General terms and conditions

ADB-TTV Technologies S.A, Zaventem, Belgium
GENERAL TERMS AND CONDITIONS OF SALE
(February 2004 Edition)

Prices
Unless stipulated otherwise, our prices shall be in euros, exclusive of VAT and shall be understood to apply tomaterials in standard packing ex works Saint-Quentin, France. Any order of less than € 100, exclusive of VAT, hall give rise to an additional charge of € 20, exclusive of VAT.

Quotations
Unless stipulated otherwise, our quotations shall be valid for 30 days.

Acceptance of Orders
Orders shall be regarded as final only after being confirmed by us in writing. The acceptance of our quotations by the buyer shall imply his full agreement with our general terms and conditions of sale.

Term of delivery
The term of delivery shall be generally given as indication only, and shall run from the day the order becomes final until the day the goods are made available at our warehouse. The term of delivery can be confirmed only if the buyer provides all administrative documents and technical information as may be necessary for handling the order. We shall not be bound to respect the term confirmed, if the buyer modifies an order which is already being executed, or in the event of force majeure. Unless specifically agreed in writing, we shall not accept any penalty, nor the buyer’s right to cancel his order or refuse the goods.
Should the buyer be unable to take delivery of the goods put at his disposal, these shall be stored at the buyer’s expense and risk whilst the terms of payment shall remain unaffected.

Transport
Unless otherwise agreed, our terms of delivery shall be ex works (EXW / Incoterms 2000) Saint-Quentin, France. The goods shall travel at the consignee’s risk, even if they are dispatched carriage paid (CPT / Incoterms 2000). The goods shall originally be delivered in individual, standard packing. Any request for a specific packing (seaworthy packing, etc.) shall be charged additionally. Spare parts and goods for repair shall be dispatched carriage forward or cash on delivery.

Complaints
To be valid, any complaint must be notified to us upon receipt of the consignments within a maximum of 8 days. No return of material shall be accepted without our prior agreement.

Payments – Sales in Belgium
Unless stipulated otherwise, all our invoices shall be payable cash, without discount, at our company’s registered office at Zaventem, Belgium. The default of payment of one invoice on its due date shall imply the expiry of the term of payment and make all our claims, even those not fallen due, forthwith due and payable. Any amount unpaid on its due date shall rightfully, and without prior notice, bear interest from the date the claim falls due, at an annual rate of 12%. Payments – Export Sales Unless stipulated otherwise or stated as special terms and conditions in our quotations and sales agreements, all our invoices shall be payable by irrevocable letter of credit opened on the date of order for 100% of the contract value and confirmed by a first class European bank. The costs shall be borne by the buyer.

Penalty
In the event of insolvency of the debtor, the amounts due, collected judicially, shall be increased by a 20% penalty in addition to the interests on the overdue amounts.

Reservation of Property
Our company shall remain the owner of the goods delivered until their full payment which alone shall bring about the transfer of ownership. However, from the delivery of the goods, the buyer shall be solely liable for their loss or destruction.

Jurisdiction
In the event of a dispute, the Brussels Courts alone shall be deemed to be competent.

Liability
Our company shall not be held liable for any direct or indirect damage caused by the late delivery or an abnormal use of the goods. Our company shall under no circumstances be held liable for damages which were unavoidable because of the improper use of our materials, and/or a use contrary to the laws, regulations, standards and common practice, which the user should have imperatively observed when using our products.

Warranty
Our materials are warranted against any defect of fabrication for one year reckoning from the date of delivery, with the exception of defects resulting from improper handling or use. Repairs and replacements shall be carried out in our factory, without the immobilisation of the material entitling the buyer to claim any damage. Shipping costs shall be borne by the buyer.
Lamps, iris diaphragms, colour filters and other consumable products shall be excluded from our warranty.