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Terms and Conditions of Business

The terms and conditions in the German language are official. The English translation is just a service for you. If the English and the German versions differ, the German version becomes legally binding and has priority.

1. Exclusive validity of the Terms and Conditions of Business: By placing an order, the customer accepts the following business terms and conditions. These terms and conditions also retain validity throughout the entire business relationship, unless a written change is made. Only changes to the terms and conditions that are confirmed by us in writing are legally binding. Business terms and conditions of the customer that deviate from these terms and conditions do not legally bind us, even if we do not explicitly contradict or reject them.

2. Prices: Unless we have expressly agreed otherwise, all offers are made subject to change and are non-binding. Our prices do not contain the legal value-added tax, insurance, freight, packaging and postage costs. Orders placed without confirmed prices will be calculated at appropriate current prices. If a substantial change occurs in factors determining our prices, such as wages, material costs, etc., we retain the right to recalculate the price after consultation with the customer, or to cancel the contract.

3. Validity of the Contract: The contract between the customer and us only becomes valid upon our written acceptance of the order or upon the delivery of the ordered goods. This applies also to on-line orders. Additions, changes or verbal subsidiary agreements to previously concluded contracts require a written confirmation by us in order for the transaction to be valid. Images, drawings, dimensions, weights and color shades that are published in printed and electronic media are understood to be subject to possible mistakes and to changes made by suppliers. In addition, we reserve the right to make necessary technical adjustments and changes.

4. Packaging: The ordered goods will be packed in a professional manner suited to the mode of transportation and as economically as possible for the customer. The packaging will not be taken back.

5. Delivery, Delivery Costs: Deliveries are made at our option by train, postal service, freight forwarder, courier or our own company trucks. The risk of the possible loss of the goods and possible deterioration of the goods is transferred to the transporter at the point the goods are released to them, and this risk is transferred to the customer at the point the goods are ready for pick-up. Unless other arrangements have been made, the delivery will be made from our warehouse or from the warehouse of our supplier. The delivery costs are at the expense of the customer.

6. Delivery Time, Force Majeure, Collective Action Provisions: The delivery times indicated are approximations and are subject to change. The delivery time period begins when all documents that are necessary for the settlement of the order are available and the order confirmation process has been completed. The delivery time has been met, if, by the end of the delivery time period, the goods have left the facilities/warehouse or readiness for the shipment of the goods has been established. The timely delivery of undamaged goods from our upstream suppliers is a necessary prerequisite for this. If we are prevented from the fulfillment of our obligation by the occurrence of unpredictable circumstances, that could not be avoided, in spite of reasonable care applied according to the circumstances of the situation, for example by disruption of operations, labor disputes, failure to deliver, etc., then the period of delivery will be extended accordingly. This also applies, if the previously mentioned circumstances occur with our upstream supplier. If the above-mentioned circumstances make the delivery of goods or rendering of service impossible, then we are free from our delivery commitment. If the delivery time is delayed for the above-mentioned reasons, or we are freed from our delivery commitment on the basis of the previously mentioned circumstances, then there can be no assertion by the customer of compensation claims for damages resulting from this and no liability exists for the supplier. Delivery of goods on call orders must be taken within six months unless a variance has been agreed upon in writing.

7. Date of payment, payment and set-off: The purchase price becomes due with the delivery of the ordered goods. The payment takes place by cash on delivery, prepayment, on invoice or by direct debit authorization. If the place of delivery lies outside of the Federal Republic of Germany, settlement has to be made exclusively on a prepayment basis, if nothing else was agreed upon in writing. Quotation and computation apply in EURO. All changes to the currency rate of exchange after conclusion of a contract (date of the confirmation of order) are for the account of the orderer. Letters of Credit and checks are accepted only in payment of a debt and under the condition of their discountability. Discount charges are debited to the orderer. 30 days from the date of invoice we charge interest at the rate of 5% over the basic interest rate according to § 1 of the rate of discount transition law of 9 June 1998. Delivery to unknown orderers can only be made on a prepayment basis or by cash on delivery. With acceptance of orders we presuppose the credit-worthiness of our orderer. Upon learning of reasons that would call into question the solvency of the orderer, e.g. a bankruptcy or insolvency procedure, discontinuation of payments or similar, we are entitled to withhold deliveries not yet made and to withdraw from the contract. Claims for compensation cannot be made valid from this. This does not release the orderer however from his obligations under the part of the contract already fulfilled by us. The retention of payments or set-off with counterclaims by the orderer is only permissible, in so far as the counterclaims of the orderer are determined to be legally admissible or are recognized by us as valid.

8. Return right: We will accept the return of unused equipment in its original packaging within ten days starting from the delivery date. The return is to take place at no charge to us. For accepting the return we charge a restocking fee equal to 15% of the list price.

9. Retention of title: The supplied goods remain our property up until receipt of complete payment of all demands from the business relation between us and the orderer and up to the redemption of the corresponding promissory note or checks. The circumstances of individual demands on an open invoice as well as the drawing of a payment and its acknowledgment do not affect the retention of title. The orderer is entitled to the further sale of the reserved goods in the normal course of business, however, a pawning or a transfer by way of security is not permitted. The claims of the orderer on the further sale of the reserved goods are already surrendered to us. We accept this transfer. The orderer is entitled to the collection of this claim, as long as he meets his obligations to us. The orderer is obligated, at our request, to make us known to the garnishee, and to inform same of the transfer. If the supplied goods are processed or connected with other things, then our retention of title does not expire thereby, but we become joint owners of the new product to the extent of the invoice amount of the reserved goods to the other finished product. If the reserved goods have been further sold after processing or in connection with other goods, then the prior surrender agreed upon above applies only for the level of the invoice amount of the reserved goods. As regards legal execution measures of third parties for the reserved goods, or of the resultant surrendered demands, the orderer is required to inform us by providing the documents necessary for an intervention. We commit ourselves in accordance with the above regulations to release to the orderer securities to which he is entitled upon demand and at his discretion when the value of the demands that can be secured is exceeded by 20%.

10. Guarantee, obligation to examine, liability only for Germany: The Haase GmbH exclusively sells and supplies products, goods and services with commercial purpose for and to commercial users. Correspondingly, the guarantee period for goods and repairs amounts to 12 months. For perishable goods, the guarantee exists up to the best-by or expiration date indicated on the packaging. For goods and services sold or supplied to non-commercial users the guarantee period amounts to 24 months. For used goods the guarantee period amounts to 12 months. Extended guarantee periods must be agreed upon separately in writing. The orderer must examine the goods immediately after receipt to confirm that they are free of defects. Faulty goods may not be processed. If a deficiency exists for which we are responsible, this will be rectified at our discretion by either replacement delivery or by elimination of the defect. For deficiencies resulting from improper handling by the orderer, excessive load, the effects of hot or cold temperatures, lack of necessary lubrication, or resulting from chemical, electro-chemical or electrical effects or similar, we accept no liability. The claims will, in principle, be reviewed by detailed examination of the equipment at our facilities. The return shipment of defective equipment exclusively takes place after consultation with us and by means of a freight forwarder determined by us. With small equipment the return can take place by postal delivery on a collect basis. The orderer has a right to rescind if we do not rectify or supply replacement within a respite of six weeks, set by him. If, after arrangements have been made with us, the equipment is to be repaired locally, then we reimburse the corresponding costs with documentation for a net amount of up to 45.00 EURO. Necessary orders of spare parts must include the number of the machine and the date of purchase. The replaced original parts are to be sent back to us. We warrant replacements and improvement work to the same extent as the originally delivered item. For replacements the warranty period begins anew. We are not responsible for errors caused by documentation provided by the orderer. Defects with one part of the goods do not entitle the orderer to object to the entire delivery of goods. In all other respects will all claims for compensation by the orderer against us be excluded, unless they are based on premeditation, on gross negligence by the organization or managing employees of the supplier, on culpable injury to life or body or health, on ill-willed concealing of defects to the extent we are required to be responsible according to the product liability law for personal injuries or for damages to the property of privately used items.

11. Repairs

11.1 Fundamental: Repair offers and cost estimates of the supplier are always non-binding. When confirmation of an order is provided in writing by the supplier this is relevant only for that contract. With cost estimates, designs, plans and other documents and information of both a physical and immaterial nature, also if provided in electronic form, the supplier reserves all rights to property and copyrights. They may be made available to third parties only with the prior written agreement of the supplier. The client takes the responsibility for those tasks that are incumbent upon him for the documents made available to him, like designs and such things.

11.2 Repair costs, cost estimates: If the owner of a defective item requests an offer or a cost estimate for the repair of the article, then he must deliver the item to be repaired and give the order to prepare the cost estimate. The preparation of the cost estimate is a chargeable service, whereby the work expended for the dismantling and diagnosing the problem is calculated at the rate of a quarter of the price of one working hour for each quarter working hour begun. Accordingly the expenditure for the disassembly is reduced during the execution of the repair order. If the repair cannot be accomplished at the estimated cost or if the supplier considers the completion of additional work during the repair to be necessary, then the agreement of the client will be obtained, if the cost indicated in the cost estimate will be exceeded by more than 15%.

11.3 Not feasible repairs: The work completed to produce a cost estimate as well as the additional and documented efforts will be charged to the client in accordance with the prior agreement, if the repair cannot be completed by the supplier for good reasons, in particular because
- the repair order is not given;
- the problem complained of did not present itself during diagnostic work;
- Spare parts cannot be procured;
- the client is at fault for missing the agreed upon date;
- the contract is canceled during completion of repair work. The supplier is not responsible for consequences resulting from repair work not being completed. The repair item needs to be returned to its original condition only at the express desire of the client and upon the client refunding the costs for completed work, unless the completed disassembly was not necessary for the diagnosis of the problem.

11.4 Prices and terms of payment for repairs: The prices are understood to be in EURO plus the respective legal value added tax, to the extent nothing else is agreed upon. They apply ex factory, excluding packaging, freight and postage. The payments are to be made in cash without deduction free and clear at the cashier's office of the supplier. The payment due date is specified in each case separately. Exceptionally, if no payment due date is specified, then the invoice amounts are due upon pick-up and receipt of the invoice. On the invoice amount for a completed repair, and, in the event of a completed repair involving delivered or installed spare parts, no rebate or discount can be granted. The supplier is entitled to require an appropriate pre-payment upon agreement on the terms of a contract. The supplier can charge for all demands, which are entitled to him from the client, against all demands, which the client has against the supplier, if the demands or claims are undisputed or validly determined. When the calculation for the repairs are made, the prices for parts installed, materials and special services as well as the prices for labor for travel and for transportation costs are to be listed separately in each case. In all other respects article 7 of these general terms and conditions of business applies.

11.5 Co-operation and technical assistance of the client with repairs done outside of the facilities of the supplier: The client must support the repair personnel of the supplier at his expense at the time of the completion of the repair. In particular the client has to provide the energy necessary for the repair work and have the testing materials available necessary for the testing of the repair. If the client fails in his obligation to cooperate and thus slows the repair work or makes the repair work impossible, the client has to bear the labor costs, which would have accrued, if the repair had been possible within the time the repair personnel were present. The client must take any special measures necessary for the protection of persons and things at the repair site. The client must also inform the repair leader about existing special safety regulations, as far as these are of importance for the repair personnel. The client is to inform the supplier about offences of the repair personnel against such safety regulations. With serious offences it can refuse admission to the repair place to the infringer.

11.6 Transportation, insurance, passage of the risk for repairs done on the business premises of the supplier: Packaging and dispatch of the repaired items are done in accordance with best practices and discretion, however without any liability of the supplier going beyond it. The client bears the transportation risk. During the repair time on the business premises of the supplier no insurance protection exists. The client has to provide for the maintenance of the existing insurance protection for the repair item. If the dispatch or the pick-up is delayed at the request of the client or for reasons not caused by the supplier, then, after the client has been informed that repairs are complete, the client will be charged for costs associated with the storage of the repaired item. The supplier can also store the repaired item at his discretion outside of his facilities. Associated costs and dangers resulting from the storage are for the account of the client. Discrepancies, which result from the dispatch and return transportation of the repaired item, are to be brought to the attention of the supplier in writing immediately after becoming known. In the event the repaired item is dispatched for return to the client, the risk is assumed by the client at latest at the point the transporter takes possession of the repaired item for transport. If the supplier dispatches the repaired item and if the dispatch is delayed as a result of circumstances beyond the control of the supplier, then the client assumes risk beginning on the day the repaired item was ready for shipment. Correspondingly, this applies also to delays in pick-up of the repaired item by the client.

11.7 Repair period: The indication of the amount of time needed to complete repairs is based on estimates and is therefore non-binding. The agreement on a binding repair period must be made in writing and must be done on the basis of an order confirmation, in which the repair period explicitly is indicated to be binding. The binding repair period is kept, if, up to the expiration the item being repaired is ready for pick-up by the transport company or by the client. The repair period extends accordingly in measures in the context of labor disputes, in particular during strikes and lockouts and with the development of unexpected hindrances, which the supplier was not to blame for, for example with cases of force majeur, with official measures, with unanticipated delays in the production of delivery parts, with operational disturbances and in the event of non-performance on the part of third party suppliers, as far as such obstacles can be proven to have influenced the completion of the repair. Such circumstances are not to be the responsibility of the supplier even if they occur during an already existing delay.

11.8 Extended pledge right: Due to the suppliers claims resulting from the repair contract, the supplier is entitled to a pledge right on the repair item which has come into his possession as a result of the contract. The pledge right can be made valid also because of claims from work, spare parts delivered previously and other goods or services provided, as far as they are associated with the repair item. For other claims from the business relationship the pledge right applies only insofar as these claims are undisputed or validly determined.

11.9 Claims for damages, guarantee: The guarantee period for repairs amounts to 12 months. Damage and defects to wearing parts caused by overloading and at the fault of either the owner or third parties are excluded from the guarantee. After acceptance of the repair by the client the supplier is responsible for faults in the repair with the exclusion of all other claims of the client in the context of the fulfillment obligation. The client must immediately inform the supplier in writing of a confirmed fault. For costs to the client resulting from an unauthorized notice of defect by the client, the client is responsible. For the completion of all of the fulfillment work that the supplier determines to be necessary, the client must provide the necessary time and opportunity, otherwise the supplier is released from the liability for the consequences developing from it. Only in urgent cases involving the endangerment of plant safety and for the avoidance of disproportionately large damage, whereby the supplier is to be informed immediately, the client has the right to take care of the defect himself or to arrange for a third party to take care of the defect and to request reimbursement from the supplier for the necessary expenditures. If the client or third party made changes or repairs without the previous agreement of the supplier, then the liability of the supplier for the consequences developing from it is waived. For work completed in the context of the fulfillment, a liability exists only up to the expiration of the guarantee period for the original work. If the supplier - with consideration of the legal exceptional cases - lets a set appropriate period for eliminating the defect lapse without completing the work, then the client has a diminution right in the context of the law. The diminution right of the client exists also in other cases of failing to eliminate the defect.

12. Loaner Units

12.1 Applicable conditions: A commercial lease of devices and goods is not offered by the Haase GmbH and is not a possibility. Such customers and clients that have given the Haase GmbH a repair or inspection contract for a piece of equipment can, for a loaner fee, make use of a replacement loaner unit for the period of the repair and transport at a loaner fee rate and for a period of time agreed to previously between the contracting parties. The type and model of the equipment and the duration of the equipment loan depend on the availability situation at the time and in the period of the loaner placement. A claim on the part of the client on the loaner placement and on the borrowing of a certain piece of equipment or for a specified duration for the equipment loan does not exist.

12.2 Installation, operation: The borrower receives the loaner equipment in perfect operating condition as relates to functionality and safety. Deviations from this are to be noted upon delivery by the borrower on the respective delivery documents or separately and acknowledged in writing by the lender. The borrower is responsible for the production and maintenance of the loaner equipment in conformity with the regulations valid for the respective targeted application and requirements for hygiene, operational safety, industrial safety and fire protection, etc. The borrower is required to properly operate and properly treat the equipment and, if necessary, take the initiative to inform himself well on the appropriate handling of the equipment.

12.3 Authorized users: Only the borrower and its representatives and assigned aides are entitled to the use and operation of the loaner equipment. The equipment may not be passed on to other persons or companies. If the borrower is a middleman or a service partner of the lender and appears as such in the customer file of the Haase GmbH, it can be agreed upon with him that he may place the loaner equipment at the disposal of his customer. It is forbidden in every case to take the loaner equipment from Germany to locations abroad.

12.4 Liability: The lender is responsible for damage, which resulted from intentional or rough negligence on the part of the representatives or assisting aide of the lender. The lender is not responsible for direct or indirect damage caused by the functioning, by a malfunctioning, by a loss of function of the loaner equipment or by an operating error. The borrower is responsible for any damage to the equipment that possibly occurs during the loaner equipment placement or for the loss of the equipment during the loaner equipment placement.

12.5 Equipment loan period, return, costs: The borrower is required to return and deliver to the lender the loaner equipment upon expiration of the agreed upon equipment loan period without being asked in the same perfect appearance, in the same technical state and in a hygienic condition. The loaner equipment placement begins with the issuance of the equipment to the borrower and it ends with return of the equipment to the lender. The duration of transport is included in the duration of the loaner equipment placement. Any costs for the repair of damage, defects or for the cleaning of the equipment, that is necessary as a result of the loaner equipment placement, are to be covered by the borrower. The current prices at the respective time for spare parts, material and work time are used as the basis for calculating these costs. For the time of the loaner equipment placement, which goes beyond the agreed upon loaner equipment period, the borrower is required to pay per day a borrowing fee at a value of 1/90 of the current ex-factory price according to our catalog, but at a minimum of 5. - EURO daily. If the loaner equipment period is exceeded without permission and if the borrower cannot be reached for more than 8 days, then we will proceed from the assumption that the borrower intends to take title and possession and will either issue an invoice for the equipment or file a report of theft.

13. Electrical old devices: The electrical and electronics devices, which we carry are exclusively intended for commercial purposes and for those engaged in commercial activities and are not or are usually not used in private households. An obligation for the re-acceptance and utilization and/or disposal in accordance with WEEE guideline 2002/96/EG and in accordance with electrical and electronics equipment law in following with this does not exist for us. Therefore, we do not take back retired electrical and electronics devices and electrical scrap. You can also turn over your old commercial equipment to the regional garbage collection point or reusable materials and recycling yard.

14. Place of delivery and area of jurisdiction: Place of delivery is the place of our company headquarters. The area of jurisdiction for disputes with orderers, full buyers, legal entities of the public right or public special estate is the court responsible for our company headquarters. However, we reserve for ourselves the right to file suit at the company or domicile of the customer. German law applies.

15. Salvatori clause: If one of these regulations should be ineffective, then the effectiveness of the remaining regulations is not affected. A regulation that is economically most closely aligned will take the place of the ineffective clause.