GENERAL SALES CONDITIONS – NOVOLAB LTD
For online & offline sales
Diebeke 7 (IZ)
Article 1: General provisions
All proposals, offers and agreements between NOVOLAB Ltd and the client are subject to the following conditions of which the client declares having taken notice.
Other or contradictory conditions on behalf of the client are not considered to be in effect unless they were accepted, explicitly and in writing, by NOVOLAB Ltd. In which case, they are only considered valid for the present agreement. Under no circumstances, will silence by NOVOLAB Ltd be interpreted as the acceptance of other conditions. Through the NOVOLAB Ltd ecommerce site, professional clients are able to make purchases from the web shop.
Article 2: promotions - web shop a.s.
By no means do any promotions, brochures, catalogues and price lists, of any form, constitute an offer, and as such they are provided without any commitment by NOVOLAB Ltd. Through the web shop under the registered domain names novolab.be, novolab.eu or novolab-labware.com, professional users are able to purchase Novolab Ltd. Products. The web shop for professional users conforms to the requirements of a B2B shop. The statutory requirements of a B2C shop are thus not applicable.
Article 3: modifications of offers
All NOVOLAB Ltd offers are based on the needs of the client. NOVOLAB Ltd reserves the right to modify the offers at any time if necessary.
Article 4: orders
Upon receipt by NOVOLAB Ltd of any customer order or command, in whatever form, the customer is irrevocably bound to the purchase of the goods and the payment of the invoice.
Adjustments or modifications by the client are only possible provided NOVOLAB Ltd gave preliminary written agreement.
NOVOLAB Ltd is bound only after written confirmation to the client.
Article 5: prices
Prices specified by NOVOLAB Ltd. are always VAT exclusive, without additional contributions, charges and costs, including but not restricted to recouple fee, excise taxes, transport- and administrative costs. Online prices are also VAT exclusive. Prices will only appear when the user is logged onto the website through their registered account. Transportation costs or possible administrative surcharges are listed separately and can be calculated in advance without commitment in the shopping basket. (see below)
All NOVOLAB Ltd. prices represent goods in standard packaging. If the client wishes a special packaging, such as special packaging required for transport by air or sea, a different delivery method than the one mentioned under article 7, the first paragraph of these general sales conditions, or a delivery outside the territory of Belgium and GH Luxemburg, the client will be responsible for the additional cost.
All orders for delivery within Belgium with a value of less than 300 euro, VAT exclusive, will be subject to a delivery cost of 15,00 euro, VAT exclusive. Deliveries outside of Belgium are subject to shipping costs which vary according to country, weight and dimensions of the goods. As such, Novolab operates with fixed shipping costs for orders placed through the web shop.
In some cases, NOVOLAB Ltd. reserves the right to decide not to charge shipping costs, nor to charge shipping costs when the value of the order is higher than the amounts aforementioned (but lower than 1000 euro). For orders lower than 20,00 euro net, NOVOLAB Ltd. reserves the right to charge an extra cost of 13,00 euro net.
The price listed is the price for the goods described only. The pictures shown on the website are for informative purposes only, they may differ from the actual product. The pictures may contain elements that are not included in the price.
Article 6.1: Online offers
Despite the fact that the online catalogue and the e-commerce website have been created with the utmost care, it is possible that the given information provided is incomplete, contains errors, or is not up-to-date. NOVOLAB Ltd. will not be held accountable for obvious mistakes or errors in the offer. With respect to the accuracy and the completeness of the information provided, NOVOLAB Ltd. will only be responsible for obligation of means. NOVOLAB Ltd is under no circumstances liable in the case of material errors or misprints.
For any specific questions about measures, colours, availability, time or method of delivery, we ask clients to contact our Customer Service department.
Our offer will be valid as long as there are stocks remaining. The offer can be modified or ended by NOVOLAB Ltd. at any time. NOVOLAB Ltd will not be held responsible for non-availability of a product.
Article 6.2: Online purchases
After registration, the client can log onto the NOVOLAB Ltd. web shop with their personal information. They can then access their personal account to consult their order history, preferences and any newsletters. They can even make changes to their account and check on the status of their current orders. The client can also access product pages and select quantities to transfer to their shopping basket. If applicable, discounts will be automatically modified according to the quantity of the goods in the shopping basket. Shopping baskets can be saved for later purchases. After completion of the shopping basket, the order transaction continues and the client can enter their delivery and invoice information, as well as select a method of payment. They can select between: invoice, bank transfer or Credit card. During the transaction, they will also be asked for their personal client number. Shipping and billing information may be changed at any time during the order transaction. At the end of the transaction, there will be a final confirmation of the order. At that time, a unique web order confirmation number will be assigned to the order and will be displayed for the client and for the order history. The client will also receive an automatic confirmation email with an order summary. The order will then be managed by a staff member and an official Novolab order number will be attributed to it. After manual review of the order the client will receive a second final confirmation email with a PDF attachment.
*Methods of payment:
There are several possible methods of payment according to the type of client and the possible agreements NOVOLAB Ltd. and the client.
- Upon receipt of invoice: The client pays after receiving the goods within 30 days of the invoice date.
- International bank transfer on ING account BE94 3930 0705 4114. Payment of the total order amount within 10 days after receipt of the confirmation email containing payment information.
- Credit card (MasterCard/Visa/Maestro): During the order process, the client will be transferred to a secure EUROPABANK payment page for the processing of payments via credit card. In this case, EUROPABNK and partners are responsible for the privacy and security of the payment process. As such, NOVOLAB Ltd. can under no circumstances be held responsible for any safety or processing problems that may occur during this method of payment.
Article 7: delivery times
The delivery times provided by NOVOLAB Ltd. are approximate and are provided for informative purposes. The delivery time provided reflects the delay between the time at which the order was placed and the time at which the goods leave the warehouses or factories of NOVOLAB Ltd.; thus not the time at which the goods are due to be delivered to the client. Delivery delays will by no means be compensated and can under no circumstances give the client the right to break agreement or to refuse reception of the goods. Refunds can not be obtained on these grounds either. Coincidence and superiority give NOVOLAB Ltd. the right to break her obligations, partly or entirely, or to suspend the order without further notice or compensation.
Article 8: Delivery- location and conditions
With respect to the location for the delivery, it is understood that it must be possible to roll the goods to the delivery location and that it is readily accessible (i.e. corridors, elevators - no stairs). NOVOLAB Ltd. is entitled to charge extra delivery costs if the delivery location is not freely accessible.
The transport of goods is linked to the incoterms agreed on with the client.
Our standard incoterm is EX works.
If the client does not provide timely shipping instructions, NOVOLAB Ltd. is entitled to charge a monthly storage fee as of the date of storage. Payment is due in full as of the first day of the month. NOVOLAB Ltd. is also entitled to store the goods in a storage room, at the clients risk and cost, with a simple letter of default..
For the return shipment of repaired goods, shipping costs may be charged (according to the conditions mentioned in article 5).
Article 9: claims
Immediately upon receipt of the goods, the client must check them to ensure that they correspond to the goods that were ordered.
Complaints about delivered goods will not be accepted unless they were received in writing by NOVOLAB Ltd. within 48 hours after delivery. If no complaint is received within this time frame, it will be assumed that the goods were in order, according to the order and the specifications of the client and without any damages.
Complaints regarding hidden defaults have to be received by registered letter by NOVOLAB Ltd. within 5 calendar days of the discovery of the defaults.
In any case, the return of goods is always subject to the prior acceptance of NOVOLAB Ltd.
Article 10: return of goods
Requests for return have to be sent to NOVOLAB Ltd within ten days of receipt of the goods.
They will only be accepted if the goods are returned in the original packaging and if the original packaging is not damaged, has not been written on, does not contain stickers or is not otherwise affected.
If NOVOLAB Ltd, after approval, accepts the goods in return, NOVOLAB Ltd. will charge 15% of the total purchase worth, with a minimum of 20 euro, for restocking charges.
Articles that are not part of the standard program of NOVOLAB Ltd. and, as such, were ordered by special request from the client, will not be accepted in return.
Spare parts will not be accepted in return.
Return costs are for the account of the customer and correspond to our shipping costs.
Article 11: cancellation
It will only be possible for the client to cancel an order if NOVOLAB Ltd. explicitly agrees. In the event that NOVOLAB Ltd. does not agree, she can either claim the acceptance of the goods and their total payment, or consider the agreement as broken and claim a compensation that will be fixed at lump amount of 50% of the purchase price of the cancelled order.
With a payment via credit card or debit card, transaction costs are charged by the payment partner. In the event of an order being canceled, paid via credit card or paid via debit card, the customer has the right to cancel the order free of charge within 4 hours of placing the order. In that case the full purchase amount will be refunded. If the order is canceled at a later date, Novolab reserves the right to deduct the transaction costs of the payment partner from the amount that is refunded. Reimbursement is only possible via the credit card with which the payment was made. All other provisions regarding the cancellation of an order also remain in force.
Article 12: payment guarantees
NOVOLAB Ltd. reserves the right to claim a payment guarantee and/or to claim a deposit. As such, in case a credit insurance company or a third party indicates that the client has poor credit, NOVOLAB Ltd. can claim additional guarantees. Further execution of the agreement can be postponed for as long as this information is not received. Moreover NOVOLAB Ltd. has the right to consider the agreement as being broken by the client if the guarantees and/or deposit are not provided within a reasonable time frame (i.e. not more than 30 days later), without previous notice and claim a compensation that will be fixed at lump amount of 50% of the purchase price.
Article 13: payment conditions
For professional clients, NOVOLAB Ltd. invoices are payable to head office within 30 days of the invoice date. All newly registered clients make at least one payment in advance. Selling agents, private persons and non EU clients must always pay the full invoice amount in advance, for all deliveries. All unpaid invoices will have an expiry date, ipso jure and without notice, an interest of 1% per month, as well as the interest rate fixed according to article 5 of the Law of August 2, 2002 regarding the verification of late payments in business transactions, if this legal rate is higher.
The client is also accountable, ipso jure and without notice, to pay a lump sum for compensation equal to 10% of the amount of the invoice, with a minimum of 50,00 euro, notwithstanding the right to a reasonable compensation for eventual recovery according article 6 of the Law of August 2, 2002 regarding the control on late payments in business transactions.
In case of bankruptcy, legal agreement, payment break offs, requests for payment delays, as requested by the Court or unofficial, NOVOLAB Ltd. may reserve the right to the sold goods until receipt of complete payment for those goods. There is explicit agreement that in case of several successive sales agreements, the totality of the delivered goods will be considered as a whole on which NOVOLAB Ltd. can reserve the right to withhold delivery until receipt of full payment of the invoices.
Article 14: reservation of property
Despite the risk to the client concerning the goods, the sold goods will remain the property of NOVOLAB Ltd. until full payment of the invoices for these sold goods is received, even if they were for some reason modified.
During this reservation period, the client will be held responsible for the risk and the conservation of the goods. The client accepts to conserve the goods in a way that they cannot be confused with other goods and that they will be recognized as being the property of NOVOLAB Ltd. Payments will be first deducted for invoices of used or resold goods.
Article 15: legal responsibility
All legal responsibility of NOVOLAB Ltd. is limited to the amount of the invoice that NOVOLAB Ltd. provided to the client regarding the delivered goods.
Moreover the legal responsibility of NOVOLAB Ltd. is limited to direct damages. For indirect damages and consequences NOVOLAB Ltd. is not responsible.
NOVOLAB Ltd. is also only liable for damage which is the result of bad intention or grave carelessness by NOVOLAB Ltd.
The responsibility of NOVOLAB Ltd. is limited to the sum paid by the insurance of NOVOLAB Ltd. with regard to the event in question. Whereas a series of events that occur in a given case are considered as one event.
NOVOLAB Ltd. will not be held responsible for damages due to wrong or faulty use of the goods by customers or third persons.
The client protects NOVOLAB Ltd from liabilities of third persons with regard of the by NOVOLAB Ltd. delivered goods to the client.
All advice given by NOVOLAB Ltd to the customer is non-binding and cannot be a reason to any responsibility of NOVOLAB Ltd. Such advice does not free the client of their obligation to test the delivered goods and to use them appropriately.
Article 16: special specifications for chemicals, reactors and medical tools
Clients who order NOVOLAB Ltd chemical goods that are subject to the previously named legal prescriptions, including but not restrictive to dangerous and poisonous products, must have a registered right and will respect and comply with all existing legislations and regulations. Chemicals and reactors will under no circumstances be delivered to foreign or private customers. All Belgian companies who buy these products must be in the possession of a valid company number and must, upon request, indicate the kind of use they will make of them.
NOVOLAB Ltd. has an official notification number (BE/CA01/1-05842-MDD-0002) for the sale of medical tools. According to KB 18-03-1999 art. 10bis, it is only authorized to sell medical tools within the closed distribution circuit. Therefore NOVOLAB Ltd. is bound by law to ask explicit confirmation that the medical tools will not be used for medical purposes if the professional buyer does not belong to this closed distribution circuit. Medical tools can under no circumstances be bought from NOVOLAB Ltd. by private persons.
Article 17: Privacy
Purposes of the processing
Novolab NV collects and processes customers’ personal data for customer and order management (customer administration, order/delivery follow-up, invoicing, solvency follow-up and the sending of marketing and personalised advertising).
NOVOLAB Ltd keeps online visitors statistics to know which are the most visited pages of the web site.
Legal foundation for the processing
Personal data is processed based on Article 6.1. [(a) consent,] [(b) (required for the implementation of an agreement),] [(c) (required to satisfy a legal obligation)], [(f) (required for the protection of our legitimate interest in entrepreneurship)] of the General Data Protection Act.
[Insofar as the processing of personal data takes place based on Article 6.1. a) (consent), customers always have the right to withdraw the given consent.]
The client is responsible for the safekeeping of their login data and the use of their password for the web shop. Your password is coded and safe. Thus NOVOLAB Ltd. has no access to your password. If necessary, you can change your password on the website.
Transfer to third parties
If required to achieve the set purposes, the customers personal data will not be shared with other companies.
Personal data processed for customer management will be stored for the time necessary to satisfy legal requirements (in terms of bookkeeping, among others).
Right to inspection, improvement, deletion, limitation, objection and transferability of personal data
The customer has at all times the right to inspect their personal data and can have it improved/improve it should it be incorrect or incomplete, have it removed, limit its processing an object to the processing of their personal data based on Article 6.1 (f), including profiling based on said provisions.
Furthermore, the customer is entitled to obtain a copy (in a structured, standard and mechanically readable form) of their personal data and to have said personal data forwarded to another company.
In order to exercise the aforementioned rights, the customer is requested to:
- Adjust the settings of their customer account; and/or
- Send an e-mail the following address: firstname.lastname@example.org
The customer is entitled to object free of charge to the processing of any processing of their personal data aimed at direct marketing.
The customer has the right to file a complaint with the Belgian Privacy Protection Commission (35 Rue de la Presse, 1000 Brussels - email@example.com).
Through our website, cookies are placed from the American company Google as part of the "Analytics" service. We use this service to track and get reports on how visitors use the website. Google may provide this information to third parties if Google is legally obliged to do so, or if third parties process the information on behalf of Google. We have no influence on this.
Article 18: Warranty:
Our product warranty is given in accordance with the terms of our supplier.
Article 19: transgression of validity – non-omission
If a provision of these Conditions is invalid or is declared illegal or void, it will under no circumstances affect the validity, the legality and the applicability of the other terms.
If, at any time, NOVOLAB Ltd. neglects to enforce one of the mentioned rights, or extort whatever right to do so, this will never be considered an omission of this provision and will never affect the validity of these rights.
Article 20: modification of conditions
The present conditions are in addition to other conditions which are explicitly referred to, and the general sales conditions of NOVOLAB Ltd. In the case of contradiction, the present conditions will take priority.
At any time, NOVOLAB Ltd. can modify these conditions without prior notice. Each purchase after this modification means an acceptance by the client of these new conditions.
Article 21: proof
The client accepts that e-communications and back-ups can serve as proof in case of a dispute.
Article 22: applicable right
All agreements of NOVOLAB Ltd. are managed by the Belgian Law.
Article 23: authorized jurisdiction
In case of protests of any kind only the Court of the place of the registered office of NOVOLAB Ltd. has the jurisdiction.. All costs with regard of the recovery via legal ways, including fees, will be at the expense of the client.
Geraardsbergen, April 12th, 2018