General terms for rental, sale and delivery at FIMATEC
GENERAL RENTAL AND SALES CONDITIONS
GENERAL
Legal Relationship
The legal relationship between the private limited company FIMATEC BVBA, with registered office at 8790 Waregem, Nokerseweg 200, and company number RPR Ghent, Kortrijk division BE0803.083.685, operating under the trade name FIMATEC (hereinafter referred to as “FIMATEC”), and its contracting party, depending on the case being the lessee or the buyer (hereinafter referred to as the “Contracting Party”), is governed exclusively by these general terms and conditions. The Contracting Party fully accepts these general rental and sales conditions.
Quotations, Prices
Prices communicated by FIMATEC in the context of quotations are always non-binding unless explicitly stated otherwise. Quoted prices remain valid for a maximum duration of 15 calendar days. All prices are exclusive of VAT, delivery, installation, or pick-up. The information provided is purely indicative and non-binding. VAT is always borne by the Contracting Party.
Delivery, Execution, and Other Deadlines
Any deadlines indicated in FIMATEC’s offers are approximate. Delays shall never entitle the customer to cancel the order, wholly or partially, or to terminate or dissolve the agreement; nor shall they give rise to any price reduction or compensation of any kind from FIMATEC.
RENTAL CONDITIONS
Commencement of the Rental Period
The rental period begins on the day the rented equipment is made available to the Contracting Party. The rental ends upon the return of the equipment to FIMATEC’s depot, regardless of whether the Contracting Party returns the equipment themselves or it is decommissioned by the Contracting Party and subsequently collected by FIMATEC. If collection by FIMATEC is required, prior written confirmation is necessary.
Rental Prices
Rental prices apply to a maximum usage of 8 operating hours per day or 40 hours per week. FIMATEC reserves the right to charge for additional operating hours. Equipment is delivered with a full fuel tank. At the end of the rental period, the Contracting Party is responsible for returning the equipment with a full tank. If this condition is not met, FIMATEC will refill the tank at the Contracting Party’s expense. Fuel consumption during the rental period is not included in the rental price and is borne by the Contracting Party.
Use and Maintenance
The Contracting Party agrees to manage the rented equipment with due diligence and to inform FIMATEC immediately of any malfunction. The Contracting Party must take all necessary measures to prevent theft or loss. Maintenance shall be carried out by FIMATEC or by parties appointed by FIMATEC, always in consultation with the lessee and upon request. Maintenance is included in the rental, with only transport costs being charged separately (on a time and materials basis). In case of equipment malfunction, the Contracting Party shall return the equipment for replacement. Otherwise, transportation costs will be invoiced. No compensation can be claimed by the lessee or third parties for poor performance due to defects or any other issue. FIMATEC reserves the right to inspect the equipment at any time, and the Contracting Party must always grant access. The Contracting Party must inform FIMATEC of the equipment’s location at all times. The Contracting Party declares to be aware of the necessary specifications (weight, dimensions, licensing requirements, etc.) and agrees to assign the equipment only to trained personnel familiar with its operation. The Contracting Party acknowledges that FIMATEC has orally provided information about necessary safety precautions related to the equipment.
Condition of the Equipment
The equipment is made available in perfect condition, cleaned, and fully fueled, without visible defects or damage. If visible defects or operational issues are noticed, these must be reported in writing before any use and no later than within two calendar days after delivery. The Contracting Party must return the equipment in the same perfect condition, cleaned, and fully fueled. Any fuel, cleaning, or repair costs incurred after the rental period will be invoiced.
Ownership
The rental equipment remains the exclusive and non-transferable property of FIMATEC. The Contracting Party is prohibited from transferring any rights or parts thereof, or subletting the equipment, without FIMATEC’s prior written consent. In the case of subletting, and unless otherwise agreed with FIMATEC, the Contracting Party and sub-lessee shall be jointly and severally liable for the rental obligations. For sales transactions, the goods remain FIMATEC’s property until full payment has been received. The Contracting Party is prohibited from reselling, renting, pledging, or otherwise encumbering or disposing of the goods until the purchase price has been fully paid.
Termination of the Rental Agreement
FIMATEC may terminate the agreement at any time in the event of serious breaches by the Contracting Party, by means of a registered letter, effective three days after the postmark. The following situations are expressly considered serious breaches that justify termination:
- Failure to pay rent within two months of the due date;
- Partial or total non-compliance with insurance obligations stipulated in the agreement;
- Improper use of the equipment;
- Manifest insolvency;
- Liquidation of the Contracting Party.
The rental agreement is entered into under the resolutory condition of the Contracting Party’s bankruptcy. In such a case, the agreement is automatically and immediately terminated. If the agreement is terminated due to the Contracting Party’s fault, a re-rental compensation of EUR 1,000 is due. This compensation does not cover potential rental damages.
Liability for Damage
The Contracting Party is fully liable for any damage, theft, or wear and tear occurring during the rental period. This constitutes an obligation of result on the part of the Contracting Party. The Contracting Party bears the risk of loss of the equipment for the entire rental period, including force majeure. The Contracting Party is also liable for any damage caused to third parties. The Contracting Party shall indemnify and hold FIMATEC harmless against any third-party claims arising from the use of the equipment. FIMATEC can only be held liable in cases of deliberate misconduct. The lessee is required to take out insurance covering potential loss or damage of the rental equipment and must provide proof of this insurance within two days.
Special Provisions
The Contracting Party is obligated to notify FIMATEC within 24 hours in the event of judicial reorganization.
SALE – PURCHASE
Warranty
To be admissible, any complaint regarding visible defects in a delivery must be submitted in writing within two calendar days of delivery. Once this period has lapsed, the delivery shall be deemed accepted and free from visible defects. The warranty covering material and construction defects that could not be discovered at the time of delivery is limited to six months from said delivery date.
FIMATEC's warranty obligations shall never exceed those provided by the manufacturer or supplier, whether concerning visible or hidden defects. If the warranty granted by the manufacturer or supplier is more limited than that of FIMATEC, FIMATEC's warranty shall be reduced accordingly to align with that of the manufacturer or supplier.
The warranty obligation does not exempt the Contracting Party from payment. If a complaint is deemed justified and payment conditions have been met, FIMATEC’s warranty is limited to the free replacement of the defective parts, excluding any claims for compensation or loss of any kind.
The warranty becomes void if any person not employed by FIMATEC or not expressly authorized by FIMATEC attempts to adjust or repair the equipment. These provisions do not apply to second-hand equipment, which is sold without any warranty and is deemed accepted upon receipt.
If the Contracting Party fails to fulfill any of their obligations, FIMATEC shall automatically and definitively be released from all warranty obligations toward them.
Retention of Title
Until full payment of all amounts owed by the Contracting Party has been made, FIMATEC retains ownership of all goods it has delivered, as security for the fulfillment of all obligations under the purchase agreement.
As long as the full payment has not been made, the Contracting Party is not permitted to transfer, pledge, mortgage, rent, or lend the goods in any way.
FIMATEC reserves the right to exercise its ownership rights at any time and to reclaim the goods referred to in the first paragraph.
If FIMATEC reclaims these goods, the Contracting Party is liable for any costs incurred by FIMATEC in this process. Furthermore, FIMATEC is entitled to claim compensation from the Contracting Party for any damage to the goods.
PROVISIONS COMMON TO RENTAL – LEASE AND SALE – PURCHASE
Transport
The transport of the goods is always at the expense and risk of the Contracting Party. For deliveries and pickups, the Contracting Party must always provide sufficient space. The Contracting Party is responsible for ensuring that either themselves or a representative can receive the goods. If no one is present, the Contracting Party authorizes FIMATEC to unload the relevant goods at the delivery location. However, the risk of damage always lies with the Contracting Party from the time of delivery and, if applicable, until the end of the rental period. The cost of transport is always borne by the Contracting Party. Waiting times will be charged.
Acceptance and Invoice Protest
Invoices are deemed fully accepted unless a registered objection is lodged within five calendar days of the invoice date, without prejudice to earlier (explicit or implicit) acceptance.
Payment Terms
Unless proven otherwise, each invoice is presumed to have been received by the customer on the third working day after the invoice date. Invoices are payable in cash at FIMATEC’s registered office, without discount. If invoices are not paid within the set term, interest for late payment of 1% per month on the outstanding invoice amount shall accrue by operation of law and without prior notice as of the due date. Additionally, in case of full non-payment on the due date, a flat-rate compensation of 12% of the invoice amount, with a minimum of €200, shall be due by operation of law and without prior notice.
Insurance
FIMATEC declares that it has subscribed to a Public Liability Business insurance policy, under which the financial consequences of its liability for damage caused to third parties as a result of the execution of its activities are covered.
By signing this agreement, the Contracting Party waives the right of recourse against FIMATEC. The Contracting Party shall inform its own insurer accordingly and request a waiver of recourse against FIMATEC for all damages for which FIMATEC could potentially be held liable.
For machines rented under a contract that includes machine breakdown coverage, a waiver of recourse against the Contracting Party is provided. The deductible in the policy amounts to a minimum of €1,250 (20% of the damage) and a maximum of €3,125 indexed, which shall always be borne by the Contracting Party. In cases of gross negligence, the Contracting Party shall be fully liable for compensation.
Liability
Any compensation FIMATEC may be required to pay shall never exceed the limits provided under its liability insurance policy, to the extent permitted by law. A certificate of this insurance can be provided to the client upon simple request.
If there is no insurance coverage for any reason whatsoever, FIMATEC’s liability shall be limited to the invoice amount, the price of the assignment, or, in the absence of an agreement on price, the value of the work to be performed, excluding VAT and expenses, to the extent permitted by law.
FIMATEC shall never be liable for any indirect damage, including but not limited to financial or commercial losses, production losses, loss of profit, or loss of clientele.
By signing this agreement, the customer waives any right of recourse against FIMATEC for any damage not covered by the subscribed insurance.
In any case, FIMATEC shall not be liable for any indirect damage such as, but not limited to, financial and commercial loss, production loss, loss of profits, or loss of customers.
To the extent permitted by law, the Parties mutually exclude any other liability than that provided for in this agreement, so that the Parties and/or their respective representatives and/or auxiliaries (including directors and employees) cannot be held liable outside the contractual framework or involved in disputes concerning the formation, execution, interpretation, or termination of the agreement.
Notwithstanding the foregoing, the Parties expressly acknowledge and declare that, to the extent legally permitted, they can only hold each other liable and not their respective representatives or auxiliaries (including directors and employees), in relation to the formation, execution, interpretation, or termination of the agreement. The application of Article 6.3 §2 of Book 6 of the Belgian Civil Code is explicitly excluded, to the extent legally allowed.
Governing Law and Jurisdiction
This agreement is governed by Belgian law. Any dispute arising between the Parties concerning this agreement shall fall exclusively under the jurisdiction of the courts competent for the registered office of FIMATEC.