General Terms and Conditions
Application
The following terms and conditions apply to all purchase, deliveries and other legal transactions, including consultations between Con.Med GmbH and its customers, insofar as the latter are entrepreneurs. Terms and conditions of purchase of the customer, as well as other agreements deviating from or supplementing these terms and conditions are only valid if they are expressly agreed in writing. If Con.Med GmbH changes these terms and conditions, the changes shall also apply to existing business relationships, unless the customer objects to the change within a period of 1 month from knowledge and receipt of an express instruction about his right to object.
Placement of Order
Orders shall be deemed to have been accepted by Con.Med GmbH only after written confirmation by Con.Med GmbH or confirmed by prompt delivery. In the case of goods whose application is subject to legal or official regulations, the customer's order shall also be deemed to be a declaration that these substances are used for a permitted purpose.
Prices and Conditions
Unless otherwise agreed or stated, the purchase prices shall be calculated at the prices and conditions valid on the day of delivery plus statutory value added tax. The indication of sales prices and other information not required by law on invoices or delivery notes is provided without guarantee and is non-binding. . For special services, Con.Med GmbH may charge reasonable additional costs, such as shipping costs (e.g. low-value orders, special deliveries), remuneration for services, procurement costs, costs for special security and protective devices. Objections to information in the delivery note and in the invoices must be made in writing by the customer within 2 weeks of receipt. If no objection is made within the deadline, the delivery note and invoice are accepted. Con.Med GmbH shall inform the customer separately of this deadline in the delivery note and invoice. In the event of unconditional payment, the content of the invoices paid shall be deemed approved.
Packaging
Transport containers, cool boxes and/or other returnable packaging remain the property of Con.Med GmbH unless otherwise agreed in writing. They must be treated with care and returned immediately. Packaging and transport containers may be invoiced. . In the case of free return in good, usable condition within 4 weeks, however, credit will be issued in the same amount. For damaged or delayed returned packaging material, only the value determined upon receipt will be reimbursed.
Delivery, Delivery periods, transfer of risk
Delivery is generally made ex warehouse of Con.Med GmbH, in exceptional cases or on request, shipping/transport can be carried out by Con.Med GmbH. The costs for transport will be settled separately with the customer. The shipping method and route are determined by Con.Med GmbH. Shipment is uninsured at the risk of the buyer. Partial deliveries are permissible. If the goods are not received by the customer, but parked at a place designated by him, the customer is responsible for the security of this area. Events of force majeure, supply difficulties, traffic disruptions, strikes, operational disruptions at the supplier and Con.Med GmbH, as well as the consequences thereof, release Con.Med GmbH from the fulfilment of the contract in whole or in part until the disruption has been remedied. If a later delivery is not reasonable for the customer, he is entitled to withdraw from the contract after setting a reasonable grace period. If the delivery is delayed for reasons for which Con.Med GmbH is not responsible, the risk shall pass to the customer at the end of the day on which Con.Med GmbH notifies the customer that it is ready for dispatch.
Acceptance, Return, Warranty
The customer has no right of return for goods delivered in perfect condition. In individual cases, after agreement with Con.Med GmbH, the customer may also return goods delivered in perfect condition, less a processing fee and with recalculation of the discount. Complaints about incorrect or incorrect deliveries must be made to Con.Med GmbH immediately after receipt of the goods in writing and using the forms provided for this purpose, insofar as the complaints were recognisable to the customer during an examination that was reasonable for the customer. The prerequisite for warranty is the timely complaint in accordance with paragraph 2. Con.Med GmbH has the choice between replacement delivery or purchase price refund. Further warranty claims are excluded. If the replacement delivery is not possible or not possible in due time despite a reasonable written deadline on the part of the customer, or if a new delivery of defective or incorrect goods takes place, the customer may reduce the purchase price or withdraw from the contract. Con.Med GmbH does not enter into direct commitments by manufacturers and/or other suppliers. Such commitments do not constitute an obligation on the part of Con.Med GmbH.
Payment terms, insolvency, delay
Unless another payment date has been expressly agreed, invoices of Con.Med GmbH are due without deduction no later than 7 days after the invoice date. Discounts shall be granted in accordance with the payment method chosen by the customer, unless the discount deduction is excluded in whole or in part by notification in the offer or delivery note. If the granted payment term is exceeded, the discount rate deducted at the time of invoicing will be recalculated. Special invoices and cash invoices are due immediately. Payments only have discharging effect if they are made to an employee of Con.Med GmbH with express collection authority or are credited to a bank account of Con.Med GmbH without reservation. If the economic circumstances of the customer deteriorate or if such circumstances become known to Con.Med GmbH after conclusion of the contract or if the customer is in default with a payment to Con.Med GmbH, all claims arising from the business relationship shall be due immediately. Con.Med GmbH is entitled to execute outstanding deliveries only against advance payment or valuable securities. Con.Med GmbH is further entitled to demand the return of the goods subject to retention of title without withdrawing from the contract. The customer is obliged to surrender immediately. He is also obliged to provide information about the whereabouts of the goods. Con.Med GmbH is entitled to enter the customer's property and buildings for the purpose of removing the goods. Con.Med GmbH is entitled to make the best possible use of the returned goods by private sale. The proceeds will be credited to the customer's total liability after deduction of the costs incurred by the utilization. Further claims for withdrawal or damages remain unaffected. Offsetting against claims of Con.Med GmbH is only permitted with undisputed or legally established counterclaims. If the agreed term of payment is exceeded or in the event of default, Con.Med GmbH shall be entitled to demand interest at the rate of 8% per month, unless Con.Med GmbH proves the occurrence of higher damages or the customer proves that damage has not occurred or is significantly lower.
Retention of ownership
The delivered goods remain the property of Con.Med GmbH until all – including future – liabilities have been fulfilled in full. In the case of current accounts, the reserved title shall be deemed to be security for the balance claim of Con.Med GmbH. If Con.Med GmbH assumes a bill of exchange liability during the ongoing business relationship, the reserved property shall remain in force until Con.Med GmbH has been released from the bill of exchange liability by redemption by the buyer. The buyer is not entitled to pledge reserved goods to third parties or to assign them as security. In the event of foreclosure, the buyer is obliged to inform the creditor of the rights of Con.Med GmbH and to notify Con.Med GmbH immediately. The buyer may only sell the goods in the ordinary course of business. In the event of default in payment, Con.Med GmbH shall be entitled to prohibit the further sale of the medical products supplied by Con.Med GmbH. After the occurrence of insolvency, the reserved goods may only be disposed of with the consent of Con.Med GmbH.
The customer must carefully store the goods owned or co-owned by Con.Med GmbH and insure them against all storage risks at his own expense, as well as prove the conclusion of the insurance at the request of Con.Med GmbH.
Liability
Con.Med GmbH is not liable for damages caused by goods passed on by the buyer without inspection or processed in its own company, nor is any liability assumed for the fact that the delivered goods are suitable for the purposes envisaged by the buyer. These limitations of liability do not apply in the event of intent or gross negligence on the part of Con.Med GmbH or if warranted characteristics are missing and the damage is based on this. In all other respects, the customer shall only be entitled to compensation for damages due to breach of contractual or legal obligations by Con.Med GmbH if the damage is based on an intentional or grossly negligent breach of duty by Con.Med GmbH or its vicarious agents, unless they are essential rights or obligations of the contract. The obligation to pay compensation is limited to the foreseeable damage typical for the contract, unless the customer points out in writing before delivery of a possible higher damage. The exclusion and limitation of liability shall not apply in the event of injury to life, limb or health or in the event of claims under the Product Liability Act.
Export
By accepting the goods, the buyer undertakes to observe the terms and conditions of sale and distribution of the seller, as well as those of the manufacturers. If he does not have these, he must request them from a suitable body.
Data processing
Con.Med GmbH will process the customer data received on the basis of the business relationship or in connection with them, regardless of whether they originate from the customer himself or from third parties, within the meaning of the Data Protection Act.
Place of jurisdiction / place of performance / partial ineffectiveness
Hamburg is agreed as the place of jurisdiction. The place of performance is the registered office of the supplying branch in Germany. Should one of the above provisions be or become invalid, this shall not affect the validity of the remaining provisions.
