1. Unless otherwise agreed in writing, all offers, invoices, and agreements (present or future) between
BEL Lighting SRL (the “Seller”) and its client (the “Client”) are subject to these general terms and conditions, which form an integral part thereof and prevail over the Client’s purchasing conditions. The latter shall only be considered accepted by the Seller if expressly agreed upon in writing. The Client acknowledges that any acceptance of an order by the Seller is expressly conditional upon acceptance of these general terms and conditions.
Any deviation or modification to these general terms and conditions shall only be enforceable against the Seller if it has been agreed upon in writing by the Seller.
In case of discrepancy between the French version of these general terms and conditions and any translation, the French version shall prevail.
These general terms and conditions apply to all sales contracts for products, whether they concern standard goods, custom-made products, or specific services, as well as contracts related to installation, repair, or maintenance work.
By placing an order, the Client irrevocably agrees to be bound by the general terms and conditions in force on the date of the order, as published on the Seller’s website.
2. Unless otherwise stipulated in writing, prices, brochures, catalogs, and offers are provided for informational purposes only and do not bind the Seller. The Seller reserves the right to modify or correct them at any time. The contract is only deemed concluded after written confirmation of the offer by the Seller. In the absence of prior written agreement on the price, the applicable rates shall be those listed in the price list in effect on the date of the order.
3. Unless otherwise indicated in writing, delivery times mentioned in any written confirmation, agreement, or other document are purely indicative and do not bind the Seller. A delay in delivery shall not, under any circumstances, justify the termination of the contract. In case of delay, the Seller’s liability is strictly limited to direct and foreseeable damages, up to a maximum of 5% of the contract value (excluding VAT), subject to mandatory provisions of applicable law.
Any modification of the order automatically results in a possible extension of the initially indicated delivery times.
Similarly, any delay in the payment of required deposits, in accordance with these general terms and conditions or the order, may result in the suspension of delivery and the adjustment of the indicative delivery deadlines.
4. It is expressly agreed that all goods and materials remain the property of the Seller until full payment has been made. Until full payment is received, and without prior written agreement from the Seller, the Client may not, under any circumstances, assign, pledge, use as collateral, or transfer these goods, whether legally or physically, by any means.
5. All goods and materials are delivered in accordance with INCOTERMS® 2020, as agreed in writing between the Seller and the Client. In the absence of a specific INCOTERMS® provision in a separate agreement, delivery shall be made according to INCOTERMS® 2020 Ex Works (Seller’s warehouse). Receipt of goods and materials takes place at the point of delivery, and the risk of loss or damage is transferred to the Client upon delivery, without prejudice to any retention of title.
All freight and transport costs are borne by the Client, including when the Seller organizes or facilitates transport in any manner.
The Client is responsible for making all necessary arrangements to ensure receipt of the goods at the date and time indicated by the Seller. Otherwise, the Client shall bear sole responsibility for any resulting damage.
6. If the Client refuses to accept delivery, prevents the Seller from making it, or substantially delays receipt, the Seller is entitled to terminate the agreement by simple written notification to the Client, without judicial intervention or any other formality being required.
From the date of this notification, the agreement is deemed terminated at the Client’s fault for breach of contract, entailing the payment of compensation. Without prejudice to the Seller’s right to prove greater damages and claim compensation, this indemnity is set at a minimum of 25% of the total purchase price (excluding VAT), which may be increased to 75% in the case of custom-made goods or services.
This amount constitutes a good-faith estimate of the damages and administrative costs incurred by the Seller, and the Client expressly acknowledges that these are fixed damages and not a penalty.
If partial deliveries have already been made at the time the Client refuses further delivery, prevents it, or substantially delays receipt, the Seller is entitled to invoice the Client for the deliveries already made and terminate the agreement for the remaining part.
This termination occurs by simple written notification to the Client, without judicial intervention or any other formality being required.
From the date of the aforementioned written notification, the concerned part of the agreement is deemed terminated at the Client’s fault for breach of contract. As a result, the Seller is entitled to compensation.
Without prejudice to its right to prove greater damages and claim compensation, this indemnity is set at a minimum of 25% of the total purchase price (excluding VAT), which may be increased to 75% in the case of custom-made goods or services.
This amount constitutes a good-faith estimate of the damages and administrative costs incurred by the Seller. The Client expressly acknowledges that these are fixed damages and not a penalty.
7. Unless expressly stated otherwise in a separate agreement, the prices communicated to the Client are exclusive of taxes, levies, or other charges imposed by the authorities and potentially due to the sale or purchase of goods and materials.
The payment of such taxes, levies, or charges is the sole responsibility of the Client. If they are charged to the Seller or must be paid by the Seller by law, the Client agrees to reimburse them without delay.
8. All invoices are payable to the bank account indicated on the Seller’s invoice or any other bank account duly communicated by the Seller in writing in due time.
Payments must be made in full, without any reduction or deduction of bank fees. The invoiced amount must be credited to the Seller’s bank account by the due date indicated on the invoice.
Any late payment shall automatically and without prior notice incur a contractual and legal interest of 1% per month from the due date. These interests shall be capitalized annually, subject to a formal notice sent by the Seller to the Client by registered mail.
In the event of an installment payment plan granted by the Seller, any failure or delay in the payment of a single installment shall immediately render the entire remaining balance due, including interest and a contractual penalty clause, in accordance with Articles 9, 11, and/or 12 below, as well as any other applicable penalty clause.
9. In the event of non-payment by the due date, and after formal notice sent by registered letter, any outstanding balance shall automatically be increased by 12%, with a minimum of €125, as a conventional penalty clause to cover extrajudicial costs. This amount constitutes a good-faith estimate of the damages and administrative costs incurred by the Seller, and the Client expressly acknowledges that these are fixed damages and not a penalty. From the date of the formal notice, this indemnity shall also bear interest at a conventional rate of 1% per month. This provision applies without prejudice to the Seller’s right to prove greater damages and claim compensation.
10. Any payment, even partial and without reservation, constitutes acceptance of the invoice issued by the Seller. Partial payments are always accepted under general reservation and without any prejudicial recognition. They are allocated in priority to any judicial costs that may have been incurred, then to accrued interest, then to the applicable fixed penalty clause (in accordance with point 9 of these terms or an express contrary agreement), and finally to the principal amount.
11. In the event of non-payment by the due date and after formal notice sent by registered letter remaining without effect, the Client shall be deemed in breach of contract. The Seller may then, at any time and without being liable for any compensation, terminate the agreement with immediate effect due to this breach of contract. This termination shall be notified to the Client by registered letter.
In such a case, and in accordance with the provisions of point 4 above, the Client expressly authorizes the Seller to recover the goods and materials wherever they may be. The Client undertakes to facilitate this recovery and to allow its execution without restriction. Furthermore, the Client shall be required to pay a fixed indemnity set at 25% of the total purchase price (excluding VAT), increased to 75% in the case of custom-made work. This amount constitutes a good-faith estimate of the damages and administrative costs suffered by the Seller, and the Client expressly acknowledges that these are fixed damages and not a penalty.
This provision applies without prejudice to the Seller’s right to prove the existence of greater damages and claim compensation.
12. In the event of non-payment by the due date, the Seller shall be entitled to cancel all unfulfilled orders or suspend their execution upon simple notification to the Client by registered letter. Any cancellation shall result in a fixed indemnity payable by the Client, set at 25% of the total purchase price (excluding VAT), increased to 75% in the case of custom-made work. This amount constitutes a good-faith estimate of the damages and administrative costs suffered by the Seller, and the Client expressly acknowledges that these are fixed damages and not a penalty.
This provision applies without prejudice to the Seller’s right to prove the existence of greater damages and claim compensation.
13. In the event of non-payment by the due date, all amounts due by the Client, whether already due or not, shall become immediately payable by operation of law and without formal notice. Moreover, until full payment is received, the Seller reserves the right to exercise a right of retention over all the Client’s goods still in its possession.
14. If objective elements indicate that the Client is experiencing liquidity difficulties (including protested bills of exchange, credit denunciation, precautionary or enforceable seizures, or outstanding debts), the Seller shall be entitled to condition the performance of its obligations on obtaining sufficient guarantees.
15. FIVE-YEAR WARRANTY FOR PRODUCTS.
BEL Lighting SRL (the “Seller”) guarantees that “BEL Lighting” branded products (“Products”) are free from manufacturing and/or material defects, provided they are used in accordance with their intended purpose, for a period up tol five years from the invoice date.
Warranty rights are governed by legal provisions and the following terms. The standard warranty period is three (3) years from the delivery date.
To obtain the five-year warranty, the Client must complete all required fields in the “Warranty Extension” form on our website www.bel-lighting.com , accept the general terms and conditions of sale, and click on “Register my product”.
The request must be made no later than 90 (ninety) days from the invoice date of the relevant items. A confirmation of receipt will be sent, which must always be presented in case of a claim.
The Seller expressly disclaims any other representations and warranties, whether express or implied, including any warranty of merchantability or fitness for a particular purpose.
The warranty is valid from April 1, 2025, and takes effect from the invoice date.
16. The Client undertakes to visually inspect the goods, materials, and packaging supplied by the Seller upon delivery. Any shortages or apparent damages must be noted on the delivery receipt.
Furthermore, to preserve its rights, the Client must, without delay and no later than three (3) days following delivery, provide the Seller with a copy of this delivery receipt, accompanied by a detailed and documented report of the shortages and/or damages observed, including any relevant evidence.
At the Seller’s request, the Client must make any defective product (along with its original labeled packaging) or any defective packaging available for inspection. The Client may also be required, at the Seller’s request, to return such defective products and/or packaging to the Seller or a designated service partner.
The Seller shall not be liable for any apparent non-conformity if the Client fails to comply with the provisions of this article or does not follow the Seller’s return procedures and/or provided instructions.
17. Subject to compliance with the warranty conditions set out below, the Seller shall only be liable for hidden defects if they manifest:
18. Warranty conditions applicable to all products:
18.1 The warranty is only applicable if the following conditions are met:
18.2 For products intended for outdoor and/or humid environments:
Outdoor products are manufactured from various materials and undergo a rigorous internal pre-treatment and coating process. This ensures high quality, providing optimal resistance to corrosion, abrasion, and flaking. Many models are also made from uncoated natural materials such as stainless steel, aluminum, brass, copper, or Belgian blue stone, allowing them to integrate harmoniously into natural environments.
These products are covered by this warranty, provided that any defects compromise their structural, mechanical, or electrical safety and result from a defective manufacturing process.
The warranty is only applicable if the following conditions are met:
a. The products have not been installed and/or used in saunas, steam rooms, or similar locations.
b. The maximum nighttime temperature does not exceed 60°C when the Products are off.
c. The maximum nighttime temperature does not exceed 40°C when the Products are on.
d. The minimum nighttime temperature is not lower than -20°C unless otherwise specified in the technical documentation.
e. The products have been turned on for a minimum of one hour per day.
f. The products have been turned on no earlier than 30 minutes after sunset and turned off after sunrise.
g. The products have been properly cleaned with clear water and a non-abrasive cloth at least every three months. Depending on their installation/use location and weather conditions, they may require more frequent cleaning.
h. The warranty applies only to the initial installation of the products and is no longer valid for subsequent (re)installations of said products.
i. The products have been used in accordance with
– (i) the relevant technical specifications indicated on the products; and
– (ii) the intended purpose/use as specified in the technical specifications, installation sheet, and/or product labels.
j. There have been no alterations or repairs to the products (unless authorized in writing and in advance by the Seller).
18.3 The warranty does not cover and the Seller shall not be held liable for the following:
a. Defects resulting from:
– (i) Improper assembly, treatment, maintenance, or installation contrary to the technical specifications and/or instructions provided to the Client at the time of purchase or delivery, which the Client acknowledges having received or consulted on the Seller’s website.
– (ii) Negligence.
– (iii) Abnormal use of the products.
– (iv) Use not in accordance with their intended purpose.
b. Defects resulting from external causes or events (e.g., accident, abuse, misuse, mishandling, fire, theft, vandalism, explosion, natural disaster, or other external factors).
c. Defects occurring during processing, assembly, maintenance, alteration, or repair by the Client or a third party
d. Defects due to voltage surges exceeding:
– (i) 1,000 V between conductors (L and N).
– (ii) 2,000 V between conductor and ground (L and PE, N and PE).
e. Normal wear and tear affecting specific product parts such as light sources, batteries, plastic components (e.g., polycarbonate and PMMA), mechanical elements subject to natural wear, and fans used for active heat dissipation in LED-equipped products.
f. Software defects, bugs, or viruses.
g. Products sold by the Seller under another manufacturer’s brand, with the exception of power supplies which are covered by this 3- or 5-year warranty.
h. Paint damage due to ground contact, chemical exposure, or corrosive agents.
i. Compatibility issues with installation environments.
j. Lighting control system defects.
19. Additional warranty conditions applicable to led products:
a. The warranty applies only if LED Products have been installed with appropriate power supplies purchased from the Seller. The Client must order the LED Products and the appropriate power supplies simultaneously.
b. The warranty applies only if ambient temperature and voltage limits are not exceeded and if LED Products are not subjected to mechanical and/or thermal loads incompatible with their intended purpose.
c. The reduction in luminous power of LED Products is considered a normal phenomenon and is therefore not covered by the warranty. Furthermore, in the case of successive deliveries of LED Products, variations in lighting properties may occur compared to previous batches due to technological advancements in the meantime. These discrepancies are not covered by the warranty.
d. The warranty does not cover changes in color temperature.
20. Provisions applicable in case of suspected hidden defects affecting a product:
a. The Client must notify the Seller in writing (registered letter) of any hidden defect within eight (8) days from its discovery. This notification must provide a detailed description of the defect and be accompanied by relevant evidence. Upon the Seller’s request, the Client must also provide proof of purchase, a precise description of their claims, and proof of the proper installation of the product (e.g., photos, videos, or any other reasonable means).
b. The burden of proof for hidden defects rests with the Client. A hidden defect is deemed nonexistent for the purposes of this article if the Client, at the time of the contract’s conclusion, was aware of the hidden defect or could not reasonably have been unaware of it.
c. Upon the Seller’s request, the Client must keep defective products available for inspection. The Client also agrees, upon request, to return these products to the Seller or a designated maintenance partner.
d. The Seller determines whether defective products are covered by the warranty.
e. If the Client has outstanding debts to the Seller, the latter has the right to suspend its obligations towards the Client, as referred in Article 18, until full payment of overdue debts.
f. The Seller shall not be held liable for a hidden defect if the Client does not comply with the provisions of this Article 20, as well as the Seller’s return procedures or provided directives. Furthermore, any legal action concerning hidden defects shall be inadmissible beyond six (6) months following their notification. An action may only be initiated within this period if the claims have been properly formulated and transmitted in accordance with the requirements of this Article 20.
21. Limitation of liability :
21.1 If the Seller is duly notified, in accordance with Articles 18, 19, or 20, of a visual non-conformity or a hidden defect, and subject to compliance with warranty conditions, the Client shall only be entitled to the following remedies, at the Seller’s sole discretion:
– (i) Repair of the defective product;
– (ii) Replacement of defective parts or the entire product;
– (iii) Full or partial refund of the purchase price of the non-compliant or defective product.
If the Client has outstanding debts to the Seller, the latter has the right to suspend its obligations towards the Client, as referred in Article 18, until full payment of overdue debts.
Except for costs directly related to the repair or replacement of defective parts, the Seller assumes no other costs, including transport, installation, or any direct or indirect expenses or damages. The Seller assumes no other financial obligations related to product defects and materials or their possible consequences.
In particular, under this warranty, the Seller not accept responsibility for any indirect, special, or consequential damage, or for any financial loss, including loss of profits, interest, revenue, expected savings, or business profits, damage to reputation, or any type of damage arising from third parties.
Any additional liability imposed by applicable mandatory legal provisions is, to the extent permitted by such provisions, strictly limited to:
– (i) Either the invoiced value of the Client’s order or at least the relevant part of the order;
– (ii) or, if the Seller’s liability insurance applies, the amount covered by such insurance.
The liability limit mentioned above also applies to any third-party claims regarding the supplied products. The Client shall indemnify the Seller against third-party claims exceeding this liability limit.
If the Seller chooses to replace the defective product (or one of its parts), the replacement product or part may differ from the original due to technological innovations or minor design modifications introduced since the initial product’s market release. However, any replacement product or part shall provide functionality equivalent to that of the replaced component. The warranty shall remain applicable to the repaired or replaced product or part for the remaining duration of the original warranty.
If the Seller opts for a refund of the purchase price of the defective product, it shall pay the corresponding amount to the Client. In return, the Client is required to reimburse its final customer the amount they paid for the purchase of the relevant product.
21.2 All lighting-related advice and recommendations, including but not limited to planning or photometric design, provided by the Seller to the Client, are given for informational purposes only and without obligation. The Seller makes no guarantee as to the accuracy or suitability of such advice and recommendations. The Client remains solely responsible for installing the Seller’s products and agrees to indemnify the Seller against any third-party claims in this regard.
Except in cases of fraud or intentional misconduct, the Seller disclaims any liability for any direct or indirect damages resulting from actions or decisions based on such advice and recommendations.
If, despite these provisions, the Seller were held liable under any applicable mandatory law, any compensation for consequential damages resulting from such advice and recommendations shall in any case be limited to the amount covered by the Seller’s insurance.
21.3 End Users, i.e., those who have purchased products from the Seller’s Clients and not directly from the Seller, must submit any return requests to the relevant Client. The Seller will not process any return requests directly from End Users.
21.4 The Client agrees to inform the Seller of any complaints regarding the products they receive. At the Seller’s request, the Client must ensure diligent follow-up of these complaints to preserve the reputation of the products and the Seller and prevent any harm or dispute concerning their quality.
22. Unless otherwise expressly agreed in writing, amounts owed by the Client to the Seller shall not be subject to any set-off with potential amounts the Client believes it is entitled to. Furthermore, the Client shall not, under any circumstances, invoke such claims to delay or suspend its payment obligations to the Seller.
23. In cases of force majeure, including when it does not lead to a permanent and/or absolute impossibility of performance, the Seller is entitled to unilaterally suspend or cancel its commitments after informing the Client. This suspension or cancellation shall not, under any circumstances, entitle the Client to compensation or damages.
It is expressly agreed that, without limitation, the following events shall be considered cases of force majeure: war, strike or lockout, exceptional shortage of raw materials or goods, severe weather conditions, fire, calamities, epidemic or pandemic (including any related governmental measures, decisions, or actions), as well as any decision by the authorities impacting the fulfillment of commitments, whether at the Seller’s or its suppliers’ level.
24. The nullity or inapplicability of any provision of these terms shall not affect the validity and enforceability of the other provisions.
25. These general terms and conditions are governed by the law of the country where the Seller has its registered office. The application of the Vienna Convention on the International Sale of Goods is expressly excluded.