The legal relationship between NCOI NV/SA, with its registered office at Motstraat 30, 2800 Mechelen, KBO (central business database) No BE 0456.675.010 (hereinafter referred to as NCOI) and the customer is governed by these general terms and conditions, the purchase order, the invoices and any specific terms and conditions (hereinafter referred to jointly as 'the Agreement'). The Agreement annuls and supersedes all written or oral contracts, proposals and commitments relating to the same subject which may precede the date of this Agreement. This Agreement takes priority over the customer’s general and/or other terms and conditions, even if these state that they alone apply. Deviations from the Agreement are only possible with the prior written consent of NCOI. NCOI reserves the right to change the provisions of the Agreement.
All prices of NCOI are exclusive of VAT (unless otherwise indicated). The applicable prices are those valid when the Agreement between NCOI and the customer is concluded.
NCOI is entitled to offset claims in respect of the customer against any claims the customer may have in respect of NCOI.
The court of first instance in Brussels, the commercial court in Brussels, and the magistrates’ court of the first district of Brussels shall have sole jurisdiction to hear any dispute relating to this Agreement and NCOI may only be summoned before these courts. The Agreement is governed by Belgian law.
The invalidity of one of the provisions of the Agreement shall in no way affect the validity of the other clauses. The parties shall make every effort to replace the invalid clause, by mutual agreement, with a valid clause with the same or largely the same economic impact as the invalid clause.
Failure on the part of NCOI to assert a right or to apply a penalty does not in any way imply a waiver of this right.