General Terms and Conditions of Scoptvision BV
Last Updated on September 16, 2023
Article 1 – Definitions
In these general terms and conditions, the following terms have the following meanings:
1.1. Scoptvision BV: Scoptvision BV, a legal entity located at Halleboomstraat 1, C2, 3020 Herent, Belgium, with company registration number BE 0783.918.564, and can be contacted via firstname.lastname@example.org.
1.2. Customer: Any natural person or legal entity that purchases or wishes to purchase products or services from Scoptvision BV, including consumers and businesses.
1.3. Parties: A collective reference to Scoptvision BV and the Customer.
1.4. Products: The goods or services that are the subject of one or more agreements, including but not limited to the products and services of Scoptvision BV.
1.5. Agreement: The binding agreement entered into between Scoptvision BV and the Customer for the purchase of one or more Products.
Article 2 – Applicability
2.1. These General Terms and Conditions apply to every legal relationship between Scoptvision BV and the Customer concerning the purchase of Products, including but not limited to offers, agreements, orders, order confirmations, invoices, and all services provided by Scoptvision BV to the Customer.
2.2. Deviating provisions or additional commercial terms may apply, particularly to highlight specific products, services, or cooperation agreements and take precedence over these General Terms and Conditions when formally signed and approved by Scoptvision BV. Provisions not covered in Specific Agreements remain in full force as stated in these General Terms and Conditions.
2.3. Scoptvision BV reserves the right to unilaterally modify and/or supplement these General Terms and Conditions, to the extent such changes/objective additions are justified. Scoptvision BV will reasonably inform the Customer of such changes.
2.4. Scoptvision BV reserves the right to amend and/or supplement these General Terms and Conditions at any time for future orders. A future change in the application of this Article 2.4. does not affect existing orders and the resulting agreements.
2.5. Without prejudice to the express and written acceptance of these General Terms and Conditions, the Customer is deemed to have read and accepted these General Terms and Conditions and waived its own (general) terms and conditions, regardless of when and in what form they would have been communicated, including for repeat orders, by (without limitation) placing an order, signing an agreement, using or storing the Products, using the services of Scoptvision BV, and/or accepting an invoice.
Article 3 – Orders and Offers
3.1. After the Customer has indicated which Products they wish to purchase from Scoptvision BV, Scoptvision BV will provide an offer to the Customer. Unless otherwise specified in the offer, the offer is valid for a period of fifteen (15) days from the date of the offer. Changes to the offer are only applicable if accepted in writing by Scoptvision BV.
3.2. An Agreement is only concluded when:
a) Scoptvision BV receives a signed offer from the Customer within the validity period, or b) Scoptvision BV receives a signed order or Agreement from the Customer, or c) the Customer confirms an offer or invoice by making payment within the valid period of the offer or invoice.
3.3. Notwithstanding the provisions of Article 3.1., special offers may be valid for less than fifteen (15) days, taking into account that they are only valid while stocks last.
3.4. Advance Payment for Orders:
a) In the event that the Customer places an order, defined as an order that does not fall under a subscription or license, Scoptvision BV reserves the right to require an advance payment of 20% of the total order amount.
b) The advance payment as mentioned in Article 3.4.a) must be made within 14 days of receiving the invoice for the advance payment, unless otherwise agreed in writing.
c) In case of non-payment of the advance payment within the stipulated period, Scoptvision BV reserves the right to cancel the order without further liability to the Customer.
d) The advance payment will be offset against the total order amount. Any remaining amounts must be paid according to the payment terms as stated in Article 5 – Payment.
Article 4 – Price
4.1. The prices in the offer are expressed in euros (and, if applicable, in other international currencies such as GBP and USD). Unless otherwise agreed in writing, handling and transportation costs are not included in the prices.
4.2. For Businesses, the prices in the offer are exclusive of VAT.
4.3. For Consumers, the prices in the offer include VAT and other taxes as applicable on the date of the offer. Any change in VAT or other taxes after the date of the offer but before the delivery of the Products will be passed on to the Customer.
4.4. Scoptvision BV reserves the right to change prices without prior notice. Price changes do not affect orders that have already been placed and confirmed. For ongoing agreements, price changes are only applicable after written agreement between Scoptvision BV and the Customer.
Article 5 – Payment
5.1. Unless otherwise agreed in writing, invoices must be paid within fourteen (14) days from the invoice date to the bank account indicated on the invoice.
5.2. In case of non-payment within the fourteen (14) day period, the Customer is automatically and without prior notice liable for interest on the outstanding amount at the legal rate.
5.3. In case of non-payment within the fourteen (14) day period, Scoptvision BV has the right to terminate the agreement immediately and repossess the delivered Products, without prejudice to its right to claim damages.
5.4. Any objections to the invoice must be communicated in writing to Scoptvision BV within seven (7) days of receipt, or else the invoice is deemed accepted.
Article 6 – Subscription Fees and Termination
6.1. Subscription Fees and Payment Terms:
a. The Customer is obligated to pay the due subscription fees in a timely manner according to the agreed payment terms. Subscription fees must be paid in advance unless otherwise agreed in writing.
b. In the event that the Customer fails to pay the subscription fees on time, Scoptvision BV reserves the right to suspend or cancel the provided services without further liability to the Customer.
6.2. Termination of Subscription:
a. The Customer has the right to terminate the subscription in writing. Terminations must be submitted by sending a written request via email to email@example.com.
b. Scoptvision BV reserves the right to suspend or terminate subscriptions in case of a breach of the agreement by the Customer, including but not limited to non-payment of subscription fees.
c. Upon termination of a subscription, the Customer must pay any outstanding subscription fees up to the termination date. There will be no refund of already paid subscription fees.
Article 7 – Delivery and Risk
7.1. Delivery times are indicative unless expressly agreed otherwise in writing. Scoptvision BV is not liable for delays in delivery, except in cases of willful misconduct or gross negligence.
7.2. The risk for the Products passes to the Customer at the moment of delivery.
7.3. Upon receipt of the Products, the Customer must inspect the delivery for any damage or shortages and report any complaints immediately and no later than seven (7) days after delivery in writing to Scoptvision BV.
Article 8 – Warranty
8.1. Scoptvision BV guarantees that the delivered Products conform to the agreement and are free from material and manufacturing defects for a period of two (2) years from the delivery date, unless otherwise agreed in writing.
8.2. The warranty as described in Article 8.1. does not apply if:
a) The Customer has modified or repaired the Products without prior written consent from Scoptvision BV;
b) The Products have been subjected to unusual or abnormal physical, electrical, or electronic stress, including but not limited to overvoltage, overload, or incorrect polarity.
8.3. Scoptvision BV is entitled to extend, limit, or modify the warranty for specific Products or services. Such changes will be communicated in writing to the Customer.
Article 9 – Liability
9.1. The liability of Scoptvision BV is limited to the amount covered by Scoptvision BV’s liability insurance in the relevant case.
9.2. In the event that no insurance payout occurs for any reason, the liability of Scoptvision BV is limited to the invoice value of the delivered Products.
9.3. Scoptvision BV is not liable for indirect damages, consequential damages, loss of profit, or loss of data.
Article 10 – Force Majeure
10.1. Scoptvision BV is not liable for any delay in the performance or non-performance of any obligation under the Agreement if such delay or non-performance is the result of force majeure.
Article 11 – Applicable Law and Jurisdiction
11.1. Belgian law applies to these General Terms and Conditions and the Agreement.
11.2. All disputes relating to or arising from these General Terms and Conditions and the Agreement will be submitted to the competent court of the Leuven district, Belgium.
Article 12 – Contact Information
12.1. Scoptvision BV is located at Halleboomstraat 1, C2, 3020 Herent, Belgium. You can contact Scoptvision BV via email at firstname.lastname@example.org.