General Terms and Conditions of Hire

General Terms and Conditions of Hire of UNILIFT GmbH & Co. KG, R.-Bosch-Str. 9, 14974 Ludwigsfelde

This English version is a translation provided for information purposes only. In the event of any discrepancy between this translation and the German original, the German version shall prevail.

You can find our General Terms and Conditions of Sale here.

General Conditions of Unilift Rental Plus (URP)

§ 1 Scope
1. These General Terms and Conditions apply to all rental agreements concluded with us, with the exception of hire-purchase agreements. They apply exclusively. We do not recognise any conflicting or deviating conditions unless otherwise expressly agreed in writing.

2. If we are in an ongoing business relationship with the customer, these conditions apply to all future rental agreements with the customer, unless other conditions are expressly included at the time the contract is concluded.

§ 2 Subject Matter of the Contract
1. The subject matter of this contract is the rental items named in the contract, including accessories. The written agreements are decisive for the type and design of the contractual item.

2. Information regarding the quality of the contractual item in brochures and catalogues as well as on specification sheets is only approximate unless expressly declared binding. This also applies to photographs, drawings and other illustrations.

3. Performance data stated by us relate to operation at an air temperature of +20°C, on a level concrete floor and under dry operating conditions. Deviations from the stated technical data are permissible within the range of customary tolerances, including under normal conditions.

§ 3 Place of Use
1. The place of use is the location named in the contract. If the customer wishes to change the operating conditions or the place of use, our prior written consent is required.

§ 4 Provision, Contract Term
1. We provide the customer with the respective contractual item for collection at the hire centre concluding the contract. On request, we also arrange dispatch of the contractual item in the name and on behalf of the customer, or carry out such dispatch using our own transport vehicles.

2. In the case of contracts covering several contractual items, we are entitled to provide the machines individually and successively. Each partial performance is deemed to be an independent transaction.

3. The term of the contract begins with the provision of the respective contractual item for collection or dispatch. The rental period ends on the day on which the rental item, together with all parts required for its commissioning and/or use, arrives in a contractual condition at the hire centre concluding the contract or at another agreed destination, but at the earliest upon expiry of the expected rental period agreed in the rental agreement.

§ 5 Delay in Performance
1. If we are in default with our performance, the customer is entitled to demand, for the delay damage incurred by them, a lump-sum compensation for delay of 1% for each completed week of delay of the value of that part which cannot be used on time or in accordance with the contract as a result of the delay, but no more than 5% of the net order value (= amount of the agreed rent).

2. If there is a delay in performance and the customer grants a reasonable additional period with the express written declaration that they will refuse acceptance of the performance after expiry of that period, and the additional period is not met due to our fault, the customer is entitled to terminate the contract.

3. Further rights arising from delay in performance are conclusively governed by § 21 of these conditions.

§ 6 Acceptance of the Contractual Item, Default of Acceptance
1. Upon provision of the respective contractual item for collection or dispatch, the customer is obliged to accept the contractual item on the agreed date. If they fail to meet this obligation, they shall bear the additional costs arising as a result.

§ 7 Handling of the Contractual Item, Duty of Supervision and Notification
1. The customer shall treat the contractual item with care, observe all applicable safety instructions and regulations and, in particular, shall not exceed the load capacity of the contractual item. The customer undertakes to deploy only personnel trained and authorised for this purpose on the contractual item, and in particular to ensure that only persons who have been instructed in accordance with the manufacturer's specifications as set out in the operating manual handle the contractual item.

2. The customer shall use faultless operating materials (for example fuel) to operate the contractual item. Should any disadvantages of any kind arise for us from the use of operating materials that are not faultless, the customer shall be liable to us for damages.

3. The customer shall notify us without undue delay of any loss of or damage to the contractual item and/or its accessories.

§ 8 Servicing, Maintenance
1. The customer shall keep the contractual item in a proper and operationally safe condition at all times during the term of the contract; the energy costs incurred during operation shall be borne by the customer.

2. For the purpose of maintenance, the customer shall have the following serviced at our expense during normal working hours, by appointment with our responsible customer service centre, and immediately repaired where required due to wear typical of use:
a) electrically powered vehicles in single-shift operation at three-monthly intervals calculated from the start of the contract term,
b) combustion-engine vehicles at three-monthly intervals calculated from the start of the contract term, but at the latest after a respective operating period of no more than 250 operating hours.
The customer has no claim to a replacement machine for the duration of repairs, unless we are responsible for the vehicle's failure. If servicing and/or repair measures become necessary as a result of damage caused by force, incorrect operation or similar circumstances for which the customer is responsible, the customer shall bear the corresponding costs. The obligation to pay the rent remains unaffected by this.

§ 9 Prohibition of Transfer to Third Parties
1. The customer may neither rent out, lend or lease the contractual item nor transfer it directly or indirectly to third parties in any other way, unless they have obtained our prior written consent.

§ 10 Liability for Loss and Damage, Replacement upon Destruction of the Contractual Item
1. Insofar as the damage arising from the loss or the damage is not compensated to us by the insurance pursuant to § 13 of these conditions, the customer is liable, unless we are responsible for the loss or damage. If the contractual item is destroyed, we are entitled to continue the contract with an equivalent contractual item.

§ 11 Operating Risk
1. Upon handover of the contractual item, the customer becomes its keeper and is responsible for all obligations arising from this. They shall ensure compliance with existing laws at their own expense and shall indemnify us in this respect against any claims by third parties.

§ 12 Hire with Operating Personnel
1. If we provide operating personnel when the rental item is handed over, the personnel may be deployed only to operate the rental item and not for other work. In the event of damage caused by the operating personnel, we are liable only if we have not selected the operating personnel properly. In all other respects, the customer is liable for such damage.

§ 13 Insurance
1. The customer shall insure the contractual item for the term of the contract against transport damage, theft, fire, water and machinery breakdown at replacement value. The hirer shall furthermore take out adequate liability insurance (business liability insurance and, where applicable, special liability insurance) for the rental machine at their own expense. In the event of subletting, the hirer bears the risk of misappropriation. They shall provide us with evidence of insurance cover on request. They furthermore hereby assign to us the rights arising from this insurance. We accept this assignment.

2. If the customer breaches their insurance obligation under clause 1, or if we have not yet become the holder of the rights arising from the relevant insurance, we are entitled – without prejudice to any further-reaching rights – to declare the rent still outstanding immediately due and payable in order to secure claims for damages and restoration, insofar as the amount of the damage is not thereby exceeded.

3. The customer has the option of taking out Unilift Rental Plus through us.

(See also the General Conditions of Unilift Rental Plus)

The deductible per claim (= individual damage event) amounts to:
– EUR 2,500 for all machines, unless otherwise agreed.
– EUR 3,500 for machines with a load capacity of 5 t or more, and generally for rough-terrain and rigid telescopic machines.
– EUR 5,000 for heavy-duty forklift trucks with a load capacity of 8 t or more, and for rotating telescopic machines.
– The loss of the contractual item through misappropriation, theft, burglary, robbery or fraud is not covered by Unilift Rental Plus, and the customer is liable for damages in such cases.

§ 14 Structural Modifications
1. Modifications and additional installations or attachments to the contractual item owned by us require our prior written consent. In the event that additional parts are installed, title to these passes to us without compensation. Our claim to restoration of the original condition remains unaffected, as does the customer's servicing and maintenance obligation pursuant to § 8.

2. Responsibility for modifications, installations and attachments made by the customer and for their use lies exclusively with the customer.

§ 15 Rent, Payment
1. The rental price stated overleaf applies from the time of provision for collection or dispatch, plus statutory value added tax at the rate applicable on the date of invoicing.

2. If the customer uses the contractual item for longer each day than a normal staff shift (maximum 8 hours), an additional charge of 50% of the agreed daily rent is levied for each further shift. The customer must notify us of the increased operating time within 14 days of it commencing.
Unless otherwise agreed, the following basis of calculation applies:
– Daily rate = 1–4 working days (maximum 8 operating hours per day)
– Weekly rate = from a rental period of 5 working days (maximum 40 operating hours per week)
– Monthly rate = from a rental period of 20 working days (maximum 160 operating hours per month)
Work at weekends must be notified to the lessor; it is not included in the weekly or monthly rental price and will be charged separately.

3. The rent is generally due in full immediately upon receipt of the invoice by the customer, strictly net and without deduction.
For a rental period of more than 20 working days, the rent is invoiced monthly. In this case, the monthly instalments are payable in advance on the respective accounting date.

4. In the event of default of payment, interest is charged from the due date at 4 percentage points p.a. above the respective Bundesbank discount rate, 8% above the respective base rate, but at least 9% p.a., without prejudice to any higher damage caused by default which we must prove, and to any other claims. The customer is free to prove to us that the damage was lower.

5. Payment orders and cheques are accepted only by special agreement and only on account of performance, not in lieu of performance.

6. Payments are to be made exclusively to our accounts, not to our sales staff or representatives. In every case, a payment is deemed to have been made only upon receipt in our accounts. We reserve the right to sell our receivables to a factoring company. In this case, the customer must pay the factor directly.

7. The customer assigns to us, in the amount of the agreed rental price less any deposit received, their claims against their own principal for whose order the rental item is used. We accept this assignment.

§ 16 Set-off, Right of Retention, Prohibition of Assignment
1. The customer may assert rights of set-off and retention only if their counterclaims have been established with final legal effect, are undisputed or have been acknowledged by us. Claims of the customer against us are not assignable.

§ 17 Termination without Notice
1. Both contracting parties are entitled to terminate the rental agreement without notice if there is good cause. We are entitled to do so in particular if
a) the customer is in default with two monthly instalments,
b) the customer seeks a moratorium from their creditors,
c) composition, bankruptcy or insolvency proceedings have been applied for in respect of the customer's assets or those of a company within the customer's group,
d) the customer transfers the contractual item to a third party without our consent,
e) the customer substantially breaches the obligations set out in this contract and continues such conduct despite a warning.

2. If the contract is terminated by us without notice, we are entitled to demand from the customer the surrender of the contractual item as well as damages, including lost profit. We are to be compensated for the damage incurred by us as a result of the early termination of the contract.

§ 18 Liability for Defects
1. All contractual items affected by defects will, at our discretion and taking clause 2 below into account, either be repaired free of charge or replaced. The customer shall grant us a reasonable period and, where applicable, the opportunity on site to carry out subsequent improvement, replacement delivery or modification.

2. Should the subsequent improvement or the replacement of the machine fail, the customer has the right, after a reasonable period set for us has expired without result and with a warning of refusal, to terminate the contract without notice or to demand a reduction of the rent. Unless otherwise stated below, further claims of the customer – on whatever legal ground – are excluded.

3. Without prejudice to the provisions of § 21 of these conditions, we are not liable for damage that has not occurred to the delivery item itself; in particular, we are not liable for lost profit or other financial losses of the customer.

4. The above limitation of liability does not apply in the case of the absence of warranted characteristics where the warranty was specifically intended to protect the customer against the damage that has occurred.

5. We are likewise not liable for damage arising from the following causes: unsuitable or improper use, in particular overloading; faulty assembly or commissioning by the customer or third parties (other than our subcontractors); wear typical of use; faulty or negligent handling; unsuitable operating materials; replacement materials; defective construction work; unsuitable building ground; chemical, electrochemical or physical influences – unless these are attributable to intentional or grossly negligent conduct on our part.

6. If modifications or repairs are carried out by the customer or by third parties without our prior consent, no claims for defects arise against us in this respect.

§ 19 Return
1. Upon termination of the contract, the customer shall return the contractual item at their own risk and expense, in a cleaned and proper condition, to the hire centre responsible for them. Damage for which we are not responsible, unagreed modifications to the contractual item and significant soiling will be remedied at the customer's expense.

2. If the contractual item is returned in a damaged condition, the customer undertakes to pay us compensation for use corresponding to the rent until such time as the rented item or a new contractual item is again available to us for hire.

3. In the event of early return, the customer is obliged to pay the rent that we would have charged the customer at the time the contract was concluded on the basis of a shorter rental period.

4. If the rental machine is made available for collection by the hirer, responsibility for the rental machine remains with the hirer until final collection.

5. If the machine is not collected by the lessor without undue delay, at the latest within two working days of deregistration, the hirer is obliged to send a further written reminder requesting collection.

§ 20 Enforcement Measures
1. The customer shall inform us in writing without undue delay of all enforcement measures and other dispositions by third parties directed against a contractual item owned by us, and shall provide us with copies of attachment orders and records. They shall furthermore do everything possible to avert the implementation of the measures referred to. If we bring a third-party action pursuant to Section 771 of the German Code of Civil Procedure (ZPO), the customer is obliged to reimburse us for the judicial and extrajudicial costs if the party pursuing the enforcement is unable to do so.

§ 21 Further Liability
1. Claims for damages not governed by these conditions are available to the customer only to the extent set out below.

2. Where we negligently breach a duty material to the contract, our obligation to pay compensation is limited to the sum insured under our business liability insurance. We are prepared to allow the customer to inspect our policy on request and to agree a correspondingly higher sum insured, provided that the customer pays the additional premium required for this.

3. The limitations of liability do not apply:
– in the case of intent;
– in the case of gross negligence on the part of legal representatives or senior employees;
– in the case of a breach of material contractual duties for which we are responsible, insofar as this jeopardises or renders impossible the achievement of the purpose of the contract; in this respect, however, liability is limited to compensation for the foreseeable damage typical of the contract, unless one of the aforementioned cases applies.

§ 22 Place of Performance, Place of Jurisdiction, General Provisions
1. The place of performance is the registered office of the hire centre that provided the contractual item for collection or dispatch.

2. The place of jurisdiction for all disputes is Potsdam if the customer is a full merchant, a legal entity under public law or a special fund under public law, or if they have no place of jurisdiction within Germany. Assigned receivables have their place of jurisdiction in Potsdam.

3. The customer shall notify us without undue delay of any change of their place of residence or registered office as well as of changes in the legal form and liability structure of their company.

UNILIFT GmbH & Co. KG, R.-Bosch-Str. 9, D-14974 Ludwigsfelde
Telephone +49 3378 8052-0, Fax +49 3378 804643
Version: March 2016