Conditions of Sale
1. Definitions and scope of this agreement.
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Company number (VAT BE): 0448.827.611.
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The following definitions shall have the following meanings:
'Purchaser': means any natural (B2C) or legal (B2B) person that enters into a contractual relationship of any kind with Smart NV. Each Purchaser agrees not to purchase the products of Smart NV with the mere purpose to resell or distribute the product in any other way. Further also referred to as “you” or “your”.
'Consumer’: means any natural person who is acting for purposes that can be regarded as outside his trade or profession.
'Products’: means all goods and services that are the subject matter of one or more sales contracts.
'Goods made to the consumer’s specifications': means non-prefabricated goods made on the basis of an individual choice or decision of the consumer.
'Sales contract’: means any contract under which the trader transfers or undertakes to transfer the ownership of goods to the consumer and the consumer pays or undertakes to pay the price thereof, including any contract having both goods and ￼services as its object.
These General Conditions of Sale shall apply to all current and future sales of Products by Smart NV to the Purchaser. The Purchaser accepts these terms as well as all other rights and obligations as stated on the website by using the website and/or placing an order.
These General Conditions of Sale shall be always and exclusively applicable, except in the case of an explicit derogation. An explicit derogation is only valid insofar as it is the result of a mutual agreement that is recorded in writing. Explicit derogations are only valid to replace or supplement the clauses to which they relate. This does not affect the applicability of the other provisions of these General Conditions of Sale.
Smart NV reserves the right to amend and/or supplement the General Conditions of Sale in the future. A future change will obviously have no effect on existing product orders and the resulting agreements.
2. OFFER AND ACCEPTANCE
Our online offer is presented with utmost care. Smart NV provides information about the features of the products, including technical descriptions, which are based on details of our partners and suppliers, and photographs illustrating the products. This entirely insofar as technical means allow and in accordance with the best standards in the market. The images displayed on our website provide an approximate representation of the substantial features of our products.
Our online offer is presented as an invitation to purchase. Smart NV is not bound by its offer. An offer is only valid while stocks last. We reserve the right to attach particular conditions to a specific offer, such as a limited duration. The Purchaser can rest assured that these conditions are only applicable when explicitly communicated prior to the order placement.
To purchase a product from the Smart NV range, the Purchaser must complete our online ordering method. This purchase is binding on the Purchaser. Smart NV will send a confirmation of the order within seven (7) calendar days, directed at the e-‐mail address specified by the Purchaser at the moment of ordering. The sale contract shall be concluded as soon as the Purchaser has received the order confirmation email issued by Smart NV.
Smart NV retains the possibility to refuse the sending of an order confirmation email or to unilaterally reject an order placement by means of an explicit statement. Smart NV will inform the Purchaser and will (where possible) propose a similar product if the initial order cannot be executed or can only partially executed. There is no Sales contract if Smart NV refuses the order or if the Purchaser does not agree with the proposed alternatives. In such case, all payments that have been made will be quickly refunded. The Purchaser is not entitled to any form of compensation.
The Parties expressly acknowledge that the use of different types of electronic communications, such as e‐mail, give rise to a valid agreement. This is fully consistent with the Act of March 11, 2003 on electronic trading. Within the limits of what is permitted by law, Smart NV can make use of all electronic files available to prove the existence of the Sales contract. An ordinary digital or electronic qualified signature is not an essential requisite proof.
All prices are indicated in EURO and include VAT and other taxes. The individual product price does not include the costs of delivery and other additional costs. Smart NV will communicate these costs in the last step of our online ordering process.
The price as displayed on the confirmation of order is the final price to be paid, barring the exception of article 2 relating to Prices. Obvious errors in pricing, such as obvious inaccuracies, can still be corrected by Smart NV after the conclusion of the sales contract. The Purchaser must communicate any complaints regarding the pricing or the payment within seven (7) calendar days after the confirmation of order, in writing. The filing of a complaint does not suspend due payments.
We have the right to change our prices at any time but commit to always apply the prices that were indicated on our website at the time of your order. Price changes that are due to changes in VAT rates will be borne by the Purchaser.
The use of certain selected payment methods can entail additional costs, which are exclusively borne by the Purchaser.
Each payment is handled promptly and completely, i.e. when the Purchaser places his order. We accept the payment methods as indicated on our website:
- KBC/CBC Online
- ING HomeBank
- Belfius Netbanking
- Carte Bancaire
Smart NV has taken all reasonable measures to ensure safe payments. Our main concerns are a loss or theft of your identity or financial information. The use of the above mentioned authorized payment partners and credit card issuers provide the necessary guarantees.
We make use of the secured payment system of Ingenico for the further processing of the payment. This closed security system processes your bank details always in an encrypted manner. Security measures via the SSL protocol are provided.
Smart NV shall only deliver the order as soon as it has received the full payment of all amounts owed by the Purchaser. Smart NV always retains ownership of all products ordered until full payment of all amounts due under this Agreement has been made, regardless whether the delivery has already occurred.
5. DELIVERY and INSTALLATION
We process every order with the care it deserves. The order shall be processed within thirty (30) calendar days upon order confirmation. Smart NV has the right to stipulate wider delivery terms, which shall be communicated within a reasonable timespan after the order confirmation. The Purchaser may only terminate the agreement if Smart NV fails to deliver the products within the communicated delivery deadline. In the event of such termination, Smart NV will reimburse all sums paid without undue delay and no later than fourteen (14) calendar days after termination of the agreement.
Smart NV uses external parties and carriers for the execution of the delivery:
- MCS Fulfilment.
This may have an effect on the delivery. Smart NV takes however no responsibility for a delivery arriving late or for an order which is lost by third parties or by unforeseen circumstances or force majeure. If an order that has been sent remains undelivered, Smart NV will conduct an investigation at the carrier’s end. This can take several days. During this period, Smart NV cannot provide any reimbursement or proceed to a re-‐delivery of the products.
The Purchaser is responsible to make the delivery possible at the indicated address, either by being present himself or by designating a third-‐party present at the indicated address at the moment of the delivery. A delivery is performed as soon as the ordered products are offered one time at the indicated address. If a delivery is unsuccessful due to a failure by the Purchaser or by the third party designated by the Purchaser, the cost of this delivery attempt is fully borne by the Purchaser.
Smart NV bears the risk for damage and/or loss of the products until the moment of delivery. Risks associated with the goods shall pass from Smart NV to the Purchaser on delivery. Each delivery requires a signature of the delivery confirmation, but a lack of signature does not affect the transfer of risk.
6. DEFECTS AND COMPLAINTS
The statutory warranty period, as provided in Articles 1641 to 1649 of the Belgian Civil Code, is fully applicable to this agreement. Each Purchaser is consequently entitled to repair or replacement if he finds a defect in the delivered products, to the extent that the requirements of the legal warranty are satisfied. The Consumer enjoys furthermore a statutory warranty period of two (2) years (Article 1649bis – 1649quinquies Belgian Civil Code). The warranty is not applicable if the Purchaser was aware of the defects at the time of the sale.
The Purchaser or the third party designated by the Purchaser is required to examine the products accurately on their conformity as soon as the products are received. If the product is affected by a visible defect, and the receiver perceives this defect, he must submit a complaint. Purchaser shall communicate these complaints towards Smart NV in a written statement and in an explicit, unambiguous and motivated manner. This must be done within seven (7) days upon delivery. It is the duty of the Purchaser to motivate this communication sufficiently. We recommend a statement that uses all reasonable technical resources, such as photos and videos.
The Purchaser must send the defective products back to Smart NV in their original condition, including packaging, accessories and documentation, and always accompanied by the original invoice or a valid proof of payment. Any deficiency in this obligation will imply a proportional reduction in the repayment. All costs for return shipment shall be borne by the Purchaser. Sending back an order is always at risk of the Purchaser. We recommend a registered and insured return shipment to avoid the risks of loss and theft. This return shipment must be done within seven (7) calendar days after the communication.
The warranty is not applicable in case of:
- Damage caused by normal wear and tear; accidental or intentional changes caused by the Purchaser to the product, including improper and incorrect use; exposure to moisture, fire, earthquake or other external causes.
- Damage caused during the installation and/or caused by a use that is not in accordance with the instructions and information provided. These instructions and information are also provided via electronic communication channels.
The Purchaser shall not be entitled to send back the products in the absence of a substantiated complaint. If the conditions of warranty are met, the Purchaser is firstly entitled to a free repair or replacement of the ordered products, if the situation renders it possible. Smart NV is only held to a reimbursement if the reparation or replacement no longer produces the same benefit for the Purchaser. The Purchaser will have to communicate this ground in a clear and motivated manner. Any compensation and reimbursement can never exceed the amount invoiced to the Purchaser.
If the products have been sent back although the conditions were not met, Smart NV will send the products to the Purchaser back again. The cost of this shipment will be borne by the Purchaser. Smart NV may stock the returned products at third parties, for account and at the risk of the Purchaser, as long as the costs of return have not been paid.
7. RIGHT OF WITHDRAWAL
7.1 Applicability of the Right of Withdrawal.
The consumer enjoys a right of withdrawal, in accordance with article VI.47 Belgian Code of Economic Law. The right of withdrawal provides the Consumer with the possibility to terminate the contract if, after the delivery, he is not satisfied with the product. No required motivation or penalty fee is applicable. Smart NV does welcome your feedback in order to improve our services.
If the Consumer applies his right of withdrawal in conformity to the legal conditions, Smart NV will take care of the reimbursement of the amount actually paid for the product within fourteen (14) calendar days. The reimbursement will be carried out through the same payment method you used for the initial transaction, unless the consumer expressly agreed otherwise. No fee will be charged for the reimbursement.
Attention: Smart NV does not reimburse any additional delivery costs, such as the cost endorsed if the consumer selects a delivery method that differs from the cheapest standard delivery method.
According to Article VI.53 of the Belgian Code of Economic Law, the consumer is not entitled to exercise his right of withdrawal in the following cases:
- Service Agreements after the service has been fully performed if the performance has begun with the consumer’s prior express consent, and with the acknowledgement that he will lose his right of withdrawal once the contract has been fully performed by the trader (Article VI.53.1°);
- The supply of goods made to the consumer’s specifications, or clearly personalised (Article VI.53.3°);
- The supply of sealed goods which are not suitable for return due to health protection of hygiene reasons and were unsealed after delivery (Article VI.53.5°);
- The supply of good which are, after delivery, according to their nature, inseparably mixed with other items (Article VI.53.6°);
- The supply of sealed audio or sealed video recordings or sealed computer software which were unsealed after delivery (Article VI.53.9°);
- The supply of a newspaper, periodical or magazine with the exception of subscription contracts for the supply of such publications (Article VI.53.10°);
- The supply of digital content which is not supplied on a tangible medium if the performance has begun with the consumer’s prior express consent and his acknowledgment that he thereby loses his right of withdrawal (Article VI.53.13°).
7.2 Exercising the Right of Withdrawal.
The consumer who wishes to invoke the right of withdrawal must communicate his decision explicitly and unambiguously, in a written statement. The communication must happen within fourteen (14) calendar days:
- Sales contract: The day of acquiring physical possession of the goods.
- Service contract: The day of the conclusion of the contract.
It is up to the consumer to prove that he can rely on his right. The following information must always be clearly communicated:
- The following three dates: the date of order, date of receipt and the date on which the right of withdrawal is used;
- Name and address of the Consumer;
- Signature of the Consumer.
The Consumer must remand the products to Smart NV as soon he has notified his decision to exercise his right of withdrawal, and no later than fourteen (14) calendar days of the communication. The return shipment can only be done by manner of an authorized carrier. In any case, the Consumer will bear all costs and risks of remand. Smart NV may suspend the reimbursement until receipt of evidence by the Purchaser that the products have been returned.
The Purchaser is liable for any diminished value of the products resulting from the handling of the products beyond what is necessary to establish the nature, characteristics and functioning of the products. Smart NV is entitled to charge the costs of the impairment in proportion to the repayment.
The Consumer has no right of withdrawal if the above conditions are not met. In that case, the goods will be returned to the Consumer at the expense and risk of the Consumer. Smart NV undertakes to clearly communicate its motives to the Consumer.
8. FORCE MAJEURE
Force majeure exists if Smart NV is, wholly or partially, prevented to accomplish its obligations towards the other party by circumstances beyond its control. Smart NV is in that case not obliged to fulfil its obligations. Smart NV may suspend its obligations for the duration of the force majeure.
9. INTELLECTUAL PROPERTY
Smart NV retains all intellectual property rights and all related rights with regard to the website and web shop. These intellectual property rights include copyrights, trademarks, design rights and/or other (intellectual property) rights, including technical and/or commercial know-‐how, methods and concepts, whether or not patentable. The Purchaser is not allowed to make use of any of our intellectual property rights and/or to make changes in the presentation of these rights as described in this article, unless this is necessary for private use of the product.
10. YOUR PRIVACY, OUR CONCERN
11. APPLICABLE LAW AND COMPETENT COURT
All offers from, and agreements with, Smart NV are exclusively governed by Belgian law. The Vienna Sales Convention is hereby expressly precluded. Any dispute arising under or relating to offers or concluded agreements shall come under the jurisdiction of the competent court of the judicial district of Antwerp.