Privacy policy

Terms and conditions

Terms and conditions Cleys bv

Company details: Cleys BV, Grote Baan 54, 9250 Waasmunster.

VAT number: BE 0471.821.955.

Contact: [email protected] | +32 3 877 93 23.

Bank account number: BE58 7370 5026 9079.

Art. 1. Application

These general terms and conditions apply to all offers, quotations and agreements of Cleys BV, to the exclusion of the customer's general terms and conditions. Acceptance of an offer from Cleys BV implies full and unconditional acceptance of these terms and conditions.

Art. 2. Offers

All offers from Cleys BV are valid for a period of 30 days from the offer date. Any changes to the offer or the agreement always require the express written approval of Cleys BV.

Art. 3. Safety glass

The customer is solely and exclusively responsible for knowing and correctly applying the applicable standards regarding safety glass for their project. Safety glass is only included in the agreement if this is explicitly and in writing stated in the offer.

Art. 4. Term

The execution periods stated by Cleys BV are purely indicative. Except in the event of intent or gross negligence, exceeding this period does not entitle the customer to any compensation or to termination of the agreement. For private consumers, in the event of an unreasonably long delay that is not due to force majeure, the customer may give Cleys BV written notice of default, granting a reasonable remedy period before any further steps may be taken.

Art. 5. Payment and consequences of non-payment

5.1. Payment arrangement and term: An advance payment of 40% is due upon agreement, 50% upon start-up (whereby a total of 90% must be paid before the application of the finishing layer, the installation of the exterior joinery or the energy applications, even if the general payment term would provide for a longer period) and the remaining balance of 10% after completion. All our invoices are payable within a period of 8 calendar days from the invoice date. Any complaints do not entitle the customer to suspend or refuse payment of an invoice. If an invoice is issued in the name of a third party, the original customer remains jointly, severally and indivisibly liable for its full payment. Commercial discounts lapse immediately if the customer does not fulfil, or does not fully fulfil, their obligations.

5.2. Sanctions for late payment by consumers (B2C): If a private customer (consumer) does not pay an invoice on time, a first reminder will first be sent free of charge by e-mail or post. After this reminder has been sent, the consumer has a statutory waiting period of 14 calendar days (which starts on the calendar day following dispatch by e-mail, or on the third working day following dispatch by post). If the consumer has still not paid after this period has expired, the following sanctions apply by operation of law and without any further notice of default:

• Late-payment interest: Calculated at the statutory reference interest rate increased by 8 percentage points (in accordance with the Act of 2 August 2002), from the calendar day following dispatch of the first reminder.
• A fixed compensation amount (penalty clause):
  • For an outstanding balance up to €150: €20.
  • For an outstanding balance between €150.01 and €500: €30 plus 10% of the amount above €150.
  • For an outstanding balance above €500: €65 plus 5% of the amount above €500, with an absolute maximum of €2,000.

5.3. Sanctions for late payment by professional customers (B2B): If a professional customer (company/business) does not pay an invoice on time, no prior reminder or waiting period is required. By operation of law and without prior notice of default, late-payment interest of 1% per month is due, whereby each month started is considered a full month. In addition, the professional customer owes fixed compensation of 10% of the outstanding invoice amount, with an absolute minimum of €250, without prejudice to the right of Cleys BV to prove and claim higher actual damage suffered.

5.4. Statutory reciprocity (only for consumers - B2C): In accordance with statutory obligations, Cleys BV guarantees reciprocity. If Cleys BV seriously fails to fulfil its contractual obligations towards a private consumer (and this after written notice of default in which a reasonable remedy period was not respected), the consumer is entitled to equivalent compensation and/or interest, calculated according to the same statutory caps and percentages as mentioned in Article 5.2.

Art. 6. Price revision

If no advance payment has been made, Cleys BV reserves the right to revise the agreed prices in the event of an increase in wages or material costs. This revision is carried out using the legally permitted formula.

Art. 7. Force majeure

Unforeseen circumstances and situations of force majeure (such as strikes, weather conditions, delivery problems at suppliers, staffing levels) suspend the execution period by operation of law. They also give Cleys BV the right to revise the agreement by mutual agreement or to terminate it unilaterally, without this giving rise to any right to compensation for the customer.

Art. 8. Retention of title

All delivered and installed materials remain the exclusive property of Cleys BV until full payment of the total project value and any interest or compensation. Cleys BV has the right, in the event of non-payment, to take back the materials at the customer's expense, wherever they may be located.

Art. 9. Changes and additional work

Any additional work or any change to the original assignment requires the prior written agreement of both parties. Reductions in work requested by the customer are limited to a maximum of 5% of the original total price and may be refused by Cleys BV at any time.

Art. 10. Termination and cancellation

10.1. Immediate termination in the event of breach or bankruptcy: In the event of breach of contract, serious default or bankruptcy of the customer, Cleys BV has the right to terminate or cancel the agreement immediately, by operation of law and without prior judicial intervention, by written notice, without prejudice to the right to compensation for the damage suffered as a result.

10.2. Cancellation by a professional customer (B2B): If a professional customer (company or self-employed person) unilaterally cancels an accepted offer or ongoing agreement, they owe, by operation of law and without prior notice of default, fixed compensation amounting to 40% of the total project value. This amount is increased by full compensation for all costs already incurred (such as materials already ordered or made to measure) and the profits actually lost.

10.3. Cancellation by a private customer (consumer - B2C): If a private customer (consumer) unilaterally cancels the agreement, Cleys BV is entitled to compensation for the work already performed and costs incurred (such as materials specially ordered or produced for the customer), increased by compensation for loss of profit fixed as a lump sum at 20% of the remaining project amount. If the cancellation takes place after the materials have already gone into production or the works on the site have already started, this fixed compensation for loss of profit increases to 40% of the remaining project amount.

10.4. Statutory reciprocity in the event of cancellation (only for consumers - B2C): If Cleys BV unilaterally cancels the agreement with a private customer or definitively stops it outside cases of force majeure or breach by the customer, the consumer is entitled to equivalent compensation of 20% or 40% of the project amount respectively (depending on the status of production/works at the time of cancellation), calculated in accordance with the rules in Article 10.3.

Art. 11. Liability and complaints

11.1. Limitation of liability (general & B2B): For professional customers, the liability of Cleys BV is strictly limited to cases of intent or gross negligence and is at all times capped at the actual invoice value of the project. Indirect damage, consequential damage or lost profits will under no circumstances be compensated. A slight colour difference or a minor deviation in the dimensions of a good can in no way be considered a defect. In the event of hidden defects or non-conformity, the intervention of Cleys BV for professional customers is limited to the free delivery of replacement material (with a value equal to the defective goods). Cleys BV is not liable towards professional customers for any further compensation for dismantling, reinstallation, delays or other additional costs.

11.2. Statutory warranty for consumers (B2C): For private consumers, the statutory warranty rules regarding hidden defects and conformity apply in accordance with the Civil Code. The exclusions of costs for dismantling or reinstallation in Article 11.1 do not apply to consumers insofar as the law prohibits this.

11.3. Complaint period: All complaints relating to visible defects or the execution of the works must, under penalty of forfeiture, be reported to Cleys BV in writing and in detail within 7 days after execution or delivery. A slight colour difference or a minor deviation in the dimensions of a good can in no way be considered a defect. Damage to windows and doors or other building elements, after removal of protective materials, cannot constitute a complaint if this is attributable to the condition of the building element (for example, due to ageing).

11.4. Confidentiality and public communication: Complaints require at all times prior discreet and direct consultation with Cleys BV. Public communication, online defamation or the dissemination of inaccuracies (including on social media) before or during the handling of a dispute is strictly prohibited. In the event of a breach of this provision, the customer is fully responsible for all reputational damage and resulting financial damage suffered by Cleys BV.

Art. 12. Acceptance

Minor, non-essential defects (representing less than 10% of the total project value) do not prevent payment of outstanding invoices. Written requests for acceptance that remain unanswered are automatically deemed accepted and approved by the customer after a period of 15 days. Window sills follow the standard method of Cleys BV and are installed between the reveals; the customer declares that they have taken note of this, accepts it and expressly waives any complaints in this regard. Provisional acceptance is possible before the installation of the window sills, provided that this is explicitly stated in the site/acceptance report. The balance invoice follows immediately upon this provisional acceptance and must be paid by the customer in accordance with the provided payment term, regardless of the time at which the window sills are effectively installed afterwards.

Art. 13. Risk

The risk of damage, loss or destruction of the materials and goods passes to the customer as the delivery or execution of the works on the site progresses.

Art. 14. Preparation and accessibility of the site

The customer ensures, at their own responsibility and expense, that all required permits, utility and sanitary facilities are available in good time and that Cleys BV has free and safe access to the site (with a free working space of at least 2 metres around the home). If objects or obstacles are in the way, the customer must remove them in advance. Cleys BV may charge a fixed cost of €250 for the manual or mechanical removal of obstacles per object or per weight unit of 50 kg. Cleys BV is not liable for damage to objects that were not removed in good time around or against the home. If passage through the home is necessary, the owner/customer is responsible for protecting the floors and walls. Damage, for example to the already present exterior joinery, resulting from the application or removal of the necessary protective materials of Cleys BV, does not fall under the liability of Cleys BV.

Art. 15. VAT rate

The application of the reduced VAT rate of 6% (for the renovation of a private dwelling at least 10 years old) is subject to approval by the tax authorities. It is the customer's exclusive responsibility to ensure that the correct VAT percentage is applied on the basis of the actual situation of the dwelling. In the absence of written and reasoned objection within one month of the invoice date, the customer is deemed to acknowledge that: (1) the works are carried out on a dwelling whose first occupation took place at least 10 years ago, (2) after the works, the dwelling is used exclusively or mainly as a private dwelling and (3) the works are provided to an end consumer. If it appears that these conditions are not met, the customer is liable for payment of the remaining VAT rate (21%) and any tax fines.

Art. 16. Grants and subsidies

Cleys BV provides information about grants or subsidies purely for information purposes, but is under no circumstances responsible or liable for whether or not the customer obtains these grants or subsidies.

Art. 17. GDPR / Privacy

The customer's personal data are processed by Cleys BV for the execution and management of the agreement, accounting and direct marketing, all in strict accordance with the statutory regulations on data protection (GDPR).

Art. 18. Applicable law and competent courts

Belgian law applies exclusively to all offers, agreements and disputes between the parties.

• For professional customers (B2B), only the courts of the judicial district in which the registered office of Cleys BV is located (Dendermonde district) have jurisdiction.
• For private consumers (B2C), the courts have jurisdiction as prescribed by Article 624 of the Belgian Judicial Code (generally the court of the consumer's place of residence).

Art. 19. Withdrawal (only in the case of distance sales / off-premises sales)

Private consumers have a statutory right of withdrawal of 14 days for agreements concluded at a distance or away from the sales premises of Cleys BV. This right must be exercised by means of a written or registered communication to the head office of Cleys BV. The right of withdrawal lapses as soon as the actual execution of the works has started with the consumer's express consent before the expiry of the 14-day period.

Art. 20. Ten-year liability

The effective start of the works on the site definitively counts as the start date for the contractor's statutory ten-year liability for serious defects that jeopardise the stability of the building (in accordance with Articles 1792 and 2270 of the Civil Code).