General Rental Terms and Conditions

General Rental Terms and Conditions dated 17 January 2025 of Volta Energy B.V., registered office in Westervoort, business address at Ratio 6A, (6921 RW) Duiven in The Netherlands, registered under number 78168163 with the Dutch Chamber of Commerce, and of Volta Energy Verhuur B.V., registered office in Westervoort, business address at Ratio 6A, (6921 RW) Duiven, registered under number 86249533 with the Dutch Chamber of Commerce.

Article 1 – Applicability

  1. The following rental terms and conditions apply to all quotations and offers made by Volta Energy B.V. and Volta Energy Verhuur B.V. (hereinafter referred to as the Lessor) to the Lessee, as well as to all rental agreements concluded between the Lessor and the Lessee.
  2. Any terms and conditions used by the Lessee that differ from these terms are expressly rejected and shall not be binding upon the Lessor, unless and to the extent that the Lessor has expressly agreed to them in writing.
  3. Any deviations from these terms that the Lessor may at any time apply in favour of the Lessee shall never entitle the Lessee to invoke such deviations at a later stage or to claim that such a deviation has become an established right.
  4. The performance of the rental agreement is exclusively for the benefit of the Lessee. Third parties may not derive any rights from the content of the rental agreement. The Lessee indemnifies the Lessor against all claims by third parties arising in any way from the rental agreement with the Lessee.

Article 2 – Offer and acceptance of agreement

  1. At the request of the Lessee, the Lessor shall prepare a quotation. This quotation shall include a description of the assignment as well as the rental period.
  2. A quotation or offer issued by the Lessor shall be valid for seven days.
  3. A quotation or offer issued by the Lessor does not automatically apply to subsequent assignments.
  4. The Lessor cannot be held to its quotation or offer if the Lessee reasonably could or should have understood that the quotation or offer, or any part thereof, contains an obvious error.
  5. A rental agreement between the parties is established upon written acceptance or signing of the quotation by the Lessee.
  6. The Lessor reserves the right to refuse a Lessee. This applies expressly even if the Lessee has already accepted the quotation. The foregoing is solely at the discretion of the Lessor.
  7. In the event of a conflict between a provision in the framework agreement and a provision in these general terms and conditions, the provision in the framework agreement shall prevail at all times.

Article 3 – Prices and price indexation

  1. Prices quoted by the Lessor are, unless otherwise stated, in euros and exclusive of VAT.
  2. Prices are based on the actual rental fee, fuel consumption, insurance and service costs, but exclude delivery and collection of the mobile hybrid generator and any additional costs.
  3. The Lessor has the right to index the agreed rental rates each January and July in accordance with the Consumer Price Index (CPI). Rate changes take effect within one month of announcement.
  4. Without prejudice to the provisions of paragraph 3 of this article, the Lessor also has the right to adjust rental rates during the contract period due to unforeseen price developments affecting cost price. This includes, but is not limited to: changes in taxes, levies, wages, social security contributions, exchange rates, energy prices, purchase prices, production costs or other circumstances that result in significant cost increases for the Lessor. Rate changes under this paragraph take effect within one month of written notice.
  5. Interim changes to the rental rate of more than 5% of the agreed rental rate pursuant to Article 3.5 entitle the Lessee to terminate the framework agreement with immediate effect. The Lessee may only invoke this right within two weeks of written notice of the rate change.

Article 4 – Security deposit

  1. A security deposit may apply to rented products. The amount of the deposit is stated in the quotation or rental agreement.
  2. The deposit must be paid in advance by the Lessee. The deposit will be refunded at the end of the rental agreement, or offset against any outstanding amounts, provided the rented item is returned by the Lessee in the same good condition as at the start of the rental period.

Article 5 – Cancellation

  1. In the event of cancellation, the Lessee must notify the Lessor in writing. The following cancellation charges apply:
    a. Cancellation 1 month before the rental date: the Lessee owes 30% of the total rental amount.
    b. Cancellation 2 weeks before the rental date: the Lessee owes 50% of the total rental amount.
    c. Cancellation 1 week before the rental date: the Lessee owes 80% of the total rental amount.

Article 6 – Commencement of rental

  1. Agreements between the Lessor and the Lessee regarding the time at which the Lessee may have access to the rented items shall be observed by the Lessor with the greatest possible care. In the event of (imminent) delay, the Lessor shall contact the Lessee to make new arrangements by mutual agreement. If the Lessor again fails to comply with the new arrangements, the Lessee has the right to dissolve the agreement.
  2. The Lessor accepts no liability for damages resulting from delays as referred to in this article.

Article 7 – Day rental, week rental and rental periods

  1. A day rental of a mobile hybrid generator covers a period of 24 hours. The day rental commences from the moment of delivery at the location agreed with the Lessee.
  2. A week rental of a mobile hybrid generator covers a period of 168 hours. The week rental commences from the moment of delivery at the location agreed with the Lessee.
  3. If a mobile hybrid generator is rented for an indefinite period, either the Lessee or the Lessor may terminate the rental agreement subject to a notice period of seven (7) calendar days. Termination must be done in writing.
  4. Delivery and collection of mobile hybrid generators takes place between 09:00 and 16:00.
  5. If a mobile hybrid generator must be delivered or collected by the Lessor before 09:00 or after 16:00, this shall be charged to the Lessee as an additional day rental.
  6. If other delays occur that are for the account and risk of the Lessee and a mobile hybrid generator is therefore collected late, this shall likewise be charged as an additional day rental.
  7. The Lessor is entitled to offset the additional day rental charge against the security deposit.

Article 8 – Extension of rental period

  1. After the agreed rental period has ended, the Lessee may request the Lessor in writing to extend the rental period. The Lessee should be aware, however, that extending the rental period is not always possible, for example because another Lessee may have already rented or reserved the item for that period.
  2. An extension of the rental period takes effect after the Lessor has confirmed the extension in writing and the Lessee has paid the rental fee in advance.
  3. The Lessor reserves the right at all times to refuse a request for extension.

Article 9 – Obligations of the Lessor

  1. The Lessor is obliged to make the rented item available, unless there is a (threat of) delay in commencement or a situation of force majeure.
  2. The Lessor undertakes to maintain the mobile hybrid generators with due care.
  3. The Lessor undertakes to monitor the mobile hybrid generators during the rental period in order to detect any malfunctions.
  4. The Lessor undertakes to resolve malfunction reports during a rental period as quickly as possible. If the Lessor has been unable to resolve the malfunction within twenty-four hours of notification, it shall arrange for an alternative power supply.
  5. With regard to malfunction reports by the Lessee, the Lessor is not available between 23:00 and 07:00.
  6. The Lessor reserves the right to replace a mobile hybrid generator with a more powerful model if it becomes apparent to the Lessor that the Lessee is demanding an excessively high continuous load from the mobile hybrid generator. The associated costs of the replacement shall be for the account and risk of the Lessee.

Article 10 – Obligations of the Lessee

  1. The Lessee is obliged to use the rented items in accordance with the purpose for which they are intended and to follow the instructions of the Lessor carefully.
  2. The Lessee is obliged to use a mobile hybrid generator with due care, including taking necessary preventive measures against theft, vandalism and damage.
  3. The Lessee is obliged to grant the Lessor access at all times to the site on which the mobile hybrid generator is located.
  4. The Lessee is liable for damage caused to a mobile hybrid generator by the Lessee or by third parties.
  5. If circumstances give rise to it and it is not plausible that the Lessee can guarantee the absence of damage as referred to above, all at the discretion of the Lessor, the Lessor has the right to reclaim and/or remove the rented items, without prejudice to the Lessor's right to payment of the agreed price and without the Lessee being entitled to any claim for damages.
  6. The Lessee is expressly prohibited from moving or changing the configuration of a mobile hybrid generator without the consent of the Lessor.
  7. The Lessee is expressly prohibited from subletting a mobile hybrid generator without the consent of the Lessor.
  8. If damage arises from theft, loss or damage caused by third parties, the Lessee is obliged to report this to the Lessor as quickly as possible and, where applicable, to file a report with the police.
  9. No materials or modifications may be applied to a mobile hybrid generator without the express consent of the Lessor. Any modifications made shall never entitle the Lessee to any compensation from the Lessor for the modifications or materials.
  10. The Lessee shall refrain from unreasonable and excessive use of the hybrid solar generators (fair use policy). If the Lessee's usage (structurally) significantly exceeds the average consumption of other lessees, as assessed solely by the Lessor, the Lessor shall invoice the Lessee for the portion exceeding average consumption and shall enter into discussions with the Lessee to prevent unreasonable usage in the future.

Article 11 – Third-party clause

  1. The Lessee declares to be aware of and, where necessary, to agree that:
    a) the rental object may be or become the property of a third party, or
    b) the rental object may be or become pledged to a third party as security for payment of all amounts that such third party has or may have to claim from the Lessor.
  2. If the third party requests delivery of the rental object due to non-compliance by the Lessor with its obligations to the third party, the Lessee shall surrender the rental object immediately upon first request to the third party or to a manager designated by the third party. The Lessee shall not invoke any right of retention or right of suspension. As a result of such a request for surrender, this rental agreement shall be dissolved by operation of law with immediate effect.
  3. If the situation referred to in paragraph 2 arises, the third party may, instead of requesting surrender of the rental object, also offer the Lessee a new rental agreement for the rental object for the remaining term of the present rental agreement and on the same conditions. The Lessee shall then be obliged, upon first request by the third party, to enter into that offered rental agreement with the third party.
  4. The parties fully exclude the applicability of Articles 7:226 and 7:227 of the Dutch Civil Code.
  5. The third-party clause contained in paragraphs 1 through 4 above may not be revoked by either the Lessee or the Lessor.

Article 12 – Damage to rented items and materials

  1. The Lessee is obliged to inspect the rented items prior to use and/or installation. Upon delivery of a mobile hybrid generator by the Lessor to the Lessee, the parties shall, where present, sign a dispatch form for this purpose. The Lessor shall send the dispatch form, including photographs, to the Lessee. The Lessee must verify the accuracy of the dispatch form within 24 hours of the email being sent and notify the Lessor of any inaccuracies. If the Lessor receives no response from the Lessee within 24 hours of sending the dispatch form, the mobile hybrid generator shall be deemed to have been received in good condition.
  2. Complaints regarding damage or multiple apparent defects must be communicated to the Lessor immediately after the defects are discovered. Depending on the nature of the defect, appropriate measures will be taken by mutual agreement.
  3. The Lessee is liable for all damage and defects caused to the rented item.
  4. The Lessee is also liable for acts and omissions of third parties.
  5. The Lessee has an excess of €750 per damage claim.
  6. The Lessee's liability for damage, per claim, is limited to the amount of the excess, unless:
    a) the damage arose during or as a result of action or omission in breach of Article 9 or is otherwise related thereto;
    b) the vehicle was (sub)let by the Lessee to a third party;
    c) the damage arose because the Lessee failed to follow the instructions of the Lessor;
    d) the damage is the result of theft, embezzlement or any other (improper) form of alienation of the vehicle;
    e) the damage is the result of the presence of dangerous, explosive, flammable, oxidising or toxic substances in or near a mobile hybrid generator;
    f) the damage is not fully covered by the damage insurance taken out by the Lessee.
  7. All other costs caused by theft or loss of the rented item shall be recovered by the Lessor from the Lessee.
  8. The rented item must be returned complete, clean, tidy and in the same condition as at the start of the rental period. Upon collection, the Lessor shall prepare a description of the condition of the rented item in a dispatch and collection form. If damage has occurred to the rented item, the Lessee must report this to the Lessor immediately and no later than at the time of return.
  9. If damage to the rented item is discovered after it has been returned, the Lessor has the right to recover such damage from the Lessee and to offset it against the security deposit.

Article 13 – Invoicing

  1. Unless otherwise agreed in writing, payment of an invoice by the Lessee must be made within thirty days of the invoice date.
  2. The Lessor reserves the right to require the Lessee to provide security for the fulfilment of its payment obligations, or to pay the agreed price in full or in part in advance.
  3. The Lessee must notify the Lessor of any objections to an invoice within seven days of the invoice date. Raising objections does not suspend the Lessee's payment obligation.
  4. The Lessor is entitled to transfer its claims by way of assignment. In that case, the Lessor shall notify the Lessee accordingly.
  5. If the Lessee, despite a notice of default, fails to pay the invoice, the Lessee shall owe statutory (commercial) interest from the due date until the date of full payment. In addition, all costs necessary for collection of the invoice, both extrajudicial and judicial, shall be for the account of the Lessee, with a minimum of €750.

Article 14 – Liability

  1. Save for provisions of mandatory law and save in the event of intent or gross negligence, the Lessor shall not be obliged to compensate the Lessee for any damage of any nature, direct or indirect, including business damage, damage to movable or immovable property, or damage to persons, whether at the Lessee or at third parties.
  2. The Lessee indemnifies the Lessor against any claims by third parties.
  3. The Lessor is not liable for shortcomings or errors of third parties engaged by the Lessor in the performance of services.
  4. The Lessor's liability shall at all times be limited to the amount insured by the Lessor in respect of the damage in question. If in any given case there proves to be no insurance coverage, the Lessor's liability is expressly limited to an amount equal to the invoice value.
  5. Any claim for damages by the Lessee shall in any event lapse twelve months after the Lessee becomes aware of the damage arising directly or indirectly from an event or circumstance for which the Lessor is or could be liable.

Article 15 – Dissolution

  1. In the cases described below, the Lessor has the right to dissolve the agreement in whole or in part with immediate effect and without prior notice of default, or to suspend performance of all agreements or parts thereof already concluded that are yet to be performed, until in its opinion sufficient security has been provided:
    a) if the Lessee fails to fulfil one or more of its obligations, whether in a timely or proper manner;
    b) if the Lessee has been declared bankrupt or applies for a suspension of payments, offers a restructuring plan (WHOA) or is otherwise insolvent;
    c) if performance of the agreement is permanently prevented or hindered by force majeure, or if (further) performance by the Lessor is reasonably burdensome;
    d) in the event of the death and/or disappearance of the Lessee.
  2. In the event of dissolution as referred to above, the Lessor shall never be liable for any form of compensation for damages. The Lessee is obliged to indemnify the Lessor against any claims by third parties arising as a result of the dissolution. In the event of dissolution as referred to in paragraph 1, the Lessee is obliged to immediately reimburse all costs already incurred by the Lessor and to further indemnify the Lessor by paying 10% of the agreed price, without prejudice to the Lessor's right to claim full compensation.

Article 16 – Design and intellectual property

  1. All designs, intellectual properties and proprietary information ("Intellectual Property") that are disclosed, created or developed are and remain the exclusive property of the Lessor. This includes, but is not limited to, registered designs, in particular Community designs registered on 22 February 2021 under numbers 008440812-0001, 008440812-0002 and 008440812-0003, trademarks, copyrights, trade secrets and any other form of intellectual property.
  2. The Lessee is expressly prohibited from reproducing, copying, modifying, distributing or disclosing the Intellectual Property without the express written consent of the Lessor. This prohibition applies both during the term of the agreement between the parties and thereafter for an indefinite period.
  3. The Lessee is expressly prohibited from undertaking activities that facilitate or encourage unauthorised use, reproduction or disclosure of the Lessor's Intellectual Property.
  4. Any unauthorised use, reproduction or disclosure of the Intellectual Property, by the Lessee or by a third party engaged or encouraged by the Lessee, entitles the Lessor to seek an injunction, damages or any other remedy available under applicable law.
  5. The Lessee may use the Lessor's Intellectual Property solely for purposes expressly agreed in writing between the parties.
  6. The Lessee acknowledges the confidential nature of the Intellectual Property and undertakes to maintain its confidentiality. The Lessee shall not directly or indirectly disclose any details, characteristics or aspects of the Intellectual Property to third parties without the prior written consent of the Lessor.
  7. Upon termination of the agreement between the parties, the Lessee shall immediately return or, at the Lessor's discretion, destroy all materials, documents or copies that contain or reflect the Intellectual Property.
  8. The obligations in this article remain in force after termination of the agreement between the parties.

Article 17 – Force majeure

  1. The Lessor shall not be obliged to fulfil any obligation towards the Lessee if it is prevented from doing so as a result of circumstances not attributable to fault, and which cannot be attributed to the Lessor under law, a legal act or generally accepted standards.
  2. Force majeure includes, in addition to what is understood under law and case law, all external causes, foreseen or unforeseen, over which the Lessor has no control but which prevent the Lessor from fulfilling its obligations. This includes illness, quarantine, unexpected government measures and strikes in the Lessor's business or that of third parties.
  3. The Lessor may suspend its obligations under the agreement for the duration of the force majeure. If this period lasts longer than one month, either party is entitled to dissolve the agreement without obligation to compensate the other party for damages.
  4. To the extent that the Lessor has already partially fulfilled or will be able to fulfil its obligations under the agreement at the time force majeure arises, and the fulfilled or yet-to-be-fulfilled portion has independent value, the Lessor is entitled to invoice the fulfilled or yet-to-be-fulfilled portion separately. The Lessee is obliged to pay this invoice as if it were a separate agreement.

Article 18 – Data processing

  1. The Lessor shall process personal data in connection with the performance of its services for the benefit of its lessees. Under privacy legislation and the GDPR, the Lessor is in this capacity regarded as the controller of the processing of personal data. This article sets out the conditions of such processing of personal data by the Lessor.
  2. The Lessor shall process personal data only to the extent necessary in connection with the performance of the agreement between the parties. The processing of personal data by the Lessor shall be carried out in a proper and careful manner, in accordance with privacy legislation and in accordance with the Lessee's service request.
  3. The Lessor is entitled to engage processors and sub-processors in the processing of personal data, provided that the Lessor ensures that the processors and sub-processors engaged assume at least the same obligations as those incumbent upon the Lessor. The Lessor remains the point of contact for the Lessee in this relationship.
  4. The Lessor shall take appropriate technical and organisational measures to protect personal data against loss and against any form of unlawful processing. These measures shall guarantee, taking into account the state of the art and the costs of implementation, an appropriate level of security in view of the risks of the processing and the nature, scope and context of the personal data to be protected.
  5. In the event of a request for access, rectification, erasure or restriction of processing, the Lessor shall cooperate by providing all information the Lessee requires or by rectifying, erasing or restricting the personal data indicated by the Lessee as promptly as possible and no later than fourteen working days after the Lessee has requested this from the Lessor.

Article 19 – Applicable law and dispute resolution

  1. Dutch law applies to every rental agreement as well as every legal relationship between the Lessor and the Lessee.
  2. Any disputes arising from or related to a quotation, rental agreement or these general rental terms and conditions shall be submitted in the first instance to the competent court of the District Court of Gelderland.
  3. If one or more provisions of these general rental terms and conditions are null and void, voidable or otherwise lose their legal force, the remaining provisions shall remain in full force and the parties shall enter into consultation to amend the null, voidable or lapsed provision(s) in such a way that the provision approximates the intended economic or legal effect as closely as possible.
  4. The general rental terms and conditions shall be provided upon the conclusion of every quotation or rental agreement. In addition, the general rental terms and conditions shall be sent free of charge upon request.