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11. Order form, invoice and payment
Every company, entrepreneur or trader must be compliant with Belgian consumer law and commercial law before handing out an order form or an invoice.
Before completing a sale or purchase transaction it is always wise to draw up an order form to prevent any miscommunication about the goods, the price or the time and place of delivery. Furthermore, in case of disputes the order form will be the first piece of evidence to prove that all parties agreed on a certain transaction. After having completed a commercial transaction, the seller needs to draw up an invoice.
In order to comply with Belgian law, the order form, the invoice as well as the objection - drawn up in case of disagreement on the contents of the invoice - need to comply with certain formalities, which are set out below.
In case of negligence or default of payment, the company/trader can rely on its general terms and conditions to obtain interests and indemnities.
If you would like more information on how to draw up one of the documents mentioned above or how to set up general terms and conditions for your company, please consult a lawyer (contact details can be found in the contact list).
Traders are required to mention the following specifications on the order form, which needs to be drawn up in the official language of the region where the company has its headquarters:
· The title “order form” (bestelbon);
· A unique identification number;
· The date of the order form;
· Your company’s name as it appears on the certificate of incorporation, address and contact information and, if applicable, VAT registration number;
· The company name and address of the client, and if applicable, his VAT registration number;
· A clear description of what you are charging for;
· The date the goods or service were provided (supply date);
· The amount(s) charged;
· VAT amount if applicable - VAT registration number of the customer;
· The amount per piece, the number of pieces and the total amount owed;
· The trader's name or any business name being used;
· Any business name used in your business;
· The signature of the seller;
· If sales are concluded outside of the shop or the seller’s office, the buyer has a right to undo the sale within the ensuing 7 days;
· If sales are concluded online on the seller’s webshop, the buyer has a right to undo the sale within the ensuing 14 days.
Invoices have to be drawn up in the official language of the region where the company has its headquarters.
It is recommended that all invoices clearly state that this is what they are with the word “invoice” (factuur). They should also include the following:
- A unique identification number;
- Your company’s name, address and contact information and, if applicable, VAT registration number;
- The company’s name and address of the client you are invoicing;
- A clear description of what you are charging for;
- The date the goods or service(s) were provided (supply date);
- The date of the invoice;
- The amount(s) charged;
- VAT amount, if applicable VAT registration number of the client;
- The total amount owed;
- The full company name as it appears on the certificate of incorporation/the trader's name or any business name used;
- Any business name used for your business;
- If sales are concluded outside of the shop or the vendor’s office, the client has a right to undo the sale within 7 days;
- The invoice should clearly refer to the seller’s general terms and conditions, which must be added in full on the back of the invoice.
Under the System of Warranties, which has been endorsed by all Kimberley Process Participants, all buyers and sellers of both rough and polished diamonds must make the following affirmative statement on all invoices (please check the chapter on Kimberley Process for more information):
"The diamonds herein invoiced have been purchased from legitimate sources not involved in funding conflict and in compliance with United Nations Resolutions. The undersigned hereby guarantees that these diamonds are conflict free, based on personal knowledge and/or written guarantees provided by the supplier of these diamonds."
Sector – company norms for invoices
In the diamond sector, some diamond dealers wish to increase the power of evidence of the invoice (an invoice is evidence of the sale of goods) by having the buyer sign the invoice. These are not mandatory and are not mentioned in any law. (practise is also advised by Panis, but they also admit it is not legally required)
Extra information which is sometimes requested to be added to the invoice is the following:
- Due date for payment of the invoices;
- Signature of the owners or authorised person of the company selling the goods;
- Buyer has to write ‘read and approved’ (gelezen en goedgekeurd);
- Buyer has to sign the invoice;
- Buyer should put date of signature on the invoice.
General terms and conditions
The general terms and conditions of the company/trader have to be mentioned on the order form – the invoice and (if there is one) the company/trader’s website.
In case of payment default, the seller has the right to send the buyer a notice of default by registered mail. The notice of default needs to contain the following information:
· The invoices that remain unpaid – with their specific invoice numbers and dates;
· The interests and indemnities (according to Belgian law or to the general terms and conditions) which are claimed on top of the initial amount;
· Request for immediate payment.
If, after such notice(s), no correct payment is received, the seller has the right to take further legal steps with respect to the outstanding amount and the interests thereon
If a buyer wishes to contest an invoice from a supplier, he is obliged to protest against the invoice on time, in writing and sent by registered mail.
The objection should mention the reference of the contested invoice as well as the reason for objecting. The exact definition of sending an objection “on time” varies from case to case. It can be mentioned in the seller’s general terms and conditions.