Rental Conditions Radial Torque Tools B.V.
1. Definition of terms
These Rental conditions use the following terms and definitions:
a. Radial Torque Tools B.V., a private limited company, hereafter to be referred to as Radial B.V..
b. The Customer: all natural or legal persons or limited companies that rent products as listed on the rental list from Radial B.V..
c. Rental agreement: all agreements between Radial B.V. and the Customer related to the rental of products by Radial B.V. to the Customer.
Article 2: Length of contract and interim termination of rental agreement
a. The rental period is at least two days and starts on the day and hour on which Radial B.V. makes the products available to the Customer. In the event of shipment to the Customer a shipping period of up to a maximum of 6 days in total (send and return) is taken into account. A day’s rental is one calendar day, where partial calendar days are rounded up to a full day. The rental period ends on the day and hour on which the Customer returns or ships the products to Radial B.V..
b. For a period of four weeks after the Customer has returned the rented products to Radial B.V., Radial B.V. has the right to submit complaints to the Customer regarding the returned products.
c. Radial B.V. has the right to immediately terminate the rental agreement in the following circumstances, without any notice of default or legal intervention and without owing the Customer any compensation:
(1) Non-compliance or late compliance with any provision in the rental agreement or these Rental conditions on the part of the Customer;
(2) The Customer is subject to a liquidation order or a suspension of payments, or the Customer is subject to debt management if they are a natural person;
(3) The Customer’s business is wound up, liquidated, or closed down;
(4) A substantial part of the Customer’s assets is subject to attachment in execution;
(5) Radial B.V. has valid reason to assume that the Customer will not be or is not capable of fulfilling their obligations arising from the rental agreement entered into with Radial B.V., adhering to these Rental conditions, or providing sufficient assurances to Radial B.V. th at the obligations will be met;
(6) In the event of such a termination of the rental agreement, the termination will be immediate and the Customer is obliged to return the rented products to Radial B.V. at Radial B.V.’s first request. If this is not adhered to, the Customer is liable to pay Radial B.V. immediate compensation equal to the new value of the rented products. immediate compensation equal to the new value of the rented products. In the event of such termination of the rental agreement, Radial B.V. is also entitled in its relationship to the Customer to such compensation as is necessary to indemnify. This compensation will be at least equal to the total sum of the rental agreement that have not been invoiced yet, which the Customer would have been obliged to pay if the rental agreement had continued, plus the costs of repossession, storage, and transport of the rented products.
3. The rental amount and payment
a. Customer owes Radial B.V. a rental amount (excluding VAT and transport costs) for the rental of the products. The rental amount is determined based on the applicable rates within Radial B.V.’s company at the time the rental agreement is entered into. Radial B.V. has the right to send part invoices over the owed rental amount to the Customer.
b. Payment must be made within 30 days of the invoice date. If this is not adhered to, the Customer will be in default without the requirement of any further warning or notice of default. If the Customer is in default of the invoice amount or the unpaid part thereof, they then owe Radial B.V. default interest equal to 1.5% per month, calculated over the due date of the invoice until the date on which payment is made. Notwithstanding Radial B.V.’s rights to claim the actual loss, the Customer must also pay to Radial B.V. the extrajudicial costs that result from collecting the outstanding amounts. The extrajudicial collection costs will be set at 15% of the owed amounts in principal sum.
c. If Radial B.V. lodges the claim by initiating legal proceedings, including arbitration, or binding recommendations, the Customer must reimburse to Radial B.V. the incurred costs for the procedure. This includes costs for lawyers, counsel, and representatives ad litem as well as fees and standing charges owed to arbiters or arbitrators. The provisions in this article remain in effect, even if the reported costs exceed any costs that the court orders the Customer to pay in accordance with Article 237 and further Articles of the Dutch Code of Civil Procedure.
d. In the absence of timely payment of any invoice, all outstanding invoices (including those of which the due date has not expired) will be immediately payable.
e. If Radial B.V. has reason to doubt that the Customer will fulfil their financial obligations, Radial B.V. has the right to request full or partial advance payment from the Customer or to ask the Customer to provide proper security that is acceptable to Radial B.V..
f. At the latest, complaints regarding sent invoices must be made known in writing to Radial B.V. by the due date on the said invoices. Radial B.V. is not obliged to deal with any complaints that are sent after the due date has expired.
g. The Customer is not allowed to offset costs under any circumstances.
4. Delivery, transport, provision, maintenance, and use of products
a. Provision of the products by Radial B.V. to the Customer is ex-works. It can be agreed in writing that the Customer is responsible for the transport, assembly, and installation of the rented products, in which case the Customer is also responsible for the risk of storage, loading, transporting, unloading, assembly, and installation of the rented products. The transport costs will be separately invoiced to the Customer based on a subsequent calculation.
b. The Customer must immediately check the rented products for potential shortcomings or damage after they are provided to the Customer. The Customer must immediately report any shortcomings or damage to Radial B.V. in writing or by e-mail. If the Customer does not do so, Radial B.V. is not obliged to handle any complaints regarding said shortcomings or damage.
c. The rented products can only be used by the Customer or their employees. Use of the rented products by third parties is only permitted if Radial B.V. has provided written permission to do so.
d. The Customer must use the products they rent as specified in the user manual provided by Radial B.V. as well as in accordance with the applicable laws and regulations and applicable industry guidelines. The Customer must ensure that the rented products are only used by employees with a specific expertise.
e. The Customer cannot repair or task another party with the repair of the rented products without Radial B.V.’s written permission.
f. The Customer is not authorized to sublease the rented products unless Radial B.V. has agreed to this in writing.
g. The Customer must return the rented products in clean, good, and immediately usable condition in their original packaging (including packaging materials and containers) to Radial B.V.. The Customer, at their own expense and risk, must ensure that the rented products are returned to Radial B.V.. Radial B.V.’s administration is binding at all times regarding the Customer’s obligation to return the rented products.
h. The Customer must return the packaging materials to Radial B.V. in the same condition in which Radial B.V. provided the packaging materials to the Customer. Failure to do so will result in the costs for cleaning and restoring the packaging materials being invoiced to the Customer. The Customer is responsible for damage to, or loss of the packaging materials provided by Radial B.V..
i. Employees who come to collect or deliver the rented products on behalf of Radial B.V. are not authorized to check the state of the products, count the number of products, or determine the nature of the products.
5. Risk, insurance, liability
a. From the start of the rental period, the risk of damage and whole or partial loss (meaning destruction) of the rented products as a result of any cause is at the Customer’s expense until the rented products are returned to the possession of Radial B.V..
b. The Customer is in its own name and at its own risk responsible for insuring the rented products and will provide such insurance policy documents and evidence of timely premium payments to Radial B.V. upon request. The Customer will strictly adhere to the provisions of the insurance agreement.
c. The Customer will immediately report damage to or destruction of the rented products to Radial B.V.. In such cases, the Customer owes Radial B.V. immediately payable compensation equal to the new value of the rented products. The claim that the Customer has with the insurer regarding damaging or destroying the rented products will be pledged by the Customer to Radial B.V., who will accept this pledge.
d. Where the liability and the damage are covered by Radial B.V.’s insurance, Radial B.V. is not liable for any direct or indirect damage, including loss of profit, immaterial damage, trading loss, or environmental damage) or damage of any other nature, regardless of how or by who this damage/loss was caused. Where the liability and damage are covered by Radial B.V.’s insurance, Radial B.V. is only obliged to reimburse the damage up to the maximum amount paid out by their insurer.
e. The Customer indemnifies Radial B.V. against all claims of any nature that third parties may bring against Radial B.V. regarding loss that has been or will be suffered beyond the liability that the Customer can enforce against Radial B.V..
6. General provisions
a. The Customer is not authorized to partially or wholly transfer the rights and obligations resulting from the rental agreement or any ensuing agreements to third parties unless Radial B.V. has agreed to this in writing.
b. Changes to, supplementary stipulations to, or stipulations deviating from the rental agreement and these Rental conditions are only in force if both parties have agreed them in writing and signed off on them.
c. If, compared with the moment at which the rental agreement or ensuing agreements were signed, the conditions change to such a degree that adherence to one or more provisions in these Rental conditions cannot be reasonably expected of one of the parties, then the discussions will be held on the interim amendment of the rental agreement.
d. All acts, legal acts, and activities performed by an officer or employee of the Customer for the purposes of agreeing, executing, or altering the rental agreement between Radial B.V. and the Customer are understood to be performed on the authority of the Customer and commit the Customer.
e. The Customer cannot claim to Radial B.V. that such acts or activities do not constitute representation of or obligations on the Customer.
7. Applicable law and disputes
a. Dutch law applies to all transactions including these Rental conditions, with the exception of provisions of international treaties including the Vienna Sales Convention, in as far as they do not contain mandatory law.
b. All disputes between the parties will be brought before the court in Utrecht, notwithstanding Radial B.V.’s right to serve summons on the Customer to appear before such court as is recognized by law or relevant treaty. A dispute is recognized as such when one of the parties to this agreement informs the other party of the dispute in writing.
c. Where differences exist between these Rental conditions and translations thereof, the Dutch text takes precedence.
8. Effective date
These rental conditions come into effect on 1 January 2012.