The following terms & conditions apply to the services of MILLS & CLARKE, with enterprise number 0811.653.537 (hereinafter “MILLS & CLARKE”) and exclude any and all other terms & conditions, agreements or conventions in the broadest possible meaning.
2. Prices and quotes
Unless explicitly stated otherwise the services of MILLS & CLARKE are furnished for undetermined prices or based on a pricing schedule without determining a price for the total amount of the services.
Quotes are binding for 15 days counting from the day of the quote, after which MILLS & CLARKE is entitled to change its prices.
The client acknowledges and accepts that MILLS & CLARKE will deliver its services at best effort without being able to guarantee the result. Complaints relating to improper execution of the agreement need to be send to MILLS & CLARKE via registered letter within 15 days counting form the date of the invoice relating to the contested services. In the absence of such protest the services will be deemed to have been irrevocably accepted by the client and can no longer be protested for whatever reason.
Unless fraud or willful misconduct and as far as permitted by law, MILLS & CLARKE will not be liable for damages resulting from the services provided by MILLS & CLARKE, even if these damages are the result of a severe error. Moreover MILLS & CLARKE will not liable for damages caused by its subcontractors, even in the event of willful misconduct or severe error. In any event the liability of MILLS & CLARKE will never exceed the net amount of the invoice related to the contested services.
5. Payments and sanctions
All invoices are due 30 days after the date of the invoice. Failure thereof will make due all other invoices and will entitle MILLS & CLARKE to suspend its services even if they do not relate to the overdue invoice.
Moreover MILLS & CLARKE will be entitled to interests counting from the due date of the invoice in the amount of 1% per month or will be at least on par with the interests MILLS & CLARKE is legally entitled to. MILLS & CLARKE will also have the right to recover all relevant recovery costs within the meaning of the law of August 2, 2002 on combating late payment in commercial transactions.
Further, damages in the amount of 15% of the amount of the invoice will be due with a minimum of 125 euro under the reservation of the right on the part of MILLS & CLARKE to claim higher damages if proof thereof can be furnished. The client acknowledges that these damages relate to other costs than the loss of interests or recovery costs and that MILLS & CLARKE does not need to prove the existence or amount of these damages.
Finally MILLS & CLARKE reserves the right to terminate the agreement for cause without any obligation to compensate the client and under full preservation of all other remedies provided by law.
All of the above remedies will apply by right and without prior notice.
Failure of MILLS & CLARKE to claim the strict application of these terms and conditions will never be construed as a waiver thereof, nor as a tacit acceptance of another agreement. At all times these terms and conditions will remain in full effect unless a prior written agreement states otherwise or when they are replaced by a more recent version.
The nullity or unenforceability of one or multiple terms does not affect the validity or enforceability of the other terms and conditions, that remain in full force and effect. The provisions which are void or for any other reason are declared as not applicable, will be replaced by the parties by mutual agreement with new provisions that respect the finality of the original clauses.
MILLS & CLARKE reserves the right to amend the present terms and conditions from time to time in order the adapt them to economic, technical or legal necessities.
9. Forum and applicable law
All disputes regarding the validity, interpretation or execution of the present terms and conditions will belong to the sole jurisdiction of the courts of Dendermonde, Belgium that will only apply Belgian law with the exception of its provisions of international private law.