General Terms

Applicability of the General Terms and Conditions
These general terms and conditions apply to the formation, content, and performance of all agreements (“Agreement”) concluded between BAM BORMET BV, a private limited liability company with registered office at 3850 Nieuwerkerken (Limburg), Ambachtstraat 1137, company number 0414.651.838 (RPR Antwerp, Hasselt division) (“BAM BORMET”), and either the individual client (“Consumer Client”) or the corporate client (“Business Client”) relating to the sale and installation of gates, barriers, speedgates, turnstiles, and sensors (“Products and Services”). The Consumer Client and Business Client are hereinafter collectively referred to as the “Client”. These general terms and conditions exclusively govern the relationship between BAM BORMET and the Client, whereby the Client’s own terms and conditions are expressly excluded unless explicitly agreed in writing. BAM BORMET reserves the right to amend these general terms and conditions from time to time, subject to prior notice to the Client. By entering into an agreement with BAM BORMET, the Client acknowledges and accepts the applicability of these general terms and conditions.

Formation of the Agreement
Offers issued by BAM BORMET are, unless expressly stated otherwise, non-binding. An agreement with BAM BORMET is only concluded upon BAM BORMET’s acceptance of the Client’s written request and receipt of a 30% advance payment of the quoted amount (excluding VAT). The Client’s request must be submitted in writing using the order form provided by BAM BORMET, either on paper or electronically. Specifications regarding the Products and/or Services mentioned in the order form must be submitted by the Client no later than the moment of the Agreement’s conclusion. The Client expressly acknowledges that an electronically signed order form submitted via the web, email, or fax has the same evidential value as a physically signed original.

Invoicing
Prices (“Price”) provided by BAM BORMET are always stated in euros, excluding VAT, delivery ex works, and other taxes or levies. Travel costs are not included in the Price. BAM BORMET reserves the right to correct any errors in the stated Price. Additional Products and Services requested by the Client that are not explicitly described in the order form will be invoiced at applicable rates. All invoices are payable via bank transfer or in cash at BAM BORMET’s registered office within ten (10) days of the invoice date, unless otherwise agreed in writing. Each invoice is deemed irrevocably accepted unless protested by registered letter within eight (8) calendar days of the invoice date. In the event of late or non-payment, the outstanding amounts will be increased by default with interest in accordance with the special statutory interest rate under the Act of 2 August 2002 and a fixed compensation of 10% of the invoice amount, with a minimum of EUR 75 per invoice. All unpaid and not yet due invoices become immediately payable. Price changes due to factors such as factory/importer price adjustments, currency fluctuations, or Client’s requests for delays or segmented services may be charged. The Consumer Client may cancel the Agreement free of charge within one (1) week of its conclusion (“First Cancellation Option”). Partial or full cancellation from either party after one (1) week but before three (3) weeks implies a fixed fee of 50% of the quoted amount (“Second Cancellation Option”), and a fee of 100% if after three (3) weeks (“Third Cancellation Option”). The Business Client may cancel free of charge within one (1) week. For Business Clients, the Second and Third Cancellation Options apply after one (1) and two (2) weeks respectively.

Delivery
BAM BORMET will make every effort to meet delivery timelines and inform the Client of any (anticipated) delays. Deliveries are based on Client-provided information. BAM BORMET is not liable for damages resulting from incorrect information. Early deliveries must be accepted by the Client. Partial deliveries may occur and be invoiced. Unless otherwise agreed, Products are delivered ex works per Incoterms. If BAM BORMET is responsible for installation, masonry, plastering, or repairs thereof are excluded unless explicitly stated. Installation includes only the wiring and assembly specified in the Agreement. Foundations are only included if agreed and based on obstacle-free surfaces.

Suspension and Termination
Delivery may be suspended immediately if the Client fails to respond to an email reminder within five (5) days and still fails to meet obligations or is deemed financially unstable. Either party may terminate the Agreement immediately and unilaterally in case of repeated or serious breaches not remedied within ten (10) days of a written notice, or in case of bankruptcy or judicial reorganization. Upon termination, the quoted price remains fully due.

Conformity and Warranties
BAM BORMET undertakes to perform the Agreement with due care. The Client must inspect the Products and/or Services within forty-eight (48) hours of delivery. Non-conformity claims must be submitted in writing within this period. A two (2) year material and manufacturing warranty (“Material Warranty”) applies from delivery. For Consumers, this includes free repairs or replacement and travel costs within 100 km of BAM BORMET. For Businesses, it covers only free replacement of faulty parts returned to BAM BORMET. The return is at the Client’s expense; the outbound shipping is covered by BAM BORMET. Exclusions include misuse, unauthorized alterations, wear and tear, and force majeure. Repaired items have a six-month warranty.

Liability and Limitations
The Client must provide access, electrical facilities, and disclosure of any hidden cables or infrastructure. BAM BORMET may rectify any deficient third-party work at the Client’s expense. If abnormal Product functioning risks third-party damage, the Client must shut down the Products and inform BAM BORMET in writing. BAM BORMET’s liability is limited to (i) crediting relevant invoices, (ii) free repair/replacement, or (iii) compensation capped at the value received for the affected Products/Services. No liability for indirect or consequential damages (e.g., property damage due to installation). BAM BORMET is not liable for failures due to force majeure (e.g., strikes, natural disasters, pandemics). Already delivered Products and incurred costs remain payable. Client must keep all technical information confidential or risk a EUR 100,000 fine, without prejudice to claims for actual damages. Disclosure may only occur under legal obligation and per BAM BORMET’s instructions.

Risk and Transfer of Ownership
All risks transfer to the Client upon delivery, even if ownership transfers later. Products remain BAM BORMET’s property until full payment (including interest and costs). BAM BORMET may terminate the Agreement for late or incomplete payment and reclaim its Products. Products in the Client’s possession are presumed to originate from BAM BORMET unless proven otherwise. Until ownership transfers, the Client may not pledge or assign security rights over the Products.

Data Processing
BAM BORMET processes personal data necessary for executing the Agreement. This includes personal, contact, and financial information, retained during the Agreement and for one year after. BAM BORMET applies appropriate technical and organizational measures to comply with GDPR and ensures confidentiality and security. Personal data is not shared unless legally required. Subprocessors are bound to the same obligations. Clients have rights under the GDPR including access, rectification, deletion, objection, and complaint.

Severability
The invalidity of any clause shall not affect the rest of the general terms and conditions. Invalid clauses will be replaced by valid ones that closely reflect BAM BORMET’s original intent. The inability to replace does not affect the validity of other provisions.

Complaints
Complaints about Products and Services must be submitted in writing within forty-eight (48) hours of delivery. Complaints do not entitle the Client to suspend their obligations.

Applicable Law and Jurisdiction
All Agreements are governed by Belgian law. Parties commit to resolving disputes amicably. If not possible, the Commercial Court of Antwerp, Hasselt division, is competent.