General terms and Conditions
of Launhardt Hydraulik GmbH

Sale and delivery terms as on Jan./2002

1. Applications

a. These sale and delivery conditions also apply to assembly orders as far as they are applicable to it .

b. The business conditions apply to all present and future business relations.

Consumer is defined as individual persons with whom a business relationship occurs and which is without a commercial or stand-alone professional activity.
Businessman is defined as individual or legal entities or legally responsible partnerships with which a business relationship occurs, which practices of a commercial or stand-alone professional activity.

Customer is defined as consumers and businessmen
Our deliveries and performances are exclusively carried out on basis of these business conditions. The conditions apply to permanent business relations and also for all future business. Business and purchase conditions of the customer are effective only when these are appreciated by us in writing. At the latest with receipt of the delivery and services our business conditions are regarded as accepted. Provided that the customer doesn't approve of the prominent handling, he is obliged to point out it to us explicitly in a special letter. In this case we reserve the right to withdraw our offer or to withdraw from contract, if the contract has already taken place. If one or more of these business conditions get invalid, the validity of the other conditions will remain unaffected. German law applies for the interpretation.

c. Our offers are non binding. All agreements get valid only by a written acknowledgment. Amendments and additions requires to be in writing. The technical data contained in catalogs, leaflets etc. like weights, measures etc. are only rough estimates. They are only obligatory as far as they are particularly described as obligatory in the contract. Constructive amendments remain left. Drawings, quotations, estimates etc are copyrighted and are sole property of us, such may not be made accessible to others and are given back on request or in case of not granting of an purchase order to us. Only the customer is liable for the legitimacy of the use of plans and technical underlays. We aren't obliged to a re-check of the prominently mentioned underlays particularly with respect to commercial protection rights of third parties. Only with ours permission, customer is allowed to forward our designs and suggestions, otherwise he is liable for the resulted damages.

d. Acknowledgments which doesn't originates from our company but from agents or representatives are non-binding. A revocation of purchase orders after reception with us isn't possible.

2. Prices/terms of payment

a. The prices are ex factory, packaging excluded plus value added tax and invoiced in Euro. We reserve the right to calculate the price for repair parts, spare parts, new parts and special makes etc. at the price valid for the day, if material price and labour expanses have increased. If the order value is less than 25 euros, we are authorized to calculate 7.50 euros as handling charge. Applies to abroad deliveries: Delivery freight paid German borders, uncostumed.

b. Checks and rediscount capable changes are assumed only on account of performance, all thus obliged costs are for debits of the customer. Cash discount is granted only at a separate written agreement. A cash discount granting prerequisites the payment of all the earlier invoices. Balancing and assertion of a retention because of possible counter-claims of the customer disputed by us aren't permissible. Non-compliance to the terms of payment or circumstances, which decreases the credit rating of the customer, has the effect of instantaneous maturity of our claims as consequence. This is also valid if we have accepted changes for this on the whole.
We are only obliged to the further delivery when the customer offers the payment against delivery. If the customer doesn't offer any cash payment, then we are authorized to require compensation because of non-payment or withdrawal from the contracts as far as a delivery hasn't been carried out. Furthermore we are authorized to forbid the further resale of already delivered goods and still repay the unpaid deliveries at the expense of the contractgiver.

c. We are entitled for usual safety of our claims according to the type and extent, even if they are conditional or temporary.

d. Invoices have to be paid after invoice granting without any delays within 14 days.

e The consumer has to pay interest on the financial debt in the amount of 5% above the base interest rate during the delay. The businessman has to pay interest on the financial debt in the amount of 8% above the base interest rate during the delay. We reserve against the businessman for us to prove and to assert a higher delay damage.

3. Delivering and delivery period

a. Delivery times start with the access of our order confirmation, however not until complete clarification of all negotiations are and applicable from delivering place. Your compliance presupposes the fulfillment of the contractual duties of the customer, particularly the terms of payment agreed on.
In events of act of god, also when they occur at our suplier or sub-supplier and they result in hindrance or postponement in the delivery or the services, authorises us to withdraw from contract completely or from partially fulfilling the contract. This is also valid when the event arises during the delivery. Strike, shutout, mobilization, war, blockage, exp and import ban, traffic lock and other circumstances which cannot be influenced by us and which makes unreasonably more difficult or makes impossible the delivery for us. The customer can ask a explanation from us whether we withdraw or will deliver within adequate period. If we don't explain ourselves, the customer can withdraw.

b. Delivery times and due dates are only roughly applicable, unless we have described these as obligatory in writing and explicitely. If we have the assured a due date or an appointment in writing, then the customer must in writing set an adequate due date. After unfruitful due dates, he can withdraw from those quantities and services to until the expiration of extension period as reported ready for shipment. Only if the partial fulfilled services are of no interest to the customer, he is authorized to withdraw from the complete contract.
Provided that no serious damages occurs to us concerning the ceased or belated delivery, claims for compensation are limited on the damage which was foreseeable at the time of the completion of a contract. Claims for compensation cannot be more than 20% of the product value of the belated or ceased delivery.

c. If official or other information from the customer isn't available on time, as well as at additional amendment in the purchase order, the delivery time will prolong itself. Partial delivery is permissible.

d. If we can’t keep the delivery dates independent of negligence, claims for compensation are excluded . knowledge. If the customer gets into delayed acceptance, then after expiry of certain period, we are entitled, to supply the delivering object elsewhere and either to deliver with more adequate extended time or to explain the withdrawal from contract and to demand a compensation. Also in the case of the late deliveries the assertaion of claims for compensation are reserved. Call orders must be retrieved at the latest within 12 months after ordering.

4. Packaging, dispatch Risk assumptions

a. Service place for our services is our factory in Detteln.. The delivery is carried out from Datteln packing excluded. Packing material will not be taken back.

b. With the handing over of the material to a forwarding agent or carrier, or when the materials leaves our stores or delivering factory, the customer is liable for the damages. If the material has be collected , then the customer is liable for the damages afer he is informed of the readiness of material.

c. Product reported dispatch-ready must immediately be informed. If the information doesn’t arrives, we are authorized to send and to store the product according to our choice at the expense of the customer.

d. Delivered objects have to be accepted by the customer regardless of his rights from section 6 even if they show insignificant defects. The delivery is regarded as fulfilled if liability of delivering object is transferred to the customer. From this time we are answerable only according to the conditions from section 6.

e. We are authorized for partial deliveries and increased or lowered services of the completed quantities usual in the trade.

5. Reservation of title

a. All delivered goods will remain our proprerty until the complete fulfillment of all requisites, inclusive of payments. In case of ongoing invoices, the left properties is regarded as a safeguard at the deliveries (reserved products) on our invoice balance.

b. The building and processing of the reserved products are carried out for us as a manufacturer as defined in § 950 BGB, without any obligation to us.
Goods produced by mixing with the goods not produced by us through the customer entitles us the co-ownership of the product to the extent of the invoice value of the reserved goods produced by us
If our product is mixed or connected with other objects and then our co-ownership ends with reserved goods (§§ 947, 948 BGB), as already agreed upon that the ownership on produced stated or this mixed product lies with the customer, and also our liability is limited to the extent of the invoice value of our reserved goods and that the customer cares the products without any charge to us. The products produced from the processing or by connection or intermixing are known as reserved products/conditional goods according to this condition.

c. Customer shall undertake to sell the goods that are subject to the reservation of title only in the usual course of business and as long as he doesnot delays sells and processes.He is only authorized to the resale if the claim from the resale together with ancilliary rights arising from the following sales to us. He isn't authorized to other disposals. The resale stands the mounting in properties and buildings or the use of the reserved products by the fulfillment of other contracts by the customer at once.

d. The claims of the customer from the further resale of the reserved goods together with all ancilliary rights will be immediately ceded to us at once whether it is sold to one or more buyers. If the reserved goods is sold together with goods not belonging to us to the customer then our co-ownership quota is limited to the sold product or the actual sold stock.

e. The customer is authorized to the collection of the claim handed over to us as long as until revocation or as long as he doesn't falls behind us into delay entitles.

f. The customer is authorized to the collection of the claim handed over to us as long as ours claim doesn’t dues. In this case we are authorized: aa. revoking the authorization for the alienation or processing or for the mounting of the conditional products and for the move of the claims handed over to us, bb. to require the handing out of the conditional products from the contract, without a retention being entitled to the customer against this handing out claim and without, that that we withdraw from the contract through it. cc. informing the garnishees of the assignment.

g. The customer obliges itself to assert our rights of a required information and to hand over this and other nrequired documents.

h. The customer has to report us immediately the granting of a comparison, insolvency procedure or the distraint of the delivered product . Intervention costs arising from these are are debits of the customer.

i. If we use the conditional goods according to the existing conditions of our conditional sale by withdrawal, we are authorized to sell freely or to have the product auctioned . The redemption of the conditional goods is carried out to the obtained revenue at the most however at the supply prices agreed on. Further claims for compensation particularly for lost profit remain reserved.

j. If the value of the our existing securities doesn't exceed our claim by 20% only temporarily, we release securities on request, corresponding to our choice

k. The customer obliges himself for to treat the product carefully. The customer has to carry the required maintenance and inspection work regularly at the own expenses.

6. Defects and guarantee

Decisive for the state of the product as stipulated in the contract is the product state at delivering or at store. No liability for damages is assumed for defects occuring due to natural wear and tear, also during the guarantee time. If the customer is a businessman, we honour the guarantee defects to the product as our choice either by improvement or substitute delivery. The customer is consumer, he has the choice at that whether the repairings shall be made by improvement or substitute delivery. We are, however, authorized to refuse the chosen improvement if it is possible only with unexpected costs and the other improvement doesn’t possess considerable disadvantages for the consumer. In principle, if the improvements/repairs fails, the customer has choice of either a reduction of the remuneration (reduction) or cancellation of the contract (withdrawal). If case of very light defects and at an only very low contract adversity the customer is not entitled for the right of withdrawalfrom the contract.

b. Businessman must report the visible defects in writing to us within two weeks after the receipt of the product; otherwise the assertion of the guarantee claim is excluded. For the term preservation the timely dispatch suffices. The businessman takes the full of burden of proof for all claim prerequisites, particularly for the defects, for the time of the observation of the defect and for the timeliness of the customer's complaint. Defects which cannot be discovered even after careful check within the time limit have to be shown immediately after the discovery. We aren't liable if the delivered object has been broken to pieces or changed before report of the defect. The same guarantee conditions as for the original delivering object are valid in the context of the the provided replacement piece and repaired products. There is a liability for improvement work or spare parts are valid only until the guarantee term concerning the initial product delivery.

c. Consumers must inform.us in writing within a period of two months after the time at which the state of the product contrary to the terms of the contract was found, about visible defects. For the preservation of the guarantee period substantial is the reception of the information with us. If the consumer refrains from this information, his guarantee claims will expire two months after the observation of the defect. This doesn't apply to deception of the seller. The burden of proof for the observation of the defect lies with the consumer. The burden of proof of the defect for the second-hand goods lies with the consumer.

d. If the customer chooses the rescission of the contract because of a statutory or material defect after failed supplementy delivery, no compensation is entitled to him because of the defects. If the customer chooses compensation after failed supplementy delivery, the product remains with the customer, if this is reasonable for him. The compensation confines itself to the difference between purchase price and value of the defective matter. This isn't valid if the breach of contract was deceptively caused.

e. For businessmen, the guarantee term amounts to a year as of delivery of the product. For consumers the limitation period amounts to two years as of delivery of the product. The limitation period for second-hand products amounts to a year as of delivery of the product. This isn't valid if the customer doesnot reports the defect to the product on time.

f. If the customer is a businessman, in principle, only our product specification is regarded as agreed product description. Public remarks, extollings or advertisements of the manufacturer don't represent any contractual quality description of the product.

g. For material defects, we are only liable when these at application of specialistic care could have been recognized. For the natural wear and tear we do not assume any liability.

h. After communication with us, the customer is the required to provide the time and opportunity to to deliver the necessary repairs and replacement at lowest cost, otherwise we are freed from the duty to the defect elimination.. If the customer doesn't give us any possibility to conduct repairings, or he does not immediately provides the answers with the queried product or samples of it on request, the obligation for compernsation will not be applicable.

i. Only in urgent cases, where the operational safety is endangered and for the Stop the occurance of disproportionately large damages the customer has the right to eliminate self or through a third party and to ask for the reimbursement of the necessary costs from us

j. If the defect doesn't requires the on site repairs, then according to our choice, either the customer has to grant opportunity of the repairs on-site or to send the defective part to us for the repair or replacement. In the the later case the liability is regarded as fulfilled when we deliver the repaired or the replacement part to the customer. Freight within the European Union is taken by us withous customs and additional costs for airfreight or for speedy shipments. For the rest the freight is carried up to the port of shipment. The demounting and travelling costs of our mechanics aren't included. If the customer's complaint proves to be invalid, then the customer bears the costs.

k. For unclassified products, guarantee claims are not applicable.

l. The performances of the equipment the results are authoritative on our test bed. We do not take any responsibility or provide guarantee for problems, appearing by an improper care or by the improper installations.

m. An obligation to get active due to a customer's complaint is not applicable until the customer completes the contractual obligations. A justifiable complaint also does not exempts from the payment duty.

n. We don't assume any liability for suggestions which are done as a customer service.

o. For works according to customer wishes we can only guarantee the work, but not the function

7. Liability

a. In event of negligent breaches of duty our liability is limited according to a foreseeable way, typically contractual, immediate average damage. This also applies to negligent breaches of duty of our legal representatives or fulfillment assistance. We are not legally responsible to businessmen at negligent injury of insignificant contractual duties. Claims of the customer from the product liability are exempted from it. The limitations of liability don't apply to chargeable body and health damages to us or at loss of the life of a customer either.

b. Claims for compensation because of a defect can be made within a year after the delivery of the product. This isn't valid if a gross negligigence is reproachable for us ,and is also reproachable when it relates to the body and health impairments or loss of the life of the customer.

8. Place of jurisdiction, law to be used

a. Applicable is German law. The regulations of the UN-purchase right aren't applied
b. If the customer is a businessman, exclusive place of jurisdiction is our business seat for all disputes from this contract .. The same is valid if the customer doesn't have any general place of jurisdiction in Germany or his place of residence or the ordinary stay isn't known at the time of the complaint. After our choice we also can choose the seat of our customer as a place of jurisdiction.

9. Tranfser of the contract rights

The customer mustn't transfer his contract rights to third parties without our express written consent.

10. Storage of data

Under regulations of the Federal Data Protection Law , we are authorized to save and to process the customer data for carrying out the contract's requirement.

11. Partial ineffectiveness

If a part of these conditions is ineffective, then the other regulations will remain nevertheless valid. The ineffective conditions will be valid in the legally permissible extent so that the economic purpose of the concerned condition, as far as possible is reached. As far as it is required for the attainment of the mentioned purpose the contracting parties oblige themselves to agree on a corresponding completion of the contract.