Article 1: General
All proposals, offers and agreements made between VWR International bv and the client are subject to the following conditions, which the client declares to be aware of.
Different or contradictory customer conditions are considered unwritten unless they have been expressly accepted by VWR International bv in writing; in this case they apply only to the contract to which they refer. In no event shall VWR International bv's silence be construed as consent to additional terms.
Article 2: Use
The products we supply are intended to be used in accordance with the manufacturer's documentation and specifications, under the sole responsibility of the user. However, for some specific products (Active Pharmaceutical Ingredients), VWR International bv, as a distributor, cannot meet the requirements (European BFF Directives for Human and Veterinary Medicines) and cannot sell any products.
Products supplied by us may not be used as active ingredients in human or veterinary medicine. For use as pharmaceuticals, cosmetics, food additives, agricultural additives, pesticides or household aid, the customer should contact the local sales organization of VWR International bv.
Our customers who intend to use these products for pharmaceutical, cosmetic, food or other purposes must carry out their own internal checks and controls to ensure that they comply with local laws and regulations (eg European Pharmacopoeia).
Under no circumstances will VWR International bv be liable if a customer uses a product in a manner incompatible with its intended purpose.
It is the customer's responsibility to comply with all health and safety regulations and all other regulations and to take appropriate measures regarding the storage, handling, sale and use of the products.
Article 3: Promotions, etc.
All promotions, brochures, catalogs and price lists in any form do not constitute an offer and are issued by VWR International bv without obligation.
Article 4: Changes in supply
VWR International bv's offers are based on customer needs. VWR International bv reserves the right to change offers at any time if necessary.
Article 5: Costs related to project studies
VWR International bv is entitled, by agreement, to charge the customer for the costs associated with a design study if no such agreement is reached.
Article 6: Orders
Any customer order, job or order, once received by VWR International bv, in whatever form, irrevocably obliges the customer to collect the goods and pay the invoice.
Adjustments or changes by the customer are only possible with the prior written consent of VWR International bv.
VWR International bv is only obligated after written confirmation to the customer.
Article 7: Price
The prices quoted by VWR International bv are always exclusive of VAT, contributions, surcharges or additional costs, including but not limited to Recupel contributions, consumption surcharges, transport costs and administrative costs.
VWR International bv's prices refer to products in standard packaging that are delivered to Belgium and DG Luxembourg. If the customer requires non-standard packaging, such as B. a special packaging required for sea or air transport, a different shipping method than that mentioned in article 8, paragraph 1 of these general terms and conditions or a delivery outside the territory of Belgium and the Grand Duchy of Luxembourg, the related costs are borne by the customer.
If the order value is less than EUR 320.00 excluding VAT, an order fee will be charged.
If the value of the order is less than EUR 500.00 excluding VAT, an "eco-tax" will be charged. This "ecological tax" is included in the order costs for orders less than EUR 320.00 excluding VAT.
Article 8: Delivery times
VWR International bv delivery times are approximate and indicative. Delivery time means the time within which the goods leave the shops or workshops of VWR International bv and therefore not the time within which the goods must reach the customer. Delays in delivery do not entitle the customer to compensation and in no case may they lead to breach of contract or denial of acceptance. Force majeure and force majeure entitle VWR International bv to withdraw all or part of its contracts or suspend the performance thereof without compensation or prior notice.
Article 9: Place of delivery and delivery conditions
For the place of delivery, it is agreed that the goods can be transported to the specified place of delivery and that the specified place of delivery can be reached through the usual means of access, i. h through the corridors, elevators (no stairs). VWR International bv reserves the right to charge additional transport costs if the place of delivery is not freely accessible.
The goods that must be transported in Dry Ice or Blue Ice have a cost of 27 euros without VAT.
The transport of goods is subject to the Incoterms agreed with the client.
Our standard Incoterms are free for deliveries in Belgium and Luxembourg GD (without transport costs, risks and dangers for VWR International bv until delivery).
If the customer does not send the shipping instructions on time, VWR International bv reserves the right to charge monthly storage costs for the storage of the goods. Each month started expires in full. VWR International bv also reserves the right to store these products in a warehouse at the expense and risk of the customer, upon simple formal notification.
When returning repaired devices, shipping and packaging costs will be charged.
Article 10: Complaints
At the time of delivery of the goods, the customer must immediately check them and determine that the goods delivered correspond to the goods ordered.
Claims on delivered products will not be accepted if they are not received in writing by VWR International bv within 48 hours of delivery. If no claim is filed within this period, the merchandise is considered to be in good condition, in accordance with the order and customer specifications and without deterioration.
Complaints about hidden defects must be sent to VWR International bv by registered mail within ten days after the discovery of such defects.
Any return of goods is in any case subject to the prior approval of VWR International bv. Similarly, it can only be reshipped if a return order number provided by VWR International bv is provided with the new shipment.
Article 11: Return of goods
Return requests must be made to VWR International bv within ten days of delivery.
Return requests will only be accepted if the products are in the original unopened packaging and the original packaging has not been damaged, written on, taped or otherwise deteriorated.
If VWR International bv accepts the return of the products by agreement, VWR International bv will charge 15% of the total purchase price as restocking fees plus an additional return shipping cost of €50.
Items that are not part of the standard program of VWR International bv and are therefore ordered at the customer's special request will not be returned.
Replacement parts will not be returned.
Article 12: Cancellation
The customer can only cancel an order with the express consent of VWR International bv. In the absence of such an agreement, VWR International bv may demand collection and full payment of the goods, or VWR International bv may consider that the agreement was not fulfilled and demand compensation, which is set at a fixed rate of 50% of the price of purchase of the order that has been cancelled.
Article 13: Terms of payment
VWR International bv reserves the right to require payment guarantees and/or advance payments. For example, VWR International bv may request additional guarantees if the creditworthiness of the customer, according to data provided to VWR International bv by a credit insurance company or a third party, indicates unstable or unreliable solvency. If these requirements are not met, performance of the contract may be postponed. Furthermore, if these guarantees and/or advances cannot be given within a reasonable period, which cannot exceed 30 days, VWR International bv reserves the right to consider the agreement unilaterally terminated without prior notice at the customer's expense and to charge for the damage referred to in article 10, which is compensation equivalent to 50% of the purchase price.
Article 14: Terms of payment
Billing is done exclusively in electronic format. The client consents and expressly accepts the probative value of this electronic invoice. VWR International bv guarantees the authenticity of the origin of invoices issued in electronic format, the integrity of their content and their legibility.
VWR International bv invoices are paid within 14 days from the invoice date at the registered office of the company. Any unpaid invoice will accrue, by operation of law and without prior notice, interest from the due date at 1% per month or at the rate established in article 5 of the law of August 2, 2002 on the fight against commercial delinquency, if this type is higher.
The client is also legally and without prior notice liable for damages of 10% of the invoice value, with a minimum of 50.00 euros, without prejudice to the right to reasonable compensation, for all collection costs in the conditions of article 6 of the law. of August 2, 2002 to combat late payment in commercial transactions.
In the event of bankruptcy, receivership, suspension of payments, suspension of payments or if this request is made by a court or ex officio, VWR International bv can exercise the lien on the sold goods until they have been paid. You have expressly accepted that in subsequent performances of the various sales contracts, all deliveries constitute a global guarantee on which VWR International bv can exercise the right of retention until the invoices have been paid in full.
Article 15: reservation of title
Without prejudice to the customer's risk in relation to the goods, the sold goods remain the property of VWR International bv until the corresponding invoices have been paid in full, even if they have been changed.
During the retention of title period, the risk and danger, as well as the preservation of the merchandise, are transferred to the customer. The customer undertakes to store the products in such a way that they cannot be confused with other products and can be identified as belonging to VWR International bv. In the case of invoices for used or resold goods, payments are initially deducted
Article 16: Guarantee
VWR International bv grants a one-year warranty on the delivered goods from the date of delivery of the goods, unless otherwise agreed.
This warranty covers the costs of parts, labor, travel and packaging. However, VWR International bv reserves the right to charge travel costs and packaging costs if the products are not located on Belgian or Grand-Ducal territory.
Exceptions to this guarantee:
- Improper use or use that does not comply with the manufacturer's instructions
- Grid overload (max. permissible ± 10 %)
- condensation, freezing, overheating, flooding
- Stop the activities of the manufacturer.
- Some items are never under warranty, such as B. Light bulbs, tubes, thermometers and electrodes, blades, batteries.
The costs of the specifications will be charged for the preparation of specifications by the technical department.
Article 17: Liability
Any liability of VWR International bv is limited to the value of the invoice that VWR International bv sends to the customer in relation to the goods delivered.
Furthermore, the liability of VWR International bv is limited to direct damage. VWR International bv does not accept any liability for indirect or consequential damages.
Otherwise, VWR International bv will only be liable for damages that can be attributed to intent or gross negligence on the part of VWR International bv.
VWR International bv's liability is also limited to the amount payable in connection with the event covered by VWR International bv's insurance, whereby a series of events occurring in a specific context is considered a single event.
VWR International bv can never be held responsible for damages resulting from incorrect or inappropriate use of the goods purchased by the customer or by third parties.
The customer remains liable to VWR International bv for third party claims in connection with the use of goods delivered by VWR International bv to the customer.
All advice provided by VWR International bv to the customer is without obligation and does not create any liability on the part of VWR International bv. Such a note does not relieve the customer of his obligation to check the suitability of the delivered goods before using them and to use the goods in question as intended.
Article 18: Specific Specifications for Chemical Products and Reagents
The chemical products supplied by VWR International bv correspond to the guarantee conditions or the specifications given in the catalogues, or the specifications given on the labels. In case of conflict, the specifications given on the labels will apply.
The transport of flammable, corrosive, toxic or malodorous products is subject to certain legal restrictions. VWR International bv is subject to the legal requirements for the transport of dangerous goods. The respective compatible and applicable dangerous goods categories are specified in the catalogues.
Customers ordering chemicals from VWR International bv that are subject to the above legal requirements, including, but not limited to, hazardous or toxic products, must be authorized to do so and must respect and observe all applicable laws in this regard.
Article 19: Applicable law
All contracts concluded with VWR International bv are governed by Belgian law.
Article 20: competent courts
In the event of a dispute of any kind, the courts of the registered office of VWR International bv shall have exclusive jurisdiction. All costs associated with placing an order, including fees, are borne by the customer.
Version 18, February 2020
IBAN: BE02 5701 3200 5540
VWR International bv
Haasrode Research Park 2020
Geldenaaksebaan 464 B-3001 Lowen
RPR Leuven - Incidentally BE 0403.593.343
tel. 016 385 011
Fax 016 385 385