TERMS AND CONDITIONS
General Terms and Conditions of sale and delivery of BIOMEDICA Medizinprodukte GmbH
(hereinafter referred to as “Biomedica”)
General information - scope of application
- The following general terms and conditions of sale and delivery shall apply to all business relationships between us and our customers and to all our services and deliveries. These terms and conditions shall also apply to future transactions, even if no express reference is made to them.
- Any conflicting or deviating general terms and conditions of purchasers are hereby expressly rejected. They shall only become part of the contract if Biomedica agrees to them in writing in individual cases.
- The rights of customers arising from business transactions with Biomedica shall not be transferable to other natural persons or legal entities.
- Offers shall be non-binding unless expressly stated otherwise.
Prices and payment terms
- Prices and deliveries for domestic sales are ex works (EXW Incoterms 2010). All prices exclude VAT. For orders of a net value of €600.00 and higher, we shall bear the transport costs. For orders below this value, we shall charge a flat rate of €22.00 per standard delivery within Austria and of €28.00 per standard delivery to Germany. For transporting dry ice or dangerous goods, we shall charge an additional flat rate of €45.00 in each case. Any unforeseen additional costs that may arise shall also be charged. The shipping mode shall be determined by us and shall exclude any liability on our part. Additional costs incurred due to express deliveries requested by a purchaser shall be borne by the relevant purchaser. The agreed terms in the framework agreement shall apply to partial invoices.
- Unless otherwise agreed, net payment shall be made promptly.
- If a customer is in default, all outstanding claims shall become due for immediate payment, and the customer shall be obliged to pay default interest as defined by the Austrian Commercial Code and the Payment Default Act.
- A cash discount deduction shall only be permissible if this is expressly noted on the invoice and the specified payment deadline is met.
- Offsetting against our claims and the right of retention are excluded.
Delivery, delivery times and returns
- There are no fixed delivery times. They shall be specified following close consultation, but they shall not be legally binding. We shall not be liable for delays caused by unforeseen events in production, transport or delivery by our suppliers or by force majeure. Such circumstances shall entitle us to unilaterally withdraw from the contract.
- Customers shall notify Biomedica and the transport company of any complaints arising from transport damage immediately upon receipt of the goods.
- Return shipments may only be made in proper packaging and after consultation with Biomedica in any case. If a client does not provide suitable packaging material, we shall be entitled, but not obliged, to pack the goods adequately at the expense of the client.
- If returned goods have deteriorated due to the customer, the customer shall be obligated to compensate for the resulting damage.
- If a device is returned without prior proper decontamination in accordance with the manufacturer‘s instructions or other corresponding specifications, a net risk and decontamination fee of €150.00 shall be charged.
Warranty, liability, and compensation
- Incomplete, incorrect or defective deliveries shall be reported in writing immediately after delivery. Hidden defects shall also be reported in writing immediately after their discovery.
- Insofar as products delivered by Biomedica are defective, Biomedica shall, at its own discretion, either repair the defect or deliver a replacement in accordance with the statutory provisions.
- Biomedica‘s warranty obligation shall only apply in the event of a notice of defect made in due time. The customer shall grant Biomedica a reasonable period of time for rectification. If this is refused, Biomedica shall be released from its warranty obligation.
- In the event of improper repair by the customer or a third party, the warranty shall be excluded.
- Biomedica shall not be liable in the event of: natural wear and tear, incorrect or negligent handling, unsuitable operating materials and excessive stress.
- Biomedica shall only be liable for damages caused by intentional or grossly negligent conduct of Biomedica, its legal representatives, employees or vicarious agents.
- The Austrian Product Liability Act shall remain unaffected.
- The delivery of radioactive materials shall be subject to special legal provisions and to the relevant customer’s possession of a handling permit at his premises.
- The relevant customer must officially declare that he is in possession of a permit which entitles him to purchase radioactive materials.
- The permit shall be presented to Biomedica upon request.
Credit check / defense of uncertainty
- The customer agrees to Biomedica obtaining information on creditworthiness and/or solvency from creditor protection associations.
- The plea of uncertainty may be raised at any time if there are objective conditions that insolvency proceedings will be initiated. In this case, Biomedica shall be entitled to withdraw from the contract.
Retention of title
- The object of purchase or the goods shall remain the property of Biomedica until full payment of the purchase price and all associated costs and expenses. In the event of even partial default of payment, we shall be entitled to collect the goods even without the purchaser‘s consent.
- In the event of seizure or other interventions by third parties, the customer shall immediately notify Biomedica in writing.
Confidentiality / data protection
- All information which is designated as confidential or which is recognisable as a business or trade secret on the basis of other circumstances must be kept secret by the contracting parties, and it may not be recorded or utilised unless this is required to achieve the objective of the contract. The collected data shall only be used to the extent necessary for the fulfilment of the contract.
- Place of jurisdiction, place of performance, applicable law, miscellaneous
- The place of performance shall be Vienna, and Austrian law shall apply. The application of the UN Convention on Contracts for the International Sale of Goods is expressly excluded.
- The competent court of Vienna shall have exclusive jurisdiction in the event of any disputes.