General Catalogue 2023 DIGITAL

417 EDUARD GERLACH · Baeckerstraße 4-8 · 32312 Luebbecke · Germany · Phone +49 5741 / 330-0 · Fax +49 5741 / 330-400 Trade register: HRB 7907 | Register court: Amtsgericht (district court) Bad Oeynhausen · Managing directors: Jobst-Peter Gerlach-von Waldthausen, Timor Gerlach-von Waldthausen procedure is contained in a leaflet which will be provided on request. Likewise, the client can obtain information about SCHUFA on the Internet at www.schufa.de. Th e service address of SCHUFA is: SCHUFA HOLDING AG, Verbraucherservice, Postfach 5640, 30056 Hannover. 12. Material defect claims and claims for damages and withdrawal due to other breaches of duty a) In the event of justified complaints, subsequent performance shall be effected at our discretion by re- pair or replacement, provided that the statutory requirements for this are met. In addition, the buyer shall be entitled to the further statutory claims for withdrawal from the contract and reduction of the purchase price, insofar as the statutory requirements for this are fulfilled. § 377 HGB remains unaffected. b) Insofar as, by way of exception, the buyer has a right of recourse under the statutory provisions pursuant to Section 478 of the German Civil Code (BGB), such rights shall exist only to the extent that the buyer does not grant its customer any rights which go beyond the statutory rights based on material defects. c) Claims for damages on the part of the buyer exist in accordance with the statutory provisions to an unlimited amount if they are based on injury to life, limb or health and they are caused by an intentional or negligent breach of duty by us, one of our legal representatives or vicarious agents or are based on the Product Liability Act or are based on an intentional or grossly negligent breach of duty by us, our legal representatives or vicarious agents or are based on fraudulent intent or we have assumed a procurement risk or a guarantee and are therefore liable. d) If a damage is only due to negligent breach of a material contractual obligation (cardinal obligation) by us, our legal representatives, or vicarious agents, we shall also be liable for damages, but the amount shall be limited to the typically arising and foreseeable damage, unless we have unlimited liability pursuant to section c) of this paragraph. e) Material contractual obligations (cardinal obligations) within the meaning of the above provisions are obligations the fulfilment of which makes the proper performance of the contract possible in the first place and on the observance of which the buyer may regularly rely. Furthermore, material contractual obligations (cardinal obligations) are those whose breach jeopardizes the achievement of the purpose of the contract. The statutory distribution of the burden of proof shall apply. Further claims for damages against us, our legal representatives, vicarious agents, and aids shall be excluded, irrespective of the legal grounds on which they are based. 13. Statute of limitations for material defect claims Claims of the buyer based on material defects shall become statute-barred after one year, unless a) it concerns claims of the kind regulated in § 478 BGB or b) the defect was fraudulently concealed or is based on an intentional breach of duty by us or our legal representatives or our vicarious agents. In cases a) and b) and for claims for damages that are not excluded under item 12 of these Terms, the statutory limitation periods shall apply. The statutory provisions on suspension, suspension of the running and the recommencement of the statute of limitations shall apply. 14. Right of withdrawal If nothing special has been agreed, the buyer may withdraw from the contract if the purchased item is defective and the statutory requirements for withdrawal (in particular § 440 BGB) are met. In the event of a breach of duty which does not consist of a defect in the purchased item, the buyer may furthermore only withdraw from the contract if we or our legal representatives or vicarious agents are responsible for the breach of duty and the statutory requirements for withdrawal are met. The statutory distribution of the burden of proof shall apply. Point 6 c) of these Terms remains unaffected. In other cases (e.g., accidental wrong order or other motive errors of the buyer), the buyer can only cancel or withdraw from the contract with our express consent. There is no entitlement to consent to the withdrawal. In the event of our consent, the goods must then be marked with our article number and returned to us (company Eduard Gerlach GmbH, Bäckerstraße 4-8, 32312 Lübbecke) carriage paid and in the original packa- ging. In these cases, the return is always at the risk of the buyer. For the return, we charge a handling fee of 20% of the order value, but at least 25 euros, unless otherwise agreed by contract. If in these cases we have already purchased material for custom-made products, this shall in any case be borne by the buyer in addition to the cost price, unless otherwise agreed in the individual case. 15. Liquidated damages due to breach of duty by the buyer If the buyer violates his obligations - e.g., if he refuses acceptance despite being requested to do so - and if for this reason we are entitled to claim damages in lieu of performance, we shall be entitled to demand a lump-sum compensation amounting to 25% of the purchase price. This shall not apply if and to the extent that the buyer proves that no damage or no damage in this amount has been incurred. We reserve the right to assert claims for damages in excess thereof. 16. Retention of title We retain title to all goods delivered by us (reserved goods) until the purchase price has been paid in full and until all our claims arising from the business relationship have been paid. The buyer is entitled to process and resell the goods in the ordinary course of business as long as he is not in default with the fulfilment of his obligations towards us or as long as he does not suspend his payments. The following shall apply in detail: the processing or transformation of the reserved goods shall be carried out for us as manufacturer within the meaning of § 950 BGB (German Civil Code) without obligating us. By processing or transforming the reserved goods, the buyer does not acquire ownership of the new item in accordance with § 950 BGB (German Civil Code). If the reserved goods are processed, mixed, blended or combined with other items, we shall acquire co-ownership of the new item in a share corresponding to the ratio of the invoice value of our reserved goods to the total value. The provisions applicable to the reserved goods shall apply mutatis mutandis to the co-ownership shares arising under the above provisions. The buyer hereby assigns to us the claims arising from the resale or other sales transactions, such as contracts for work and services, together with all ancillary rights, and also on a pro rata basis to the extent that the goods have been processed, mixed or blended or combined or permanently installed and we have acquired co-ownership thereof in the amount of our invoice value. Insofar as the reserved goods are processed, mixed, blended, combined, or firmly installed, we shall be entitled from this assignment to a fraction of the respective claim from the resale corresponding to the ratio of the invoice value of our reserved goods to the invoice value of the item. If the reserved goods are sold by the buyer together with other goods not supplied by us, the buyer hereby assigns to us a share of the claim from the resale in the amount of the invoice value of our reserved goods. If the buyer has sold this claim within the scope of genuine factoring, he hereby assigns to us the claim against the factor taking its place. If the claim from the resale is placed by the buyer in a current account relation- ship with his customer, the buyer hereby assigns his claims from the current account relationship to us in the amount of the invoice value of the reserved goods. We hereby accept the above assignments. The buyer is entitled to collect the claims assigned to us until our revocation. The authorization to collect shall expire in the event of revocation, which shall occur in the event of default in payment by the buyer or suspension of payment by the buyer. In this case, we are authorized by the buyer to inform the customers of the assignment and to collect the claim ourselves. Upon our request, the buyer shall be obliged to provide us with a precise list of the claims to which the buyer is entitled, including the names and addresses of the purchasers, the amount of the individual claims, invoice date, etc., and to provide us with all information and documents necessary for the assertion of the assigned claims and to allow us to verify this information. Pledging or chattel mortgaging of the reserved goods or the assigned claims is not permitted. We are to be informed immediately of any attachments, stating the name of the attaching creditor. If the realizable value of the securities to which we are entitled exceeds our total claim against the buyer by more than 10%, we shall be obligated to release such securities at the buyer‘s request. The buyer shall store the reserved goods for us free of charge. He must insure them against usual risks such as fire, theft and water to the usual extent. The buyer hereby assigns to us his claims for compensation to which he is entitled against insurance companies or other parties obliged to pay compensation as a result of damage of the aforementioned kind in the amount of our claims. We accept the assignment. 17. Replacement units For the provision of replacement units for the entire duration of a repair of a device of the client, a rental fee of 30 euros plus legal VAT will be charged in principle. We reserve the right to waive a fee in individual cases. The return of a replacement unit provided for the duration of a repair must be made at the latest within 7 working days after the return of the own device. The date of dispatch is decisive for compliance with the return deadline. If the return takes place more than 7 working days after receipt of the own device, we are entitled to charge a rental surcharge of 10 Euro plus VAT per working day from the 8th working day. For damaged or unusable replacement units, we reserve the right to charge the necessary repair or replacement costs. The shipment of a replacement unit from us to the client and back is always at the client‘s risk. 18. Disposal of waste electrical equipment The client assumes the obligation to properly dispose of the delivered goods after termination of use at his own expense in accordance with the statutory provisions. In the event of a transfer, he must impose a corresponding further obligation. 19. Place of performance, place of jurisdiction, choice of law The place of performance for all claims arising from contractual relations between us and the buyer shall be Lübbecke in Westphalia. The place of jurisdiction shall be Bielefeld, Germany, if the buyer is a merchant, a legal entity under public law or a special fund under public law, also for actions in procee- dings relating to bills of exchange or checks. We reserve the right to take legal action against the buyer also at his general place of jurisdiction. The contractual relationship shall be governed exclusively by the substantive law of the Federal Republic of Germany. The applicability of international laws, e.g., the UN Convention on Contracts for the International Sale of Goods, is excluded. T E R M S A N D C ON D I T I ON S OTHER INFORMATION