1. The General Terms and Conditions of Sale apply to all orders placed and agreements made with Yoyo Books Belgium (henceforth: the Retailer). The Customer is deemed to accept them by the mere fact of placing an order or entering into an agreement with the Retailer. Exceptions to these terms and conditions, even if stated on documents issued by the Customer, are only enforceable against the Retailer if they have been confirmed in writing by the Retailer. Even in this instance, for all other points, the General Terms and Conditions of Sale remain in force.
2. An order shall not be considered binding until it has been confirmed in writing by the Retailer. Any subsequent addition or change to said order must also be confirmed in writing by the Retailer.
3. If the Customer cancels the order, the Retailer is entitled to claim compensation commensurate with the damage incurred, but at least equal to 10% of the order value, on the understanding that any advance payment made by the Customer will be offset against this compensation.
4. Quotations are provided solely for information purposes and the prices stated therein are in no way binding.
5. Any delivery or shipment of goods is made at the Customer´s risk. In the event of delay, missing units or damage, the Customer must notify the carrier before accepting delivery and take recourse against the delivery company, which holds sole responsibility.
6. Invoices are payable to Olen. Unless alternative terms have been explicitly agreed, all invoices must be paid within 30 calendar days of the invoice date.
7. In the event of non-payment of an invoice on its due date, all outstanding amounts shall, automatically and without formal notice, become payable immediately. Any delay in payment shall also, automatically and without formal notice, oblige the Customer to pay interest at a rate of 2% per month on any invoice not paid on its due date. Furthermore, compensation at a rate of 10% of invoice value, with a minimum payment of €100, shall be payable automatically and without formal notice by the Customer. The period for which the aforementioned interest is due commences on the invoice’s due date and ends on the date payment is received. All collection or protest fees for accepted or unaccepted bills of exchange, postal money orders, and others are at the expense of the buyer.
8. Legal ownership of the delivered goods shall only pass to the Customer when the Retailer has received full payment of the purchase price, plus any interest and incidentals. This explicit retention of ownership does not, however, authorise the Customer to cancel the order, which is an option only available to the Retailer. Consequently, in the event of non-payment:
a. the Retailer may demand the return of delivered goods by registered letter, and on acknowledgement of receipt immediately remove said goods, with no further formalities or legal action required;
b. the Retailer even has the right to claim the return of goods which the buyer has sold on to third parties and for which the latter have yet to pay;
c. the Retailer has a priority claim on any monies received in exchange for unpaid goods that have been illegally sold on to third parties (see above). On the other hand, the Customer, although not yet the legal owner of the goods, will be their sole custodian from the moment of delivery, both with respect to the Retailer and to third parties. The Customer shall bear sole responsibility for these goods and insure them against all risks, providing proof of insurance to the Retailer. The Customer is not, therefore, entitled to invoke loss, damage, fire, explosion or, in general, any reason to delay or suspend full payment of the delivered goods at the agreed price.
9. The retailer reserves the right to suspend or terminate any and all pending orders in the event of non-payment on the due date or any other breach of these General Terms and Conditions of Sale on the part of the Customer.
10. These General Terms and Conditions of Sale are governed by Belgian law. Any disputes that may arise will fall under the exclusive jurisdiction of the courts of Turnhout.
11. Delivery times are estimated for the purposes of information only and are not binding on the Retailer. The Customer is not entitled to cancel the contract by the mere fact of the agreed delivery date having passed, nor to refuse the goods or claim any damages or interest in such an eventuality. Cancellation of contract is only possible after prior notice has been given by registered letter, after which a final reasonable delivery deadline will be agreed.
12. In any case, the delivery period is automatically extended in the event of unforeseen circumstances beyond the Retailer´s control, e.g. material accidents, transport delays and general delays in the delivery of raw materials insofar as this directly affects the completion or delivery of the order.
13. Any objections or complaints concerning the goods delivered or the invoice must, in order to be valid, be made in writing within eight days of receiving the goods or the invoice. No return of goods will be accepted by the Retailer without prior agreement.
14. If the Customer fails to comply with the obligations listed in these General Terms and Conditions of Sale or any other contract concluded with the Retailer, all of the Retailer´s obligations shall be automatically suspended until such a time as the Customer has complied. Furthermore, should the Customer fail to comply within two weeks of receiving a formal notice served by registered letter, the Retailer has the right to terminate the contract without prejudice to any right to compensation. In addition, all amounts still due, as well as all outstanding bills of exchange and recovery costs, shall become payable immediately.