Eickemeyer - Medizintechnik für Tierärzte KG
For all deliveries of Eickemeyer in Germany and abroad, including those from future business transactions, only the following terms and conditions apply. Eickemeyer does not recognize conflicting or deviating General Terms and Conditions of the customer unless Eickemeyer has agreed to their validity in writing. These terms and conditions are recognized by the customer when placing the order, but at the latest with the acceptance of the first delivery and for the entire duration of the business relationship. Assurances, collateral agreements or other changes to the contract requested by the customer only apply if expressly confirmed in writing by Eickemeyer.
2. Offers, conclusion of contract and content of contract
All offers from Eickemeyer are subject to change. The contract is only concluded with written confirmation from Eickemeyer and according to its content or by delivery. If immediate delivery takes place without an order confirmation, the invoice is also considered an order confirmation. Orders should always be placed in writing. Telephone orders are executed at the risk of the customer.
3. Prices and terms of payment
Decisive for the price calculation is the price valid on the day of delivery or service, plus the statutory value added tax. Prices are calculated in euros. They are understood ex works plus customs, freight, packaging and insurance costs. This does not apply to shipments to Germany, Luxembourg and Austria whose net invoice value exceeds € 90.00. Eickemeyer pays the postage for these items. When ordering a pack of EickWrap (catalog p. 297), Eickemeyer generally assumes the postage costs for deliveries to Germany, Luxembourg and Austria.
Eickemeyer reserves the right to increase the prices appropriately if, after the contract has been concluded, there are cost increases, particularly as a result of collective bargaining, market prices or material price increases. Prices are without installation, which will be charged extra if necessary. Invoice amounts are to be paid immediately and without any deductions. All payments are to be made free of charge. In the case of checks and bills of exchange, the purchaser must bear the discount, collection and other bank charges even without an express agreement. Payments are first offset against costs, then against interest and then against the oldest main claim. If an authorization for direct debit is granted, Eickemeyer generally grants a 2% discount. Repair invoices are generally due immediately without a discount. The assignment of claims requires the approval of Eickemeyer. Offsetting against counterclaims of the customer that are contested by Eickemeyer or that have not been legally established is excluded. The customer can only exercise a right of retention on the basis of counterclaims from the same contract.
The minimum order value in Germany is € 30.00 for consumers and € 500.00 for dealers. For amounts below this, Eickemeyer charges a processing fee of € 9.00.
4. Delay in payment, deterioration in assets
In the event of late payment or deferral, the customer will be charged interest at a rate of 8 percentage points above the respective base rate in accordance with § 247 BGB. For end consumers, this interest rate is reduced to 5 percentage points above the base rate. If Eickemeyer shows a higher interest charge or if the customer proves a lower interest charge, the interest must be set correspondingly higher or lower.
If there are concrete indications of the impending insolvency of the customer, Eickemeyer can stop the work on current orders and demand adequate security for the fulfillment of the contract. If the purchaser does not provide such security, Eickemeyer is entitled to withdraw from the contract and to invoice the purchaser for the costs incurred up to that point and for lost profit.
5. Delivery time, delay in delivery, impossibility
The delivery period begins at the earliest with the dispatch of the order confirmation, however not before the complete provision of the documents, permits, releases to be procured by the customer and not before receipt of an individually agreed down payment. The delivery deadline is met if the subject of the contract has left Eickemeyer by the expiry or readiness for dispatch has been notified in writing. The delivery period must be extended appropriately if unforeseen events beyond Eickemeyer's influence, such as force majeure, industrial disputes, strikes, lockouts, delays in the delivery of essential raw materials, materials or parts. This also applies to war, civil war, export restrictions or trade restrictions due to a change in political conditions.
If there is a delay in delivery for which Eickemeyer is responsible, the customer can set Eickemeyer a reasonable grace period in writing, with the indication that he refuses to accept the subject of the contract after the deadline. After the fruitless expiry of the period, the purchaser is entitled to withdraw from the contract by written declaration or, in the event of intent or gross negligence, to demand compensation instead of the service. The same applies to performance disruptions due to the impossibility of performance for which Eickemeyer is responsible.
6. Delivery, dispatch, packaging
In the absence of other agreements, Eickemeyer delivers ex works and freight collect and uninsured. The risk passes to the purchaser as soon as the shipment has been handed over to the person carrying out the transport. The packaging is carried out properly and carefully by Eickemeyer. Special packaging requests will be invoiced separately. Disposable packaging becomes the property of the customer.
7. Termination of a contract by the customer
If the customer cancels a contract or withdraws from an order placed, Eickemeyer can, without prejudice to the possibility of claiming a higher actual damage, claim 10 percent of the sales price for the costs incurred by the processing of the customer and for lost profit. The customer retains the right to provide evidence of minor damage. The customer's withdrawal from the contract is excluded in the case of custom-made products and sterile products. This does not apply if the withdrawal is due to a defect in the aforementioned products.
As a goodwill, Eickemeyer can agree to take back unused goods in undamaged original packaging within 2 weeks of delivery. This does not create a legal claim for the customer. Exceptions to this are special orders, custom-made products and sterile products.
8. Warranty, liability, ancillary obligations
The customer is obliged to properly comply with his inspection and notification obligations owed pursuant to Section 377 HGB. The purchaser must examine the goods with reasonable thoroughness immediately after delivery or upon collection. Any defects found must be reported immediately in writing. A notice of defects according to § 377 HGB is only legally valid if it is received by Eickemeyer immediately, at the latest within a period of 5 working days from receipt of delivery. Otherwise a defect is considered approved. In the case of hidden defects, these must be reported immediately upon discovery.
Section 377 HGB applies accordingly to services and work. End consumers are also obliged to examine the goods with the thoroughness prescribed in § 377 HGB and to report defects.
In cases of justified notification of defects, the purchaser may only withhold payments to an extent that is in reasonable proportion to the defects. Eickemeyer shall repair or deliver new goods free of charge at the discretion of Eickemeyer which, as a result of a circumstance prior to the transfer of risk, prove to be unusable or their usefulness is not negligibly impaired. Several attempts at rectification or new deliveries are permitted. Replaced parts become the property of Eickemeyer. If rectifications or replacement deliveries are impossible, have finally failed or are unreasonably delayed, the purchaser can request the cancellation of the contract or a reduction in the purchase price. All other contractual or non-contractual claims by the purchaser against Eickemeyer and its vicarious agents are excluded, in particular claims for damages due to direct or indirect damage, lost profits and from the implementation of the warranty, unless Eickemeyer is responsible for intent or gross negligence or for mandatory reasons is liable for legal reasons.
Eickemeyer's application and technical advice, both verbally and in writing, as well as suggestions, calculations, project planning etc. serve only to explain the best possible use of Eickemeyer products to the customer.
Declarations by Eickemeyer in connection with contracts do not include any guarantee assumption in case of doubt. In any case, information in product descriptions does not guarantee the quality of the item.
Should the disclaimer of liability in cases of slight negligence be or become ineffective, the limitation of liability on the part of Eickemeyer to the assignment of claims from the product liability insurance concluded by Eickemeyer applies.
The limitation period for claims and rights due to defects in Eickemeyer products is 1 year. This limitation period does not apply if the law prescribes longer periods. Subsequent performance measures do not allow the limitation periods to start again. In case of doubt, the implementation of the supplementary performance by Eickemeyer is not recognized within the meaning of § 212 No. 1 BGB. Otherwise, the statutory provisions regarding the statute of limitations remain unaffected.
10. Retention of title
The object of the contract remains the property of Eickemeyer until all claims from the business relationship have been paid in full. This also applies to the processing of the contractual object, which is always carried out for Eickemeyer as the manufacturer (§ 950 BGB). The customer is only entitled to sell the reserved goods in the ordinary course of business and only as long as he is not in default of payment. The purchaser is not entitled to dispose of the goods subject to retention of title (e.g. transfer by way of security, pledging). If the purchaser acts in breach of contract, Eickemeyer is entitled to accept the reserved goods. The customer is obliged to surrender them. The purchaser bears all costs for the return and recovery of the reserved goods. The utilization costs, without proof, amount to 10% of the proceeds, including sales tax. They are to be set higher or lower if Eickemeyer can prove higher or the customer can demonstrate lower costs. The assertion of the retention of title and the attachment of the delivery items by Eickemeyer do not count as a withdrawal from the contract. The customer must adequately insure the reserved goods against all usual risks and treat them with care. Claims of the customer against the insurance from a damage event are assigned to Eickemeyer upon conclusion of the contract in the amount of the value of the reserved goods.
11. Retention of title
The place of jurisdiction is Tuttlingen. The place of performance is Tuttlingen or the place to which the object of the contract is to be delivered or to which the service is to be provided. For all legal questions between the customer and Eickemeyer, the law of the Federal Republic of Germany applies exclusively, excluding the conflict of laws and the United Nations Convention on Contracts for the International Sale of Goods (CISG).
Should a provision of these terms and conditions and the other agreements made be or become ineffective, the validity of the conditions will not be affected. The contracting parties are obliged to replace the ineffective provision with a provision that comes as close as possible to it in economic success.
All agreements must be made in writing. Assurances, side agreements or other changes to the contract requested by the purchaser only apply if expressly confirmed in writing by Eickemeyer. The customer agrees that his data relevant to the fulfillment of the contract will be stored at Eickemeyer in accordance with the current data protection guidelines.