Previous notice regarding language: This document is provided for convenience purposes only and has a strictly informative value. It does not have any binding or contractual effect.
The Spanish version of the Terms and Conditions of FINANZAUTO, S.A.U. (available at https://www.finanzauto.es/terminos-y-condiciones) shall be the sole legally binding version and shall prevail in all respects.
In the event of any discrepancy, inconsistency or conflict between the Spanish version and this English version, the Spanish version shall prevail. The parties expressly agree that this English version may not be relied upon for purposes of interpretation of the Terms and Conditions.
A. GENERAL CONDITIONS
1. The Contract
1.1. These General Conditions shall apply to any contract entered into by FINANZAUTO, S.A.U. with its Customers (the “Contract”). The term “Contract” covers any document agreed between FINANZAUTO, S.A.U. and its Customers (jointly, the “parties”) that involves one or more obligations for one or both parties to give, to do or not to do (by way of example, obligations deriving from contracts of sale or rental of equipment or spare parts, or the provision of repair or maintenance services), even if such document is not named “Contract” but bears any other designation such as, merely by way of example, “offer”, “quotation” or “valuation”, once it has been accepted by both parties. For the purposes of this document, the term “FINANZAUTO, S.A.U.” includes not only FINANZAUTO, S.A.U. itself, but also any company controlled by FINANZAUTO, S.A.U. A company controlled by FINANZAUTO, S.A.U. shall mean any company in which FINANZAUTO, S.A.U. owns at least 51% of its shares or equity interests, such as, among others, ALAYAN RENTAL, S.L.U.
1.2. If the Contract entails repairs or other interventions by the technical service of FINANZAUTO, S.A.U., the “Contracting Conditions of FINANZAUTO, S.A.U. in Repairs and other Interventions by the Technical Service”, set out in section B of this document, shall additionally apply. If the Contract entails the sale of spare parts and accessories, the “Contracting Conditions of FINANZAUTO, S.A.U. in the Sale of Spare Parts and Accessories”, set out in section C of this document, shall additionally apply. If the Contract entails the rental of machinery without operator, the “Contracting Conditions for the Rental of Equipment without Operator”, set out in section D of this document, shall additionally apply. All of these General Conditions, taken together, are hereinafter referred to as the “Terms and Conditions of FINANZAUTO, S.A.U.”.
1.3. The Contract and the Terms and Conditions of FINANZAUTO, S.A.U. constitute the entire agreement applicable to any Contract. Accordingly, no clauses, terms or conditions that the Customer may incorporate into its documents (for example, an order document or an acknowledgement of receipt) shall in any event apply, unless they have been expressly accepted in writing by FINANZAUTO, S.A.U. In no event shall such acceptance be deemed granted by mere confirmation by e-mail. In no event shall such acceptance be deemed tacitly granted.
1.4. Any inconsistencies between the provisions of this document and any conditions that the Customer may, where applicable, incorporate into documentation relating to the goods or services that are the subject matter of the Contract (where, pursuant to the foregoing paragraph, they have been expressly accepted in writing by FINANZAUTO, S.A.U.) shall be resolved in favour of the provisions of this document, unless otherwise expressly agreed in writing and initialled by the parties. Any clause contrary to the foregoing shall be deemed not to have been included.
1.5. The Contract shall enter into force when the first of the following events occurs:
- execution of the Contract;
- issuance of an order document, once expressly accepted by FINANZAUTO, S.A.U., where the Contract has not been signed by the Customer;
- acceptance by FINANZAUTO, S.A.U. of a total or partial payment made by the Customer; or
- delivery of material or commencement of the provision of services by FINANZAUTO, S.A.U.
1.6. Any technical specification, illustration, graph, plan, design, price list, performance figures or tolerances, or any other technical data supplied by FINANZAUTO, S.A.U. in relation to any Contract, whether in writing or in any other form (the “Data”), do not form part of the Contract and shall be deemed to have been provided to the Customer for information purposes only, except where the parties have expressly, unequivocally and in writing agreed to accord them contractual force. FINANZAUTO, S.A.U. does not in any event warrant the accuracy of the Data or the absence of errors therein. Likewise, any Data supplied by the Customer do not form part of the Contract unless the parties have expressly, unequivocally and in writing agreed to accord them contractual force. Any authorisation or approval by e-mail of Data supplied by the Customer shall be deemed null and void and of no effect.
1.7. If there is any inconsistency among the documents forming part of the Contract, they shall be interpreted in the following order of precedence:
- the Contract;
- the Terms and Conditions of FINANZAUTO, S.A.U.;
- the Customer’s terms and conditions, where applicable by reason of their having been expressly accepted in writing by FINANZAUTO, S.A.U. In any event, the existence of any clause, term or condition of the Customer that is contrary to the provisions hereof because it incorporates a different rule of precedence shall be deemed null and not written, even where the Customer document containing such clause, term or condition has been accepted by FINANZAUTO, S.A.U., unless specific additional express written acceptance thereof has been granted; and
- the Data, where, in accordance with the foregoing, they have contractual force.
1.8. Any time limits set forth in the Contract, whether for delivery or contemplated for completion of repair and maintenance services, shall be deemed approximate and shall not be construed as terms of the essence of the Contract unless the parties have expressly, unequivocally and in writing conferred such essential character upon them.
2. LIMITATIONS AND EXCLUSIONS OF LIABILITY (THE CUSTOMER MUST READ THIS CLAUSE CAREFULLY)
2.1. The maximum aggregate liability of FINANZAUTO, S.A.U. for any reason whatsoever, including contractual liability arising from this Contract, and any penalties that may have been agreed between the Customer and FINANZAUTO, S.A.U., shall in no event exceed the lesser of the following amounts: (i) fifty per cent (50%) of the amount invoiced by FINANZAUTO, S.A.U. for the goods or services from which such liability derives, excluding indirect taxes; (ii) three hundred thousand euros (€300,000); (iii) in the case of periodic maintenance services, the amount resulting from the aggregate of six monthly instalments, excluding indirect taxes; and (iv) in the case of the sale of goods, fifty per cent (50%) of the replacement cost thereof. Any clause contrary to the foregoing overall cap on liability shall be deemed not to have been included.
2.2. FINANZAUTO, S.A.U. shall in no event be liable for present or future loss of profit, nor for indirect or consequential damages.
For the purposes of interpretation of this clause:
a) “Direct damages” or “actual damages” means any and all losses or damages suffered by the goods or equipment that are the subject matter of the contract of sale, supply or repair services, which would have to be compensated to restore them to the condition they were in before the harmful event or, as the case may be, to compensate for their loss.
b) “Indirect” or “consequential” damages means any and all damages caused to other goods, other than the machinery or equipment sold, supplied or repaired; that is, any damage that does not affect the substance or matter thereof.
c) “Loss of profit” means the foreseeable future gain that has not been obtained as a consequence of the harmful event, such as any loss of income, profit, productivity or production, business interruption, loss or diminution of goodwill or business opportunity, cancellation of contracts, depreciation or loss in value of shares, loss of opportunity or use, or any losses deriving from delay.
2.3. FINANZAUTO, S.A.U. shall in no event be liable for any damages, losses, expenses or costs that the Customer or its employees, directors or officers may have suffered as a consequence of any activity of FINANZAUTO, S.A.U. carried out in accordance with instructions given by the Customer. The Customer shall be solely liable for any damages, losses, expenses or costs deriving from errors, omissions or defects in such instructions.
2.4. FINANZAUTO, S.A.U. shall in no event be liable for any impossibility of performing contractual obligations as a consequence of fortuitous event or force majeure. For these purposes, a fortuitous event shall mean an event which, according to what is habitually considered reasonable, could not have been foreseen but which, had it been foreseen, would have been avoidable; and force majeure shall mean an event which, even if foreseen, would have been unavoidable. By way of example only, force majeure events shall include strikes, demonstrations, shortages of materials on the market, lack of supply or delay in delivery by the manufacturer (hereinafter, the “OEM”, from “Original Equipment Manufacturer”), power cuts, fires, floods, earthquakes, wars, pandemics, delays by land, air or sea transport companies (whether domestic or international), occupational accidents or accidents of any other nature, delay or breach of contractual obligations by companies subcontracted by FINANZAUTO, S.A.U. or its suppliers, sabotage, explosion, blockades, embargos, coups d’état, invasions or acts of terrorism.
2.5. The provision of repair, maintenance or any other technical services by FINANZAUTO, S.A.U. shall automatically imply the waiver by the Customer of any claim for any kind of liability in respect of prior repair services performed on the same asset in the past, or the waiver of continuing any claims that may already have been made in relation thereto, unless the parties have expressly agreed in writing that the provision of the new repair services shall not imply such waivers.
2.6. FINANZAUTO, S.A.U. shall not be liable in any way for damages deriving, directly or indirectly, from lack of maintenance or defective maintenance by the Customer of the goods supplied, in accordance with the tasks described in the manuals and technical information of the OEM. Lack of maintenance or defective maintenance of the goods supplied by the Customer shall entail the automatic loss of any warranty that may have been granted, as well as waiver, to the fullest extent permitted by law, of any claim for liability against FINANZAUTO, S.A.U. directly or indirectly related to failure or defective operation thereof, or to any damage caused thereby.
2.7. FINANZAUTO, S.A.U. shall not in any event be liable for damages that may derive, directly or indirectly, from Data supplied either by FINANZAUTO, S.A.U. or by the Customer, unless such Data have been given contractual force in accordance with the agreement of the parties as described in clause 1.6. In the latter case, the resulting liability shall in any event remain subject to the exclusions and limitations of liability described in the foregoing paragraphs.
2.8. The Customer acknowledges and accepts that the foregoing provisions have been clearly expressed, that it understands them, and that it accepts them. The Customer is aware that the price and contractual conditions of FINANZAUTO, S.A.U. are conditional upon such acceptance, and that without the same no goods or services would have been offered.
2.9. The limitations and exclusions of liability contained in this section shall also be deemed to be granted for the benefit of any employee, director, officer or company of the TESYA Group.
2.10. Any clause contrary to the foregoing shall be deemed not to have been included, unless its amendment has been expressly and specifically agreed by the parties in writing.
3. Warranty and period to inspect what has been delivered
3.1. Unless expressly stated otherwise by FINANZAUTO, S.A.U., and always to the extent permitted by law, the goods supplied are delivered or provided without any warranty whatsoever.
3.2. Where the supply of specific goods is offered with a specific warranty, FINANZAUTO, S.A.U. warrants that such goods are free from defects, subject to the contents and exclusions stated in the OEM certificate. The warranty shall only entail, where applicable and at the discretion of FINANZAUTO, S.A.U., the repair or replacement of the product. In no event shall the warranty include any indirect costs, such as, among others, travel expenses, board and lodging, towing, crane hire and/or scaffolding, except where expressly provided for in the OEM warranty.
3.3. The Customer has a period of one day from delivery to carry out an in-depth inspection of the goods. Once such full day (24 hours) has elapsed, the goods or service shall be deemed accepted, and in no event may the Customer allege that goods different from those agreed (aliud pro alio) have been delivered. Any inconsistency or non-conformity of such goods or services with what was agreed must invariably be asserted within such period. The Customer is aware that the products supplied by FINANZAUTO, S.A.U. are complex and may on occasion incorporate minor ancillary material (such as air lines) whose specifications may not exactly match the technical specification offered. It is therefore important for the Customer to conduct the aforesaid inspections in depth within such period, especially where any element is particularly important or relevant to its business. The Customer is aware and accepts that, once such period has elapsed, FINANZAUTO, S.A.U. shall neither correct nor replace the delivered goods or services, except where they are covered by an applicable warranty defect.
3.4. The Customer has the non-extendable period of one week from delivery to verify the existence of any hidden defect or vice in the delivered goods or services provided, and waives any claim for latent defects beyond such period, without prejudice to the coverage of the applicable warranty where appropriate.
3.5. The Customer is a professional in its sector of activity and is solely responsible for knowing whether what it acquires is suitable for the purposes of its activity. FINANZAUTO, S.A.U. merely delivers what is requested from it, without in any way warranting that the goods supplied are valid or useful for such purpose or activity, even where it knows the Customer’s purpose or activity. In particular, by way of example, FINANZAUTO, S.A.U. does not warrant the operation of locomotives, buses, forklift trucks or vessels in which its engines are to be installed, since FINANZAUTO, S.A.U. is not a specialist in such sectors but only in the operation of its engines under the specific conditions set out in the operation and maintenance manuals and technical documentation supplied by the relevant OEM.
3.6. In relation to the sale and purchase of engines, propulsion equipment and ancillary material, such as, among others, propellers, reduction gearboxes, shaft lines, controls, soundproofing and mechanical and electrical installations, FINANZAUTO, S.A.U. may voluntarily carry out engine inspection tests to verify that their installation has been performed in accordance with the OEM’s minimum recommendations. Such tests reflect a situation and condition at the time and under the circumstances in which they are carried out, and are limited to ensuring that the engine has been installed, under test conditions that are not necessarily real operating conditions, in accordance with the OEM’s installation practices, and that it performs as expected under those specific on-site test conditions. The performance of such tests and any validation of the installation, even if express, by FINANZAUTO, S.A.U. does not in any way guarantee the subsequent functioning of the machine in which the engine is installed, nor that it complies with regulatory, legal or contractual requirements of any kind, which is solely the Customer’s responsibility as a professional in the sector and the sole party responsible for knowing its functioning, operation and requirements. Accordingly, the Customer is aware that FINANZAUTO, S.A.U. expressly disclaims any liability that may derive from carrying out such voluntary tests.
3.7. To the fullest extent permitted by law, where the Customer acquires from FINANZAUTO, S.A.U. any used or remanufactured goods, such goods shall be deemed not to be subject to any warranty whatsoever. FINANZAUTO, S.A.U. does not warrant that the certificates, permits or official licences accompanying used or remanufactured goods are suitable for their use in any given territory or where they may be required. In no event shall FINANZAUTO, S.A.U. pay any direct or indirect costs or modifications necessary to such used or remanufactured goods in order to obtain such certificates, permits or licences.
3.8. In no event shall the warranty, where granted, be deemed to cover failures due to breach by the Customer of operation or maintenance recommendations given by FINANZAUTO, S.A.U. or the OEM, or contained in the relevant operation and maintenance manual, or deriving from the use of fluids not specified in such manual, or from the use of non-original spare parts, or from the failure to control alarms, inspect them or monitor their data log.
4. Indemnity
4.1. The Customer states that it has received and understood the manuals and technical information relating to the goods supplied to it. The Customer states that it has had the opportunity to clarify any issue relating to such manuals and information that it may not have understood. The Customer undertakes to follow the instructions and recommendations given by the OEM in such manuals and information and, where applicable, to carry out the corresponding periodic maintenance operations in accordance therewith. The Customer shall defend, indemnify and hold harmless FINANZAUTO, S.A.U. against any claims or damages deriving, directly or indirectly, from the failure by the Customer, its employees, directors, officers, agents or subcontracted third parties to follow such instructions and recommendations.
4.2. The Customer must ensure that the goods supplied are installed, operated and maintained by qualified companies and personnel, and shall indemnify and hold harmless FINANZAUTO, S.A.U. from any and all damages deriving, directly or indirectly, from defective installation, operation or maintenance thereof, even if FINANZAUTO, S.A.U. has been present during such installation, operation or maintenance activities. In no event shall the presence of FINANZAUTO, S.A.U. personnel during installation, operation or maintenance activities carried out by the Customer or by third parties subcontracted by the Customer be construed as meaning that FINANZAUTO, S.A.U. has rendered technical advisory, supervisory or management services in relation to such activities. Such presence shall only be regarded as support or commercial assistance, without any commitment as to result and, therefore, without any assumption of liability.
4.3. The Customer must ensure that the spare parts and materials used for any maintenance or repair work on the goods supplied have been manufactured by the OEM or by FINANZAUTO, S.A.U., or recommended by them. FINANZAUTO, S.A.U. shall not be liable for damage to the supplied goods deriving from the Customer’s use of materials not manufactured by an OEM or by FINANZAUTO, S.A.U. The Customer’s use of materials not manufactured by an OEM or by FINANZAUTO, S.A.U. shall constitute grounds for termination (solely in favour of FINANZAUTO, S.A.U.) of any maintenance or repair agreements then in force between the parties. The Customer shall defend, indemnify and hold harmless FINANZAUTO, S.A.U. against any claims or damages deriving, directly or indirectly, from the Customer’s use of spare parts and materials not manufactured or not approved by an OEM or by FINANZAUTO, S.A.U.
4.4. The Customer shall defend, indemnify and hold harmless FINANZAUTO, S.A.U. in relation to any claims or any damages, including personal injury (death, psycho-physical injury and moral damages in the strict sense), caused to third parties by the goods supplied as a consequence of the Customer’s lack of maintenance or defective maintenance of the supplied goods. “Defective maintenance” shall mean maintenance that fails fully to comply with the recommendations given in writing by the relevant OEM or by FINANZAUTO, S.A.U. or that fails to comply with the provisions of the maintenance manual of the relevant OEM.
4.5. The Customer shall defend, indemnify and hold harmless FINANZAUTO, S.A.U. in relation to any claims or any damages deriving, directly or indirectly, from the Customer’s use of used or remanufactured goods that do not have the certificates, permits or licences required for their use in a given territory. By way of example, the Customer shall hold FINANZAUTO, S.A.U. harmless against damages caused by such goods to third parties, or any fines or penalties that may be imposed on FINANZAUTO, S.A.U. as a consequence of such use.
4.6. The Customer shall defend, indemnify and hold harmless FINANZAUTO, S.A.U. in relation to any claims or any penalties and interest that FINANZAUTO, S.A.U. may have had to bear as a consequence of the Customer’s failure to pay any taxes, interest or penalties that may be levied on the supply of the goods or the provision of the relevant services.
4.7. The Customer shall defend, indemnify and hold harmless FINANZAUTO, S.A.U. in relation to any claim brought against FINANZAUTO, S.A.U. that is connected, directly or indirectly, with delay in taking receipt of, or failure to take receipt of, the goods and services to be supplied.
4.8. The indemnity and hold harmless benefits granted to FINANZAUTO, S.A.U. in this clause shall also be deemed to have been granted to its employees, directors, officers, agents and any company of the TESYA Group.
5. Method of payment
5.1. The price shall be paid by the Customer in euros, without any deduction for bank or finance charges, in cash on delivery, by SEPA direct debit, irrevocable bank transfer, cash (subject to the statutory limit), banker’s draft or bank-certified cheque payable to FINANZAUTO, S.A.U., or credit card, once delivery has been made or the service has been provided by FINANZAUTO, S.A.U., unless different terms have been expressly agreed individually.
5.2. The price shall only be deemed paid when it has been received by FINANZAUTO, S.A.U. without any possibility of cancellation or reversal by the Customer.
5.3. Even if FINANZAUTO, S.A.U. has accepted a given method of payment, all risks deriving from such method shall be borne by the Customer.
5.4. The Customer authorises FINANZAUTO, S.A.U. to allocate any amount of money received from the Customer, first, to the payment of Customer debts relating to goods or services supplied in the past (including the payment of any penalties or liabilities).
5.5. The quoted prices do not include any discount unless expressly granted in writing by FINANZAUTO, S.A.U. The granting of discounts in one or more contracts in the past may not in any way be construed as a commitment to grant discounts in future transactions.
5.6. Any discounts that may have been granted shall, unless otherwise agreed, be deemed granted on the price of the goods or services, excluding taxes, and shall not apply to any other charges that may additionally correspond to the supply of the goods or the provision of the relevant services.
5.7. Any discounts that may have been granted shall be deemed automatically revoked in the event of non-payment or late payment of the price.
5.8. Prior to delivery of the goods or provision of the relevant services, FINANZAUTO, S.A.U. may require the Customer to make an advance provision of funds sufficient to cover the cost thereof, which amount shall be credited against the final invoice issued in due course.
5.9. In the case of the sale and purchase of new engines and ancillary material, as well as new or used public works and construction machinery, the sale price shall be paid in accordance with the following milestones, unless otherwise expressly agreed in writing:
- 20% upon execution of the Contract by the Customer. Such 20% shall be deemed earnest money or deposit. Once the Contract has been executed, any cancellation or termination of the sale for any reason not attributable to FINANZAUTO, S.A.U. shall entail the irrevocable forfeiture of the deposit, without prejudice to any claim for full payment of the price and the corresponding damages, where applicable.
- 80% prior to delivery or simultaneously with the making available of the engine or machine.
5.10. FINANZAUTO, S.A.U. may agree with Customers to defer payment by mutual agreement, provided that such deferral does not exceed 60 days, in accordance with Law 15/2010 on the combating of late payment in commercial transactions. Any payment deferral exceeding the maximum periods established by the legislation in force from time to time shall entail a financing cost for the Customer, which shall be set out in the relevant deferral agreement.
5.11. The price agreed by the parties for the sale of engines that entails expenses of a Classification Society includes only the expenses necessary for inspection of the engines within the facilities of FINANZAUTO, S.A.U. The price agreed by the parties shall in no event include the approval of documents, plans, inspections or any other expenses required by the relevant Classification Society outside FINANZAUTO, S.A.U.’s facilities.
6. Taxes
6.1. The prices quoted by FINANZAUTO, S.A.U. shall always be deemed net of any taxes, such as, by way of example, VAT or IGIC, which shall be added to the final invoice to be paid by the Customer.
6.2. The Customer shall be responsible for paying any taxes levied on the supply of the relevant goods or the provision of the relevant services. The Customer undertakes to reimburse FINANZAUTO, S.A.U. for any taxes, interest and penalties that FINANZAUTO, S.A.U. may have had to bear by reason of the Customer’s failure to do so.
7. Delivery; transfer of risk
7.1. Unless otherwise expressly stated in the Contract or expressly agreed in writing by the parties, goods supplied for the domestic market (including mainland Spain, the Balearic Islands and the Canary Islands, but excluding Ceuta and Melilla) shall be made available to the Customer and delivered on truck at the facilities of FINANZAUTO, S.A.U., and all expenses and risks inherent in transport and subsequent unloading shall be borne by the Customer.
7.2. Goods destined for countries belonging to the European single market shall be made available to the Customer and delivered thereto on truck at the facilities of FINANZAUTO, S.A.U.; the expenses and risks of transport, as well as the issuance of the documentation evidencing the departure of the goods from national territory, which the Customer is required to provide to FINANZAUTO, S.A.U., shall be borne by the Customer.
7.3. Goods destined for third countries or territories of European countries that do not form part of the common customs territory (including, among others, Ceuta and Melilla) shall be made available to the Customer alongside the ship or aircraft at the port or airport agreed for shipment. FINANZAUTO, S.A.U. shall be the exporter of the goods and shall issue the corresponding export declaration before the agreed customs office, while loading and shipment of the goods onto the means of transport for departure from the common customs territory shall be for the Customer’s account. The Customer is not authorised by FINANZAUTO, S.A.U. to issue any export declaration in which FINANZAUTO, S.A.U. or any company of the TESYA Group is included as exporter. The Customer shall be liable and shall hold harmless FINANZAUTO, S.A.U., or any company of the TESYA Group or Caterpillar Group, in the event of breach of the foregoing.
7.4. Although title to the delivered goods shall be deemed transferred upon delivery (and not upon any commissioning, where applicable, even where commissioning is to be carried out by FINANZAUTO, S.A.U.), FINANZAUTO, S.A.U. reserves the right to terminate the sale in the event of non-payment of the price, and the Customer undertakes to return the supplied goods, at the Customer’s own cost and expense, to the facilities of FINANZAUTO, S.A.U. in the same condition in which they were received.
7.5. Unless otherwise expressly agreed in writing, the Customer shall collect the goods to be supplied within a maximum period of five calendar days from the date on which FINANZAUTO, S.A.U. notifies the Customer that such goods are available for delivery.
7.6. Once the period indicated in the foregoing paragraph has elapsed, the goods shall remain in storage at the facilities of FINANZAUTO, S.A.U., and the Customer shall bear the risk of deterioration or loss. The Customer shall pay FINANZAUTO, S.A.U. the reasonable storage costs and a penalty equivalent to the rental price in accordance with the public rental price of the goods to be supplied or, where no such price exists because the relevant goods are not rented, a penalty for each day of delay equivalent to 0.1% of the public sale price of the goods to be supplied.
7.7. At the time of delivery, the Customer shall carry out a thorough visual inspection of each and every visible element of the subject matter of delivery. For such purpose, at the time of delivery an employee, representative or agent of the Customer must be present, with sufficient knowledge to acknowledge receipt of what is delivered and to make, in situ, any comments, statements or notices of non-conformity it considers appropriate. Acceptance by the Customer of the goods to be supplied without any comment, statement or notice of non-conformity shall entail acceptance of the supply, such that the Customer may thereafter only allege, where applicable and under the conditions and time limits described in this document, hidden defects or vices, but may in no event allege the existence of patent defects or defects visible to the eye. Hence the importance for the Customer of carrying out this thorough visual inspection. Failure to carry out such inspection or the absence of qualified Customer personnel to do so shall be the Customer’s sole responsibility.
7.8. Physical delivery without any notice of non-conformity shall constitute evidence that the Customer has received the goods in perfect condition, complete, and in accordance with what was agreed in the Contract (or with non-essential deviations accepted by the Customer). If required by FINANZAUTO, S.A.U., the Customer shall sign an acknowledgement of receipt confirming the absence of non-conformity regarding what was received.
7.9. Delivery of the goods shall likewise include delivery of the corresponding manuals and technical information. However, in the case of used equipment or spare parts (whether new or used), such manuals and technical information may not always be delivered to the Customer. It is the Customer’s responsibility to ensure receipt of such documentation and to keep it throughout the useful life of the delivered goods. Unless the Customer states otherwise at the time of delivery, such manuals and technical information shall be deemed to have been delivered together with the goods, and the Customer may not thereafter allege that it did not receive them, unless FINANZAUTO, S.A.U. expressly acknowledges that they were not delivered. The Customer is obliged to make such manuals and technical information available to anyone requiring them for use, operation and maintenance, and to subsequent acquirers.
7.10. Unless otherwise expressly agreed, FINANZAUTO, S.A.U. shall arrange loading, transport or unloading services and insurance on behalf of the Customer, and FINANZAUTO, S.A.U. may freely choose the company or companies to be subcontracted. Likewise, and unless otherwise expressly agreed, in such cases the risks of loading, transport and unloading shall be borne exclusively by the Customer. The Customer waives any right to claim against FINANZAUTO, S.A.U. for any liability deriving directly or indirectly from FINANZAUTO, S.A.U.’s arranging, on behalf of the Customer, loading, transport or unloading services. The Customer shall indemnify and hold harmless FINANZAUTO, S.A.U. in relation to any claim deriving, directly or indirectly, from the appointment by FINANZAUTO, S.A.U., on behalf of the Customer, of the company or companies entrusted with the performance of loading, transport or unloading services and/or from any breach by such company or companies of their obligations, including, among others, delay in delivery.
7.11. If six months elapse from the date on which notice of making available of the goods to be supplied was given and physical delivery has not taken place for any reason not attributable to FINANZAUTO, S.A.U., the latter may elect to terminate the Contract, retain the goods to be supplied, and refund the price less such amounts as may be deducted in respect of damages, losses, costs, expenses and penalties in accordance with the foregoing sections.
7.12. In some cases, delivery of propulsion engines includes a lifting beam owned by the OEM, which is lent to the Customer to carry out loading and unloading operations. Such lifting beam shall be kept by the Customer in perfect condition and returned to FINANZAUTO, S.A.U. within a maximum period of 24 weeks from delivery.
7.13. In some cases, Customers themselves supply materials to be assembled. In such cases, the materials supplied by Customers shall comply with the conditions specified in the OEM document entitled “Customer Supplied Equipment” or equivalent, or any document replacing or amending the same from time to time, which Customers state they are aware of. It shall be the Customer’s sole responsibility to ensure the compatibility of such material with the equipment supplied by FINANZAUTO, S.A.U., even where FINANZAUTO, S.A.U. has been entrusted with the task of assembling or installing it. FINANZAUTO, S.A.U. shall not be responsible for material supplied by Customers themselves, nor for any damage it may cause, especially in cases of incompatibility with the equipment supplied by FINANZAUTO, S.A.U.
8. Delay or non-payment
8.1. Delay or non-payment of part of the agreed price shall entitle FINANZAUTO, S.A.U. to declare any future instalments agreed for full payment thereof immediately due and payable.
8.2. Delay or non-payment of all or part of the price shall entitle FINANZAUTO, S.A.U. to:
- charge the Customer interest on the outstanding debt (outstanding debt also meaning the debt resulting from acceleration of future instalments where FINANZAUTO, S.A.U. exercises the right referred to in the preceding paragraph), as well as collection costs, in accordance with Law 3/2004 of 29 December establishing measures to combat late payment in commercial transactions, or any equivalent rule replacing it;
- withhold delivery of the goods to be supplied, delay the provision of the services, or stop them if they have already commenced. In such case, the Customer shall pay the reasonable storage costs of the goods withheld or the materials required for the provision of such services, with the Customer assuming the risk of deterioration or loss thereof. This right shall also apply in the event of delay or non-payment of any amount owed to FINANZAUTO, S.A.U., whether or not arising under the Contract; and
- require the Customer, at FINANZAUTO, S.A.U.’s option, either to perform the Contract or accept its termination, in both cases with compensation for damages.
8.3. Acceptance by FINANZAUTO, S.A.U. of partial instruments of payment such as bills of exchange, cheques or promissory notes may not in any way be construed as indicating that any payment deferral has been granted, nor does it constitute a waiver by FINANZAUTO, S.A.U. of the exercise of the rights available to it under the foregoing paragraphs.
9. Grounds for termination
9.1. Unless the parties expressly agree otherwise in writing, the Contract may be terminated at the request of FINANZAUTO, S.A.U. on the following grounds, among others, which shall apply subsidiarily in accordance with law:
- the declaration of insolvency proceedings (or any legally equivalent proceeding replacing the same), unless automatic termination is mandatorily prohibited by law;
- the Customer’s inability to pay its current obligations, even if no insolvency proceedings have been commenced;
- breach by the Customer of any of its contractual obligations;
- the Customer’s failure to be current in its tax and Social Security obligations, or failure to provide the corresponding certificate of compliance when requested by FINANZAUTO, S.A.U.;
- suspension of the Customer’s activity for any reason whatsoever; and
- criminal liability of the Customer for any of the offences provided for in article 31 bis of the Spanish Criminal Code.
9.2. Termination on any of the foregoing grounds shall entail payment by the Customer of any and all damages, losses, costs and expenses thereby caused to FINANZAUTO, S.A.U.
10. Ethics and compliance
10.1. The Customer is aware that FINANZAUTO, S.A.U. is bound by high international standards in relation to anti-money laundering, counter-terrorist financing and anti-corruption. FINANZAUTO, S.A.U. requires its Customers to comply with mandatory regulations in these areas and, in particular, those relating to the sanctions in force of the European Union and the United States against certain countries and persons, to whom the Customer shall refrain from providing goods and services.
The Customer shall not sell, export or re-export, directly or indirectly, to Russia or for use in Russia any goods supplied under the agreement between the parties, in accordance with article 12g of Council Regulation (EU) No. 833/2014 of 31 July 2014.
The Customer shall use its best efforts to ensure that the foregoing undertaking is complied with both by itself and by any third party participating in the distribution chain of the product (including, by way of example, any reseller), undertaking to implement the necessary monitoring activities.
In the event of breach of the foregoing, the Customer shall be entitled to terminate this Contract in accordance with the right conferred upon it by article 1124 of the Spanish Civil Code.
The Customer shall immediately inform FINANZAUTO, S.A.U. of any problem related to the foregoing, including activities carried out by third parties that may affect the aforesaid prohibition. At the request of FINANZAUTO, S.A.U., the Customer shall provide evidence of compliance with the foregoing.
10.2. The parties state that, to the best of their knowledge, neither FINANZAUTO, S.A.U. nor the Customer, nor any of their employees, directors, officers or agents, has offered or promised any kind of compensation or reward in order to procure execution of the Contract, beyond any commissions that the salespersons of FINANZAUTO, S.A.U. or its agents may, where applicable, be contractually entitled to receive from FINANZAUTO, S.A.U.
10.3. The Customer undertakes to notify FINANZAUTO, S.A.U. if it becomes aware that FINANZAUTO, S.A.U., the Customer or any of their employees, directors, officers or agents has offered or promised any kind of compensation or reward of the kind referred to in the preceding paragraph.
10.4. The Customer shall defend, indemnify and hold harmless FINANZAUTO, S.A.U. in relation to any claim or any damages deriving from the Customer’s breach of the obligations undertaken in the foregoing paragraphs.
11. Environment
11.1. Whenever the supply of goods or the provision of services is to be carried out outside the facilities of FINANZAUTO, S.A.U., the Customer shall be obliged to carry out at its own expense the proper management of all waste generated in accordance with the applicable regulations in force, save where, in relation to certain services, the parties expressly agree in writing on an alternative waste management regime, always in compliance with applicable regulations.
12. Severability
12.1. The nullity of any clause of the Contract or of the Terms and Conditions of FINANZAUTO, S.A.U. shall not entail the nullity of the Contract or of the Terms and Conditions of FINANZAUTO, S.A.U., but only of the clause affected by such nullity.
13. Joint and several liability
13.1. If for any reason the Contract is executed between FINANZAUTO, S.A.U. and two or more Customers, the liability incumbent upon the latter pursuant to the Contract or to these Terms and Conditions of FINANZAUTO, S.A.U. shall be joint and several.
14. Assignment
14.1. The Customer may not assign, delegate or transfer the rights and obligations corresponding to it under the Contract without the prior written consent of FINANZAUTO, S.A.U.
15. Intellectual and industrial property
15.1. The intellectual and industrial property rights corresponding to the goods, documentation and information supplied to the Customer (including, among others, trademarks, patents, designs, models or industrial drawings, plans or graphs) belong, as the case may be, to FINANZAUTO, S.A.U. or to the relevant OEM.
15.2. In no event may the supply of goods, documentation and information be interpreted as an implied transfer to the Customer of the rights referred to in the foregoing paragraph. The Customer acknowledges that it does not hold any intellectual or industrial property rights in relation to the goods, documentation and information supplied by FINANZAUTO, S.A.U.
15.3. In no event shall the Customer hold itself out to third parties as owner or holder of the rights referred to in the foregoing paragraphs.
15.4. If the Customer becomes aware that any person alleges that the supply of goods or the provision of services that are the subject matter of the Contract infringes any intellectual or industrial property rights of third parties, the Customer shall immediately notify FINANZAUTO, S.A.U. thereof.
15.5. All documentation and information delivered to the Customer must be deemed intended for the proper performance of the parties’ obligations under the Contract. Furthermore, such documentation and information shall be deemed confidential and may not be transmitted in any way to third parties, except for that which is inherent to the goods supplied, such as operation and maintenance manuals.
16. Telemetry systems
16.1. The goods supplied may include telemetry systems for the purpose of transmitting to FINANZAUTO, S.A.U. or the relevant OEM certain data relating to such goods, such as, among others, the model and serial number of the goods, their location and operational information of all kinds (for example: emissions, alarms, hour meter).
16.2. The Customer authorises FINANZAUTO, S.A.U. and the relevant OEM to activate such telemetry systems and process the resulting information for the following purposes:
- improving Customer service;
- helping the Customer to manage its equipment;
- providing information for statistical purposes and market studies; and
- enabling FINANZAUTO, S.A.U. or the OEM to advise the Customer on the acquisition of new goods or related services.
16.3. FINANZAUTO, S.A.U. shall take reasonable precautions to protect the Customer’s privacy when processing the information referred to in the preceding paragraphs and undertakes to use such information exclusively for the purposes described in the preceding paragraph.
17. Communications
17.1. Unless the parties expressly agree otherwise in writing, communications between the parties in relation to the Contract shall only be valid and effective if made in writing.
17.2. Communications exchanged through digital social communication tools or instant messaging applications, such as WhatsApp, Facebook, Instagram, Snapchat and similar applications, shall in no event be contractually valid.
17.3. The addresses of the parties notified in the Contract, whether or not they are their registered offices, shall be valid addresses for the purposes of communications relating to the Contract.
18. Independent parties
18.1. The parties state that each party, and its employees, agents or subcontractors, is independent of the other party, and that what is agreed in the Contract may not be interpreted as creating a partnership, temporary or permanent association, joint venture, agency or association of any kind.
18.2. Each party shall be responsible for the management and control of its personnel and employees for technical, professional or employment purposes, and in no event may it be considered that the personnel of one party has been under the supervision, control or direction of the other by reason of the latter’s having been present during the rendering of services or performance of work by such personnel.
19. No waiver of rights
19.1. Commercial concessions or waivers of rights, benefits or penalties by FINANZAUTO, S.A.U. in relation to a specific Contract may not in any way be construed as constituting an implied agreement for future contracts whereby FINANZAUTO, S.A.U. undertakes to grant the same or similar concessions, or to waive such rights, benefits or penalties.
19.2. The fact that FINANZAUTO, S.A.U. may temporarily have allowed, in relation to any Contract, total or partial non-performance of obligations by the Customer, or may not have demanded such performance, may not be interpreted as meaning that FINANZAUTO, S.A.U. waives its right to require performance or full performance of such obligations.
19.3. Likewise, the fact that FINANZAUTO, S.A.U. has not exercised its right to require the Customer to pay amounts by way of contractual or tortious civil liability, costs, expenses, interest or penalties shall not be interpreted as meaning that FINANZAUTO, S.A.U. has waived its right to demand such payment from the Customer.
19.4. Termination of the Contract for any reason shall not entail any waiver by FINANZAUTO, S.A.U. of its right to require payment by the Customer of any amounts due on any account, including contractual or tortious civil liability, costs, expenses, interest or penalties.
19.5. Agreement upon penalty clauses for the benefit of FINANZAUTO, S.A.U. shall not entail any waiver of the right to claim contractual or tortious civil liability from the Customer.
19.6. Agreement upon penalty clauses for the benefit of the Customer shall entail a waiver of the right to claim contractual or tortious civil liability from FINANZAUTO, S.A.U., unless otherwise expressly agreed in writing.
20. Jurisdiction and governing law
20.1. The Customer and FINANZAUTO, S.A.U. expressly submit to the Courts of the city of Madrid for the resolution of any disputes that may arise between them, which shall in any case be resolved in accordance with Spanish law unless otherwise expressly agreed in writing.
21. Data protection
21.1. FINANZAUTO, S.A.U. and the Customer undertake to comply with the applicable legislation in force on personal data protection, in particular Regulation (EU) 2016/679 of the European Parliament and of the Council (General Data Protection Regulation, GDPR) and Organic Law 3/2018 of 5 December on Personal Data Protection and Guarantee of Digital Rights. FINANZAUTO, S.A.U. shall process the Customer’s personal data solely for the purpose of managing and performing the Contract, including the provision of after-sales services and the sending of commercial communications related to the products or services contracted, on the basis of performance of the Contract or, where appropriate, the legitimate interest of FINANZAUTO, S.A.U. The Customer’s personal data may be disclosed to other companies of the FINANZAUTO Group and to the manufacturers of the products acquired or services requested, as well as to third-party suppliers subcontracted by FINANZAUTO, S.A.U., only where necessary for performance of the Contract or compliance with legal obligations. In all cases, FINANZAUTO, S.A.U. warrants the confidentiality of the Customer’s personal data and the adoption of appropriate security measures, and acknowledges the Customer’s right to exercise its rights of access, rectification, erasure, objection, restriction of processing and portability in accordance with data protection legislation. The Customer may consult the additional information on the processing of its personal data and the procedure for exercising its rights in the Privacy Policy of FINANZAUTO, S.A.U., available on the relevant website (https://www.finanzauto.es/en/privacy-policy).
21.2. Information or non-personal data generated by the use of the goods supplied under the Contract (for example, operational or machinery telemetry data) shall be processed by FINANZAUTO, S.A.U. in accordance with the applicable regulations and, in particular, in accordance with Regulation (EU) 2023/2854 of the European Parliament and of the Council (Data Act), ensuring that the Customer can access in due time the data generated by the use of such equipment and can use and share them with third parties of its choice. In compliance with such regulation, FINANZAUTO, S.A.U. shall make such non-personal data available to the Customer and to the third parties designated by it under fair, reasonable and non-discriminatory conditions, in the circumstances contemplated in the said Regulation, while in all cases reserving the rights and safeguards that such legal framework confers on data holders (including the protection of trade secrets and other confidential information).
B. CONTRACTING CONDITIONS OF FINANZAUTO, S.A.U. IN REPAIRS AND OTHER INTERVENTIONS BY THE TECHNICAL SERVICE
1. Scope of application
1.1. These conditions shall apply to any Contract for repair and any other provision of technical services entered into by FINANZAUTO, S.A.U. with its Customers.
2. Applicable prices
2.1. The price of accessories, spare parts and labour shall be the official public sale price list of FINANZAUTO, S.A.U. in force at the time the work performed is rendered to the Customer.
2.2. Interruptions to repair work due to causes beyond the control of FINANZAUTO, S.A.U. shall be invoiced as hours worked. Such interruptions shall furthermore entail the corresponding modification of the estimated completion period set out in each offer, quotation or valuation.
3. Contracting of repair services or other technical service interventions
3.1. Any offer, quotation or valuation for repair, or relating to other technical service interventions, shall remain valid for thirty calendar days from the date of communication thereof. The expenses incurred in preparing the offer, quotation or valuation (quotation, diagnosis, working hours for disassembly and assembly of components, among others) shall be borne by the Customer if it ultimately elects not to proceed with the relevant repair or technical service.
3.2. If, during performance of the services, it becomes necessary to carry out additional or different work, or to use additional or different materials from those initially envisaged, the Customer shall be informed in advance, so that it may decide whether to continue performance of the services, paying, where applicable, in addition to the price contemplated in the Contract, the corresponding price for such additional services or materials, or whether to suspend performance of the services, paying pro rata the price corresponding to the services already rendered or materials already delivered. However, if the amount of such additional or different work or materials does not exceed 10% of the quoted price, FINANZAUTO, S.A.U. may complete the contracted services without the need to obtain the Customer’s prior authorisation.
3.3. The estimated completion period stated in each offer, quotation or valuation may vary if, during performance of the services, it becomes necessary to carry out additional or different work, or to use additional or different materials from those initially envisaged.
3.4. Unless expressly contemplated in the Contract, the Customer shall be responsible for replacing any protection and regulation elements necessary (such as sensors, thermostats, thermocouples and/or pressure switches) so that the goods subject to the services are left operational and properly protected once the tasks described in the Contract have been completed, as well as for insulation of hot spots, installation of protection for flammable fluid pipes, use of double piping in high-pressure fuel systems, and full compliance, where applicable, with SOLAS regulations in force from time to time or any regulations replacing them.
4. Method of payment
4.1. Subject to the statutory limit, the price shall be paid by the Customer in cash on completion of the relevant repair or intervention by the technicians of FINANZAUTO, S.A.U. (by bank transfer, cash, banker’s cheque, bank-certified cheque or credit card), unless different terms have been expressly agreed individually.
5. Service outside the facilities of FINANZAUTO, S.A.U.
5.1. Whenever the services governed hereby are to be performed outside the facilities of FINANZAUTO, S.A.U., the Customer shall be obliged to:
- confirm in writing the request for the intervention of the technical personnel required;
- make available to FINANZAUTO, S.A.U. personnel, during working hours, those goods that are to be the subject of their intervention; and
- remove any solid, liquid or gaseous waste (oils, brake fluids, hydraulic fluids, batteries) in compliance at all times with the applicable regulations, save where, in relation to certain services, the parties expressly agree in writing on an alternative waste management regime.
5.1 bis. Where the services relate to generating sets, industrial engines or locomotive engines within the land engines business area, and such services are to be performed outside the facilities of FINANZAUTO, S.A.U., and provided that both parties have expressly agreed in writing that waste management shall be carried out by FINANZAUTO, S.A.U. or by an authorised waste manager designated by it, the following shall apply:
Purpose and regulatory compliance. The parties agree that performance of maintenance services may generate hazardous and/or non-hazardous waste, the management of which shall be carried out in accordance with the applicable regulations and the Waste Management Procedure defined in paragraph six of this clause.
Customer obligations (facilities and accumulation). The Customer shall hold the environmental permits corresponding to it and undertakes to ensure segregation, safe temporary storage, availability at the agreed point and accessibility of the waste for collection.
Collection and transport. The parties agree that storage, collection and transport of waste shall be carried out in compliance with the applicable regulations.
Information and documentation. The Customer shall provide all information and documentation necessary to ensure collection and traceability of the waste, including identification of the responsible person, the temporary storage area and, where appropriate, permits or any other documents that may be required by FINANZAUTO, S.A.U. or the designated waste manager in relation to waste management.
Health and safety. For safety and occupational risk prevention reasons, no unnecessary internal movements, transfers or handling shall be carried out within the Customer’s facilities, and the Customer shall place the waste at a point suitable for collection.
Waste Management Procedure in Maintenance Contracts. This procedure governs the operational management of waste generated during maintenance services, ensuring: (i) segregation and proper storage of waste; (ii) collection of waste by an authorised waste manager; (iii) documentary traceability; and (iv) compliance with safety requirements. Furthermore, the procedure shall apply to all waste generated during preventive and corrective maintenance, repairs, replacement of parts, technical cleaning associated with works and/or the use of packaging and consumables during the intervention.
The Waste Management Procedure in Maintenance Contracts shall follow these guidelines:
Types of waste: waste shall be classified as Non-Hazardous or Hazardous. By way of example, some of the waste generated may be classified as follows:
- Non-Hazardous: cardboard, plastic, wood, packaging, clean scrap or waste comparable to municipal waste.
- Hazardous: waste oils, filters, contaminated absorbents, oil-soaked cloths, aerosols, solvents, batteries/cells, contaminated packaging or other technical waste.
Segregation. Waste shall be segregated according to type and hazardousness.
Temporary storage area. The Customer shall set up a specific area for temporary storage with the following characteristics. No waste shall be deposited outside the designated area:
- cover;
- sealed or impermeable flooring;
- containment measures (bunds or trays), where appropriate;
- restricted access; and
- basic signage.
Availability for collection. For waste collection, the Customer shall ensure that:
- the waste is placed at the agreed collection point; and
- access by the personnel and the waste manager’s vehicle is feasible, safe and unrestricted.
Where the temporary storage area is in a different location from the collection point, the Customer shall ensure internal transport to such point.
Coordination and prior documentation.
Coordination. The Customer shall designate:
- a contact person; and
- the exact point of temporary storage / collection.
The Customer shall provide the designated waste manager or, where applicable, FINANZAUTO, S.A.U. with:
- identification/details of the waste producer (Customer);
- permits or documentation necessary for collection, where appropriate; and
- any internal access/security requirements of the site that the waste manager must observe.
Prior documentation. The authorised waste manager or, where applicable, FINANZAUTO, S.A.U., and the Customer shall sign a record describing the condition and location of the waste at the time of temporary storage.
Safety and incident management. The Customer shall ensure safe conditions for storage and handover. In the event of any spill, leak, mixing or environmental incident:
- the Customer’s internal procedures shall be activated;
- the designated person in charge shall be informed immediately; and
- corrective and preventive measures shall be adopted.
FINANZAUTO, S.A.U. shall assume no liability whatsoever in the event of any spill, leak, mixing or environmental incident.
Customer breaches of the Waste Management Procedure. The following, by way of example and without limitation, shall constitute Customer breaches:
- failure to maintain suitable conditions for waste storage;
- absence of, or inadequacy of, a suitable temporary storage area;
- impossibility of safe access by the authorised waste manager or, where applicable, FINANZAUTO, S.A.U. to the collection point; and
- lack of the necessary documentation.
Breach. Breach of the obligations set out in this clause 5.1 bis may, at FINANZAUTO, S.A.U.’s election, entail suspension of collection, its rescheduling and recharging of any additional costs incurred (including waiting times, travel, second visits, extraordinary handling and charges), without prejudice to exercise of any other rights or remedies available.
5.2. If, in the opinion of the technical service of FINANZAUTO, S.A.U., the requested repair or intervention cannot be carried out at the place designated by the Customer and the Customer opts to move the equipment to the workshops of FINANZAUTO, S.A.U., the Customer shall bear the transport risks and the expenses deriving therefrom.
5.3. Where the service is rendered on vessels, the price shall in no event include the expenses of embarkation and disembarkation of the materials and tools necessary for the performance of repair services and other interventions by the technical service of FINANZAUTO, S.A.U., nor the time employed in moving parts to/from the engine room or within it.
5.4. FINANZAUTO, S.A.U. shall be responsible for dispatching the spare parts necessary for the performance of repair services and other interventions by the technical service of FINANZAUTO, S.A.U., unless otherwise expressly agreed in writing. It shall be the Customer’s sole responsibility to provide the necessary access routes for FINANZAUTO, S.A.U. to render the repair services and other technical service interventions, as well as to prepare the facilities in such a way as to enable FINANZAUTO, S.A.U. to perform the same. In particular, where the relevant services are rendered on a vessel, the Customer undertakes to provide a clean and sufficiently large space both in the engine room and in the area used for storage and movement of spare parts. The Customer shall also be responsible, at its own cost, for the supply of electricity, water, gas, fuel and compressed air necessary for performance of such services. Likewise, the Customer shall be responsible for informing FINANZAUTO, S.A.U. technicians of specific personal risks at the place where the services are rendered, such as gases, asbestos, toxic products, falling objects, work at elevated levels or heights, as well as any personal risks that may derive from the use of tools supplied by the Customer. Any risk points or elements in the facilities where the services are to be performed shall be properly signposted. The Customer shall provide the necessary safety means in all matters relating to the work to be carried out by FINANZAUTO, S.A.U.’s technicians. FINANZAUTO, S.A.U. technicians may interrupt performance of the service if they consider that continuation of the work entails any personal risk. Any interruptions or suspensions of the work for the reasons stated above shall not be deemed interruptions or suspensions caused by FINANZAUTO, S.A.U., but by the Customer. In no event shall the price be deemed to include the costs necessary to enable the aforesaid access routes and facilities.
5.5. The price of repair services or other interventions by the technical service of FINANZAUTO, S.A.U. does not include the cost of obtaining and/or using specialised and specific tools for intervention on goods owned by the Customer that have not been supplied by FINANZAUTO, S.A.U., that do not form part of the ordinary tooling for performing the requested intervention, or that, even if they do form part thereof, cannot reasonably be transported by the technical service of FINANZAUTO, S.A.U. to the place where the requested intervention is to be performed. It shall be the Customer’s responsibility to make such tools available to FINANZAUTO, S.A.U.
6. REMAN rebuilt parts or assemblies
6.1. The Customer consents to the installation of REMAN rebuilt parts or assemblies.
6.2. Where REMAN rebuilt parts or assemblies are used in a given service, the Customer shall return the replaced parts or assemblies (hereinafter, the “cores”), for which it shall receive a credit, provided that they are original and their condition meets the OEM’s minimum acceptance requirements. The credit in favour of the Customer for the faulty part or assembly delivered shall be made once it has passed the inspection controls at the facilities of FINANZAUTO, S.A.U. or at the OEM’s facilities, in the amount applicable in accordance with the acceptance criteria published by the supplying OEM. The period for receipt of cores shall be 15 days from delivery or installation by FINANZAUTO, S.A.U. of the corresponding rebuilt part or assembly; after such period, FINANZAUTO, S.A.U. reserves the right to accept or reject the same. The expenses and logistics of sending cores to FINANZAUTO, S.A.U. shall be borne by the Customer.
7. Return of replaced accessories and spare parts
7.1. Any parts replaced by FINANZAUTO, S.A.U. as a result of any intervention by its technical services in the workshops of FINANZAUTO, S.A.U. shall remain at the Customer’s disposal for a period of 15 days from the date of the relevant invoice, unless the parts used in the intervention are rebuilt. Once the stated period has elapsed without the Customer having claimed the replaced parts, FINANZAUTO, S.A.U. may proceed to scrap, destroy, recycle or dispose of them as appropriate in each case and according to the type of waste concerned.
8. Warranty
8.1. The warranty period for sold spare parts and accessories, where the sold spare parts and accessories are covered by a warranty pursuant to the Contract and the duration thereof has not been expressly stated in the Contract, and in all cases subject to the contents and exclusions of the warranty granted by the relevant OEM, shall be: (i) 12 months for new or REMAN spare parts and accessories of the Caterpillar brand; (ii) 6 months for new spare parts and accessories of the MaK brand; (iii) 6 months for assemblies under the relevant Exchange Programme of FINANZAUTO, S.A.U.; (iv) 60 days for used spare parts and accessories; (v) 1 month for turbochargers; and (vi) 1 month for injection systems (injectors, pumps). The warranty period for labour shall be three months from the date of completion of the relevant technical service, unless a longer period has been expressly agreed in writing. However, the warranty period for labour in turbochargers and injection systems shall be one month. The warranty period for spare parts and accessories of the Sandvik, Konrad, Prinoth and NOE brands or suppliers, as well as the warranty period for labour used in repairs and other interventions by the technical service, shall exclusively be that granted, where applicable, in the Contract or by the relevant manufacturer.
8.2. Spare parts and accessories replaced under warranty conditions shall be covered for the remaining warranty period of the initial supply. The Customer is aware that warranty work shall be carried out during FINANZAUTO, S.A.U.’s business hours. If, at the Customer’s request, work must be carried out outside business hours, FINANZAUTO, S.A.U. shall charge the difference between the standard warranty and that which may apply according to the official tariffs in force from time to time.
8.3. In no event shall the warranty, where granted, be deemed to cover failures of spare parts or accessories not replaced or not supplied in a technical service intervention by FINANZAUTO, S.A.U., nor reused parts, nor those handled or installed by the Customer itself or by third parties.
8.4. The warranty excludes any deterioration or breakage of spare parts and accessories that have not been stored under suitable conditions or in accordance with the instructions of the OEM or of FINANZAUTO, S.A.U., or with the provisions of the relevant manuals. In any event, unsuitable conditions shall include, among others, saline or corrosive environments, or any environment that in any other way adversely affects the substance or form of such parts and components. Likewise, FINANZAUTO, S.A.U. disclaims all liability for damages directly or indirectly deriving from the breakage or failure of spare parts and accessories that have not been stored under suitable conditions or in accordance with such instructions or manuals. Nor shall any warranty apply to spare parts or accessories that, during the warranty period, have been handled by the Customer without FINANZAUTO, S.A.U.’s prior authorisation.
8.5. If the Customer requires intervention by the technical service of FINANZAUTO, S.A.U. during the warranty period, whether or not the interventions are covered by warranty, it shall request such intervention in writing. Upon receipt of such request, FINANZAUTO, S.A.U. shall carry out a diagnosis, the cost of which shall be borne by the Customer, unless as a result thereof the relevant warranty proves applicable.
8.6. In no event shall FINANZAUTO, S.A.U. pay for work carried out by third parties, even where covered by warranty, without having given prior approval thereto.
8.7. For the sole purposes of this clause, REMAN rebuilt spare parts and accessories shall be deemed new spare parts and accessories.
9. Delivery
9.1. Goods that are the subject of intervention by the technical service of FINANZAUTO, S.A.U. in the workshops of FINANZAUTO, S.A.U. shall be delivered on truck at such workshops, and the engagement of transport shall be at the Customer’s risk and expense.
9.2. If the Customer requires that the goods subject to intervention by the technical service of FINANZAUTO, S.A.U. be sent to the address or place designated by it, the Customer shall bear the transport expenses and risks, and FINANZAUTO, S.A.U. shall discharge its delivery obligation when it places the goods at the disposal of the carrier that will deliver them to the Customer.
10. Storage charges
10.1. Once the Customer has been informed that the intervention requested from the technical service of FINANZAUTO, S.A.U. has been completed, if five business days elapse without the Customer proceeding to remove the goods subject to intervention from our facilities, FINANZAUTO, S.A.U. shall accrue for each repair, by way of storage charges, the higher of: €15 per day or €3 (three euros) per m² of occupied surface area per day.
10.2. Such storage charges shall also apply where, once the Customer has been informed of the repair quotation, three business days elapse without the Customer either accepting the quotation or removing the goods subject to intervention from the facilities of FINANZAUTO, S.A.U.
11. Permits and licences
11.1. Where intervention by the technical service of FINANZAUTO, S.A.U. at the place designated by the Customer requires obtaining any kind of permit, licence or concession from any public or private entity, obtaining the same shall be the Customer’s responsibility, and the expenses caused thereby shall be for the Customer’s account.
12. International service and services during navigation
12.1. In international services, meaning services not rendered in Spanish territory, FINANZAUTO, S.A.U. shall invoice a minimum of 10 hours of work per day for each technician involved in the relevant works.
12.2. Where services are to be rendered on platforms or during navigation, “service during navigation” meaning any service rendered on any vessel outside port (or in port, where the services require overnight stay), even if within Spanish territorial waters or exclusive economic zone, or on any offshore platform, FINANZAUTO, S.A.U. shall invoice, in accordance with the tariffs in force for international services, navigation and platforms: (i) actual working hours where the technicians remain on board for less than six hours; (ii) a minimum of 12 working hours per day for work in national territory lasting more than six hours; and (iii) a minimum of 12 hours in international navigation or platform services for each technician involved in the relevant works.
12.3. The travel, board and lodging expenses of FINANZAUTO, S.A.U. personnel (both outbound and return) shall always be borne by the Customer and shall be invoiced by FINANZAUTO, S.A.U. with a 7% surcharge, including for warranty work. The travel time of technicians involved in the provision of the services shall be regarded as working time and shall therefore be invoiced. In services during navigation, the Customer shall allow FINANZAUTO, S.A.U. technicians to use the dining room of the relevant vessel and shall provide them with the cabins necessary for overnight stay, and in no event shall they be required to share a cabin with persons not belonging to FINANZAUTO, S.A.U.
12.4. It shall be the Customer’s responsibility, and at its own cost, to arrange the dispatch, administrative, customs (at destination customs) and logistical processing of materials, spare parts and tools to the facilities where the relevant technical service is to be rendered. Where such administrative arrangements are handled by FINANZAUTO, S.A.U., they shall be invoiced to the Customer with a 7% surcharge.
12.5. FINANZAUTO, S.A.U. shall not be obliged to provide technical service, even where the service derives from application of a warranty, at facilities located in regions for which the Spanish Ministry of Foreign Affairs, or the corresponding ministry or applicable body abroad, has published safety recommendations. In the case of on-board services (including vessels in port), FINANZAUTO, S.A.U. technicians shall not embark if the forecast sea conditions during the voyage, according to the National Meteorological Institute or the local service failing that, are rough seas and winds above force 4. If sea conditions reach such levels after navigation has commenced, such technicians shall not be obliged to remain in the engine room.
12.6. In services during navigation, the captain of the relevant vessel shall mention by name the technicians of FINANZAUTO, S.A.U. in the list of persons on board.
12.7. For safety reasons, FINANZAUTO, S.A.U. technicians shall in no event work in the engine room without direct supervision by the Customer’s personnel. If FINANZAUTO, S.A.U. has appointed only one technician to render services in a given engine room, such technician shall always be accompanied by at least one member of the crew.
C. CONTRACTING CONDITIONS OF FINANZAUTO, S.A.U. IN THE SALE OF SPARE PARTS AND ACCESSORIES
1. Scope of application
1.1. These conditions shall apply to any contract for the sale of spare parts and accessories entered into by FINANZAUTO, S.A.U. with its Customers.
2. Applicable prices
2.1. The price of spare parts and accessories shall be that contained in the official price list of FINANZAUTO, S.A.U. in force at the time of delivery of the spare parts to the Customer.
3. Return of spare parts or accessories
3.1. FINANZAUTO, S.A.U. reserves the right to accept returns of spare parts or accessories sold for reasons other than defect or warranty of the relevant spare part or accessory. In those cases where FINANZAUTO, S.A.U. accepts the return of spare parts or accessories previously acquired from it, presentation of the relevant delivery note or invoice shall be essential; the packaging of the spare parts or accessories subject to such return must be in proper condition; they must not have been used; and they must be in perfect condition. As a general rule, return of supplied material shall not be accepted once 15 days have elapsed from delivery. In all cases, returns of spare parts or accessories shall be subject to the corresponding reduction in price, to be borne by the Customer making the return, depending on the type of spare part or accessory, as identified in the delivery note, and the time elapsed since delivery, according to the following schedule:
TYPE OF ACCESSORY OR SPARE PART (specified in the reference of each accessory or spare part in the sale or delivery documents)
PERCENTAGE PRICE REDUCTION ON RETURN
- Up to 15 days / 16 to 30 days / 31 to 90 days
- Type 1: 0% / 5% / 15%
- Type 2: 0% / 15% / 30%
- Type 3: 0% / 5% / 10%
- Type 4: 0% / 10% / 15%
4. Warranty
4.1. The warranty period for sold spare parts and accessories, where the sold spare parts and accessories are covered by a warranty pursuant to the Contract, shall be twelve months from the date of delivery, except in the sale of used parts, where it shall be 60 days, and in the sale of MaK parts, where it shall be 6 months.
4.2. In the event of failure of a given spare part or accessory, the Customer shall be supplied, free of charge, with another spare part or accessory to replace the previous one. Spare parts and accessories replaced under warranty conditions shall be covered for the remaining warranty period applicable to the initial supply. If the spare parts and accessories warehouse of FINANZAUTO, S.A.U. has no stock of the part to be replaced under warranty, the Customer shall be refunded the amount corresponding to the purchase price. The warranty period for fitting the supplied spare parts or accessories shall be three months from the date of completion thereof. In all cases, FINANZAUTO, S.A.U.’s liability for failure of sold spare parts or accessories, or for their fitting, shall be limited to the warranty period and to the price paid by the Customer to FINANZAUTO, S.A.U. for the spare part or accessory that fails, or for its fitting, and FINANZAUTO, S.A.U. may not be held liable for any other damage, whether direct or consequential, or for loss of profit.
4.3. For the sole purposes of this clause, REMAN rebuilt spare parts and accessories shall be considered new spare parts and accessories.
5. Delivery
5.1. All spare parts and accessories sold by FINANZAUTO, S.A.U. shall be delivered at the facilities of FINANZAUTO, S.A.U. If the Customer requests that the material ordered be sent to the address designated by it, the Customer shall bear the transport expenses and risks, and FINANZAUTO, S.A.U. shall discharge its delivery obligation when it places the goods at the disposal of the carrier on truck at the facilities of FINANZAUTO, S.A.U., which shall deliver them to the Customer. In compliance with Law 11/1997 and Royal Decree 782/1998, and regulations supplementary thereto and/or replacing the foregoing, the final holder shall be responsible for handing over the packaging waste or used packaging for its correct final management.
6. REMAN rebuilt parts or assemblies
6.1. In sales transactions involving REMAN rebuilt parts or assemblies in which the Customer returns the faulty part or assembly, the credit in favour of the Customer for the faulty part or assembly returned shall be made once it has passed the inspection controls at the facilities of FINANZAUTO, S.A.U., in the amount applicable in accordance with the acceptance criteria published by the supplying OEM.
6.2. The period for receipt of faulty parts or assemblies shall be 15 days from delivery of the rebuilt unit, after which FINANZAUTO, S.A.U. reserves the right to accept or reject them.
7. Exchange Programme assemblies
7.1. Where the parties agree to be subject to an Exchange Programme, FINANZAUTO, S.A.U. shall replace the Customer’s faulty assembly with another assembly of the same type, either repaired or new.
7.2. The Customer shall acquire ownership of the assembly received from FINANZAUTO, S.A.U. by the mere fact of delivering the faulty assembly thereto and paying the amount of its repair.
7.3. The Customer shall have 10 days from the date of the delivery note of the repaired assembly to deliver the faulty assembly to FINANZAUTO, S.A.U. If it fails to do so within such period, FINANZAUTO, S.A.U. shall invoice 90% of the public sale price of the new assembly, or the full amount thereof, depending on whether the assembly delivered was repaired or new.
7.4. If the Customer’s faulty assembly is technically or economically impossible to repair, FINANZAUTO, S.A.U. shall invoice the Customer for the assembly supplied to it, namely 90% or 100% of the public sale price, in accordance with the foregoing, depending on whether it is a repaired or new assembly. In addition, FINANZAUTO, S.A.U. shall make the faulty assembly available to the Customer for a period of 10 days from the date on which it notifies the Customer thereof, after which FINANZAUTO, S.A.U. shall deem that the Customer has relinquished the faulty assembly and, for reasons of waste management, shall proceed to dispose of it as it deems appropriate, without the Customer being entitled to claim compensation or reimbursement of any kind.
D. CONTRACTING CONDITIONS FOR THE RENTAL OF EQUIPMENT WITHOUT OPERATOR
1. Deposit
1.1. As security for its various obligations under this Contract (hereinafter, the “Contract”), the Customer shall pay to FINANZAUTO, S.A.U. before receipt of the goods that are the subject matter of the Contract (hereinafter, the “Equipment”) the amount specified in the Contract by way of DEPOSIT. The deposit shall be returned to the Customer within 8 days following the last payment of the sums owed by the Customer pursuant to the general and special conditions of this Contract.
1.2. If the deposit is applied towards liabilities under the Contract, the Customer shall replenish it within two business days. Failing such replenishment, FINANZAUTO, S.A.U. may terminate this Contract.
2. Duration and rental rate
2.1. The minimum term of the Contract shall be ONE MONTH. Once such period has elapsed, or where applicable the duration specified in the Contract, it may be extended:
- expressly, by a new agreement between the parties; or
- tacitly, merely by the Customer’s remaining in possession of the Equipment with the authorisation of FINANZAUTO, S.A.U.
2.2. Unless otherwise expressly agreed between the parties, the rental includes maximum use of 8 hours/day, 40 hours/week or 160 hours/month. At the end of the rental period, FINANZAUTO, S.A.U. shall invoice the hours exceeding such limit at the price established in the Contract for overtime or, failing that, pro rata to the agreed price.
3. Delivery of the equipment, start-up and maintenance
3.1. Unless a written protest is received by FINANZAUTO, S.A.U. within 24 hours following delivery of the Equipment, the Customer accepts that it has received the Equipment in perfect condition of use, operation, safety and external appearance, as well as a copy of the operation and safe use manual, and must contact FINANZAUTO, S.A.U. to resolve any doubt as to its use, maintenance or safety, whether by telephone, e-mail or through its website (http://www.finanzauto.es/es/contacto).
3.2. The cost of replacing the ignition key where attributable to the Customer shall be EUR 150, payable in cash.
3.3. It shall be the Customer’s responsibility to ensure that the Equipment is always operated by a duly qualified operator who is legally authorised for its operation and the use to which the Equipment is put in each case.
3.4. FINANZAUTO, S.A.U. shall be responsible for carrying out periodic inspections and maintenance of the Equipment in order to keep it in correct condition for use and operation, and shall bear the cost of such inspections as well as of any repairs to be carried out on the Equipment, provided that they are the consequence of normal failures deriving from proper use by a qualified operator and that the Customer makes the Equipment available to FINANZAUTO, S.A.U. for the necessary maintenance to be performed.
3.5. If the Equipment breaks down or suffers any anomaly, it shall be mandatory to notify FINANZAUTO, S.A.U. immediately by telephone, confirming such notice in writing within 24 hours of the first notification. Downtime due to breakdown shall only be considered from the time such written confirmation is received; no other claim shall be accepted.
3.6. The Customer shall inform FINANZAUTO, S.A.U., as soon as possible, of any breakdowns or damage suffered by the Equipment and shall stop using it when so instructed by FINANZAUTO, S.A.U., whether to avoid aggravating the breakdown or for safety reasons, and the Customer shall be liable for any damage caused by failure to stop the rented Equipment.
3.7. Fuel, wear material and all lubricants, oils, greases, electrolytes and consumables needed by the Equipment for normal operation, as well as daily maintenance in accordance with the operating manual, shall be borne by the Customer. Such daily maintenance shall include:
- daily checking and maintaining of oil levels in the engine, gearbox, hydraulic system and other parts of the Equipment, battery electrolyte levels and coolant level in the cooling system in accordance with the manufacturer’s specifications;
- weekly checking and maintaining the air pressure recommended by the manufacturer in the Equipment’s tyres (if any); and
- proper repair of any puncture or other damage to the Equipment’s tyres (if any), bearing the cost of replacing any tyres damaged by the Customer or its employees.
3.8. The cost of repairs that must be made to the Equipment owing to damage or breakdowns deriving from misuse, negligence or lack of skill of the Customer or personnel authorised by it to use the Equipment shall also be borne by the Customer.
4. Insurance
4.1. FINANZAUTO, S.A.U. has taken out an insurance policy covering “Civil Liability” for any damage that the equipment subject to this Contract may cause to third parties as a consequence of a manufacturing defect, it being the Customer’s responsibility to include such equipment in its own civil liability policy in order to cover any damage that, as a consequence of its use, it may cause to third parties or to the rented equipment itself.
4.2. The rented vehicles hold the corresponding compulsory motor vehicle insurance (SOV), which does not cover damage in processes other than road circulation. The Customer is aware that such insurance does not cover own damage and/or third-party damage in operations, manoeuvres and locations other than those established by the legislation governing compulsory motor vehicle insurance, and therefore any damage or defect occurring on site shall be borne by the Customer. Without prejudice to the foregoing, the Customer shall be liable for any damage caused to third parties or suffered by the rented equipment.
4.3. In the event of total loss of the rented equipment, its value shall be the value stated on the front page; in the absence thereof, replacement value as new for goods less than 18 months old and 70% of their new value for goods older than that.
4.4. If requested by the Customer, the Customer may subscribe, at the price stated on the front page under the heading “damage coverage”, coverage at FINANZAUTO, S.A.U.’s expense for accidental damage suffered by the rented equipment, with the following exclusions: misuse, negligence or lack of skill in the use of the rented equipment, theft or robbery without force or violence of the unit or any of its components, vandalism, terrorism or sabotage. Such coverage shall be subject to an excess of FIVE THOUSAND EUROS per claim, borne by the Customer. Alternatively, if the Customer does not wish to subscribe to such damage coverage, it shall provide FINANZAUTO, S.A.U. with satisfactory evidence that insurance policies are in force covering damage to and loss of the Equipment up to the value stated in the Contract. Such insurance must remain valid throughout the rental period.
4.5. FINANZAUTO, S.A.U. reserves the right to terminate the rental contract, even before commencement, if it considers that the insurance coverage is insufficient or that its validity period has expired without having been validly extended or replaced. In any event, it shall be the Customer’s responsibility to include the Equipment in its third-party liability policy in order to cover any damage that, as a consequence of its use, it may cause to third parties.
5. Use of the equipment
5.1. The Equipment may only be used at the place and for the application indicated in the Contract and, in any event, and save with the express authorisation of FINANZAUTO, S.A.U., only within the territory of the Kingdom of Spain. Use in any other place or for any other application, or shipment of the Equipment outside Spanish territory without FINANZAUTO, S.A.U.’s written authorisation, shall be deemed misuse or abuse and, without prejudice to the damage suffered by the Equipment for which the Customer shall be liable, shall entitle FINANZAUTO, S.A.U. to terminate the Contract on the terms set out in clause eight and/or, at FINANZAUTO, S.A.U.’s discretion, to apply a surcharge of up to 400% on rental payments received and outstanding until termination and return of the Equipment to FINANZAUTO, S.A.U. The Equipment shall be used exclusively by the Customer and may not be assigned or sublet to third parties without the express authorisation of FINANZAUTO, S.A.U.
6. Transport of the equipment
6.1. Unless otherwise agreed, transport of the Equipment from the facilities of FINANZAUTO, S.A.U. to the work site, its unloading and return to FINANZAUTO, S.A.U.’s facilities shall be the Customer’s responsibility and expense and shall comply with all applicable regulations. The Customer shall be liable for damage to the Equipment during transport and shall also bear the cost of insuring it from the beginning until completion of such process.
7. Ownership of the equipment
7.1. The Customer acknowledges at all times FINANZAUTO, S.A.U.’s ownership of the Equipment. Therefore, in the event of any attachment or other act by judicial or administrative authorities, or even by private individuals, disturbing title to or possession of the Equipment subject to this Contract, the Customer shall be obliged to state its status before such third parties and to notify FINANZAUTO, S.A.U. formally as soon as possible of the relevant events.
7.2. If the Customer is declared insolvent by a court, FINANZAUTO, S.A.U. shall be deemed a title-retaining creditor pursuant to Insolvency Law 22/2003 of 29 July 2003, and may exercise the right to separate the Equipment from among the Customer’s assets and refrain from attending any creditors’ meetings that may be convened, without being affected by any resolutions or arrangements adopted thereat.
8. Termination of the contract
8.1. FINANZAUTO, S.A.U. may unilaterally terminate the Contract where the Customer fails to pay the agreed rent, uses the Equipment for an application other than that declared, or breaches any of the obligations assumed under this Contract, without any further requirement than express notice by FINANZAUTO, S.A.U. to the address stated in the Contract. Termination shall entitle FINANZAUTO, S.A.U. to stop and immobilise the Equipment remotely, to recover it immediately and to retain the rental payments already received. FINANZAUTO, S.A.U. shall also be entitled to claim the rental payments outstanding up to the date of termination of the Contract, 50% of the rental payments remaining until the scheduled end of the Contract and the withdrawal costs.
8.2. In the event of early termination of the Contract at the Customer’s unilateral request, FINANZAUTO, S.A.U. shall be entitled to receive 50% of the rental payments remaining until the scheduled end of the Contract, as well as withdrawal costs.
In the event of non-payment of amounts due under this Contract, default interest shall accrue from the due date at a monthly rate of 1.5%.
9. Return of the equipment and penalty clause
9.1. Upon expiry of the contractual term or termination of this Contract, the Customer shall be obliged to return the Equipment to FINANZAUTO, S.A.U. clean and in the same condition in which it was received, save for normal wear and tear due to use, which for running gear and tyres is established at 3% every 200 hours of work for wheeled machines and 3.5% every 200 hours for tracked machines. Washing and removal of any mud shall be fully charged to the Customer at the following rates and included in the final invoice:
- Standard wash: included in the rate.
- Medium wash: EUR 200 + VAT.
- Heavy wash: EUR 400 + VAT.
9.2. Without prejudice to the Customer’s obligation to return and transport the Equipment to FINANZAUTO, S.A.U.’s facilities, FINANZAUTO, S.A.U. may opt to collect it by its own means from the place where it is in the Customer’s custody, and the Customer hereby authorises FINANZAUTO, S.A.U. to enter the Customer’s premises for such purpose.
9.3. If, upon termination or expiry of the Contract, the Customer refuses to return the Equipment to FINANZAUTO, S.A.U., then, without prejudice to any actions available to FINANZAUTO, S.A.U. for recovery of the Equipment, the Customer shall be obliged to compensate FINANZAUTO, S.A.U. in an amount equivalent to triple the monthly rent agreed, for each month or fraction thereof during which it has wrongfully retained the Equipment.
10. Waste management levy
10.1. A levy of 1% of the monthly rental instalment shall accrue in respect of waste management, to be borne by the Customer and included in the final invoice.
11. Stoppages, breakdowns and theft
11.1. If the Equipment breaks down or suffers any anomaly, damage or theft, it shall be mandatory to notify FINANZAUTO, S.A.U. immediately by telephone, confirming such notice in writing within 24 hours thereafter. Downtime due to breakdown shall only be considered from the moment such written confirmation is received; no other claim shall be accepted.
11.2. No claim whatsoever shall be admitted in relation to stoppages, including stoppages deriving from poor or adverse ground conditions where the Equipment is working, stoppages deriving from weather conditions, stoppage of works for any other reason, stoppages deriving from fortuitous event or those for which the Customer may be responsible. If the stoppage is caused by FINANZAUTO, S.A.U., the rental contract shall be suspended for the duration thereof.
11.3. Loss of the Equipment due to theft, larceny or its inability to be used owing to damage caused by criminal activities shall not suspend the validity of the Contract or result in its termination until the Customer delivers to FINANZAUTO, S.A.U. a copy of the corresponding report filed with the police or judicial authority in respect of the criminal events justifying such damage or disappearance.
12. Inspection and control
12.1. The Customer shall allow FINANZAUTO, S.A.U. at all times, without the need for prior notice or authorisation, access to the place where the Equipment is located for inspection, repair, control and maintenance operations. The Customer’s refusal to grant such permission shall entitle FINANZAUTO, S.A.U. to terminate the Contract and shall release it from all liability for any damage suffered by the Equipment, or damage that it may cause to persons or property, deriving from the lack of such maintenance, inspections and controls.
13. Compliance with legal regulations
13.1. The Customer shall be responsible for compliance with the legal and administrative regulations governing safe use of the Equipment and use of the authorised fuel, and shall bear any damage and penalties caused by breach thereof.
14. Taxes
14.1. All taxes that may accrue in connection with rental of the Equipment shall be borne by the Customer, unless by law they are payable by FINANZAUTO, S.A.U. Pursuant to law, electricity generation is subject to Electricity Tax. FINANZAUTO, S.A.U. is not, pursuant to law, an electricity producer and is therefore not subject to such tax. The Customer shall be solely responsible for the obligations relating to such tax, including payment thereof, whenever under law it must be considered an electricity producer and/or in cases of self-consumption.
ACCEPTANCE OF THE TERMS AND CONDITIONS OF FINANZAUTO, S.A.U.
I declare that I have read and understood the Terms and Conditions of FINANZAUTO, S.A.U., that I accept them, and that I have authority to represent the Customer, undertaking to indemnify FINANZAUTO, S.A.U. for any damages that may derive from the inaccuracy of the foregoing statement.
I declare that I have been free to seek legal advice in order to understand the nature and effects of all the provisions of these Terms and Conditions of FINANZAUTO, S.A.U., and that I have sought such advice, or have waived the same of my own free will because I did not deem it necessary.
I expressly acknowledge that, prior to signing the Contract, I received information on its general conditions; I also state that I have examined and understood the content and scope of all the clauses of this Contract and I express my consent to and acceptance of the same, especially those clauses that imply a limitation of my rights and an imposition of liabilities.