyhow war, revolt, turmoil, epidemic, traffic interruption, fire, strike and also delivery problems. In this case force majeure also means any failure by third parties to deliver to us, for whatever reason. It also means any condition obstructing the execution of the contract or causing a situation where the contract can no longer be reasonably payable.

Article 8 – TTechnical conditions - Accessibility of the construction site

The access road to the construction site must be accessible for both trucks and lorries up until the building. The premises must be accessible for entering materials and equipment required for executing the works (i.e. big enough wall openings provided with scaffolds sticking out on the same height as the floor). The costs for using the road, telephone, refectory and sanitary fittings, the permission to install scaffolds and the placing of containers for our waste are at the client's expense, as well as the consumption of water and electricity and the disposal of a closed space for the storage of our materials and equipment. If any form of lift is required to bring the delivered goods to their destination, the supplement for this service will be charged to the client. The premises must be entirely emptied, dry, frostproof, rainproof and windproof, clean, flat and free so no obstacle can prevent a rapid installation and rolling scaffolds can be used. The temperature and the humidity level in the premises need to comply with the minimum demands of the manufacturer of the used and installed materials. If the floor covering (e.g. carpet, tile floor) must be protected, this is at the client's expense.

Article 9 – General security prescriptions

We apply the VCA-standard.