1. SCOPE OF APPLICABILITY
1.1 These General Terms and Conditions of Sale (“GTCS”) apply to all sales of services by the Belgian Society of Toxicology and Ecotoxicology (BelTox) notwithstanding any conflicting, contrary or additional terms and conditions in any purchase order or other communication from client. No such conflicting, contrary or additional terms and conditions shall be deemed accepted by BelTox unless and until BelTox expressly confirms acceptance in writing.
1.2 The services that are offered by BelTox are:
– Membership of a scientific society,
– Providing scientific education through organizing congresses, courses and workshops,
– Informing members on scientific events worldwide, job vacancies, regulations and new scientific achievements through the BelTox newsletter, website, social media channels and other direct communication with its members,
– Providing opportunities for vendors of scientific services and consulting to present their portfolio to the audience of scientific events organized by BelTox,
– Creating opportunities for networking amongst scientists through scientific events and social media,
– Evaluation and approval of applications for recognition of scientists as European Registered Toxicologist (ERT).
1.3 BelTox reserves the right to change these GTCS at any time. BelTox gives client thirty calendar days’ notice of any changes by posting notice on the BelTox website or any other means of communication.
2. OFFERS, PURCHASE ORDERS AND ORDER CONFIRMATIONS
2.1 All offers made by BelTox are open for acceptance within fifteen calendar days from the date of issue, unless otherwise specifically stated therein, and are subject to the availability of the services offered.
2.2 All purchase orders issued by client shall specify as a minimum the type and quantity of services requested, applicable unit prices, delivery place and requested delivery dates. No purchase order shall be binding on BelTox unless and until confirmed by BelTox in writing.
3. PRICES AND TERMS OF PAYMENT
3.1 The prices for services shall be those set forth in our order confirmation. All prices are exclusive of taxes, impositions and other charges, including, but not limited to, sales, use, excise, value added and similar taxes or charges imposed by any government authority.
3.2 Unless expressly stated otherwise in the BelTox order confirmation, payment for services shall be made without offset or deduction.
3.3 Client submits such financial information from time to time as may be reasonably requested by BelTox for the establishment or continuation of payment terms. BelTox may in its sole discretion at any time change agreed payment terms without notice by requiring payment cash in advance or cash on delivery, bank guarantee, letter of credit or otherwise.
3.4 If client fails to pay any invoice within thirty calendar days of the due date of payment, BelTox may suspend delivery of any purchase order or any remaining balance thereof until payment is made or terminate delivery of any purchase order or any remaining balance thereof by providing written notice of termination to client within fourteen calendar days of the expiration of the grace period. Further, BelTox may charge client interest from the due date to the date of payment at the rate of 1.5% per month. This shall be in addition to, and not in limitation of, any other rights or remedies to which BelTox is or may be entitled at law or in equity.
3.5 When payments are made on the BelTox site, the customer should be aware of the fact that the information required to process or support payment, such as the purchase total and payment information is transmitted to Stripe.
The payment provider contact details are Stripe Payments Europe Limited, 1 Grand Canal Street Lower, Grand Canal Dock, Dublin, D02 H210, Ireland ( https://stripe.com/ , firstname.lastname@example.org ). The link to the payment provider concerning privacy policies is https://stripe.com/fr-be/privacy.
4. LIMITATION OF LIABILITY
4.1 Neither of parties will be entitled to, and neither of parties shall be liable for, indirect, special, incidental, consequential or punitive damages of any nature, including, but not limited to, business interruption costs, loss of profit, removal and/or reinstallation costs, reprocurement costs, loss of data, injury to reputation or loss of customers. Client’s recovery from BelTox for any claim shall not exceed the purchase price for the services giving rise to such claim irrespective of the nature of the claim, whether in contract, tort, warranty or otherwise.
5. FORCE MAJEURE
5.1 Either party shall be excused from any delay or failure in performance if caused by reason of any occurrence or contingency beyond its reasonable control, including, but not limited to, acts of God, acts of war, fire, insurrection, strikes, lock-outs or other serious labour disputes, riots, earthquakes, floods, explosions or other acts of nature. The obligations and rights of the party so excused shall be extended on a day-to-day basis for the time period equal to the period of such excusable interruption. When such events have abated, the parties’ respective obligations shall resume. In the event the interruption of the excused party’s obligations continues for a period in excess of thirty calendar days, either party shall have the right to terminate the applicable contract(s) of sale, without liability, upon thirty calendar days’ prior written notice to the other party.
6.1 The United Nations Convention for the International Sale of Goods shall not apply to these GTCS or to any contracts of sale entered into between parties.
6.2 No waiver of any provision of these GTCS shall constitute a waiver of any other provision(s) or of the same provision on another occasion. Failure of either party to enforce any provision of these GTCS shall not constitute a waiver of such provision or any other provision(s) of these GTCS.
6.3 Should any provision of these GTCS be held by a court of competent jurisdiction to be illegal, invalid or unenforceable, such provision may be modified by such court in compliance with the law giving effect to the intent of the parties and enforced as modified. All other terms and conditions of these GTCS shall remain in full force and effect and shall be construed in accordance with the modified provision.
6.4 These GTCS and all contracts of sale entered into between parties shall be governed by and construed in accordance with the laws of Belgium without giving effect to any choice of law or conflict of law provisions. Any suits, actions or proceedings that may be instituted by either party against the other shall be instituted exclusively before the competent courts of Belgium, however, without prejudice to the right of BelTox to bring suits, actions or proceedings in any other court which would have jurisdiction if this provision had not been incorporated into these GTCS.