ARTICLE 1: APPLICABILITY
1.1 These terms and conditions are applicable to every offer, sale and lease of goods (both material and non-material in nature), services and supplies, as well as those purchases of goods, which are hereinafter referred to as ‘asset(s)’, made by Flex IT Rent B.V. (which is registered with the Chamber of Commerce under number 66982804 and hereinafter referred to as Flex IT Rent and/or its affiliated subsidiaries/companies as described in the Netherlands Civil Code, Book 2, Articles 24 a up to and including 24 b) to third parties, and to all work undertaken on behalf of the other party, as well as to all agreements in the broadest sense of the word entered into with third parties by Flex IT Rent.
1.2. The ‘other party’ referred to in these terms and conditions means the buyer, lessee, client, user and seller of “Assets” as described in Appendix 8.
1.3 a. Flex IT Rent undertakes a range of business activities in the area of automation and communication technology. The nature of the various activities means that these general terms and conditions consist of a general section and a specific section (the appendices).
b. Provisions have been added in the appendices for the various activities relating to a number of Articles in these terms and conditions. The deviating provisions in the relevant appendix shall prevail insofar as these additional provisions deviate from that which is included for the relevant topic in the general section.
c. A number of provisions in the appendices include specifics with regard to that which is stipulated in general terms in the general section. These specifics should, amongst other things, be read as examples. They are not exhaustive and do not impede the additional effect of that which is stipulated by Flex IT Rent in the general section, nor do they restrict the rights of Flex IT Rent that are not described in these terms and conditions.
1.4 These terms and conditions apply within and outside of the Netherlands, irrespective of the residence or domicile of the parties to any agreement and irrespective of the place where the agreement is formed or should have been enforced.
1.5 Due to the applicability of these general terms and conditions the applicability of all general terms and conditions used by the other party and/or general terms and conditions introduced at any moment relating to purchase and/or otherwise is excluded for all agreements concluded or to be concluded between the other party and Flex IT Rent.
1.6 Any deviations from these terms and conditions in offers, orders/agreements that are applied/permitted at any time by Flex IT Rent shall never give the other party the right to subsequently rely on those deviations or to claim the application of such a deviation as an established fact for him/her.
1.7 If the other party inspects or could have inspected these terms and conditions in a language other than Dutch and there is a difference of opinion about the interpretation of the text the Dutch version shall prevail above the foreign language version unless Flex IT Rent renounces this explicitly in writing.
ARTICLE 2: OFFERS
2.1 Unless stated specifically otherwise in writing, all offers, quotations and cost estimates from Flex IT Rent are entirely without obligation. They are made to the best of Flex IT Rent’s knowledge and are based on any information that is provided with the request.
2.2 The statements provided by Flex IT Rent in images, websites, multimedia, catalogues, folders, drawings or in any other way concerning the size, capacity, performance, colour, material structure, finish or results must be regarded as an approximation and provided without obligation.
2.3 Flex IT Rent is not bound by the statements given in sub 2.1 and 2.2 and therefore accepts no liability whatsoever for any inaccuracies in this information.
2.4 Unless agreed explicitly otherwise in writing, all offers from the other party are final.
2.5 Flex IT Rent retains the right, without giving reasons, to reject offers and orders from the other party, to supply on a ‘cash on delivery’ basis only or to demand payment in advance.
ARTICLE 3: ORDERS/AGREEMENTS
3.1 An order means: every agreement with Flex IT Rent, irrespective of whether it is for the performance of work, the provision of personnel, material or space or any other form of performance, such being in the broadest sense of the word.
3.2 a. All agreements concluded with Flex IT Rent shall only become binding for Flex IT Rent after written confirmation by Flex IT Rent or because Flex IT Rent has commenced performance of the order.
b. Any supplements or changes to the aforementioned agreements shall only become binding for Flex IT Rent after and insofar as they have been accepted by Flex IT Rent and confirmed in writing.
c. The other party shall be deemed to have accepted changes or supplements to agreements with Flex IT Rent if the other party has not objected to this (these) change(s) and/or supplement(s) in writing within 8 days after the other party has become aware of or could have become aware of the change/supplement.
d. The other party is deemed to be aware of the intended change/supplement at the moment that Flex IT Rent has commenced the work to which the change/supplement relates.
e. Only the Board and any person explicitly authorised by the Board for that purpose can and may conclude agreements on behalf of Flex IT Rent.
3.3 Unless agreed explicitly otherwise in writing, Flex IT Rent has the right at all times to arrange for part or all of the order to be undertaken by third parties, whereby these terms and conditions shall also work in favour of these third parties, on condition that Flex IT Rent authorises them, if necessary subsequently, in writing to invoke these terms and conditions without this authorisation creating any obligations whatsoever to Flex IT Rent.
3.4 Flex IT Rent has the right to dispose of and/or encumber the agreements concluded with the other party without the need for Flex IT Rent to seek the permission of the other party. The other party is not permitted to exercise such acts.
3.5 Where Flex IT Rent agrees with the other party to provide a service to the other party this shall be an obligation to perform this service to the best of one’s ability.
3.6 Flex IT Rent is free to choose whom it shall engage to provide the service agreed with the other party. Unless agreed otherwise explicitly in writing, it is also free to choose to replace this person or persons and/or third party as it sees fit.
3.7 In the event that Flex IT Rent supplies and/or makes equipment and/or software available to the other party as part of the agreement and this equipment and/or software is the subject of licences granted to Flex IT Rent by third parties the other party shall be subject to all of the provisions of those licences and shall indemnify Flex IT Rent against all consequences from the use of that equipment and/or software that is in conflict with the provisions of those licences.
3.8 In the event that Flex IT Rent supplies and/or makes available equipment and/or software applications to the other party as part of an agreement, which have been developed by and/or for Flex IT Rent, or in respect of which the other party otherwise becomes aware of, these may not be used by and/or on behalf of the other party for any purpose other than that for which the equipment and/or software was supplied and/or made available to the other party. These applications may not be copied and/or distributed by the other party in any way whatsoever unless this is with the prior written permission of Flex IT Rent.
ARTICLE 4: LIABILITY
4.1 With the exception of that which is stipulated in Article 9 of these terms and conditions, Flex IT Rent is not liable for any loss, either direct and/or indirect¸ that is the result of failure to comply with the goods and/or services provided by and/or on behalf of Flex IT Rent under the agreement – including additional work – unless this is the result of an intentional act or gross negligence. Consequently, Flex IT Rent is likewise not liable towards the other party in any way whatsoever in the event that its suppliers remain in default nor is Flex IT Rent liable in the event of major calamities such as fire, water damage and external contingencies such as wars and earthquakes for example.
4.2 Insofar as the other party or a third party engaged by the other party is involved in the execution of a transaction between Flex IT Rent and the other party on the basis of co-work and/or the provision of assistance, Flex IT Rent shall not in any way whatsoever and in any form whatsoever be liable for any damage caused on the part of the other party and/or the third party that it engages; nor shall Flex IT Rent be liable towards the other party’s ultimate client.
4.3 If, for any other reason relating to the agreement, Flex IT Rent is held liable for compensation, the compensation owed shall always be limited to the highest invoice amount (excluding value added tax) in relation to the supplied goods and/or services up to a maximum of 11,500 euro (in words; eleven thousand and five hundred euro).
4.4 A claim under these terms and conditions shall not suspend the other party’s payment obligation towards Flex IT Rent.
4.5 A condition for assessing whether a request for compensation is to be handled is that the other party directly and immediately reports the damage to Flex IT Rent by registered letter containing sufficient detailed information. Every entitlement for the other party to claim compensation from Flex IT Rent shall be cancelled on the mere expiry of six (6) months after the loss occurred or after this could reasonably have been discovered.
ARTICLE 5: DELIVERY DATE AND PLACE OF DELIVERY
5.1 The delivery date and/or delivery period stated in the quotes, confirmations and contracts for the goods and/or services to be supplied by Flex IT Rent is a rough estimate of the target moment for delivery/realisation and/or completion. Flex IT Rent shall endeavour to comply with this as much as possible, however, it is non-binding for Flex IT Rent.
5.2 a. If Flex IT Rent exceeds the delivery date and/or delivery period for whatever reason and whether or not excessively, shall never give the other party the right to claim compensation, termination of the agreement or breach of any obligation on Flex IT Rent that may arise under the relevant agreement or under any other agreement that may or may not be associated with this agreement.
b. Flex IT Rent shall enter into discussion with the other party in the event that the delivery date and/or delivery period is exceeded excessively – this being at the discretion of Flex IT Rent.
5.3 a. Delivery by and/or on behalf of Flex IT Rent shall be made ex-works Flex IT Rent or at another place determined by Flex IT Rent. This shall also apply to non-material products such as, for example, but not limited to digital communication.
On handover by Flex IT Rent of the goods to be delivered to and/or on behalf of the other party, Flex IT Rent is entitled to demand that valid proof of identity of the recipient, being the other party or third party engaged by the other party, is provided. Flex IT Rent is also entitled to make and archive a copy of that ID for the benefit of its administration.
b. On the other hand, all deliveries by the other party shall be made carriage paid to Flex IT Rent’s premises and/or to another location determined by Flex IT Rent.
5.4 a. If the goods or services offered by Flex IT Rent to the other party on delivery are not accepted by the other party then the other party shall automatically be in breach and the goods and/or services offered shall be kept available for the other party for a period of 8 days at the expense and risk of the other party. After the aforementioned period, Flex IT Rent has the right to recover from the other party as compensation for the damage suffered and to be suffered the total amount that the other party would have owed in the event of timely compliance in relation to the contested transaction, plus all costs incurred as a result of the non-compliance by the other party plus back interest, without this requiring any further notice of default and/or supply obligation in relation to the contested goods.
b. Irrespective of whether Flex IT Rent invokes the aforementioned right to compensation for loss suffered and/or to be suffered, it shall have the right, by the mere lapse of the aforementioned availability period of 8 days, to freely possess the contested goods and to dispose or not dispose of those goods.
5.5 The other party must ensure that the room to be used by the other party or on its behalf for the service agreed with Flex IT Rent is equipped adequately in order to facilitate a successful delivery and/or installation by Flex IT Rent. If this is not the situation, in full or in part, Flex IT Rent shall be entitled to apply that which is stipulated in Article 10 of the general section or to charge the other party for the costs of the suffered delay and/or the modifications to be made.
ARTICLE 6: TRANSPORT AND TRANSPORT RISK
6.1 Flex IT Rent shall determine the method of transport and the means of transport.
6.2 a. Unless agreed explicitly otherwise in writing, the transport of the goods ordered from, repaired by and/or maintained by Flex IT Rent shall be undertaken at the cost and expense of the other party.
b. Unless agreed explicitly otherwise in writing, the transport of goods from the other party to Flex IT Rent, also in the case of Assets purchase as described in Appendix 8, shall also be undertaken at the cost and expense of the other party.
c. In the event that Flex IT Rent has arranged and pre-paid and/or paid the costs for the transport, the other party shall be liable for any damage suffered during transport.
6.3 The other party must ensure proper accessibility to the object where the goods/services to be provided by Flex IT Rent or on its behalf are to be delivered and/or collected. If, in the opinion of Flex IT Rent, the object is not properly accessible Flex IT Rent cannot be obliged in any way whatsoever by and/or on behalf of the other party to still deliver the goods.
Despite this, if Flex IT Rent does assist with the delivery of the goods, Flex IT Rent shall be entitled to charge the other party for the additional costs it has had to incur for this.
6.4 a. The goods to be delivered to the other party shall only be delivered to ground floor. Goods to be collected by Flex IT Rent from the other party must be properly accessible at the moment of collection on the ground floor.
b. If the goods have to be delivered to or collected from a location other than on the ground floor, Flex IT Rent cannot be obliged to make that delivery or collection by or on behalf of the other party. If Flex IT Rent assists with the delivery or collection at a location other than on the ground floor it shall be entitled to charge the other party for the additional costs incurred for that and the risks shall also be entirely at the expense of the other party.
c. If at the time of the delivery or collection the other party is not present and/or appears unable to take receipt of the goods or to make the goods available or is otherwise in default then Flex IT Rent shall have the right to convert the delivery into a collection obligation, or delivery obligation on the other party at an address specified by the carrier or Flex IT Rent. This shall be after the other party has been notified of this by means of written notice left for the other party. The extra costs associated with this shall be entirely at the expense of the other party.
6.5 a. On arrival/receipt of the goods the other party must satisfy itself of the condition of the goods. If it appears that the goods or material has been damaged the other party must then take all measures to recover compensation from the carrier.
b. By signing for the goods without lodging a protest against the proof of receipt, issued by or on behalf of Flex IT Rent/the carrier, the other party declares that it has received the goods in good condition.
c. If the other party takes receipt of the goods but fails to sign the proof of receipt issued by or on behalf of Flex IT Rent/the carrier, the other party declares that the goods have been received in good condition.
6.6 Unless agreed explicitly otherwise in writing, if Flex IT Rent allows the other party to return to Flex IT Rent and/or its supplier – in full or in part – the goods supplied by and/or on behalf of Flex IT Rent then this shall only be permitted on the basis of the “RMA and conditions”. Flex IT Rent has the right to only make the content of the “RMA and conditions” procedure known before the return, without this interfering with the applicability of this provision. In that case this provision shall not be eligible for set-aside.
6.7 a. If the other party returns the goods in conflict with the “RMA and conditions” Flex IT Rent shall have the right to refuse their acceptance or can accept their receipt without the other party being able to derive any rights from that.
b. In the event of sub 6.7a, Flex IT Rent has the right to retain possession of the goods as additional security, the right to subsequently return the goods to the other party again at the other parties expense and risk, the right to offer the goods for collection by the other party, whether or not after payment by the other party of the outstanding amounts it owes, and Flex IT Rent has the right – after the expiry of 4 weeks – to sell, dispose of or destroy/have destroyed the returned goods if the other party remains in default in any aspect against Flex IT Rent.
ARTICLE 7: PRICES AND COSTS
7.1 a. Unless agreed explicitly otherwise in writing, for each order Flex IT Rent shall set a separate price or a rate in euro.
b. This price or rate is exclusively intended as the amount to be paid for the goods or services to be provided by Flex IT Rent, including the normal costs associated with that.
c. The prices stated in the quote are based on cost price factors, exchange rates, wages, taxes, rights, charges, freight, etc., prevailing at that time. In the event of an increase in these factors Flex IT Rent has the right to correspondingly change the quoted (sale) price. Flex IT Rent also has the right to change the price for current agreements at any moment, as it deems fit, by an inflation correction according to the Dutch or European consumer price index (CPI).
7.2 The price or the rate therefore excludes the levies from the government and/or other bodies, including penalties, insurance premiums, etc.
7.3 Flex IT Rent has the right to demand payment in advance or security (in the form of a bank guarantee).
7.4 Flex IT Rent retains the right to charge for collection costs and/or shipping costs.
ARTICLE 8: PAYMENT TERMS
8.1 Unless agreed explicitly otherwise in writing, the payment of the invoices sent by Flex IT Rent is to be made within 14 days after the date of the invoice, without deduction of discounts and without any kind of offset.
8.2 Unless agreed otherwise, payment of rental instalment is to be made exclusively before the start of the rental period, subject to a maximum payment term of 14 days.
Flex IT Rent is authorised to offset its outstanding claims against the other party, including for additional work, against the amounts it owes to the other party, or to another entity belonging to the group or organisation of the other party. The other party waives any right to offset with regard to mutually owed amounts.
Invoices from the other party and/or on behalf of the other party that Flex IT Rent receives later than six months after delivery of the products from the other party shall not be accepted. The other party’s right to payment shall lapse on expiry of the period stated in this paragraph.
8.5 Flex IT Rent is authorised to raise part invoices for orders that will be delivered in parts and to demand payment for such invoices in accordance with that which is stated in relation to invoice payment in Article 8.
8.6 If the other party has authorised a standing order for the total amount of the order to be collected automatically from its account this shall concern a one-off and irrevocable collection instruction. However, in the event of a failed collection, Flex IT Rent has the right to issue a new collection order at the expense of the other party.
8.7 Flex IT Rent has the right to demand further security if the other party’s creditworthiness gives cause for this. As long as that security is not provided by the other party, Flex IT Rent shall have the right to suspend the work and/or the delivery, such being without prejudice to its right to demand compliance and/or compensation.
8.8 Discounts provided by Flex IT Rent can only be granted after mutual dialogue between Flex IT Rent and the other party. Unless agreed otherwise in writing, these discounts shall be one-off discounts. Previous discounts cannot be claimed by and/or on behalf of the other party for subsequent transactions.
ARTICLE 9: CLAIMS
9.1 a. Any claims regarding both the delivery of goods by Flex IT Rent and the services provided by Flex IT Rent and in respect of its invoice amounts must be submitted to Flex IT Rent in writing and by registered letter within 5 days after receipt of the relevant goods, services and/or relevant invoices, with precise details of the facts to which the claims relate.
b. Where it is agreed that the transport risk rests with Flex IT Rent, the transport claims for the delivered goods must be submitted by and/or on behalf of the other party within 2 working days, with precise details of the facts to which the claims relate. Insofar as the damage is deemed to be immediately visible on receipt, the damage must also be recorded on the carriage note / delivery note signed by or on behalf of the other party.
9.2 Unless agreed explicitly otherwise in writing, insofar as the submitted claim relates to the return of goods it shall be subject to Flex IT Rent’s “RMA and conditions”. The other party can find the “RMA and conditions” in the “RMA and conditions” Appendix in these terms and conditions. These conditions can also be requested from Flex IT Rent.
9.3 The right of the other party to make a claim shall be cancelled with regard to goods that have been processed by or on behalf of the other party.
9.4 The other party cannot derive any rights from Flex IT Rent’s agreement to investigate a claim and/or acceptance of the RMA Request. A claim does not release the other party for its payment obligations towards Flex IT Rent.
9.5 The other party is not only obliged to immediately stop the use, processing and/or installation of the relevant goods and/or services and to also do and arrange everything that is reasonably possible to prevent (further) damage. The other party is also responsible to immediately – on first request – provide full assistance to Flex IT Rent within a reasonable period of 10 working days in order for the claim to be handled.
9.6 Claims from the other party with regard to the clauses in these terms and conditions as referred to, amongst other things, in Article 6:233 sub a of the Netherlands Civil Code (invalidity with regard to one or more clauses on the basis of being unreasonably onerous) must also be submitted to Flex IT Rent in writing by recorded delivery with precise details of the fact to which the claim relates within 5 days after inspection of these terms and conditions or the moment at which they could have been reasonably become aware of. The other party’s right to claim shall be cancelled at the moment the agreement is formed. The other party waives its right to the subsequent invoking of ‘unreasonably onerous’ of one or more clauses in these terms and conditions, insofar as the clause that is potentially unreasonably onerous is not prescribed as mandatory by the legislator.
9.7 If claims submitted by the other party fail to comply with that which is stipulated above they can no longer be accepted and the other party is deemed to have accepted the goods delivered and/or service provided. In that case, Flex IT Rent cannot be held liable by the other party and/or on behalf of the other party in any way whatsoever and in any form whatsoever for the alleged claim and the consequences of that.
9.8 If Flex IT Rent is of the opinion that a justified claim has been submitted it shall have the right to either determine in mutual consultation to pay a financial sum to the other party as compensation in relation to the value of the goods forming the justified complaint or to make a new delivery under the existing agreement or to properly repair the delivered goods or to terminate the agreement, such being under the obligation on the part of the other party to return to Flex IT Rent (carriage paid) the incorrect or defective goods; this being at Flex IT Rent’s discretion.
9.9 Flex IT Rent is only obliged to investigate submitted claims when the other party has met in full all of its existing obligations towards Flex IT Rent at the time the claims are submitted, irrespective of the agreement under which they exist or their nature.
9.10 Flex IT Rent has the right to refuse to accept return shipments that are not franked or are insufficiently franked or inadequately packed. All return shipments from the other party are to be undertaken exclusively under the applicability of the “RMA conditions” (see Articles 6.6 and 6.7) and are at the expense and risk of the other party.
9.11 Flex IT Rent has the right to charge the other party the extra costs incurred by Flex IT Rent with regard to the handling of claims submitted by or on behalf of the other party that are unjustified.
ARTICLE 10: CANCELLATION/TERMINATION AND SUSPENSION
10.1 If the other party fails or continues to fail to comply with its obligations with regard to one, multiple and/or all supplies made by Flex IT Rent, work undertaken and/or for any other reason, Flex IT Rent has the right to suspend all or some of its obligations towards the other party and/or to cancel/terminate the underlying agreement in full or in part without Flex IT Rent being held liable in any way whatsoever by the other party and without prejudice to Flex IT Rent’s rights.
10.2 Flex IT Rent also has the right stated in 10.1 in the event the following situations arise with regard to the other party; committing of punishable acts that affect the business relationship with Flex IT Rent as well as the good name and reputation of Flex IT Rent, bankruptcy, suspension of payments, accession to the Debt Management (Natural Persons) Act, other forms of debt management, liquidation of legal form / business activities, seizure or – in Flex IT Rent’s opinion – the threat of one or more of these situations, including tax arrears. All claims by Flex IT Rent against the other party shall in that case become immediately due and payable without the need for any breach notice and/or default notice being required.
10.3 If the other party wishes to terminate/cancel the agreement(s) it has concluded with Flex IT Rent then Flex IT Rent shall have the right to demand compliance with the concluded agreement(s) or – at Flex IT Rent’s discretion – the other party must pay cancellation/termination costs of at least 30% of the financial value of the agreement.
Flex IT Rent also has this right for the situations stated in 10.1.
10.4 In the event of cancellation or termination of lease and/or contract agreements the other party shall owe at least the remaining instalments under the relevant agreement, subject to a minimum of 50% of the original financial value of the agreement.
10.5 In all of the cases referred to in Article 10, Flex IT Rent also has the right to recover from the other party all losses suffered or to be suffered by Flex IT Rent and/or on its behalf in any way and/or in any form whatsoever.
10.6 In all of the cases referred to in Article 10 Flex IT Rent cannot be held liable in any way whatsoever by and/or on behalf of the other party for any direct or indirect consequences experienced as a result of any of Flex IT Rent’s actions pursuant to this Article.
10.7 Flex IT Rent has the right to continue the performance of the agreement concluded with the other party or to suspend the performance in part or in full until after the moment it provides its approval, insofar as Flex IT Rent considers this necessary for the performance and/or continuation of the agreement.
ARTICLE 11: LATE PAYMENT OR NON-PAYMENT CHARGE
11.1 If the invoices sent by Flex IT Rent are not paid within the agreed term from the date of the invoice the other party shall be deemed to be in default by operation of law.
11.2 In the event of late payment or non-payment, Flex IT Rent has the right, without the need for further notice of default, to charge the other party interest from the due date of the invoice on the entire amount owed by the other party, such interest being at the statutory overdue interest rate subject to a minimum of 1% per month or part thereof. This is without prejudice to Flex IT Rent’s further rights, including the right to charge the other party for all costs associated with the collection, both judicial and extrajudicial collection costs, the latter of which is fixed in advance at 15 % of the amount to be collected, subject to a minimum of 250.00 euro (in words; two hundred and fifty euro).
11.3 Where the legislator has determined under law that the extrajudicial collection costs to be paid by the other party, the other party shall owe the extrajudicial collection costs determined in that order.
ARTICLE 12: RETENTION OF TITLE
12.1 As long as the other party fails to make payment in full to Flex IT Rent for all of the goods, parts and installations supplied by Flex IT Rent and/or work undertaken by Flex IT Rent, all of the goods supplied shall remain the undisputed property of Flex IT Rent.
12.2 The other party is responsible for ensuring the careful handling of the goods supplied and for insuring them against normal risks and unless it has written permission from Flex IT Rent and for as long as the other party has failed to meet all of its obligations towards Flex IT Rent, it shall not have the right to sell and/or re-sell, encumber, lease out, make available for use and/or pledge
9.6 a. When the other party wishes to return goods and the other party wishes to make a claim under the guarantee, Flex IT Rent advises the other party to investigate before making its RMA Request, whether the guarantee claim is covered by the terms of the guarantee. For a Factory Guarantee this is usually stated in the guarantee clauses. When a guarantee is issued by Flex IT Rent this will be stated in either the guarantee clauses or in Flex IT Rent’s general terms and conditions.
b. Unless agreed explicitly otherwise in writing, the commencement date of the guarantee for goods covered by a guarantee issued by Flex IT Rent is the delivery date stated on Flex IT Rent’s invoice. The guarantee shall lapse automatically at the end of the agreed guarantee period. In cases where no delivery date is stated on the invoice the date of the invoice shall apply as the commencement date of the guarantee period unless an earlier delivery date can be demonstrated from the proof of delivery, in which case the delivery date stated on the proof of delivery shall apply as the commencement date of the guarantee.
A. Factory Guarantee and DOA:
9.7 If the other party wishes to return goods in relation to a Factory Guarantee claim then the other party must only contact the manufacturer directly for the processing and settlement of the claim unless, pursuant to Article 9.9, the other party is referred to Flex IT Rent by the manufacturer or unless otherwise agreed by the other party and Flex IT Rent.
9.8 For goods purchased by and received by the other party in which there is a “Death On Arrival” (hereinafter: DOA) in respect of goods covered by a Factory Guarantee then the terms and conditions of the manufacturer shall apply insofar as they provide an applicable arrangement for this. The other party is obliged to report the DOA directly to the manufacturer and to follow the manufacturer’s instruction.
Factory Guarantee and DOA via Flex IT Rent’s RMA procedure
9.9 In a number of cases the return of goods covered by a Factory Guarantee, or DOA, may only be undertaken after the explicit approval of Flex IT Rent and only by means of the RMA Request and under the applicability of the “RMA and conditions”.
These specific cases are those in which the manufacturer has agreed with Flex IT Rent that the other party is to refer to Flex IT Rent for the handling (in part) of the Factory Guarantee/DOA claim, or in which Flex IT Rent has specifically agreed in writing with the other party that it will arrange any claim with the manufacturer under the Factory Guarantee /DOA (in part) on behalf of the other party.
9.10 If the relevant goods have to be returned to Flex IT Rent because of a DOA pursuant to Article 9.9 of this Appendix the other party must always obtain a DOA Authorisation Form from the manufacturer first. The other party must then – within 5 working days after the date of the DOA Authorisation Form – submit an RMA Request with the DOA Authorisation Form appended.
9.11 After obtaining an RMA for goods covered by a “Factory Guarantee” the other party must ensure that the goods are prepared for shipment in the manner described in Article 9.35.a of this Appendix and in the case of a DOA in the manner described in Article 9.35.b.
B. Flex IT Rent Guarantee:
9.12 If the other party wishes to return goods in relation to an “Flex IT Rent Guarantee” claim and/or it is deemed necessary by Flex IT Rent for the handling of the claim, then this shall only take place via an RMA Request and under the applicability of the “RMA and conditions”.
9.13 After obtaining an RMA for goods covered by an “Flex IT Rent Guarantee” the other party must ensure that the goods are prepared for shipment in the manner described in Article 9.36.a of this Appendix and in the case of a “Carry-in Guarantee” in the manner described in Article 9.36.b.
C. Outside of Guarantee:
Goods Supplied As Per Agreement:
9.14 If the other party wishes to return goods in relation to goods supplied “As Per Agreement” due to an incorrect order and suchlike then this can only take place after the explicit approval of Flex IT Rent and only by means of an RMA Request and under the applicability of the “RMA and conditions”. Flex IT Rent is in no way obliged to approve the return of goods supplied “As Per Agreement”. Products that do not or no longer form part of Flex IT Rent’s product range, which are no longer available or obsolete and/or have been modified and no longer meet the wishes of the other party shall never be eligible for return and/or credit by Flex IT Rent. The same applies to, amongst other things, warranty packs, components, memories, software and suchlike.
9.15 If the other party submits an RMA Request for Goods Supplied As Per Agreement and Flex IT Rent has granted an RMA in response to that then those goods, including all accessories, are to be returned to Flex IT Rent in an as-new condition, undamaged, without broken seals and in the original undamaged and unopened packaging and in accordance with the RMA and Flex IT Rent’s instructions. In the event that damage has been caused by and/or on behalf of the other party that could have been prevented then Flex IT Rent shall charge a minimum of 10% of the sale price as compensation for the damage that has been caused.
9.16 a. The other party must submit an RMA Request for the return of goods to Flex IT Rent within a period of 5 days after the delivery date stated on the invoice.
b. In cases where no delivery date is stated on the invoice, the date of the invoice shall apply as the commencement date unless an earlier delivery date can be demonstrated from the proof of delivery, in which case the delivery date stated on the proof of delivery shall apply as the commencement date of the guarantee.
9.17 In the event that Flex IT Rent grants an RMA following an RMA Request from the other party for Good Supplied As per Agreement and the goods are received by Flex IT Rent in accordance with the “RMA and conditions” and are accepted after processing then the costs of restocking and administration costs for that shall be charged to the other party. For unopened packaging of products the costs amount to 20% and for opened packaging 25% of the sale value, subject to a minimum of 60.00 euro (in words; sixty euro) per return (or product).
9.18 After obtaining an RMA for goods covered by “As Per Agreement” the other party must ensure that the goods are prepared for shipment in the manner described in Article 9.36.a of this Appendix.
© copyright “De Incassokamer B.V.”
Version: April 2006