1.1. These general terms and conditions of sale apply to all orders for work and services, hereinafter “the services,” placed with the company CELABOR S.R.L., established at Zoning de Petit-Rechain – Avenue du Parc, 38 – B-4650 Chaineux, BCE No. 0455511010, tel +32 87/32.24.54, email info@celabor.be hereinafter referred to as “the Provider.”

1.2. The application of these general terms and conditions constitutes a decisive condition of the Provider’s consent. Any order placed implies the client’s full and unreserved adherence to these general terms and conditions, even if they contradict the client’s own general terms and conditions.

1.3. No derogation from these general terms and conditions shall be permitted except by written agreement from the Provider. Any derogation granted by the Provider from these general terms and conditions in no way invalidates the other clauses of these general terms and conditions, which remain in effect.

2. Offer and Order

2.1. The validity period of our offers is three (3) months.

2.2. The prices indicated in the offer only cover the performance of the services described therein, to the exclusion of all other services. If additional services are requested by the client, they will be invoiced as an extra charge.

2.3. The price offer is made based on the information provided by the client. In the event of any modification to the desired service, the Provider is authorized to adjust the price of its service according to the client’s new requests or the modifications requested by them.

2.4. The price offer constitutes the flat fee that will be invoiced to the client for the services indicated in the offer, including any administrative and report-writing costs. For any specific request for report editing (report analysis, writing specific reports, report translation, etc.) not specified at the time of the order, the hourly rate in force will be applied for the adaptation of the test report.

3. Price

3.1. All our prices are indicated in euros, excluding VAT.

3.2. Any increase in VAT or any new tax imposed between the time of the order and the time of the service provision will be borne by the client.

4. Payment

4.1. Invoices are payable 30 days end of month or at any other due date mentioned on them, to the credit of the Provider’s account number ING IBAN: BE70 3401 3802 9725 – BIC: BBRUBEBB or FORTIS IBAN: BE43 2480 6039 9001 – BIC: GEBABEBB.

4.2. Any payment delay of more than 30 days end of month will result, automatically and without prior notice, in an increase of 15% per annum, plus a flat-rate indemnity of 10%. Furthermore, the Provider is entitled to suspend its guarantee as long as the client is in default of payment.

4.3. Any claim relating to an invoice must be submitted no later than eight calendar days after its receipt, by email sent to the address compta@celabor.be and confirmed on the same day by postal mail sent to the Provider’s registered office. Failure to comply with these time and form conditions will result in the client no longer being able to contest the invoice.

5. Right of Withdrawal

5.1. Any order placed by the client, by email or by telephone, binds the client upon receipt of the sample by the Provider.

5.2. In accordance with Article 47 of the Law of April 6, 2010, on market practices and consumer protection, the consumer client who, within the framework of their private life, uses the Provider’s services without a site visit having taken place to establish the quote (distance contract), has the right to cancel their order, without penalties and without giving a reason, within 14 calendar days starting from the day after the acceptance of the price offer. This right of withdrawal in the case of a distance contract does not apply when the parties agree that the ordered services will be performed during this period.
To exercise their right of withdrawal, the client must contact the Provider as soon as possible by email or telephone to cancel (or interrupt) the services. A cancellation by telephone will be confirmed by an email from us. However, the Provider reserves the right to invoice for services already performed.

6. Order Cancellation

6.2. In the event of cancellation of the order by the Provider, the Provider undertakes to refund the client the sums already paid by them for the order concerned, it being understood that no compensation may be claimed from the Provider.

7.1. The Provider undertakes to make every effort to offer its clients a high quality of service. When the service concerns an exploratory study or a research and development study, it is a contract of means and not of results. The Provider therefore does not guarantee the positive result of the study but will use all means to achieve it within the previously defined budget.

7.2. The Provider reserves the right to refuse to honor an order from a client who has not fully or partially settled a previous order or with whom a payment dispute is ongoing.

8. Guarantees and Limitation of Liability

8.1. If the client believes they are entitled to contest the quality of the services provided by the Provider, they must, under penalty of foreclosure, do so in writing (email, fax, or mail) within 15 days after the execution of said services by the Provider or the discovery of a problem/change in the execution of the contract that has not been accepted, expressly or tacitly, by the client.

8.2. In any event, the Provider’s liability is limited to the amount of the contract without prejudice to the client’s right to request the termination of the contract in court, in accordance with Article 1184 of the Civil Code.

8.3. The Provider’s liability cannot be challenged by the client in the event that they use the Provider’s test reports for commercial purposes.

8.4. The Provider cannot be held liable under any circumstances for the loss of samples during their transport by subcontractors, whether the Provider is the sender or recipient and regardless of the transport company chosen, including the Post Office. If the client deems it necessary, it is their responsibility to instruct the Provider not to handle any transport from the signing of the offer, to handle the transport themselves and, if they deem it necessary, to take out insurance in their name and at their expense adapted to the value of the sample.

9. Confidentiality

9.1. The Provider, as the data controller, undertakes to process personal data in accordance with European (GDPR) and national data protection laws.

9.2. The data collected by the Provider are the legal billing and contact details (Company, BCE No., VAT No., Title, Last Name, First Name, Address, Postal Code, Locality, Email Address, TEL, Mobile, Website, Bank Account No., etc.)

9.3. By providing their personal data, the client gives the Provider express authorization to process this information for the purpose of processing the order and/or the client’s request for information.

9.4. At any time and without any justification, the client may object to the processing of their personal data by sending a letter to the Provider or an email to the address info@celabor.be.

9.5. If, at any time, the client believes that the Provider is not respecting their privacy, they are requested to send a postal letter to the Provider or an email to the address info@celabor.be. The Provider will make every effort to identify and correct the problem.

10. Force Majeure

10.1. Neither Party shall be held liable for the total or partial non-performance of its obligations if this non-performance is due to a fortuitous event or the occurrence of an element constituting force majeure such as, in particular, and without this list being exhaustive, flood, fire, storm, lack of raw materials, transport strike, partial or total strike, or lock-out.

10.2. The Party affected by such events must inform the other party as soon as possible and at the latest within 5 working days of the occurrence of this event.

10.3. The parties agree that they must consult each other as soon as possible to jointly determine the terms of execution of the order during the duration of the force majeure event.

11. Intellectual Property

11.1. All logos, brands, photos, and models appearing on the Provider’s commercial documents, including the website (www.celabor.be), are the property of the Provider.

11.2. Any partial or complete reproduction of these logos, brands, photos, and models, regardless of the medium, for commercial, associative, or voluntary purposes, is prohibited without the consent of the Provider or the holders of the brands or rights attached to these graphic representations.

12. Dispute

12.1. Any dispute whatsoever must first be the subject of an attempt at an amicable settlement before it can be submitted to the Courts and Tribunals.

12.2. Any dispute relating to the validity, interpretation, and/or execution of a contract concluded with the Provider will be exclusively submitted to the Courts and Tribunals of Verviers.

13. Miscellaneous

13.1. When, by virtue of the application of a law, a regulation, or following a final decision of a competent jurisdiction, one or more stipulations of these general terms and conditions are held to be invalid or declared as such, this in no way affects the other stipulations of these general terms and conditions, which remain in force. If necessary, the parties will negotiate to agree on one or more provisions that would make it possible to achieve, as far as possible, the objective pursued by the clause(s) struck with nullity.

13.2. No omission or delay by either party in exercising any right or remedy available to it under this contract or applicable law constitutes a waiver. The waiver of a right or remedy shall take the form of a writing from the party waiving it.

13.3. These general terms and conditions and the provisions mentioned on the quote offer transmitted to the client form a contractual whole and constitute the entirety of the contractual relations between the parties.

13.4. The contract concluded between the Provider and the client is subject to Belgian law.

13.5. To the extent that their use directly relates to the activity covered by the certificate, reference to accreditation may appear in text form on informative and advertising documents used by the CELABOR clients concerned. However, the use of the BELAC symbol is not authorized.