Terms and conditions of sale

MS Europe General Terms and Conditions of Sale

The purpose of these MS Europe General Terms and Conditions of Sale (GTC) is to define the rights and obligations applicable to any order placed on the website https://mseurope.be, operated by MS Europe.

They apply to all products and services offered, including automotive security solutions, GPS trackers, multimedia systems, accessories, services, and subscriptions, whether the purchase is made by a consumer or by a professional.

MS Europe’s General Terms and Conditions of Sale specifically govern:

• the ordering terms,

• the payment conditions,

• the delivery times and conditions,

• the rights of withdrawal applicable to consumers,

• the warranty conditions,

• the liability of the parties,

• the rules relating to services, subscriptions, and telematics solutions.

Any order placed on the site implies the full and unreserved acceptance of these General Terms and Conditions of Sale.

MS Europe reserves the right to modify the General Terms and Conditions of Sale at any time. The applicable conditions are those in force on the date the order is confirmed.

It is recommended to carefully read MS Europe’s General Terms and Conditions of Sale before placing any order.

RIGHT OF WITHDRAWAL (Applicable to consumers only)

Customers who are consumers are informed that they have the right to withdraw from any distance selling contract concluded with MS EUROPE within 14 days from the day on which the consumer or a third party other than the carrier takes physical possession of the goods in question. In the case of delivery of a batch of goods, the period begins when the consumer or a third party other than the carrier takes physical possession of the last good. In the case of regular delivery of goods over a defined period of time, the time limit begins to run when the consumer or a third party other than the carrier takes physical possession of the first good.
The procedures for exercising this right of withdrawal are detailed in article 10 of these terms and conditions.
The attention of customers who are consumers is expressly drawn to the fact that they are invited to use the withdrawal form available on our website, that they will have to bear the direct costs incurred by returning the goods and that they will lose the benefit of the right of withdrawal mentioned in the following cases:
– For products sold with a subscription: as soon as the subscription in question has been registered at the customer’s request, the product becomes clearly personalized.
– For products to be installed on a vehicle: as soon as the product has been installed on a vehicle, it becomes clearly customized for that vehicle.

GENERAL TERMS AND CONDITIONS OF SALE MSE (version applicable from March 1, 2024)

1. Definitions
For the purposes of these General Terms and Conditions of Sale (hereinafter: “GTC”):
1.1. “Goods”: Any movable property not excluded from trade.
1.2. “Clients”: Refers to both:
• “Consumers”, meaning natural persons who acquire goods from MSE for purposes outside their commercial, industrial, craft, or liberal activity; and
• “Professionals”, meaning natural or legal persons who acquire goods from MSE as part of the sustained pursuit of their economic activity.
1.3. “Contract”: agreement on the sale of goods and/or services concluded between the Client and MSE.
1.4. “General Terms of Service” (hereinafter: “GTS”): MSE’s General Terms of Service, applicable to service provision contracts, and in particular to telematics or geolocation service provisions.
1.5. “Confidential Information”: All information or data (technical or otherwise) and all know-how, regardless of their form, format, and medium, concerning MSE’s activities, services, or products, which MSE makes available to the Client within the framework of the Contract.
1.6. “Force Majeure”: All circumstances external to and independent of MSE’s reasonable will, which MSE could not reasonably foresee in their occurrence or consequences, and which prevent it from properly fulfilling its obligations towards the Client.
1.7. “Meta System”: Meta System S.p.A., a company incorporated under Italian law, with its registered office in Italy, Via T. Galimberti 5, 42124 Reggio Emilia, registered under number 00271730350 – N°R.E.A.120639, reachable at the email address dpo@metasystem.it / privacy@metasystem.it.
1.8. “Phonocar”: Phonocar S.p.A., a company incorporated under Italian law, with its registered office in Italy, Via F.lli Cervi, 167c – 42124 Reggio Emilia (RE), registered under number 00421600354, reachable at the email address info@phonocar.be.
1.9. “MSE”: Mobile Systems Europe S.R.L., a company offering products and services for sale, particularly geolocation services, with its registered office at Boulevard du Jubilé 71 bte 3 in B-1080 Brussels, registered with the B.C.E. under number 0879.633.414., Tel. Phone number : +32 (0)2 223 08 63, e-mail : info@mseurope.be / Bank account number : BE86 0014 8134 0550 / Insurance company : AG Insurance / nr. Police: 99578477.
1.10. “Party”: MSE or the Customer (together the “Parties”).

2. Acceptance of General Conditions and Formation of Contract
2.1. By the sole act of ordering goods (verbally, by telephone, fax, or email, or in any other way), accepting an offer from MSE, paying an invoice, or receiving goods delivered by MSE, the Client acknowledges having read and agreed to these General Terms and Conditions of Sale and waives the right to invoke their own general conditions.
2.2. When ordering goods, the customer commits himself to MSE in writing, by fax or e-mail. No cancellation will be accepted for any order already in the process of being fulfilled.
2.3. In the event of a prior offer from MSE, the Contract is concluded when the Client accepts the offer.
2.4. In the absence of a prior offer from MSE, the contract is concluded upon acceptance of the Customer’s order by MSE. This acceptance may be tacit and derive from the delivery of the goods requested. These general conditions remain applicable in the event of tacit acceptance.
2.5. The person placing the order is assumed to be authorized to do so. It is always jointly and severally liable for the payment of the invoice relating to the order.
2.6. MSE’s website, catalogs or other advertising or promotional material do not constitute a definitive offer. The characteristics of the goods offered may be modified by MSE without notice. MSE may also cease the sale of a good.
2.7. In the case of special offers for several goods or services, ordering part of these goods or services does not entitle the customer to benefit from the special offer. The goods and/or services are then supplied at the rates in force when the order is registered.

3. Scope of Application of the General Conditions
3.1. These general terms and conditions of sale apply to Contracts concluded between MSE and the Customer. They are concluded within the framework of, and form an integral part of, the Contract between MSE and the Client.
3.2. MSE’s General Terms of Service apply to service provision contracts.
3.3. When an order or offer is accepted for the sale of goods and the provision of services at the same time, it should be considered as resulting in two contracts: a sales contract, governed by the general terms and conditions of sale, and a service contract, governed by the general terms and conditions of service. If this approach proves impossible, with the result that there is only one contract with both sales and service aspects, then the general terms and conditions of sale will apply to the sales aspects and the general terms and conditions of service to the service aspects. In case of doubt as to whether an aspect of such a contract constitutes a sale or a service provision, the application of the General Terms of Service shall be preferred.
3.4. These GTC exclude the application of any conditions mentioned in documents originating from the Client and/or third parties, even if these documents bear a later date.
3.5. The parties may have agreed special conditions in writing. In case of contradiction between these GTC and such special conditions, the special conditions shall prevail.
3.6. The fact that MSE does not avail itself at a given time of the present general conditions and/or of a breach by the other party can in no way be interpreted as a waiver of the right to avail itself of them at a later date.

4. Prices
4.1. The prices expressed in MSE’s offers, in its catalog, and on its website are in euros excluding VAT (except on the consumer-oriented shop where prices are indicated including VAT (21%), where applicable with Recupel, Bebat, and other environmental taxes, unless otherwise stated.
4.2. Prices do not include shipping and/or delivery costs or other administrative charges. We inform you of the details of these costs on our website (where the transport price is displayed in the cart as soon as the delivery address is completed) or, if applicable, upon request.
4.3. MSE reserves the right to contact the customer with a view to revising the price if the price of one of the components or materials involved in the goods ordered has risen significantly between the date of the order and the date on which the product is ready to be delivered to the customer or to the carrier. A significant increase means a variation of at least 5% in the price of the component in question. In this case, either the parties will agree on a new price, or MSE may refuse to sell the goods at the initial price, with the consequence that the sales contract that would have been concluded will be considered automatically terminated, without judicial intervention and without any compensation being due from either party.
4.4. It may happen that the price mentioned as an indication, on the website or in other communications from MSE, is incorrect as a result of an error. If this is the case, MSE may decide to contact you to indicate the correct price to rectify this error and refuse to sell you the goods at the incorrect price, without any compensation being due from either party.
4.5. Promotions and special offers are valid only while stocks last.
4.6. In the event that MSE incurs expenses, it will inform the customer and provide him with the supporting documents and the corresponding invoice on request. The Client may then pay the amounts due in euros.
4.7. The methods of payment accepted by MSE are those offered by the online store and vary according to the customer’s profile. Additional charges may apply to certain payment methods. If this is the case, it will be indicated during the payment process.
4.8. MSE may refuse orders or reservations, particularly in the following cases:
• there is a suspicion of bad faith or intent to defraud;
• there is a suspicion of abuse of the right of withdrawal;
• there are suspicions of abuse or fraud on the part of a Client;
• the data provided by the Client appears incorrect, suspicious, or false;
• an abnormal quantity appears to have been ordered – possibly across multiple purchase orders;
• there is a case of force majeure within the meaning of Article 9.1

5. Client Obligations
5.1. The Customer expressly waives any possibility of offsetting amounts due to MSE against any claim whatsoever. The Client is solely responsible for the payment of all sums due under the contract.
5.2. MSE’s invoices are payable to MSE’s head office address within 7 days net (from the date the invoice is sent). The date of receipt of the invoice cannot be used as a pretext for postponing the due date. Unless otherwise agreed, these invoices are payable in cash, without discount or payment facilities.
5.3. Invoices must be contested by registered mail within 8 days of dispatch. In the absence of dispute within this period, the invoice will be considered tacitly accepted by the Client.
5.4. By express agreement and unless a deferral is requested in time and specifically granted in writing by MSE, total or partial failure to pay any sum due under the contract will automatically result, without prior notice, and without prejudice to Article 14, in the immediate enforceability of all remaining sums due by the Client under the contract, regardless of the agreed payment method.
5.5. Total or partial failure to pay any sum due under the contract by the due date will result, without prior notice and without prejudice to the possible application of Article 14, in the suspension of the delivery of goods to the Client.
5.6. In the event of non-payment of an invoice on its due date, the Customer shall be liable to pay interest at the conventional rate of 1% per month, as well as a flat-rate penalty of 15%, with a minimum of 200 euros, ipso jure and without prior notice. This interest will be calculated month by month from the due date, with each month started being considered a full month.
5.7. MSE reserves, until full payment of the sums due by the Client, including principal and ancillary costs, fees, and taxes, a full and complete right of ownership over the delivered goods (including software applications or programs), allowing it to repossess these goods, regardless of the delivery date, it being understood that the risk of loss, theft, or damage to the goods is transferred to the Client as soon as the goods cease to be in MSE’s possession.
5.8. The Client undertakes to comply with all applicable legal and regulatory requirements, particularly those relating to IT.
5.9. The Customer expressly authorizes MSE to subcontract all or part of the contract.

6. Delivery
6.1. Delivery times apply from the date of availability at MSE’s premises and are given for information only. Any delays that may occur can in no case justify the cancellation of the order, the refusal to take delivery of the goods, or the non-payment of the invoice, nor give rise to the application of penalties or the payment of compensation by MSE.
6.2. Any customs duties or local taxes are the sole responsibility of the Client, unless expressly stated otherwise.
6.3. Transport, by whatever means, is carried out at the risk and peril of the consignee, who must, before taking delivery of the goods, ensure that there is no damage or shortage, and if necessary, notify the carrier in writing of any reservations, who is solely responsible. Goods delivered to a third party are under the sole responsibility of the Client.
6.4. MSE cannot be held responsible for any damage to the package or its contents during transport.

7. Confidentiality
7.1. As long as Confidential Information is not put into the public domain by MSE, and without limitation in time, the Customer undertakes to ensure and maintain the confidentiality of Confidential Information.
In particular, the Customer shall refrain from communicating Confidential Information to third parties in any way whatsoever, except :
– to the extent that such disclosure is necessary for the performance of its obligations under the Agreement and provided that such third parties agree to be bound by confidentiality obligations equal in scope to those contained in the TOS for all Confidential Information so disclosed; or
– insofar as it concerns a communication required by the applicable regulations and/or by an authority, subject to prior information of MSE, in order to allow the Customer respectively to object to such communication, unless such information is not permitted by the applicable regulations.
7.2. The Client undertakes to use Confidential Information only to meet the objectives/needs for which it was received and will ensure that its personnel are bound by a confidentiality obligation of equal scope to that contained in this provision.
7.3. Any Confidential Information received by the Customer, in any format, medium or form whatsoever (including documents, e-mails and other storage media), is and remains the property of MSE.

8. Claims, Warranty, and Limitation of Liability
8.1. In the performance of the contract, MSE is only bound by an obligation of means. Except in the case of wilful misconduct or gross negligence, MSE is exempt from all liability to the Customer for any damage, direct or indirect, caused by a fault on the part of the company or on the part of one of its employees or trainees. Its liability is engaged only in cases of gross negligence or fraud.
The products sold comply with specific standards and should therefore in principle be compatible with vehicles. Consequently, in the event of a problem encountered by the vehicle after the installation of one of our products, it will be up to the client to demonstrate that this problem does not originate from a cause other than our product, by contacting us if necessary to determine with us whether recourse to an amicable contradictory expert assessment is useful in their case.
8.2. Without prejudice to the right of withdrawal provided to consumers within the limits set out in article 10 hereof, for any claim, the customer must notify MSE by registered mail within 8 days of the goods leaving our logistics center, and put MSE in a position to make any useful observation. The receipt of the products will be irrebuttably presumed to have been tacitly given by the Client at the end of this period.
8.3. Any compensation payable by MSE in the event of its liability being incurred shall be limited to direct, personal and certain loss, to the express exclusion of any indirect loss. In no case shall MSE be held liable for indirect damages, i.e., all those that do not result directly and exclusively from the act or defect generating liability, such as, in particular, commercial prejudice, loss of earnings, loss of turnover, loss of orders, damage to brand image, or any commercial disruption.
8.4. In no case shall any compensation due by MSE exceed the sums paid by the Client for the product giving rise to MSE’s liability, and this within the limit of the amount invoiced for the defective goods.
8.5. The customer’s attention is drawn to the fact that the existence of a compatible telecommunications network is essential for the operation of some of our products. It is the customer’s responsibility to find out whether such a network exists in the territory where he or she wishes to use the product in question. In case of doubt, please contact MSE. Furthermore, MSE shall not be liable to the Customer for any damage resulting from the introduction of a computer virus affecting the correct operation of the product, from the migration of the application to a different hardware or software environment, or from modifications made to the software components of the product by anyone other than MSE, interruption of product operation or defect due to the non-functioning of the telephone or Internet network, incorrect installation of equipment, legal provisions restricting the service or the use made of it by the customer, force majeure as defined in article 9 or fortuitous events such as the actions of third parties. MSE disclaims all liability if a delivered good or product does not comply with the legislation of the country of delivery.
8.6. Without prejudice to what is specified below regarding the warranty and in Article 10 regarding the right of withdrawal, this contract includes the stipulation referred to in Article 1643 of the Civil Code, according to which MSE, in its capacity as seller, shall not be held liable for hidden defects of which it was unaware.
8.7. With the exception of the lifetime warranty provided for in point 8.7.4, MSE, as a reseller, does not itself guarantee the products sold, but assumes, as an intermediary for the manufacturers, the warranty against defects in conformity of the goods sold. The warranty periods against defects of conformity are as follows:
8.7.1. All products purchased from MSE are subject to the 2-year legal warranty provided by the manufacturer,
8.7.2. Meta System offers a 3-year conformity warranty on all its products from the date of your purchase invoice,
8.7.3. For Phonocar products, MSE offers a 3-year conformity warranty from the date of your purchase invoice,
8.7.4. Telematics products are offered by MSE with a lifetime conformity warranty limited to the first owner of the product.
8.8. If a defect is found, to claim the warranty, the defect must be reported in writing to MSE within 2 months from the day the Client discovered the defect.
Warning! What is not covered by the warranty includes (non-exhaustive list):
• defects caused by incorrect or abnormal use or any other use not in accordance with the instructions provided with the product;
• defects caused, after the product has been delivered to you, by external causes.
8.9. Under the warranty, MSE, in its capacity as reseller, will make its best efforts to ensure that a defective product is repaired as quickly as possible or – if repair is not possible – replaced, after examination of the product in question.
8.10. Most problems can be solved by simply contacting us. If you are considering a warranty replacement, please contact us at helpdesk@mseurope.be so that we can help you. If, after this initial contact, we conclude that a warranty replacement is necessary, we will provide you with a warranty return form and address so that you can return the product to us. Goods must reach MSE properly packaged so as not to deteriorate during transit, and travel in all circumstances at the sender’s expense and risk. They must be duly accompanied by the Client’s proof of purchase (sales invoice).
8.11. Where the warranty applies, the cost of returning repaired goods will be borne by MSE.

9. Force Majeure
9.1. MSE shall not be held liable if the performance of any of its obligations is prevented, limited, disrupted, or delayed by a force majeure event, defined as any circumstance external to and independent of MSE’s reasonable will, which it could not reasonably foresee in its occurrence or consequences, and which prevents it from properly fulfilling its obligations towards the Client. Such force majeure events, as defined herein (non-exhaustive list), include occurrences such as fire, explosion, failure, incompatibility or evolution of transmission networks, collapse of facilities, epidemic, earthquake, flood, power outage, war, embargo, law, injunction, demand or requirement of any government, strike, or boycott.
9.2. MSE shall not be liable for the total or partial non-performance, or the total or partial suspension of performance, of any of its obligations if it proves that the burden of performing this obligation is aggravated by the occurrence of an unforeseeable event beyond its control and which could not reasonably have been expected to be taken into consideration at the time of contract conclusion.
9.3. Quantities ready for delivery at the time of a force majeure event as defined in Article 9.1 or an unforeseeable event as defined in Article 9.2 must be accepted by the Client.
9.4. In the event that the event of force majeure within the meaning of article 9.1 lasts for more than two (2) months, either Party may terminate the Contract by e-mail, without this entitling the other Party to claim any compensation whatsoever.

10. Terms and Conditions for Exercising the Right of Withdrawal – Applicable to Consumers Only
10.1. In the event of withdrawal, the consumer must inform MSE of his decision to withdraw from the contract, before the 14-calendar-day withdrawal period expires, by sending an unambiguous declaration clearly stating his decision to withdraw from the contract by e-mail or post. A return authorization specifying the address and authorization number is required.
10.2. A product must be returned complete, in its original condition and, if reasonably possible, in its original packaging. Unopened, as once the packaging is opened, it is no longer sellable for us.
10.3. If your purchase consists of a joint offer / a bundle / a pack, the return notification applies to all products within the joint offer / bundle / pack.
10.4. The burden of proof for their decision to withdraw rests with the consumer.
10.5. Returned goods may not be damaged or show signs of use.

11. Processing of Personal Data
11.1. The processing of personal data by MSE and, in certain circumstances, is explained in the MSE Privacy Policy, appended to the GTCS. MSE’s Privacy Policy forms an integral part of the agreement between the Client and MSE.
11.2. The Client remains responsible for their obligations under General Regulation (EU) 2016/679 on data protection. Depending on the circumstances, the Customer may be considered to be responsible for User / contact person data as well as for geolocation data. In particular, when the Customer has a Beacon installed on a vehicle and contracts the Services for the benefit of a User/contact person, the Customer is responsible for ensuring the legal basis for the processing of personal data and more particularly, if applicable, the consent of the person concerned.

12. Intellectual Property
The texts, names, logos, layouts, illustrations, and other elements related to the Services appearing on MSE’s website / in its commercial documentation are protected by any applicable intellectual property rights. All these elements are the property of MSE and/or a third party from whom MSE has obtained the necessary authorizations. Any reproduction, in whole or in part, by any process whatsoever, without the prior written permission of MSE is unlawful and constitutes an infringement giving rise to civil and criminal penalties. Any such request should be sent to MSE by e-mail to the following address: info@mseurope.be.

13. Complaints and Out-of-Court Dispute Resolution
13.1. For any complaint, the Customer may contact the MSE Customer Service (Telephone: +32 (0)2 223 08 63 // E-mail: metatrak@mseurope.be/ Postal address: Chaussée de Bruxelles 135A bte 3, B-1310 La Hulpe (Belgium).
13.2 If the Consumer has already tried to settle the dispute directly with MSE without reaching a solution, the Consumer may submit the dispute or a complaint to the independent service of the ASBL Service de Médiation pour le Consommateur (BCE 0553.755.479). Boulevard du Roi Albert II 8 Bte 1 – 1000 Brussels (Tel.: 02/702.52.20 / Fax: 02/808.71.29 / Mail: contact@mediationconsommateur.be / https://www.mediationconsommateur.be/fr).
13.3. In the event of a complaint concerning a contract concluded online (if applicable), the Consumer may also contact the Online Dispute Resolution Platform developed at European level in order to attempt to resolve the dispute with MSE extra-judicially: https://webgate.ec.europa.eu/odr/main/index.cfm?event=main.home.chooseLanguage

14. Express Termination Clause
14.1. MSE has the right to terminate the contract without having to ask the judge for resolution, without prior notice, and without compensation to the Customer, in the following cases: (i) if the Customer remains in default of fulfilling (correctly and on time) one or more obligations arising from the contract, and this despite a formal notice granting him a period of 7 calendar days to remedy this default; (ii) in the event of suspension of payments, initiation of bankruptcy proceedings or bankruptcy of the Customer ; (iii) in the event of liquidation or termination of the Customer’s business ; (iv) in the event of a change of control of the Customer (legal entity) ; (v) if part or all of the Customer’s assets are seized; (vi) if MSE has serious reasons to doubt the Customer’s ability to perform its obligations; (vii) if the Customer fails to comply with these terms and conditions; (viii) if the Customer does not comply with the instructions relating to the use of applications hosted on the MSE server platform; (ix) if the Customer engages in any activity on MSE’s servers that may give rise to civil or criminal liability on the part of the company or infringe the rights of a third party; (x) if the Customer hosts content on MSE’s servers that may involve the company’s civil or criminal liability or infringe the rights of a third party, (xi) if the Customer fails to pay the deposit mentioned in the offer; or (xii) if the performance of any of the company’s obligations is prevented, limited, or disrupted for more than 7 calendar days by a force majeure event referred to in Article 9.1 or by an unforeseeable event referred to in Article 9.2.
14.2. In the event of application of Article 14.1 or judicial termination of the contract, MSE is entitled to demand the return of goods already delivered but not yet paid for.
14.3. In the event of the application of article 14.1 or judicial termination of the contract, compensation for costs, interest and damages incurred shall be payable by the Customer to MSE. This compensation shall consist, at MSE’s discretion, either of a lump-sum indemnity equal to 25% of the amount of ongoing orders when the contract ended, or an indemnity equivalent to the cost of repairing all damages suffered by MSE.
14.4. The Client authorizes MSE to offset sums already paid by the Client against the indemnities referred to in Article 14.3.
14.5. If MSE terminates the contract in accordance with article 14.1, all of MSE’s claims against the Customer become immediately due and payable by operation of law.

15. Contract Amendment – Clause Nullity
15.1. Any clause derogating from or supplementing the present contract shall only be enforceable against MSE if confirmed in writing by MSE, and only for the contract for which it has been approved. For other contracts, these terms of sale shall remain applicable.
15.2. The nullity of one of the clauses of these general terms and conditions of sale, in particular in application of a law, a regulation, or following a court decision which has become res judicata, shall not entail the nullity of the other clauses, which shall retain their full effect and scope.
Should any provision of these GTC be declared invalid or unenforceable, the Parties agree that the remaining provisions of these GTC shall survive, unless the invalid provision is an essential provision and the GTC cannot be amended in good faith to preserve or restore the balance of the Parties’ rights and obligations. The Parties undertake to negotiate in good faith in order to replace the annulled provision by a new provision as close as possible to the spirit of the annulled provision.

16. Proof
Between the Parties, interactions, network operations, electronic communications, connections, and other electronic manipulations may be proven using .log files, emails, and transaction files, which may be stored by MSE on electronic media. The Client accepts the probative value of this data. This possibility of proof does not prevent the Parties from using any other means of proof authorized by law.

17. Interpretation
In case of doubt regarding the interpretation of these General Terms and Conditions of Sale, the French version shall prevail over versions drafted in another language.

18. Applicable Law and Competent Courts
18.1. These General Terms and Conditions of Sale and the formation, execution, and interpretation of the Contract are governed by Belgian law.
18.2. Any dispute between the Parties relating to the formation, performance and interpretation of these GTS and the Contract that is not resolved amicably shall be subject to the exclusive jurisdiction of the French-speaking courts of Brussels.