General Terms and Conditions
Last updated: 17 June 2026
These General Terms and Conditions ("Terms") govern all quotations, orders and agreements between Beologic NV ("Beotool", "we", "us") and its clients ("Client"). By placing an order or accepting a quotation, the Client accepts these Terms in full.
Article 1 — Identity and Applicability
1.1 Beotool is a brand of Sustainable Development Group / Beologic NV, with registered office at Jolainstraat 44, 8554 Sint-Denijs, Belgium, VAT BE 0446.075.779.
1.2 These Terms apply to all offers, quotations, orders and agreements between Beotool and the Client, to the exclusion of any terms and conditions of the Client, unless expressly agreed otherwise in writing.
1.3 Deviations from these Terms are only valid if agreed upon in writing and signed by an authorised representative of Beotool.
Article 2 — Quotations and Orders
2.1 All quotations issued by Beotool are non-binding unless expressly stated otherwise and remain valid for 30 calendar days from the date of issue, unless a different validity period is specified.
2.2 An agreement is only concluded when Beotool confirms an order in writing, or when Beotool begins execution of the order.
2.3 Any changes to a confirmed order requested by the Client must be agreed in writing and may affect the agreed price and delivery schedule.
2.4 Beotool reserves the right to decline any order without stating a reason.
Article 3 — Prices and Payment
3.1 All prices are exclusive of VAT and any other applicable taxes or levies, unless stated otherwise.
3.2 Prices are in euros (EUR) and based on the cost of materials, labour and overhead at the time of quotation. Beotool reserves the right to adjust prices if significant cost changes occur between quotation and delivery, such as increases in raw material prices or currency fluctuations.
3.3 Unless agreed otherwise, invoices are payable within 30 calendar days of the invoice date.
3.4 In the event of late payment, Beotool is entitled, without prior notice:
• to charge statutory interest on the outstanding amount from the due date, in accordance with the Belgian Act of 2 August 2002 on combating late payment in commercial transactions;
• to charge a flat-rate compensation of 10% of the invoice amount (minimum €150) for collection costs.
3.5 Beotool reserves the right to suspend further deliveries or work in the event of non-payment until all outstanding amounts have been settled.
Article 4 — Delivery and Lead Times
4.1 Delivery timelines communicated by Beotool are indicative and do not constitute a binding commitment, unless expressly agreed in writing as a firm deadline.
4.2 Beotool will make reasonable efforts to meet agreed timelines. Delays caused by circumstances beyond Beotool's reasonable control (see Article 9 — Force Majeure) or by the Client's failure to provide required information or approvals in time do not constitute a breach by Beotool.
4.3 Delivery is deemed complete when goods or results are made available to the Client at Beotool's premises (Ex Works, Incoterms 2020), unless otherwise agreed.
4.4 Risk of loss or damage passes to the Client upon delivery. Where Beotool arranges transport on behalf of the Client, it does so at the Client's risk.
Article 5 — Services — Scope and Execution
5.1 Beotool shall perform its services with reasonable skill and care, in accordance with generally accepted professional standards.
5.2 Beotool's obligations are obligations of means ("middelenverbintenis"), not of result ("resultaatsverbintenis"), unless a specific result is expressly guaranteed in writing.
5.3 The Client shall provide Beotool in a timely manner with all information, access, data and approvals necessary for the execution of the agreed services. Beotool shall not be liable for delays or deficiencies resulting from incomplete or incorrect information provided by the Client.
5.4 Beotool may engage subcontractors or partners (including Pesendorfer and other group companies) for the execution of services, without prior consent of the Client being required, provided that Beotool remains responsible for the overall quality of delivery.
Article 6 — Intellectual Property
6.1 Unless expressly agreed otherwise in writing, all intellectual property rights (including designs, drawings, CAD files, simulation models, documentation and know-how) created or used by Beotool in the execution of its services remain the exclusive property of Beotool or its licensors.
6.2 Upon full payment, Beotool grants the Client a non-exclusive, non-transferable licence to use the specific deliverables for the purpose agreed in the order.
6.3 The Client shall not reproduce, modify, reverse-engineer or transfer Beotool's deliverables or confidential information to third parties without prior written consent.
Article 7 — Confidentiality
7.1 Both parties agree to keep confidential all information received from the other party that is designated as confidential or that is reasonably understood to be confidential, including technical data, know-how, pricing and business information.
7.2 This obligation survives the termination of the agreement for a period of five (5) years.
7.3 Confidentiality does not apply to information that is or becomes publicly available through no fault of the receiving party, or that the receiving party is required to disclose by law or court order.
Article 8 — Warranties and Liability
8.1 Beotool warrants that its deliverables will conform to the agreed specifications at the time of delivery.
8.2 Any complaints regarding visible defects must be reported in writing within 8 calendar days of receipt of the goods or deliverables. Hidden defects must be reported as soon as they are discovered, and in any case within 12 months of delivery.
8.3 Beotool's liability for defects is limited to, at its sole discretion: repair of the defect, replacement of the goods, or a credit note for the invoice value of the defective goods or service.
8.4 Beotool shall not be liable for:
• indirect, consequential or incidental damages, including loss of profit, loss of production, or damage to third parties;
• defects resulting from improper use, installation or maintenance by the Client or a third party;
• defects resulting from modifications made to the deliverables without Beotool's written consent;
• normal wear and tear, including that caused by abrasive processing compounds.
8.5 In all cases, Beotool's total liability under any agreement shall not exceed the invoice value of the order to which the claim relates.
Article 9 — Force Majeure
9.1 Beotool shall not be liable for any failure or delay in performance resulting from circumstances beyond its reasonable control, including but not limited to: natural disasters, war, civil unrest, government measures, strikes, energy shortages, supply chain disruptions, or epidemics.
9.2 In such cases, Beotool will notify the Client as soon as possible and both parties will seek in good faith to find a reasonable solution. If the force majeure situation lasts longer than 60 days, either party may terminate the agreement without compensation.
Article 10 — Cancellation
10.1 Orders confirmed in writing may only be cancelled with Beotool's written consent.
10.2 In the event of cancellation after confirmation, the Client shall compensate Beotool for:
• all costs already incurred up to the date of cancellation (including materials ordered, work performed, third-party costs);
• a cancellation fee of 20% of the outstanding contract value, unless otherwise agreed.
Article 11 — Governing Law and Disputes
11.1 These Terms and all agreements between Beotool and the Client are governed exclusively by Belgian law.
11.2 The courts of [Kortrijk / Ghent — TO BE CONFIRMED by legal counsel] shall have exclusive jurisdiction over any dispute arising from or related to these Terms or any agreement, unless the parties agree to submit the dispute to mediation or arbitration.
11.3 The UN Convention on Contracts for the International Sale of Goods (CISG) is expressly excluded.
Article 12 — Miscellaneous
12.1 If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue to apply in full.
12.2 Beotool reserves the right to update these Terms. The version in force at the time of an order applies to that order.
12.3 These Terms are available in English. In the event of any discrepancy between versions in different languages, the English version shall prevail.