GENERAL TERMS AND CONDITIONS OF SALE OF CEREPHARMA S.A.
1. INTRODUCTION
Cerepharma SA, with its registered office located at Rue des Journaliers 15, 7822 Ghislenghien (Belgium), registered with the Kruispuntbank van Ondernemingen under number BE0834.075.086 (hereinafter referred to as ‘CEREPHARMA’), develops, manufactures and markets professional cosmetic products and aesthetic treatment equipment under various brands. These products and services are intended exclusively for professional customers with a valid VAT number within the beauty or medical aesthetic sector. These General Conditions of Sale (hereinafter ‘GTC’) apply to all sales of products by CEREPHARMA to its professional customers (hereinafter the ‘Customer(s)’). Professional Customer is considered to be any natural or legal person acting in the exercise of its profession or business within the meaning of Article I.1, 1° of the Economic Code. Translated with DeepL.com (free version)
2. APPLICATION SCOPE
2.1. By requesting an offer, placing an order, making a purchase, registering on CEREPHARMA's B2B webshop or taking any similar action, the Customer expressly accepts, without reservation, these GTC. These take precedence over any own purchase conditions of the Customer. Deviations from these GTC may only be made with the express and written agreement of CEREPHARMA. In such a case, the remaining GTC remain in full force and effect. The invalidity of a condition does not affect the validity of the remaining GTC.
2.2. The General Conditions of Sale on CEREPHARMA's website constitute the only valid and current version, which applies to the relationship with the Customer and may be unilaterally and at any time amended by CEREPHARMA.
2.3. Catalogues, price lists, brochures and other information of CEREPHARMA are purely informative and non-binding, subject to written confirmation.
3. OFFER - QUOTATION
3.1. Offers and quotations are made without any obligation on the part of CEREPHARMA, and are made subject to forgetfulness, error, circumstances which (subsequently) appear to make sales difficult or availability on the market. Prices quoted are valid for 14 days from the date of the offer, except in the case of trade fair promotions and other promos that may apply to products and appliances. Promotions and offers are valid only while stocks last.
3.2. Under no circumstances shall CEREPHARMA be bound by any obligation to deliver. The existence of previous commercial relations between CEREPHARMA and the Customer does not create any right on the Customer's part.
4. PRICES AND INVOICING
4.1. All prices are expressed in euros and do not include VAT, shipping or handling charges, unless otherwise stated. The applicable price is the price stated at the time of confirmation of the order.
4.2. Invoices that are not disputed by registered letter within 8 days of dispatch are considered to be definitively accepted.
4.3. Invoices are payable in cash on delivery. If invoices are not payable in cash, payment shall be made within 14 days of the invoice date, unless otherwise decided in writing.
4.4. Any invoice not paid on the due date shall, ipso jure and without notice of default, be increased by default interest of 1% per started month. Furthermore, the invoice amount shall be increased, without notice of default, by 15% by way of liquidated damages, with a minimum of 75.00 euros. Any collection costs (including lawyers' fees) shall also be borne by the Customer.
4.5. The drawing or acceptance of bills of exchange, cheques or other means of payment does not bring about novation of debt or any derogation to these conditions.
4.6. Non-payment or incomplete payment of an invoice on the due date shall automatically make the balance of all other invoices not yet due and payable immediately.
4.7. In case of late or incomplete payment, CEREPHARMA has the right to suspend ongoing agreements or deliveries until full payment has been received.
4.8. All payments are first charged against interest, damages and collection costs, and then against the oldest outstanding invoices.
5. DELIVERY
5.1. For orders under €350, a flat-rate delivery charge will be made, in accordance with the rate in force at CEREPHARMA at the time.
5.2. Deliveries are made to the address specified by the Customer. Delivery times are indicative. Delays in delivery do not entitle to compensation or cancellation of the order.
5.3. Risk passes to the Customer at the time of handover to the carrier. CEREPHARMA is not liable for transport damage, loss or delay caused by third parties.
6. RETENTION OF TITLE
Until full payment of the price, including any costs and interest, the delivered products remain the property of CEREPHARMA.
7. COMPLAINTS AND WARRANTY
7.1. Complaints concerning visible defects or non-conforming delivery must be reported in writing within 3 calendar days of receipt..
7.2. For hidden defects, a period of 8 days from discovery applies. The warranty is limited to replacement of the defective product or part. Shipping costs shall be borne by the Customer, unless otherwise agreed in writing.
7.3. The warranty lapses in case of misuse, lack of maintenance, improper storage or use contrary to the manuals or training provided.
8. LIABILITY
CEREPHARMA is not liable for indirect damage, consequential damage or loss of profit. In any case, liability is limited to the invoice amount of the products concerned.
9. RETURN OF GOODS
CEREPHARMA is never obliged to take back goods. If CEREPHARMA is prepared to take back delivered goods at the request of the Customer, CEREPHARMA has the right to withhold 30% of the agreed price of the goods in question, with a minimum of €50, as a lump-sum compensation for administrative costs.
10. PERSONAL DATA
Personal data of the Customer are processed in accordance with CEREPHARMA's privacy statement, available on the website.
11. OVERMIGHT
CEREPHARMA is entitled in cases of force majeure, at its discretion, either to terminate the agreement in full or in part with immediate effect, or to suspend the delivery of goods in full or in part until the force majeure has ceased to exist. This concerns both force majeure on the part of CEREPHARMA and on the part of any manufacturer, importer or any other intermediary from whom CEREPHARMA purchases the goods. Force majeure also includes or expressly equates to - without this enumeration being exhaustive - interruption, delay, prevention, limitation or interruption of production, furthermore mobilisation, riot, war, strike, lockout, riots, shipwreck, fire, frost, abnormal water level, epidemic epidemic, quarantine, explosion, collapse, nuclear reaction, compliance with a request or order of any government agency and furthermore (unforeseen) facts or circumstances, which are of such a nature that CEREPHARMA would not have entered into its obligations or would only have done so under changed conditions, had it been aware of them.
12. APPLICABLE LAW AND COMPETENT COURT
All disputes fall under the exclusive jurisdiction of the courts of the judicial district of Hainaut, Tournai section. Only Belgian law is applicable.
13. CUSTOMER SERVICE CONTACT DETAILS
For questions or comments: CEREPHARMA SA Rue des Journaliers 15, 7822 Ghislenghien, Belgium Tel: +32 (0)68 84 30 85 (Mon-Fri 9am-4.30pm) Email: admcerepharma@gmail.com
These General Terms of Sale are effective from 2 June 2025.