Specific Terms of Sale Group Power BV (BE0527.993.566)

1. Applicability

   These terms specifically apply to every transaction between Group Power - Amuuso (the "Seller") and the professional buyer acting within the scope of their professional or business activity (the "Buyer"). Deviating terms from the Buyer are expressly rejected, unless otherwise agreed in writing.

2. Offer and Order

   All offers are without obligation. An agreement is only concluded after written order confirmation by the Seller or by the commencement of the execution of the order. At the moment of confirmation by the Buyer, an order becomes final and can no longer be adjusted.

3. Delivery and Transfer of Risk

   Unless otherwise agreed, deliveries by the wholesaler are made "Ex Works" (Ex Factory - Incoterms 2020). The risk of loss, theft, or damage to the goods transfers to the Buyer at the moment the goods leave the Seller's warehouse, even if the Seller organizes the transport.

4. Prices and Payment

   All prices are exclusive of VAT, transport costs, insurance, and any customs duties.

   Invoices are payable within 7 days from the invoice date to the Seller's account.

   In case of non-payment on the due date, a late interest of 12% per annum is payable by law and without prior notice, as well as a fixed compensation of 10% of the invoice amount (with a minimum of €125), without prejudice to the Seller's right to prove higher damages.

5. Retention of title

   Retention of Ownership: All delivered goods remain the exclusive property of the Seller until full payment of the principal amount, interest, costs, and any damages by the Buyer.

   Prohibition of Alienation/Pledging: As long as the goods are not fully paid for, the Buyer may not pledge the goods or use them as security to third parties.

   Resale: The Buyer is allowed to resell the goods in the course of normal business operations to their own customers. However, upon resale, the Buyer transfers all claims arising from this sale to the Seller, up to the amount owed.

   Right of Repossession: In case of non-payment, bankruptcy, judicial reorganization, or any other form of concurrence, the Seller has the right to reclaim the goods at the Buyer's expense immediately, wherever they are located. The Buyer grants the Seller access to their business premises for this purpose.

6. Complaints and Warranty

   Visible defects: The Buyer must inspect the goods immediately upon receipt. Complaints about quantities or visible damage must be reported in writing within 48 hours of delivery.

   Hidden defects: Complaints about hidden defects must be reported in writing no later than 8 days after discovery. The warranty for the wholesaler is limited to the factory warranty that the Seller receives from their own suppliers.

7. Cancellation

   Cancellation of an order is only possible with the Seller's consent. In the event of cancellation of an accepted order by the Buyer, a cancellation fee of 30% of the order value is due, without prejudice to the Seller's right to claim full compensation for costs already incurred (such as specific stock buildup of certain products).

8. General

   All documents, contracts, and transactions are subject to Belgian law.

   Only the courts in Bruges or Ghent have jurisdiction.

   In case of doubt, the legal descriptions in the Dutch language shall prevail.