General Terms and Conditions of Brouwerij Haacht B2B
1. Scope of Application and Enforceability
These General Terms and Conditions of Contract and Delivery (hereinafter: the General Terms and Conditions) apply to all offers, orders, deliveries, and invoicing of products and services by Brouwerij Haacht NV to its customers, who are legal entities and/or natural persons over the age of 18 acting in the course of their professional and commercial activities, regardless of whether these fall within the scope of a framework agreement.
These General Terms and Conditions take precedence over any general or special terms and conditions of the customer, unless otherwise expressly agreed in writing.
2. Orders and Acceptance
Orders are binding upon express or implied acceptance by Brouwerij Haacht NV.
Each order implies acceptance of the prices and Terms and Conditions in effect at that time.
Prices and terms apply exclusively to future services.
3. Prices and Billing
All prices are listed in euros and do not include VAT, excise taxes, or other levies.
Government levies, whatever they may be called, are automatically passed on.
Unless otherwise expressly agreed in writing, all invoices are payable within 30 days of the invoice date, net and without any discount or set-off.
The payment term stated on the invoice is considered the due date.
Failure to pay or late payment of even a single invoice shall render all other invoices immediately due and payable by operation of law.
4. Delivery, Logistics, and Transfer of Risk
Delivery times are approximate.
Exceeding the limit shall not give rise to a claim for damages or a refusal to pay.
Risk passes to the customer upon delivery in accordance with the applicable Incoterm or, in the absence thereof, upon physical delivery.
Brouwerij Haacht NV may suspend deliveries in the event of, but not limited to, force majeure, late payment, exceeding the credit limit, or apparent insolvency.
5. Empty Containers and Packaging
Empty containers and reusable packaging remain the property of Brouwerij Haacht NV or its partners.
The customer is responsible for the proper storage and handling of all delivered goods and packaging, including empty containers, pallets, and other load-bearing equipment.
Unreturned or damaged returnable containers will be charged at the applicable rates.
6. Complaints, Disputes, and Credit Memos
Any complaint or dispute must be submitted in writing, stating the reasons, within eight (8) calendar days of the invoice or delivery date.
Complaints do not suspend the obligation to pay.
Credit memos are issued exclusively by Brouwerij Haacht NV and used to offset outstanding receivables.
Complaints and disputes should be sent to creditcontrol@haacht.com.
7. Late Payment – Interest, Fees, and Acceleration
If an invoice is not paid or is paid late on the due date, the customer is deemed to be in default by operation of law and without prior notice of default.
In that case, the following amounts are due:
- late-payment interest in accordance with the Act of August 2, 2002, on combating late payments in commercial transactions;
- a lump-sum compensation of ten percent (10%) of the amount due, with a minimum of forty euros (€40) per unpaid invoice;
- all additional collection, administrative, and legal costs.
Each payment is first applied to fees, then to interest, and finally to the principal.
In the event of late payment, Brouwerij Haacht NV is entitled to declare all outstanding claims, including those not yet due, immediately due and payable, without prejudice to its other rights.
8. Credit Limit, Apparent Insolvency, Suspension, and Collateral
Based on objective creditworthiness criteria, Brouwerij Haacht NV may, as part of its credit and risk policy, establish, modify, or revoke one or more credit limits.
Exceeding a credit limit, a payment delinquency, or a situation of apparent insolvency on the part of the customer entitles Brouwerij Haacht NV, without prior notice of default, to:
- to refuse new orders in whole or in part;
- to suspend current or future deliveries;
- to require advance payment or additional security, including but not limited to a bank guarantee, surety, or security deposit;
- to declare all outstanding claims, even those that have not yet become due, immediately due and payable.
“Apparent inability” refers to any situation in which, based on objective and verifiable evidence, it can reasonably be determined that the customer will not (or can no longer) be able to meet its due payment obligations.
The exercise of these rights does not constitute an abuse of rights and does not give rise to any liability for damages on the part of Brouwerij Haacht NV.
9. Retention of Title and Its Relationship to Suspension
All goods delivered by Brouwerij Haacht NV remain its exclusive property until full payment of all amounts owed by the customer to Brouwerij Haacht NV, including principal, interest, costs, and additional charges.
The retention of title applies regardless of whether the goods are resold, processed, mixed, or incorporated, provided that they remain identifiable.
As long as the retention of title remains in effect, the customer agrees to identify the goods as the property of Brouwerij Haacht NV and to store them with due care.
In the event of late payment, exceeding the credit limit, apparent inability to pay, or insolvency on the part of the customer, Brouwerij Haacht NV is entitled to repossess the goods, wherever they may be located, without prior judicial intervention and without being liable for any compensation.
10. Force Majeure
Neither party shall be liable for delays or failure to perform its obligations if such delays or failure result from force majeure, including but not limited to natural disasters, pandemics, war, strikes, fire, government measures, transportation disruptions, or other events beyond the reasonable control of the party.
In the event of force majeure, obligations are suspended for as long as the situation persists.
If the force majeure continues for more than three (3) months, the parties have the right to terminate the agreement in whole or in part without liability for damages.
11. Insurance
The customer must have adequate insurance coverage for the goods stored or transported by Brouwerij Haacht NV, as well as liability coverage for third parties and damage caused by negligence or misuse.
Haacht Brewery NV is entitled to request proof of these insurance policies.
12. Intellectual Property and Trademark Use
All trademarks, logos, documents, and marketing materials of Brouwerij Haacht NV remain the exclusive property of Brouwerij Haacht NV.
The customer is granted only a non-exclusive right of use to the extent necessary for the performance of this agreement and subject to prior written consent from Brouwerij Haacht NV.
13. Product Quality and Compliance
Brouwerij Haacht NV guarantees that its products will be delivered in accordance with the agreed-upon specifications and applicable legal standards.
The customer must inspect the products upon receipt and report any visible defects immediately.
14. Changes to Prices, Fees, and Charges
Brouwerij Haacht NV may adjust prices, shipping costs, excise taxes, or other statutory levies.
Changes will be communicated in writing at least three (3) months in advance and will apply to future orders, unless otherwise agreed in writing.
Changes to excise taxes or other statutory levies imposed by the government take effect immediately.
15. Privacy and Data Processing (GDPR)
Brouwerij Haacht NV processes customers’ personal data solely for the purposes of fulfilling the agreement, invoicing, and complying with legal obligations.
The customer consents to this processing and to the sharing of necessary data with third parties in connection with the provision of services.
16. Audit and Oversight
Where applicable, the customer is required to grant Brouwerij Haacht NV access to data and documentation relevant to the performance of the agreement or the verification of performance, subject to reasonable confidentiality and notice.
17. Disputes – Mediation
Before a dispute is brought before the court, the parties agree to enter into consultations, if desired through the mediation of a certified mediator.
To this end, the requesting party shall submit a written request to the other party.
If mediation does not result in a resolution within thirty days of receipt of the request, the dispute will be submitted to the competent Belgian commercial court.
18. Communication and Notifications
All notices, invoices, reminders, and other formal communications must be made in writing via email, mail, or a digital portal designated by Brouwerij Haacht NV.
Receipt is deemed to have taken place on the day of delivery or, in the case of email, on the business day following the date of transmission.
19. Amendments to and Publication of the Terms and Conditions
Brouwerij Haacht NV reserves the right to change or amend these Terms and Conditions.
The most recent version is always available on the Haacht Brewery NV website.
Publication on the website shall be deemed valid notice between the parties.
Changes apply only to future performance and take effect three months after publication, unless otherwise stated.
Continuing the business relationship, placing new orders, or accepting deliveries after publication shall be deemed tacit acceptance.
20. Incorporation of the General Terms and Conditions
All individual orders, quotes, and agreements are subject to these Terms and Conditions.
By placing an order or accepting a quote, the customer expressly acknowledges the applicability of these General Terms and Conditions, even if they are not included separately with the order or quote.
21. Limitation of Liability
Except in cases of willful misconduct or gross negligence, the liability of Brouwerij Haacht NV is limited to direct damages and the amount of the relevant invoice.
The exclusion of indirect, consequential, or business losses applies to the extent permitted by law.
22. Penalties for Breach of Contract
In the event of a breach of any contractual obligation, including, but not limited to, data sharing, delivery deadlines, and retention of title, Brouwerij Haacht NV reserves the right to claim interest and/or damages, without prejudice to other legal remedies available to it under these Terms and Conditions or applicable law.
23. Governing Law and Jurisdiction
Belgian law applies.
Disputes fall under the exclusive jurisdiction of the commercial court of the district in which Brouwerij Haacht NV has its registered office, without prejudice to the Brewery’s right to bring the dispute before the commercial court of the district in which the customer has its registered office.