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Terms and conditions

Here you find our General Conditions of Sale for online orders and other orders:

GENERAL CONDITIONS OF SALE

1. These present general conditions of sale are integrally applicable to each contract of sale entered into with Aero-Sense NV (hereinafter "Aero-Sense"), with the exception of particular divergent conditions agreed upon in writing between Aero-Sense and the client. Different or conflicting terms and conditions issued by the client shall be deemed unwritten, except for and to the extent that they are expressly accepted in writing by us.

2. Our prices and offers, as amongst others advertised in catalogues, price lists or a price budget are an approximation without commitment and without any obligation from Aero-Sense and cannot be considered to be an offer. The terms stated in the aforementioned catalogues, prices lists, etc. may be altered at any time, without prior notice. Orders signed by the client are irrevocably binding to him, regardless of whether a deposit has been paid or not. 

3. Deliveries are made ”ex warehouses” Aero-Sense. Transport costs, storage costs, insurance costs, etc. are not included in the sale price unless expressly mentioned.

The storage of the goods pending delivery or collection is done at the client’s risk.

The risk of loss, damage or destruction of the goods shall transfer to the client at the moment of delivery ex warehouse, even if the goods are afterwards transported by Aero-Sense or are stored in the warehouse after the agreed delivery date at the client’s request.

If it is expressly agreed that Aero-Sense is handling the transport, then Aero-Sense will determine the mode of transportation, shipping, packaging, etcetera, unless instructed otherwise by the client. Also in that case the risk of storage, loading, transportation and unloading remains with the client and Aero-Sense cannot be held liable for that under any circumstances. If the parties have agreed on a different delivery method this applies only to this individual agreement and not to any subsequent agreement between the parties.

4. All orders confirmed by Aero-Sense will in principle be executed at the price agreed. Any fee or tax, payable or to be paid on prices set by Aero-Sense is always at the client’s expense. Aero-Sense however reserves the right, even after the agreement is signed, to increase prices proportionally if one or more cost factors (including but not limited to, the prices of raw materials, energy and labour costs) have risen, even if this is due to foreseeable circumstances.

5. Aero-Sense reserves the right to execute orders in parts and to invoice every part separately. Any costs related hereto are completely at the client’s expense.

6. The times of delivery and/or delivery dates are purely informative, they are therefore only indicative and not binding. Delay in the delivery or services does not give the client the right to terminate the contract at Aero-Sense’s expense, nor does it give the client the right to any form of compensation. Modifications to an order at the client’s request automatically cancel the initially proposed estimated times of delivery.

If the client refuses to accept or receive the ordered goods, Aero-Sense has the choice between (a) the execution in kind, in particular to force the client to accept the delivery, or (b) a penalty compensation of 20% of the agreed price for non-execution and termination of the contract at the client's expense, without prejudice to its right to recover the actual damages.

7. The goods travel at the client’s risk, even if the transport is paid by the seller. The client is free to insure  these risks. If the client is not present at the agreed delivery address and time, thereby making the delivery is impossible, then the costs for a second delivery will where appropriate additionally be charged and will be payable on the expiry date of the principal amount.

8. The delivered goods remain the exclusive property of Aero-Sense or of the party subrogated in its right until the client has fully paid the agreed purchase price plus other charges and/or accessories.

The client acknowledges that they have been made aware of and have accepted the retention of title clause prior to the delivery of the goods.

Given the retention of title, it is forbidden to dispose of or camouflage the goods delivered in any way before the full payment is completed. If the client in spite of the retention right, disposes of the goods by transferring them to a third party, the client thereby assigns its debt-claim from the proceeds of the disposal to Aero-Sense by way of security. This clause does not affect the transfer of risk.

9. The client grants Aero-Sense a retention right on all goods, documents or funds it holds in carrying out its mission, as from the date of the first order. The client hereby confirms it has the dispositional right over these goods and grants this retention right until the payment of all its outstanding liabilities to Aero-Sense, even if these amounts receivable are unrelated to the order. 

10. In the following situations and subject to a written notification, Aero-Sense has the right to consider the agreement legally and instantly dissolved, without costs or damages: (a) an increase of more than 10% of the raw material costs, the energy costs, the labour costs, or the transportation costs related to the relevant delivery since the date of the agreement and (b) force majeure. Force majeure includes, but is not limited to: any fire, strike, lock-out, explosion, heavy snow, flood, breakdown of machinery, power outage and communication interruption, shortage of raw materials, machinery, labour or transportation, accidents, exceptional traffic conditions, import and export restrictions,… as well as circumstances that might delay the execution of an agreement, either for us or for our suppliers or subcontractors.

11. Complaints regarding non-compliance and visible defects of our deliveries and services must, on pain of forfeiture, be reported and motivated in writing by registered mail within 48 hours after delivery. Other complaints, except complaints regarding hidden defects, should also be motivated in writing by registered mail, though within 8 days. Complaints regarding hidden defects must on pain of forfeiture be reported in writing by registered mail within 30 days after their discovery and should be motivated. The client bears the burden of proof for the complaint. In the aforementioned cases, our claim remains payable at maturity.

Objections to our invoices must be motivated in writing by registered mail and must reach us within 8 days after the invoice date.

12. The liability of Aero-Sense is in any case limited to compensation for foreseeable, direct and personal damadge. Aero-Sense cannot be held liable for unforeseeable, intangible, indirect, or consequential damage, or loss of use or loss of profit suffered by the client or third parties. The liability is in any cases limited to the price of the goods and the  delivery costs. The client is bound to regularly test the quality of the goods and when defects are noticed, the to processing of the goods is to be stopped immediately.

If a delivery is only partially compliant or defective, only the alleged defective or non-compliant amount should be returned, and in no case the entire order. In the case of delivery of defective parts the responsibility of Aero-Sense is limited to the free replacement of those parts. Aero-Sense can never be held liable for any damages that might be caused by the goods supplied, when these have been put in operation by its sellers or by any other third party on the advice of its sellers.

13. The guarantee of the packaging will be charged together with the goods. The guaranteed packaging remains the property of Aero-Sense. The packaging must be returned to the warehouse in good condition at the client’s expense. The packaging must have all labels and brands and must be clean, totally empty and it may not have contained any other products than those for which it was intended. The refund of the deposit will in any case be reduced with the operating, cleaning and recycling costs. In case of non-return within the prescribed conditions or within a reasonable time, the seller reserves the right to refuse to take back the packaging and to charge to the client the replacement value of the day. Non-guaranteed packaging is not returnable.

14. Unless otherwise agreed in writing, our invoices are payable in cash without discount at the address of our registered office in Roeselare. Banking costs and costs related to the payment are entirely at the client’s expense.

Any invoice that has not been paid on its due date, shall automatically and without notice, (a) bear the legal late-payment interest in accordance with the law of 2 August 2002 on combating late payment in commercial transactions and (b) be increased with lump-sum damages at a rate of 12% of the invoice amount, with a minimum of 125 euros and a maximum of 3,000 euros even in the event of the granting of periods of respite. The expenses related to unpaid bills of exchange and dishonoured cheques as well as other special collection costs are charged additionally.

In case of non-payment of one of our invoices at the due date, the outstanding balance of all other invoices, even of the still outstanding invoices, shall by operation of law and without notice become immediately due and payable. The non-payment of an invoice by the due date gives Aero-Sense the right to suspend all further deliveries and services, subject to notification in writing to the client.

In such a case, even with light or reduced payment arrears, but only after a written notice that is not remedied within 8 days, Aero-Sense has the right to consider the complete or a part of the agreement with the client as dissolve by law at the client’s expense. Upon dissolution Aero-Sense is entitled to a lump sum compensation of 20% of the agreed price, without prejudice to its right to recover actual damages. In case of suspension and termination Aero-Sense will also have the right to collect its goods back from the client.

15. Both parties expressly declare that all claims or liabilities, of whatever nature, present and future, that they have towards each other, shall be automatically mutually compensated between them with all debts of any kind, present and future, which they owe to one another, the moment the respective claims and debts arise, regardless of their exigibility.

16. Aero-Sense reserves the right to claim, prior to or in the course of the execution of the contract, securities to be provided by the client to ensure the payment of the sales price. The costs of establishment of such securities shall be at the client’s expense.

If the client does not comply with the request for the establishment of such securities, Aero-Sense shall be lawfully entitled to consider the agreements with the client as rescinded without prior formal notice, and without being due any damages.

17. In case of discrepancy between the Dutch text of these General Terms of Sale  and the translations thereof in other languages, the Dutch version will be decisive.

18. In case of dispute concerning the present agreement or the General Terms of Sale , solely the courts of Kortrijk shall be competent. Belgian law shall be applicable, with the exception of the IPR rules.

 

GENERAL CONDITONS OF SALES FOR ONLINE ORDERS

The European Online Dispute Resolution website : http://ec.europa.eu/odr/

Article 1 - Subject and area of application

Identification and registered office of the seller:

Your place your order at Aero-Sense NV (hereafter “Aero-Sense”) with registered office located at 8800 Roeselare, Delaerestraat 41 and known at the Central Enterprise Databank under number 0891.471.471. This website and web shop are owned by Aero-Sense.

The warehouse and the administration of Aero-Sense are located at 8800 Roeselare, Kachtemsestraat 289 and can be reached on the following telephone number or e-mail address:

Tel: +32 51 26 80 00
E-mail: 
info@aero-sense.com

Unless expressly agreed upon otherwise in writing between the parties, these General Terms and Conditions of Sale apply to each offer, sale and delivery of merchandise via the web shop of Aero-Sense. The buyer/purchaser will be deemed to be familiar with these General Terms and Conditions of Sale and to accept them by simply placing an order and/or receipt of the invoice. Although the General Terms and Conditions of Sale and the website, as well as its content, can be consulted globally, Aero-Sense delivers exclusively in EU via its web shop. Aero-Sense reserves the right to change these General Terms and Conditions of Sale at any time by publishing a new version.

Article 6 is applicable exclusively to consumers. A consumer is regarded as any natural person who performs an action for purposes that fall outside his trade-, business-, craft- or professional activities and who has his or her residence in a Member State of the EU. Article 7 is applicable exclusively to businesses. Under companies should be understood any natural or legal person who is established in an EU Member State who pursues an economic purpose in a sustainable manner, as well as his associations.

Each order of a product that is offered on the website irrefutably presumes the prior consultation and the explicit acceptance by the buyer of the General Conditions, without a condition of a signature being attached to this acceptance (by the buyer).

Pursuant to the stipulation of the Belgian Law of 9 July 2001 that lays down certain rules relating to the legal framework for electronic signatures and certification services, it is pointed out that the confirmation of the order, as specified in Article 4 of the General Conditions, is the same as an electronic signature that, between the parties, has the same value as a handwritten signature and that proves the integral  character of the order and the payment of the amounts due in the execution of the mentioned order.

By purchasing products via this website, the buyer declares to be at least 18 years old and legally authorized to purchase products and services via this website.

Article 2 – Description and availability of products

2.1. The products offered for sale are those ones that are on the website, including a description of their essential characteristics, at the time and on the day when the website is consulted by the purchaser and within the limits of the available stock.

The seller will use all reasonable means to reflect the availability of products on the website, but cannot be held liable for the completion of an order if a product is no longer available.

2.2. The offer contains a complete and accurate description of the products offered. The description is sufficiently detailed to allow for a proper assessment of the offer by the customer. When Aero-Sense makes use of images, they are a true reflection of the products and/or services. Aero-Sense is only bound to a best efforts obligation with regards to the accuracy, actualisation or completeness of the offered information. Aero-Sense is in no way liable for materialistic errors, typesetting errors or printing errors.

2.3. Each offer contains the type of information that will make it clear to the customer what the rights and obligations are that are associated with the acceptance of the offer. If an offer is subject to a limited duration or subject to conditions, this will be explicitly stated in the offer.

Article 3 –Purchase price
3.1. The price of each product is displayed on the website (hereafter the “Purchase Price”) in Euros, both excluding VAT and including VAT. This price does not include delivery charges. The delivery charges are different for each country of destination and can be calculated by using our online calculation tool.

3.2. The prices on the website applicable on that day are charged for all orders. The orders are invoiced in accordance with the VAT rate valid on the day of the order.

3.3. Aero-Sense reserves the right to change prices listed on the website when price changes occur.

Article 4 - Order modalities

4.1. Aero-Sense will confirm each order by sending an e-mail to the buyer to the e-mail address specified by the buyer, within 24 hours of the order. The order confirmation will mention, amongst others, the date of the order, the product ordered, the purchase price, the delivery address and delivery modalities.

The confirmation of the order sent by Aero-Sense will be the proof of the contractual relationship between the parties.

4.2. Aero-Sense can, within the legal limits, inform itself if the customer can meet its payment obligations, as well as of all those facts and factors that are important to a sound conclusion of the remote contract. If Aero-Sense has sound reasons not to enter into the agreement based of this investigation, Aero-Sense is entitled to refuse an order or to attach special conditions to the implementation thereof.

As such, Aero-Sense reserves the right to cancel any order or delivery in case of (i) an existing dispute with the buyer, (ii) non-payment of the full amount or a portion thereof of a previous order, (iii) refusal by the banking institutions of admission to pay by credit card, (iv) if the financial situation of the customer changes in such a way that it could be feared for insolvency, or for the loss of the guarantees of our claim (this is particularly the case in a declaration of incompetency, bankruptcy, insolvency or liquidation of the customer). In this case, the liability of the seller cannot be compromised under any circumstance.

Article 5 - Payment modalities

The invoices are sent by e-mail to the e-mail address specified by the buyer.

The invoices are payable on the due date and without discount, unless otherwise indicated on the invoice, whereby the payment of online orders can be done in different ways: Bancontact / Mister Cash, Visa, MasterCard, Maestro, and bank transfer.

Article 6 – Consumers

Delivery
6.1. The transfer of risk of loss, damage or destruction to consumers occurs at the time of delivery. Each delivery is deemed to have been carried out once the product is made available at the first threshold at the chosen delivery address. However, if the customer fails to comply with his contractual obligations, the risk of loss and damage of the products will transfer to the customer at the moment that the delivery should have taken place without violating the obligations on the part of the customer.

Delivery occurs anyway only on the ground floor. The buyer should ensure that there is an easily accessible delivery place for a truck. If there is no such readily accessible delivery space provided, then a second delivery will have to be made whereby the buyer will be required to pay the delivery costs in any case.

Aero-Sense is not liable for damage caused by incorrect and/or incomplete details provided by the customer. Incorrect delivery addresses are the responsibility of the customer and can give rise to additional costs to be borne by the customer.

6.2. Aero-Sense endeavours to implement the dispatch within 3 working days. A guideline period for deliveries for each country can be found on Aero-Sense’s website. If the product is not delivered within 30 days due to force majeure or exceptional circumstances, regardless of the consumer, the consumer has the right to cancel the order without any compensation to be paid. Force majeure is considered as circumstances such as fire, strikes, lockout, explosions, floods, bad weather, machine breakdowns, shortage of driving force, of raw materials, of fuel, of equipment, of work forces or means of transport, accidents, ... as well as all circumstances that could delay the implementation of or complicate the execution of the agreement, either by Aero-Sense or its suppliers. Aero-Sense is also not responsible for delays of its suppliers or transport companies.

6.3. It is the responsibility of the consumer to check the shipment on arrival and to declare any reservations and complaints that could appear justified, or even refuse the package if it might have been opened or if it displays obvious signs of damage. The customer is thus responsible to check the quantity and the state of the products upon delivery.

The said reservations and complaints concerning the delivery of the products must be communicated to Aero-Sense within the 48 hours following the delivery of the products by registered mail or by fax. If any damage or non-compliance of the delivery is not reported to Aero-Sense within the aforementioned period, Aero-Sense reserves the right to refuse any exchanges and refunds.

Right of withdrawal and return modalities

6.4. In the framework of remote sales to consumers, the consumer has the right to withdraw the agreement within 14 days, calculated from the day following the day of delivery, without incurring any penalty and without giving any reason. This right of withdrawal is only granted by Aero-Sense to consumers to allow them to assess the purchases in conditions similar to a storefront condition. The consumer is liable for any diminished value of the goods resulting from the handling of the goods other than what is necessary to establish the nature, characteristics and functioning of the goods. This right of withdrawal does not apply to legal persons or goods purchased by a natural person for purposes relating to his trade, business, craft or profession.

6.5. Consumers who would like to make use of this withdrawal must declare his intentions unequivocally to Aero-Sense within 14 calendar days, from the day following the delivery of the goods, via a letter or e-mail. When ordering, you will receive a model letter that you can simple use for this purpose. Furthermore, the consumer must send the product back at his own risk and expense without delay in their original and undamaged packaging, ready for sale, to 8800 Roeselare, Kachtemsestraat 289 (Belgium) within 14 days after having exercised his right to withdrawal. Products that are not in this condition when received by Aero-Sense will remain available for one month to the consumer who will have to pay the price thereof because we cannot take the products back. The consumer must keep proof of dispatch (street - number –postal code city - Belgium).

6.6. When the right of withdrawal was exercised in accordance with the aforementioned conditions, Aero-Sense will repay the received payment within 14 days after notification of the exercise of the right of withdrawal, but not before we have recovered the product in an acceptable condition as described under 6.5. The company will carry out the repayment by means of a bank transfer. The consumer should therefore also supply Aero-Sense with his bank details (IBAN - BIC / SWIFT).

Guarantee

6.7. The consumer has the legal guarantee for any lack of conformity of his product that existed at the time of delivery; if the consumer did not know about the defect or should not reasonably have been aware of it at the time of the conclusion of the contract and if it manifests itself within a period of two years from the delivery thereof. In this case, the consumer can either demand the replacement of the relevant product, at no cost, and within a reasonable time within the limits of the availability of similar products, or demand an appropriate reduction in the purchase price, or the dissolution of the contract in accordance with the prescribed legal conditions. However, the consumer cannot demand the dissolution if the lack of conformity is minor. The use that the consumer has had of the product since its delivery will also be taken into account.

6.8. The consumer must inform Aero-Sense in writing of his intention to appeal to the legal guarantee at the latest within 7 days following the day on which he has established the defect.

6.9. The guarantee does not apply to:

- normal wear and tear of the product.
- defects and damage caused due to an error on the part of the buyer.

Article 7 - Companies

Delivery

7.1. The risk of loss, damage or destruction of goods transfers to the company at the moment that they leave the warehouse. Each delivery is deemed to have been carried out once the product is made available at the first threshold at the chosen delivery address.

Delivery occurs anyway only on the ground floor. The buyer should ensure that there is an easily accessible delivery place for a truck. If there is no such readily accessible delivery space provided, then a second delivery will have to be made whereby the buyer will be required to pay the delivery costs in any case.

7.2. The goods are transported at risk of the company (EXW).

Conformity

7.3. Complaints regarding non-compliance and visible defects of our deliveries and services must, under penalty of forfeiture, be made by registered and motivated letter within 48 hours after delivery. Other complaints, except complaints due to hidden defects, must also be made by registered and motivated letter, but within 8 days after delivery. Complaints due to hidden defects must be communicated in writing by registered and motivated letter within 30 days after its discovery; this under penalty of forfeiture of rights. The company-buyer bears the burden of proving his complaint. Any judicial procedure relating to hidden defects must be instituted under penalty of forfeiture within a period of 30 days in any case from the moment that the defect becomes visible.  

Liability

7.4. Subject to Article 10, the liability of Aero-Sense is in any way limited to the reimbursement of foreseeable, direct and personal damage. The seller cannot be held liable for (a) eventual indirect damage suffered by the customer due to the non-fulfilment of the agreement, such as, but not limited to: financial and commercial loss, loss of production, loss of profits, increase in general costs, disruption of the planning, loss of customers, damage to reputation, ... and (b) damages that the customer would suffer under claims or third parties. The liability is limited in all cases to the price of the delivered goods and the cost of delivery, excluding VAT. The customer is required to test the quality of the goods regularly and when defects are detected, to immediately stop the processing of the goods.

When partially non-compliant or defective deliveries occur, only the alleged defective or non-compliant quantity gets returned and not the entire order in any case whatsoever. In the case of delivery of defective goods, the liability of Aero-Sense is limited to the free replacement of the goods. Aero-Sense can never be held liable for any damages that might be caused by the delivered goods when they are actuated by its pre-sellers or on the advice of its pre-sellers by any other third party.

Article 8 - Retention of title

Aero-Sense remains the owner of the sold and delivered goods up to the date of full payment of the principal price and/or interest(s) and/or fixed damage compensation(s) and/or costs and expenses. In a case of non-payment, Aero-Sense reserves the right to take back the goods, legally and at the expense of the customer. The risk due to loss or damage already transfers to the customer as from the moment of the delivery or when taking the goods into possession.

Article 9 - Protection of privacy with regards to the processing of personal details

The processing and protection of personal details are subject to a Privacy Policy. This Privacy Policy forms part of these General Terms and Conditions of Sale with regards to Online Sales.

Article 10 - Liability

The Seller only concludes commitments of means; with regards to all stages of access to the website, regarding the order process, up to the delivery or further services. The seller’s liability cannot be in jeopardy for inconveniences or damages inherent to the use of the internet network, in particular due to a service interruption, an external intrusion or the presence of computer viruses, or any fact that qualifies as force majeure. The liability of the seller cannot exceed an amount equal to the amounts paid or that are payable at the time of the transaction at the origin of the said liability in any case, according to the General Terms and Conditions, except if and insofar as the damage was caused by intent or gross negligence .

Article 11 – Intellectual property

All elements of the website (including the name, logos, photos, product and company names, texts, drawings, images, information, etc.), including the underlying technology, are protected by copyright, trademark and patent law and more generally by the intellectual property, such as the law on databases, and belong to Aero-Sense and/or entitled third parties. Nothing may be reproduced or used without prior and explicit consent.

Article 12 - Contact and dispute resolution

In case of questions regarding his purchase, the buyer has the possibility to contact Aero-Sense via the contact form on the web shop or via info@aero-sense.com. Aero-Sense is obliged to respond to the buyer and to give him an answer to his question in a time limit of maximum two working days (this however, concerns merely an obligation of means).

Article 13 Validity – Applicable law and Competent court

13.1. If one of these provisions would be declared invalid or inapplicable, the other conditions remain in full force. The parties undertake to replace the invalid or inapplicable provision by a provision that will be economically as close to it as possible to the extent permitted by law.

13.2. The parties undertake to make every effort to reach an amicable settlement to any dispute relating to this agreement.

13.3. If no amicable settlement can be reached, each dispute regarding the existence, the implementation and/or interpretation of these general terms and conditions and all agreements between the seller and his customers falls within the exclusive jurisdiction of the courts of the district where the seller is located. Belgian law is exclusively applicable.