General terms and conditions
These terms cover important information regarding product details, pricing, payment, shipping, returns, and more.
1.
Our general terms and conditions always apply to all our contractual relationships with customers, explicitly excluding any other provisions with which we have not expressly and in writing agreed. Acceptance of our offers or placing an order also implies acceptance of these general terms and conditions. Unroll reserves the right to modify its general terms and conditions. The amended terms will be communicated to the customer and will apply to any orders placed after the notification of the revised terms.
2.
The customer agrees to provide all useful and necessary information regarding the goods, their use, and destination in writing prior to the offer. Unroll is not presumed to know the use and destination of the goods except upon prior written notification by the customer. The customer is responsible for the accuracy and completeness of the information provided and is liable for the data they submit. The form, dimensions, quality, weight, capacities, and other data presented in images, websites, and other purely informative brochures are approximate indications.
3.
Unless otherwise stated, our offers are valid for 30 days. Our prices stated in offers, orders, etc. are based on the prevailing values of wages and materials at the time. If these values change between the time the offer is made and the execution of the work, independent of our will, we reserve the right to adjust the prices accordingly, provided that prior written notice is given to the customer. The customer has the right to cancel the agreement within 7 days of being informed of the price change. If no cancellation is made within this period, the agreement will be executed based on the adjusted prices. The prices quoted are always in EURO, exclusive of VAT and other taxes or charges. Prices apply to the volume specified in the agreement.
4.
An agreement for the purchase of goods by the customer is concluded upon placing an order. Placing an order is therefore binding. Cancellation of an order can only occur after written and explicit acceptance by Unroll. In the event of cancellation by the customer or in the event of full or partial termination of the agreement at the customer's expense, for goods specially made for the customer, the customer shall be required to pay the full agreed price. If the goods have not yet been manufactured, the customer will be liable for compensation for the loss incurred and the lost profits, with the minimum amount set at 30% of the price of the agreement, excluding VAT. We reserve the right to invoice all raw materials or materials purchased for binding orders in the event of termination of the agreement by the customer.
5.
Delivery times are given as approximations and apply only to the products specified in the order. The delivery time does not constitute a result obligation. Any changes to the order will automatically extend the delivery time. We are entitled to suspend and/or terminate the performance of the agreement without the customer being entitled to any compensation when we are temporarily or permanently unable to fulfill our obligations due to force majeure or 'external cause'. The following are conventionally considered as 'external causes' and/or force majeure: cessation of the production of ordered materials, war, strike, lock-out or other work interruptions, exceptional scarcity of raw materials or goods, fire, natural and/or other disasters, government decisions affecting the execution of our contractual obligations. We are entitled to deliver part of the goods to the customer, provided that the customer will not be required to pay any additional transport costs for partial delivery unless the cause lies with the customer.
6.
If the customer does not collect the goods at the agreed time, we have the right to charge storage costs to the customer. The storage will be at the customer's expense and risk.
7.
We reserve the right to charge for goods based on the deliveries, even if these are partial.
8.
Customers may not return goods to Unroll unless the goods are defective. Visible defects must be reported in writing, with a precise description of the defects, within 5 days of delivery. Failure to comply with this procedure or timeframe indicates that the customer has accepted the visible defects. Hidden defects must be reported immediately in writing, with a precise description of the defects, upon discovery. Failure to comply with this procedure or timeframe indicates that the customer has accepted the hidden defects. Our commitment regarding defective goods extends to repairing or replacing the defective goods within a reasonable time. We will bear the transportation costs for return and delivery.
9.
We can never be held liable for damage caused by improper, abnormal, or careless use of the product by the customer, which will be presumed in the event of any damage and must be disproven by the customer. Our product liability is limited to bodily injury and material damage resulting from defective or non-conforming goods. We can never be held liable for damage caused by factors beyond our control, including, but not limited to: design created and provided by the customer, errors and negligence by the customer, working conditions, the user's personal medical or physical history, specific and uncommunicated use, contact with dangerous substances or materials, incorrect maintenance by the customer or third parties, normal wear and tear of the goods.
10.
Unless otherwise agreed, all our invoices, unless otherwise confirmed by us in writing, are payable within 30 days of dispatch without discount at our registered office. Acceptance of a bill of exchange does not alter the place of payment and never constitutes debt cancellation. All collection and protest costs of an accepted or non-accepted bill of exchange are at the customer's expense. Unreserved payment, even of part of an invoice amount, constitutes acceptance of that invoice. Any reductions will always be accepted subject to all rights and without any detrimental acknowledgment and will be credited to the outstanding amounts according to Article 5.210 of the Civil Code. Protests against an invoice must be communicated to us in writing within 7 days of receipt.
11.
Any invoice not paid in full by its due date will automatically, and without the need for a formal notice, incur a late payment interest, calculated at the rate established under Article 5 of the Act of 02.08.2022 on the combatting of payment delays in commercial transactions, starting from the due date of the invoice, even if a payment plan or deferral has been accepted. Furthermore, any amount unpaid by its due date will, by default and following prior notice of default, automatically be increased by a flat-rate compensation of 10%, with a minimum of EUR 100.00 and a maximum of EUR 5,000.00. This compensation is owed in addition to the default interest, recoverable court and procedural costs, and any compensation for material damage and lost profits.
12.
If the customer’s credit is compromised, we have the right to suspend the order in whole or in part and to demand additional guarantees. If the customer refuses to provide such guarantees, we have the right to cancel the order in whole or in part, without owing any compensation to the customer.
13.
Any goods not fully paid for remain our full property, despite the provisions of Article 1583 of the old Civil Code. The customer will bear the risk of the goods, notwithstanding the retention of title. The risk of the goods passes to the customer when the goods leave our premises.
14.
Any complaint or dispute regarding an invoice must be communicated to us in writing within 8 days of receipt of the invoice, via a motivated registered letter, otherwise, they will not be considered.
15.
The transportation or shipment of our goods, by any means of transport, is at the recipient's risk, even when sold carriage-paid.
16.
We retain ownership of all intellectual property rights to any goods developed for the customer, including, but not limited to: designs, sketches, drawings, images, and their realization in goods. Delivery of the goods does not imply the transfer of intellectual property rights.
17.
Failure to pay on time gives us the right to suspend further deliveries or services in order to prevent further debts from accumulating, without any reminder from our side.
18.
The customer may only use photographic, marketing, or technical material owned by Unroll with prior written consent from Unroll.
19.
The invalidity of one or more provisions in these general terms and conditions does not affect the validity of the other provisions, which remain fully applicable.
20.
All our agreements are governed by Belgian law. In the event of judicial collection or dispute, only the Justice of the Peace in Kortrijk, the Court of First Instance of West Flanders, Kortrijk division, or the Commercial Court in Ghent, Kortrijk division, shall have territorial jurisdiction.