General terms and conditions

1. DEFINITIONS

In these general terms and conditions, the following terms are defined as:

• Supplier: 3D LIFT BV, with registered office at 8560 Wevelgem, Drieslaan 84 bus A, and with company number 0807.098.693.
• Customer: Any natural person or legal entity that enters into or wishes to enter into an agreement with the Supplier.
• Goods: All products and services offered by the Supplier, including but not limited to truck-mounted forklifts, parts, accessories, trailers, and other materials.
• Services: All services offered by the Supplier, including but not limited to maintenance, repair, assembly, towing service, training, and rental.
• Sold Equipment: The goods sold by the Supplier to the Customer.
• Rented Equipment: The goods rented by the Supplier to the Customer.
• Agreement: Any agreement between the Supplier and the Customer concerning the sale, rental, maintenance, repair, or other services.
• Purchase Price: The price for the sold goods or services, excluding VAT, taxes, levies, and costs.
• Rental Price: The price for the rented goods, excluding VAT, taxes, levies, and costs.
• Costs: All additional costs such as transport, insurance, assembly, installation, fuel, etc.
• Force Majeure: Any circumstance beyond the reasonable control of the Supplier that prevents or complicates the execution of the agreement.

2. APPLICABILITY

2.1. These general terms and conditions apply to all offers, quotations, agreements, and deliveries of the Supplier, unless expressly agreed otherwise in writing.

2.2. The applicability of any purchase or other conditions of the Customer is expressly rejected.

2.3. If one or more provisions in these general terms and conditions are at any time wholly or partially void or annulled, the remaining provisions shall remain fully applicable. The Supplier and the Customer shall in that case consult with each other to agree on new provisions to replace the void or annulled provisions, whereby the purpose and intent of the original provisions shall be observed as much as possible.

2.4. The Supplier reserves the right to modify these general terms and conditions. Changes will be communicated in writing to the Customer and will take effect 30 days after this notification, unless another date is specified.

3. QUOTATIONS AND FORMATION OF AGREEMENTS

3.1. All quotations from the Supplier are non-binding and valid for 30 days after the date of issue, unless otherwise indicated.

3.2. An agreement is only established after written confirmation by the Supplier of an order from the Customer, or by actual execution by the Supplier.

3.3. The Supplier assumes that the information, drawings, and data provided by the Customer are correct and may use these as a basis for its quotation.

3.4. Images, drawings, dimensions, weights, descriptions, and other data in catalogs, price lists, on the website, or in other expressions of the Supplier are compiled as carefully as possible but do not bind the Supplier, unless expressly agreed otherwise in writing.

3.5. The prices in quotations are exclusive of VAT and other government levies, any costs to be incurred in the context of the agreement, including shipping and administration costs, unless otherwise indicated.

4. PRICES

4.1. Unless otherwise stated, all prices are in euros, excluding VAT, other taxes, levies, import duties, transport, insurance, assembly, installation, and other costs.

4.2. The Supplier has the right to increase the agreed prices if, after the conclusion of the agreement, the costs of raw materials, wages, import duties, taxes, or other external costs (whether or not due to currency changes) increase.

4.3. The Supplier will notify the Customer in writing of the intention to increase the price. The Supplier will state the extent of and the date on which the increase will take effect.

5. DELIVERY AND TRANSFER OF RISK

5.1. Delivery takes place ex warehouse of the Supplier, unless otherwise agreed. The Customer is obliged to take delivery of the goods at the moment they are made available to him.

5.2. The Customer is obliged to take delivery of the purchased goods at the moment when they are made available to him according to the agreement. If the Customer refuses to take delivery or is negligent in providing information or instructions necessary for the delivery, the Supplier is entitled to store the goods at the expense and risk of the Customer.

5.3. The risk of loss, damage, or depreciation passes to the Customer at the moment when the goods are made available to the Customer.

5.4. The delivery times stated by the Supplier are indicative and never to be considered as strict deadlines. In case of exceeding a deadline, the Customer must give the Supplier written notice of default and grant a reasonable period to still fulfill the agreement.

5.5. The Supplier is entitled to execute the agreement in different phases and to invoice the thus executed part separately.

6. RETENTION OF TITLE

6.1. All goods delivered by the Supplier in the context of the agreement remain the property of the Supplier until the Customer has properly fulfilled all obligations from the agreement(s) concluded with the Supplier.

6.2. Goods delivered by the Supplier that fall under the retention of title may not be resold and may never be used as a means of payment. The Customer is not authorized to pledge or encumber in any other way the goods falling under the retention of title.

6.3. The Customer must always do everything that can reasonably be expected of him to secure the property rights of the Supplier.

6.4. If third parties seize the goods delivered under retention of title or wish to establish or assert rights thereon, the Customer is obliged to immediately inform the Supplier thereof.

6.5. The Customer undertakes to insure and keep insured the goods delivered under retention of title against fire, explosion and water damage as well as against theft and to provide the policy of this insurance for inspection to the Supplier on first request.

7. PAYMENT

7.1. Payment must be made within 30 days after the invoice date, in a manner to be indicated by the Supplier in the currency in which the invoice is made, unless otherwise indicated in writing by the Supplier.

7.2. The Supplier is entitled to invoice periodically.

7.3. If the Customer fails to pay an invoice on time, the Customer is legally in default. The Customer then owes interest of 12% per year. The interest on the amount due will be calculated from the moment the Customer is in default until the moment of payment of the full amount due.

7.4. The Customer is never entitled to set off the amount owed by him to the Supplier. Objections to the amount of an invoice do not suspend the payment obligation.

7.5. If the Customer is in default or in breach in the (timely) fulfillment of his obligations, all reasonable costs incurred to obtain satisfaction out of court shall be borne by the Customer. The extrajudicial costs are calculated on the basis of 12% of the unpaid amount, with a minimum of 125.00 EUR and a maximum of 2,000.00 EUR.

8. LIABILITY

8.1. The liability of the Supplier is strictly limited to the tasks and obligations described in the Agreement. The liability of the Supplier is, within the legal limits and without prejudice to the provisions contained herein, exclusively governed by the rules of contract law and contractual liability (i.e., Book 5 Civil Code), even when the fact or event that is the cause of liability also constitutes a tort.

8.2. The Supplier is not liable for damage, of whatever nature, arising because the Supplier relied on incorrect and/or incomplete data provided by or on behalf of the Customer.

8.3. The Supplier is only liable for direct damage. Direct damage is exclusively understood to mean the reasonable costs to determine the cause and extent of the damage, insofar as the determination relates to damage within the meaning of these terms and conditions, any reasonable costs incurred to have the defective performance of the Supplier conform to the agreement, insofar as these can be attributed to the Supplier, and reasonable costs incurred to prevent or limit damage, insofar as the Customer demonstrates that these costs have led to limitation of direct damage as referred to in these general terms and conditions.

8.4. The Supplier is never liable for indirect damage, including consequential damage, lost profit, missed savings, damage due to business stagnation, loss of goodwill, reputational damage, loss of customers, savings, loss of profit or failure to improve profits, costs for backup, recovery procedures for data, return to manual procedures.

8.5. The liability of the Supplier is in all cases limited to the amount of the payment of his insurer in the relevant case, plus the deductible. If, for whatever reason, the liability insurer does not pay out, the liability of the Supplier is limited to a maximum of the invoice value of the order, or at least to that part of the order to which the liability relates.

8.6. The limitations of liability included in this article do not apply if the damage is due to intent or deliberate recklessness of the Supplier or his managerial subordinates.

8.7. The Customer indemnifies the Supplier against any claims from third parties who suffer damage in connection with the execution of the agreement and whose cause is attributable to parties other than the Supplier.

9. FORCE MAJEURE

9.1. The Supplier is not obliged to fulfill any obligation towards the Customer if he is hindered as a result of a circumstance that is not due to fault, and neither by law, a legal act, or generally accepted standards comes at his expense.

9.2. In these general terms and conditions, force majeure is understood to mean, in addition to what is understood in this respect in law and jurisprudence, all external causes, foreseen or unforeseen, over which the Supplier cannot exert influence, but which prevent the Supplier from fulfilling his obligations. Work strikes in the company of the Supplier or of third parties included. The Supplier also has the right to invoke force majeure if the circumstance preventing (further) fulfillment of the agreement occurs after the Supplier should have fulfilled his obligation.

9.3. The Supplier can suspend the obligations under the agreement during the period that the force majeure continues. If this period lasts longer than two months, then each of the parties is entitled to dissolve the agreement, without obligation to compensate damage to the other party.

9.4. Insofar as the Supplier at the time of the occurrence of force majeure has meanwhile partially fulfilled his obligations under the agreement or will be able to fulfill them, and the fulfilled or to be fulfilled part has independent value, the Supplier is entitled to invoice the already fulfilled or to be fulfilled part separately. The Customer is obliged to pay this invoice as if it were a separate agreement.

10. WARRANTY

10.1. The goods to be delivered by the Supplier meet the usual requirements and standards that can reasonably be set at the time of delivery and for which they are intended for normal use in Belgium.

10.2. The warranty mentioned in paragraph 1 of this article applies for a period of 12 months after delivery, unless the nature of the delivered goods dictates otherwise or the parties have agreed otherwise. This warranty period is automatically halved if the equipment is used day and night.

10.3. No warranty applies to second-hand goods, unless expressly agreed otherwise in writing.

10.4. Any form of warranty lapses if a defect has arisen as a result of or stems from injudicious or improper use thereof, incorrect storage or maintenance thereof by the Customer and/or by third parties when, without written permission from the Supplier, the Customer or third parties have made or attempted to make changes to the item, other items have been attached to it that should not be attached to it, or if these were processed or modified in a manner other than prescribed.

10.5. The Customer is obliged to (have) examine(d) the delivered goods, immediately at the moment the goods are made available to him or the relevant work has been carried out. In doing so, the Customer should examine whether the quality and/or quantity of the delivered goods corresponds to what has been agreed and meets the requirements that the parties have agreed in this regard.

10.6. Any visible defects must be reported in writing to the Supplier within 48 hours after delivery. Any invisible defects must be reported immediately, but in any case no later than within 8 working days after discovery thereof, in writing to the Supplier. The report must contain a description of the defect that is as detailed as possible, so that the Supplier is able to respond adequately. The Customer must give the Supplier the opportunity to (have) investigate(d) a complaint.

10.7. If the Customer complains in time, this does not suspend his payment obligation. The Customer also remains obliged to purchase and pay for the otherwise ordered goods.

10.8. If a defect is reported later, the Customer is no longer entitled to repair, replacement, or compensation.

10.9. If it is established that a good is defective and a complaint has been made in time, the Supplier will, within a reasonable period after return receipt thereof or, if return is not reasonably possible, written notification regarding the defect by the Customer, at the choice of the Supplier, replace or arrange for repair thereof or pay replacement compensation to the Customer.

10.10. If it is established that a complaint is unfounded, then the costs arising therefrom, including the research costs, on the part of the Supplier thereby incurred, shall be fully borne by the Customer.

11. SPECIAL PROVISIONS FOR RENTAL

11.1. The rented equipment is rented in the condition in which it is at the time of delivery. The Customer must immediately subject the rented equipment to a normally attentive inspection upon receipt and check for defects or shortcomings.

11.2. The Customer undertakes to use the rented equipment under normal operating conditions in accordance with the oral and/or written instructions and, among other things, to avoid all overloading. He will maintain the equipment as a good custodian during the term of the agreement and ensure its return at the end of the agreement.

11.3. The Customer gives the Supplier permission to check the rented equipment at any time and undertakes to provide all facilities for this purpose.

11.4. The Customer is not allowed to make changes to the rented equipment without the written and prior permission of the Supplier.

11.5. Only the Supplier is authorized to (have) perform(ed) repairs to the rented goods. In case of damage, disappearance, or destruction of the equipment, the Customer must inform the Supplier of this without delay.

11.6. The Customer is obliged to compensate the Supplier for the repair costs or, in case of total (technical or economic) loss, the value of the rented equipment, taking into account the (possible) intervention of the insurance company.

11.7. Before returning the equipment, the Customer is obliged to clean it completely, failing which the cleaning costs will be invoiced to him.

11.8. The entirety of the risks is transferred to the Customer upon receipt of the equipment and this until the return of the rented equipment.

11.9. The Customer is responsible for loss, destruction, or disappearance of the equipment, as well as for any theft or damage caused to the equipment made available and also for all damage regardless of the causes with respect to all persons and/or goods.

12. SPECIAL PROVISIONS FOR MAINTENANCE AND REPAIR

12.1. The Supplier will perform the maintenance and/or repair in accordance with the rules of the art, the applicable legislation and regulations.

12.2. The Supplier will use the best available technologies and human resources at the time of maintenance and/or repair.

12.3. The Customer ensures that the maintenance and/or repair is not carried out under dangerous, unhealthy, or conditions contrary to a law or regulatory provision. He takes all necessary measures for this purpose and he ensures that the employees and/or appointees of the Supplier are formally informed of all safety regulations that apply at the place where the maintenance and/or repair is carried out.

12.4. The Customer will in no case perform the maintenance of the equipment himself, nor have the maintenance performed by a third party if he has not received prior written permission from the Supplier.

12.5. For the execution of the maintenance and/or repair, the Customer provides a closed and heated space completely free of charge, including the necessary utilities such as lighting, water, electricity, and compressed air.

12.6. The Customer ensures that the employees and appointees of the Supplier have access to the equipment at the time agreed for the maintenance and/or repair.

12.7. After each maintenance and/or repair, the Customer receives a work order and/or a checklist with the necessary remarks and any defects found in the equipment, which must be signed by the Customer.

13. SPECIAL PROVISIONS FOR TRAINING

13.1. The Supplier undertakes to do everything necessary to carry out the training according to the rules of the art. With the agreement between the Supplier and the Customer, the Supplier enters into an obligation of means, not an obligation of result.

13.2. After following the training, the Supplier can issue a certificate of participation in the training. Following the training does not give the participant an automatic right to a diploma: only passing a test or exam in which the participant demonstrates that he has a level of knowledge imposed in the relevant legislation, regulations, or standards, gives the participant the right to a corresponding diploma or certificate.

13.3. The participants will comply with the guidelines and requirements of the Supplier at all times.

13.4. The participants will treat the provided didactic equipment or material with the utmost care and respect. If this equipment or material is lost or damaged, the participant will compensate for all resulting damage.

13.5. Cancellation by the Customer can only be done by e-mail, fax, or (registered) letter to the Supplier.

13.6. Cancellation of participation in a training is possible free of charge up to fifteen (15) working days before the scheduled training date. In case of cancellation between fifteen (15) working days to three (3) working days before the training date, the Supplier charges 50% of the price. In case of cancellation from three (3) working days before the training date, as well as in case of non-appearance of a participant, the Supplier charges 100% of the price.

14. INTELLECTUAL PROPERTY

14.1. The Supplier reserves the rights and powers that accrue to him on the basis of the Copyright Act and other intellectual property laws and regulations.

14.2. The Supplier has the right to use the knowledge gained by the execution of an agreement on his side also for other purposes, insofar as no strictly confidential information of the Customer is brought to the knowledge of third parties.

14.3. All didactic equipment and material, including software and training methods, remain the exclusive property of the Supplier. This property is protected by the intellectual property rights of the Supplier.

14.4. Without prior written permission from the Supplier, this may not be used, exploited, edited, reproduced, or communicated to third parties in any way by the Customer or the participants.

15. COMPLAINT HANDLING

15.1. Complaints can be submitted in writing to the Supplier up to eight (8) days after the delivery or service provision. They must be motivated. Complaints that are not dated and/or anonymous, the Supplier does not handle.

15.2. Each complaint will be handled with the necessary discretion and will receive an answer within fourteen (14) working days after receipt.

16. SUSPENSION, DISSOLUTION, AND INTERIM TERMINATION OF THE AGREEMENT

16.1. The Supplier is authorized to suspend the fulfillment of the obligations or to dissolve the agreement, if:

• the Customer does not, not fully or not timely fulfill the obligations from the agreement;
• after the conclusion of the agreement, circumstances that have come to the knowledge of the Supplier give good reason to fear that the Customer will not fulfill the obligations;
• the Customer has been requested to provide security for the satisfaction of his obligations under the agreement when concluding the agreement and this security is not forthcoming or insufficient;
• if due to the delay on the part of the Customer, it can no longer be required of the Supplier that he will fulfill the agreement against the originally agreed conditions.

16.2. Furthermore, the Supplier is authorized to dissolve the agreement if circumstances arise of such a nature that fulfillment of the agreement is impossible or if other circumstances arise of such a nature that unaltered maintenance of the agreement cannot reasonably be required of the Supplier.

16.3. If the agreement is dissolved, the claims of the Supplier on the Customer are immediately due and payable. If the Supplier suspends the fulfillment of the obligations, he retains his claims under the law and agreement.

16.4. If the Supplier proceeds to suspension or dissolution, he is in no way obliged to compensate damage and costs arising in any way as a result.

16.5. If the dissolution is attributable to the Customer, the Supplier is entitled to compensation for the damage, including the costs, directly and indirectly arising as a result.

17. APPLICABLE LAW AND DISPUTES

17.1. Belgian law exclusively applies to all legal relationships to which the Supplier is a party, even if an obligation is wholly or partly performed abroad or if the party involved in the legal relationship has its domicile there.

17.2. The court of the district where the Supplier has its registered office has exclusive jurisdiction to hear disputes, unless the law prescribes otherwise. Nevertheless, the Supplier has the right to submit the dispute to the court competent according to the law.

17.3. Parties will only appeal to the court after they have made every effort to settle a dispute by mutual agreement.

18. FINAL PROVISIONS

18.1. These general terms and conditions are drawn up in Dutch. In case of disputes about the content or purport of these general terms and conditions, the Dutch text is binding.

18.2. The latest deposited version or the version as it applied at the time of the establishment of the legal relationship with the Supplier is always applicable.

18.3. The Supplier is entitled to amend or supplement the general terms and conditions. Changes of minor importance can be implemented at any time. Major substantive changes are discussed with the Customer (in advance).