CONDITION OF SALES
GENERAL CONDITION OF SALES
1 - These general conditions are applicable to contracts concluded by NEXUS COMMUNICATION SA (hereinafter “NEXUS COMMUNICATION”), with any client whatsoever, Belgian or foreign, and whatever the place of destination of the product object of the contract, or the place of publication of the product ordered, in Belgium or overseas. They apply to these contracts to the exclusion of all other conditions; they are an essential element of these contracts and their applicability is a condition of the conclusion of the contracts. Consequently, there may be no dispensation from these conditions unless NEXUS COMMUNICATION has consented in advance, expressly and in writing. The client may not claim the application of his own general conditions of purchase. If NEXUS COMMUNICATION has granted dispensation from these conditions, they shall nevertheless remain applicable in a supplementary way.
2 - The contract is concluded either through the written acceptance of the order by NEXUS COMMUNICATION, or through receipt of the offer by NEXUS COMMUNICATION signed for agreement by the client.
3 - NEXUS COMMUNICATION reserves the right to demand from the client, who accepts, a down-payment of 35% of the amount of the order prior to execution of the contract.
4 - Without prejudice to article 7, an order accepted by NEXUS COMMUNICATION may not be amended or cancelled, and the contract may only be terminated by the client with the prior and written agreement of NEXUS COMMUNICATION. If the client cancels his order or terminates the contract without the agreement of NEXUS COMMUNICATION, he shall owe NEXUS COMMUNICATION a default indemnity equal to 30% of the total value, including VAT, of the order concerned.
5 - Invoices from NEXUS COMMUNICATION are payable within a period of 30 days from the last day of the month during which the invoice was issued, to the head office of NEXUS COMMUNICATION. Any dispute must be notified in writing by registered mail within eight days of the date of receipt of the invoice. The complaint must always mention the date and number of the invoice disputed.
6 - In the event of non-payment of the invoice, interest of 12% per year shall be automatically due without notice on the amount of the invoice. Furthermore, a fixed indemnity of 15% of the invoice, with a minimum of € 150.00, shall also be due. In return, clients who are not consumers (in the sense set out by EU directive 2011/83/ on consumers rights) may claim an equivalent fixed indemnity in the event of non-respect by NEXUS COMMUNICATION of its contractual obligations.
Furthermore, NEXUS COMMUNICATION reserves the right:
• To suspend the execution of its obligations
• To terminate the agreement, without notice and without any indemnity being due to the purchaser. In this case, NEXUS COMMUNICATION shall be released from all its contractual obligations.
7 - Circumstances such as a strike, fire, accident, technical incident, organizational difficulties internal to NEXUS COMMUNICATION, or any other similar event, are to be considered as scenarios of force majeure when they have the effect of delaying the execution of its obligations for more than 5 days. In this case, NEXUS COMMUNICATION shall be released from all responsibility and shall not have to establish the unpredictability or the irresistibility of the circumstances invoked, or the impossibility of executing the contract. Furthermore, no damages and interest may be claimed from NEXUS COMMUNICATION in this case.
8 - The agreement shall be automatically terminated without prior notice in the event of bankruptcy, insolvency or liquidation of the client or arrangement with his creditors. Furthermore, in the event of any change to the shareholding body or management staff of the client, NEXUS COMMUNICATION reserves the right to unilaterally terminate this agreement without notice, without any compensation.
9 - All costs relative to bank drafts, unpaid cheques and recovery costs (including solicitors’ fees) shall be borne by the client.
10 - The client expressly acknowledges that NEXUS COMMUNICATION remains the sole holder of the intellectual property rights relative to the services it has performed for the benefit of the client, whatever the nature of these rights. NEXUS COMMUNICATION therefore remains the sole holder of copyright relative to articles, reports, illustrations and photographs in the magazines, webzines, newsletters, e-magazines etc. that it provides to the client.
The client agrees to restrain from any acts that could impede the protection of the intellectual property rights of NEXUS COMMUNICATION.
11 - Any dispute relative to the formation, interpretation and execution of this contract shall be subject to Belgian law. Only the courts of the judicial district of Liege, Belgium shall have exclusive jurisdiction.