Your distributor

Professionails N.V.
Ruiterijschool 11
B-2930 Brasschaat

Belgium
BE0432.600.303

info@pronails.com

CONDITIONS OF SALE

1.  Scope

1.1. In these general terms and conditions for sale “PN” is understood to be NV Professionails, Ruiterijschool 11, 2930 Brasschaat, enlisted as a company (KBO/BCE) under number 0432.600.303 and its divisions. “Customer” refers to the company that places an order with PN or whose details are specified on the front of the quote and/or invoice. 

1.2. The Customer confirms he has read the present general terms and conditions of sale and that they are solely applicable to all orders placed by the Customer and all sales, deliveries and/or services carried out by PN, to the express exclusion of any and all of the Customer’s general or special terms and conditions, notwithstanding any mentions in the Customer’s own purchase conditions.

1.3. PN doesn’t sell to private consumers. The Customer warrants PN that it isn’t a consumer.

 

2. Prices

2.1. PN will send the Customer a price list or a price confirmation. The most recent price list / price conformation will be the only valid one and automatically supersedes all previous price lists / price confirmations. PN shall not be bound by spelling mistakes and other material errors in its price lists.

2.2. PN shall be entitled, at all times, to amend its price lists. These changes take immediate effect.

 

3. Order

3.1. Once an order has been placed, it can no longer be cancelled. The Customer shall always have to pay the full amount of the order, except if certain products are no longer available.

3.2. If certain products are temporarily or permanently out of stock, PN will notify the Customer thereof as soon as possible. PN can never be held liable for this, nor be forced to start to produce certain products again, which the Customer accepts.

3.3. IF PN purchases, at the Customer’s request, certain raw materials, components, packaging, etc., the Customer undertakes to fully compensate PN for said purchase, even if they wouldn’t be used entirely for the Customer’s orders. PN will then have the right to invoice these separately to the Customer.

 

4. Payment

4.1. All prices are always exclusive of (i) VAT, (ii) all other taxes, as well as (iii) any bank costs.

4.2. All invoices issued by PN are payable upfront, net and without any discount and only through the payment methods as specified by PN. The Customer knows and accepts that PN shall only proceed with the delivery upon receipt of the payment of the amount mentioned in its order. If PN granted certain payment facilities to the Customer, it can change and/or revoke these at any time.

4.3. The Customer shall become owner of the products after the sums due are paid in full.

4.4. If the Customer does not pay the invoices from PN within the agreed terms, PN shall have the legal right, without prior notice of default, to claim late-payment interest at an annual rate of twelve percent (12%). Every start of a month shall be considered a complete month. In addition, the outstanding invoice amounts shall automatically and legally be increased by ten percent (10%) with a minimum of twenty-five euros (EUR 25.00). Moreover, any court costs shall be at expense of the Customer. Finally, all other outstanding amounts shall be immediately payable in full by the Customer.

 

5. Delivery

5.1. Except otherwise agreed, deliveries will be “ex works” in Belgium at the premises of PN, “FCA” in the other members of the EU and “FOB” outside the EU. If the parties agree that the product shall be delivered at another location, the product shall always be transported at the expense and risk of the Customer.

5.2. If only a part of the products ordered by the Customer is in stock, which may be the case for so-called back orders, PN shall not be committed to delivering the order in parts. PN shall be entitled to wait until all products are in stock before delivering these. PN shall, to the greatest possible extent, take into account the wishes of the Customer in this respect. If the parties agree that the order will be delivered in parts, any delivery costs in excess of the normal delivery costs shall be payable by the Customer.

 

6. Terms

6.1. The terms indicated by PN are not binding. If certain terms are not complied with, the parties shall agree on a new term without entitlement to compensation for damages or price reductions for the Customer.

 

7. Complaints

7.1. In order to be admitted, all complaints with regard to the invoices and/or the services of PN must be sent to PN within seven (7) working days following the invoice date by registered mail. Later complaints will not be admissible, which the Customer accepts.

7.2. Products can only be returned and/or exchanged with the explicit and written consent of PN. Products will be transported at the Customer’s expense.

7.3. No reason whatsoever, such as the filing of a complaint, releases the Customer from the obligation to pay. Should any complaint by the Customer prove to be founded, PN shall, where appropriate, return the amount, which was paid in excess as sole compensation.

 

8. Liability

8.1. PN shall never accept liability in case of damage resulting from the improper use and/or storage of products and/or services. The same applies if the Customer or a third party has processed and/or changed the products and/or services in any way.

8.2. The liability of PN shall, regardless of the reason, never exceed the invoice amount of the order in question, which the Customer explicitly accepts. PN shall thus never be liable for general or special indirect damage or for any consequential damage, of any nature whatsoever, suffered by the Customer or by any third parties.

 

9. End of the agreement

9.1. PN is entitled to terminate all orders in progress with immediate effect, without notice or damages to the Customer, by sending a registered letter, if:

(i) the Customer fails to pay any sums due fifteen (15) calendar days after sending a first registered notice of default, without prejudice to PN’ right to demand the full payment increased with the interests and the amount of the fixed damages; and/or

(ii) the Customer files for bankruptcy, is ordered by the court to go into administration, is being liquidated or is in any other similar situation.

 

10.Intellectual property

10.1. The Customer expressly confirms that PN’s products and services can be protected by various intellectual property rights (copyright, trademarks, know how, etc.). PN reserves all its own intellectual property rights.

10.2. The Customer undertakes to uphold PN’s intellectual property rights at all times.

10.3. Should the Customer own certain intellectual property rights, PN shall uphold these at all times.  

 

11. Data privacy

11.1. PN is entitled to integrate the Customer’s personal data and to process them. PN will always uphold the relevant legislation in that respect, including the law of December 8th 1992.

11.2. The Customer is entitled to request the correction, modification and/or removal of its personal data from said database.

 

12. Trainings

12.1. If the Customer enlists for a training, he automatically accepts all clauses of the training regulations.

12.2. By booking a place for a “Basic Training Nailstylist”, the Customer undertakes to pay an advance of minimum 200 €. The registration fee for workshops has to be paid up front. Registrations for a workshop are only final after receipt of the registration fee. Said advances will not be reimbursed, even in the case the Customer, for whatever reason, would not participate in the training.

12.3. In case PN would change the dates of the training, the Customer’s order will automatically apply to these new dates, without any reimbursement. Only if PN completely cancels a training, the Customer will be entitled to get its advance, or the registration fee for w workshop reimbursed.

 

13. Miscellaneous

13.1. PN is not responsible for any delays in the execution or non-execution of its undertakings in case of force majeure. This includes, without being limited thereto, any order from the state or other administrations to terminate the production and/or sales of certain products and/or services.

13.2. If an article of these terms and conditions is declared null and void, this will not affect the validity of the other articles.

13.3. All agreements concluded with PN are exclusively governed by Belgian law. Any disputes with regard to these agreements belong to the exclusive jurisdiction of the Tribunals and Courts of the district of Antwerp.


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