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TERMS OF SALE

The below terms of sale are only valid for customers of the entity Televic Healthcare Solutions NV, , hereinafter referred to as we/us in the articles. This version of the Terms of Sale was reviewed on August 20, 2025.

1. Option

Our quotes are valid for a maximum term of 1 month.

2. Representatives

Our representatives have no authority to commit to any undertakings on our behalf.

3. Prices

Unless otherwise stated, the prices indicated are net for the delivery of materials, departing from our warehouse or workshops.

4. Place of sale

All of our sales are regarded as having been concluded in 8870 Izegem.

5. Price increases

In the case of wage rises or an increase in raw material prices, we retain the right to increase our prices over the course of the contract term.

6. Delivery times

Delivery times shall only be given as an indication and shall be honoured whenever possible. Unless there is a specific written agreement indicating otherwise, no compensation shall be claimable for late delivery.

7. Receipt and guarantee

The goods shall always be regarded as having been received in our workshops and shall be considered to have been definitively purchased upon departure. We guarantee our deliveries for one year against any deficiencies in manufacture, on the understanding that this guarantee is limited to the free replacement in our workshops of the defective element, and that this will become the property of the supplier. No other agreements can be made, even in the event of serious errors.

8. Packaging and shipment

All transport shall take place at the risk of the buyer, even if this involves postage-paid shipment. In the case of damage or loss of goods, the buyer must exercise his rights vis-à-vis the transport company. Delivery at the location, whether postage-paid or not, shall be made by lorry at a location that may be accessed by such vehicles.

9. Assembly

The materials may be assembled by us at the delivery location, at a cost to the buyer. The buyer shall provide the supplier all necessary resources and tools required for this. A secure room must be provided by the buyer to the assembly personnel, where instruments and small items can be stored. This room must not be damp and must offer the necessary heat and light. In the event of contracted assembly, all additional costs due to delays which are outside the scope of the supplier (e.g. delays in finishing the rooms, the foundations, the provision of materials, etc.) shall be charged as supplementary to the established prices. We are not liable for damage caused as a result of assembly, not even in the case of gross negligence by our representatives or the party we have appointed to carry out assembly.

10. Accidents and insurance

In the event of accidents that could occur at any moment and in any circumstances, the supplier’s responsibility shall be limited to his own personnel and supplied material. The supplier shall refuse any responsibility for accidents that could occur during assembly at the installation of the buyer. The buyer shall insure his equipment against fire and theft from the shipment onwards.

11. Invoices

All taxes, current or future, are for the account of the buyer.

12. Payment

Unless agreed otherwise in writing, all payments shall be made by bank transfer to the following account, at the latest on the date of invoice expiry and without us having to send reminders or bank statements:

Televic Healthcare Solutions NV IBAN BE30 5645 1416 0311 SWIFT GKCC BE BB

If a delivery or commissioning process encounters delays that are outside our control, the buyer undertakes to make the payments in accordance with the materials that are put at his disposal in our workshops. In the event of non-payment by the expiry date, the sums owed shall be lawfully and without prior notification, increased by delayed payment interest of 12% per year. In addition, and in the event of non-payment on the expiry date, compensation shall also be owed; this is fixed at 10% of the invoice amount with a minimum of 49.60 EUR and a maximum of 1,487.40 EUR.

13. Cancellation

All orders may be lawfully cancelled by the vendor. In the event of the buyer failing to fulfil his commitments, particularly non-compliance with payment conditions, the vendor may claim conditional damages from the buyer if there is cause to do so. In general, any change in the financial situation or the creditworthiness of the buyer, such as a creditors’ arrangement, bankruptcy, payment delays after expiry date, protests, etc. shall entitle us to immediately cancel any orders placed, or the balance of orders, or to demand the appropriate guarantees in this regard.

14. Retention of ownership

The goods remain our property until full payment has been received. The risks are for the account of the buyer once the goods have left our workshops. Any advances paid may be regarded as compensation and interest.

15. Force majeure

Incidents of force majeure shall lawfully relieve us, without any compensation being owed, of the obligation to fulfil ongoing orders or agreed delivery terms from the day of the relevant event. Force majeure is understood to include any unforeseen situation that prevents the fulfilment of our obligations.

16. Hardship clause

Incidents of hardship shall lawfully relieve us, without any compensation being owed, of the obligation to fulfil ongoing orders or agreed delivery terms from the day of the relevant event, unless there is a mutual agreement to amend the ongoing orders or the agreed terms. Cases of hardship shall be understood to include: events that hinder the fulfilment of our obligations or make this more expensive such that the balance of the contract is unreasonably impacted. Hardship is understood to relate to circumstances such as: fire, flooding, machinery breakdown, lack of fuel or electricity, wars at home or abroad that hamper the provision of raw materials, insurrection, strikes, lock-outs, interruption to the railway, water or road transport systems. In summary, anything that could obstruct or hinder production or shipment.

17. Disputes and applicable law

In order to be considered, any disputes must be addressed to us in writing within ten days of delivery. Our responsibilities shall be limited to the replacement of any defective components. The quantities indicated in our workshops are the only quantities that shall be considered for the creation of accounts. Materials may not be returned to us unless there has been prior, written agreement. All disputes, of whatever nature, shall only be settled by the court in Kortrijk, notwithstanding any condition to the contrary. Belgian law shall apply. The acceptance of cash, cheques, etc. in payment shall not relate to any deviation in relation to this clause.

18. Amendments

Amendments to any of the above articles shall have no further impact on any other conditions. Any amendment must be contained within a written clause.

19. Acceptance

The present general terms of sale are an essential part of all sales contracts. It shall be assumed that the buyer has taken cognisance thereof and thus accepts these sales conditions. Any contradictory provisions that are presented unilaterally by the buyer (e.g. on his/her order form) and not specifically accepted by us, shall be disregarded and shall not be applied to the relevant agreement.

 

 

Project General Terms / Special Provisions

20. These special provisions are in addition to the special and general terms of sale and shall prevail. In all documents where Televic is mentioned, “Televic Healthcare Solutions NV” is meant.

21. Not included in the quotation, unless explicitly stated otherwise:

  1. Cable trays and conduits, fixed and loose wiring.
  2. Both materials and installation.
  3. Testing of wiring.
  4. Installation and connection of all equipment.
  5. Provision of (principle) connection diagrams, "As-built" dossier, technical support and project management.

22. Project management

If ‘project management’ is included in and ordered with the quotation, only one site visit or meeting is included, unless explicitly stated otherwise. Additional project management and support can always be called upon on a time and materials basis and will be invoiced accordingly.

23. Commissioning requirements

Televic expects for commissioning of an installation that:

  • The equipment is connected according to the connection diagrams provided by the project manager of the quotation.
  • All materials are installed and connected in advance.
  • Technical personnel are available on site to correct any cabling or connection errors.
  • The installation is pre-tested to the maximum extent possible (relays, inputs/outputs, lighting, test mode, …).

24. Network requirements from the (end) customer

Televic expects the following regarding the network:

  • Data cabling is measured and a test report is available.
  • Patch numbers are documented and available.
  • Stable power supply in the data rooms.
  • Internet access with fixed IP address at the provider. If another party manages the network instead of Televic: the final IP range must be known and documented, and a connection with the active IP network with a separate VLAN for Televic must be available.

25. Programming requirements

To ensure smooth programming start-up, the following must be known in advance:

  • The final programming description, preferably and if available, using a completed template. This description must be delivered to the Televic project manager at least one week before commissioning. Further modifications will be invoiced as extra charges. All modifications must be communicated via the Televic project manager.
  • Training day(s) for the end customer are scheduled according to the contract quantities.
  • Contract quantities are the amounts stated on the quotation, order form or bill of quantities.

26. Commissioning request

Commissioning must be requested at least 10 weeks in advance and will be carried out in consecutive periods. Commissioning is forfaitary unless otherwise stated. If the above conditions are not met, Televic reserves the right not to start, to postpone or to interrupt commissioning. This will also be invoiced as extra charges and will require complete rescheduling.

27. Offer conditions

This quotation was drawn up to relieve the end customer as much as possible. Recommendations issued by Televic are expected to be followed in order to avoid unforeseen incompatibilities. Omitting or not ordering parts from the quotation shall be considered as rendering the offer incomplete, for which Televic cannot be held responsible. The same applies if Televic did not have all necessary information available when drawing up the quotation.

 

 

Special Terms of Sale

28. Order of various terms:

  1. Project general terms & special provisions (articles 20 to 27)
  2. Special terms of sale (articles 28 to 43)
  3. General terms of sale (articles 1 to 19)

29. Customer orders cannot contain unilateral conditions. Our terms shall always prevail over those of the purchasing party. Deviations from the terms and their order are only valid if explicitly accepted by a legal representative of ours.

30. Quotations are valid for 1 month, unless explicitly stated otherwise, as indicated by the validity date of the quotation.

31. Only the materials, licenses, and services explicitly mentioned and in the indicated quantities are part of the quotation or order confirmation. We cannot be held responsible for errors in quantities or missing materials, licenses, and services in the case of indirect offers to an end customer (via installer, property developer, private end customer, …) or in offers within the “accepted invoice” procedure.

32. In case of direct tenders in which we submit an offer, we take the bill of quantities as a guideline. Deviations will be invoiced as adjustments. If the bill of quantities does not constitute a complete whole, this may also result in adjustments.

33. Any additional required materials, licenses, and services will be invoiced at current sales prices without discount.

34. The order is considered final 10 days after the order confirmation has been sent by us to the purchasing party.

35. Upon acceptance of the order, a down payment of the total order value is required, payable within 30 days. This down payment amounts to 30% and is capped at 20,000 EUR, unless otherwise mutually agreed or legally required.

36. Cancellation of an order by the customer will result in the invoicing of the down payment, in addition to any goods and services already invoiced or delivered.

37. All discounts are only granted if the total ordered value (sales volume), as stated on the order confirmation, is achieved. The sales volume can be evaluated during or at the end of the invoicing process.

38. We cannot be held responsible for not meeting certain deadlines (material delivery / commissioning / …). Delivery terms are not binding and are purely indicative, unless explicitly agreed otherwise.

39. We assume that all goods may be delivered immediately upon ordering, if available. If delivery is postponed, we reserve the right, as stipulated in the general terms of sale, to charge price increases. For the Belgian/Luxembourg market, any orders remaining open more than 6 months after order confirmation will automatically be subject to price adjustments on both goods and services.

40. Deliveries of goods that cannot be made immediately are scheduled in consultation with the project manager. These must be scheduled at least 10 weeks in advance. Thereafter, deliveries may only be changed with our explicit approval.

41. As stipulated in the general terms of sale, transport is the responsibility of the customer. For practical reasons, we ship goods, unless otherwise agreed, within Belgium and Luxembourg for our customers. However, we assume no responsibility for damage or correct delivery.

42. Delivered materials will not be taken back. By way of exception, we may accept the return of materials within 4 months after delivery, provided they are in unopened packaging, subject to an administrative fee.

43. Lump-sum offers (project management, commissioning, …) are subject to modification if quantities of goods change.