Purchasing Conditions Electric Charge Points
Structure and definitions
1.1 These Purchasing Conditions Electric Charge Points apply to all offers and agreements under which LeasePlan sells and delivers Electric Charge Points to the Client.
1.2 In these Purchasing Conditions Electric Charge Points any capitalized term shall have the meaning ascribed to it in Appendix 1 to these Purchasing Conditions Electric Charge Points.
1.3 Any (general) terms and conditions of the Client are hereby expressly excluded.
Order process, delivery and acceptance
2.1 Client may request LeasePlan to issue an offer for the purchase of an Electric Charge Point and related Services, such as the charge card (each an Order Request).
2.2 Confirmation in writing or electronically of the offer by an authorized representative of Client shall constitute an Order Request. Only after acceptance of the Order Request in writing or electronically by LeasePlan, the Order Request shall become an Order, which is binding on Client and LeasePlan.
2.3 The Order shall constitute an agreement. However, LeasePlan may generate a separate confirmation document that specifies the Order, in which case that confirmation document shall constitute the agreement (each a Purchase Agreement).
2.4 LeasePlan may approve the cancellation of an Order by Client subject to certain conditions and payment of related costs. If Client requests LeasePlan to cancel the Order, LeasePlan shall submit a proposal to Client setting out the conditions and costs for cancellation of the Order. The cancellation of the Order shall not have effect unless Client and LeasePlan have approved the proposal in writing.
2.5 LeasePlan may request Client or Driver to provide any relevant information in relation to, and upload photos of the site at which the Electric Charge Point will be installed.
2.6 Based on the information referred to in article 2.5, LeasePlan will provide an indication of the total costs of installation of the Electric Charge Point. If the information is insufficient for LeasePlan to provide such indication, LeasePlan, or a third party on behalf of LeasePlan, may be required to visit the relevant location before an indication of the costs can be given. The actual installation costs (including the costs of any additionally required hardware) may be calculated in arrears and charged by LeasePlan on a time and material basis to Client.
2.7 Electric Charge Points shall be delivered and installed by LeasePlan or a third party from LeasePlan’s approved network. As soon as an Electric Charge Point is ready for installation, LeasePlan or such designated party shall notify Client and schedule an appointment for the installation of the Electric Charge Point.
2.8 After installation of an Electric Charge Point, LeasePlan will perform a site acceptance test. The party responsible for the installation of the Electric Charge Point will receive a notification once the Electric Charge Point has been connected and accepted by the back-office of LeasePlan. The results of the site acceptance test shall be conclusive and incontestable evidence that Client has received a fully functional Electric Charge Point in an undamaged condition in accordance with the specifications of the Order.
2.9 Any additional costs or expenses resulting from actions or omissions of Client or Driver delaying or preventing the installation of the Electric Charge Point shall be borne by Client.
2.10 As of the moment of the site acceptance test referred to in article 2.8 the Electric Charge Point is transferred to Client and the Electric Charge Point shall be for the risk and account of Client.
2.11 If the delivery of the Electric Charge Point is delayed, LeasePlan shall notify Client accordingly. LeasePlan shall not be responsible for any delay or failure in delivery of an Electric Charge Point whatsoever caused.
2.12 LeasePlan may cancel delivery and/or installation of the Electric Charge Point if either LeasePlan or Client cancels the delivery of the related electric Vehicle.
Use of an electric charge point
3.1 Client shall ensure that:
the Electric Charge Point shall be used in accordance with the Electric Charge Point instruction manual as issued by the relevant supplier from time to time;
the Electric Charge Point, shall at all times be kept in proper working condition, maintained and, if required, repaired, all in accordance with the instructions given by LeasePlan, taken into account the supplier’s recommendation;
the Electric Charge Point will only be installed on private property;
the Electric Charge Point shall always be connected to a working internet connection; and
driver will comply with the terms of these Purchasing Conditions Electric Charge Points.
3.2 Any modifications, changes and/or additions to an Electric Charge Point may only be made with prior written approval of LeasePlan.
3.3 Client shall ensure that, to the extent required by applicable law, all licenses, permits or other required approvals are obtained prior to the installation of the Electric Charge Point.
3.4 If an Electric Charge Point cannot be used due to maintenance, damage, repair, defects, connectivity issues, faults or otherwise, this shall not affect Client’s obligation to pay any related charges.
Service and Maintenance
Hotline 4.1 LeasePlan provides a technical service hotline to answer calls and solve incidents.
Monitoring 4.2 LeasePlan will monitor and service the Electric Charge Points remotely and may contact Driver and/or Client if any issues have been detected that require action from Driver or Client.
Maintenance 4.3 LeasePlan will perform preventive maintenance of the Electric Charge Point required by national law and manufacturer requirements, unless Client has indicated that it does not require preventive maintenance services. The duration and the costs of the preventive maintenance by LeasePlan are specified in the Purchase Agreement. LeasePlan will also provide corrective maintenance.
General 4.4 Costs for maintenance and repair (whether damage repair or otherwise) of an Electric Charge Point and accessories and any updates thereof or additions which Client acquires separately or which Client has installed itself, shall not be covered by maintenance.
4.5 LeasePlan shall perform the maintenance with reasonable care and skill and in accordance with good industry practice. Client will ensure that LeasePlan is provided all necessary assistance and access to perform the maintenance.
Liability and indemnity
5.1 To the extent permitted by applicable law, LeasePlan shall not be responsible for and shall not be liable towards Client for any damages caused by (the use of) the Electric Charge Points. The exclusion of liability includes, but is not limited to, liability for any claim, loss, damage, costs or injury (including death) of any nature, direct or consequential, contractually or non-contractually, in connection with:
(i) shortcomings, deficiencies and/or defects to an Electric Charge Point; (ii) the use of an Electric Charge Point by Client or a Driver; (iii) actions of shortcomings by third parties performing repairs, maintenance and other components of the Services; and (iv) infringement by Client or Driver of the applicable laws and regulations.
5.2 Client shall indemnify and hold harmless LeasePlan against any claim, loss, damage, cost, or injury of a third party or a Driver related to the events set out under Clause 5.1 (ii) and 5.1 (iv).
Price, Invoicing and Payment
6.1 The purchase price for the Electric Charge Point is specified in the Purchase Agreement.
6.2 Client shall pay the purchase price in full in advance or through monthly payments as part the Lease Installment, as indicated in the Purchase Agreement. Any details in relation to invoicing and payment have been set out in the applicable leasing conditions.
Termination and Suspension
7.1 Without prejudice to any other rights LeasePlan might have under any applicable law in the event and with immediate effect, LeasePlan shall be entitled to (i) terminate (opzeggen) a Purchase Agreement or all Purchase Agreements concluded with Client:
(i) in case of a Material Breach or a Material Event; or (ii) Client has not paid an invoice which is overdue with more than 30 (thirty) days.
7.2 Except as specifically provided for in these Purchasing Conditions Electric Charge Points or in the relevant agreements as applicable between the Parties, neither Party shall be entitled to terminate, suspend or annul any Purchase Agreement.
7.3 The termination of a Purchase Agreement shall not affect the obligation for Client to pay any (remaining parts) of the Lease Installments, which shall continue to be invoiced as agreed by Parties.
7.4 In the event of late payment of the invoices or breach by Client of any other obligation under a Purchase Agreement, LeasePlan shall be entitled to postpone its performance under the relevant Purchase Agreement and may disable the Electric Charge Point(s) and Charge Card(s) remotely.
The rights granted to Client under a Purchase Agreement are personal and cannot be transferred to any third party without LeasePlan’s prior written approval, in absence of which such transfer shall be null and void and have no effect whatsoever. LeasePlan may transfer its legal relationship with Client under an Purchase Agreement, to any of its affiliated companies or in the context of any Structured Finance Transaction to any third part(y)(ies), by means of written notification of the same to Client.