Terms and Conditions of Dixion Vetrieb medizinischer Geräte GmbH
General Terms and Conditions of Dixion Vetrieb medizinischer Geräte GmbH (effective from 01.10.2011)
1.1 All of our deliveries and services are provided under these terms and conditions and shall exclusively apply to orders placed by trading companies and freelancers.
1.2 Deviating terms and conditions do not apply. All terms and provisions are stipulated in Terms and Conditions and in the contract.
2. Conclusion of contract
2.1 The presentation of products or services in price-lists, catalogues and on the internet does not constitute a binding offer for the conclusion of a contract. Our offers are non-binding.
2.2 A contract shall only be concluded when confirmed in writing by Dixion Vetrieb medizinischer Geräte GmbH, at the latest upon delivery and invoicing. In the absence of the latter the written order of the purchaser is considered valid instead.
2.3 We reserve the right to make technically necessary or expedient alterations to our products. Dimensions, illustrations, and drawings serve only as preliminary information for the customer and become binding only after our written confirmation. Statements regarding properties and performance of our products serve solely as illustrations and are non-binding.
2.4 We reserve the right to correct errors. Should our offer or our order confirmation contain typing or printing errors or should our pricing contain mistakes due to technical transmission errors, we are entitled to contest the order.
3. Obligations of the purchaser (recipient of services)
3.1 The service recipient is obliged to provide all means necessary to the supply of the service. The service recipient has to make the required personnel, available for technical support, as far as it is necessary.
3.2 If mounting and installation are contractually agreed, the purchaser is obliged to prepare the premises at his own costs to ensure smooth assembly by our field service team.
3.3 If the conditions described in 3.1 and 3.2 are not met by the service recipient, whereby Dixion Vetrieb medizinischer Geräte GmbH can only render services with additional expenditures, all additional costs shall be borne by the purchaser. Furthermore Dixion Vetrieb medizinischer Geräte GmbH shall not be held responsible for damages due to delay in the supply of services.
4. Delivery and delivery dates
4.1 All deliveries are made „ex works“ or „ex stores“. Delivery dates become binding only after our written confirmation. Delivery date confirmations are subject to timely delivery.
4.2 Unforseeable events such as force majeure, delays in delivery, or transportation as well as labour disputes shall release us from the obligation to make timely delivery for the duration of such events, if we are not responsible for them. If the obstruction lasts for more than 3 months, each party may withdraw from the contract. The customer shall have no rights to claim damages in this case.
4.3 If not all of the ordered products are in stock, Dixion Vetrieb medizinischer Geräte GmbH is entitled to partial deliveries at own expenses, as long as this is reasonable for the purchaser.
4.4 The shipping costs depend on the volume, weight and destination country of the shipment.
5. Prices and payment terms
5.1 All prices are exclusive of packaging, transport, and transport insurance costs and without statutory value added tax.
5.2 The invoices are payable in full within 10 days from the invoice date. Deviating terms of payment shall require our written confirmation.
5.3 Payment shall be made either through advanced prepayment, cash on delivery, or by bank transfer. We reserve the right to exclude certain types of payment.
5.4 In case of payment by bank transfer the value date shall be regarded as the date of receipt.
5.5 If the purchaser is in default of payment, the statutory provisions apply.
5.6 Any retention or set-off by the customer shall be excluded, unless they are uncontested or have been judicially determined.
6. Reservation of title
6.1 Delivered goods shall remain our property until the purchase price has been paid in full and all other claims resulting from the business relationship (including payment balance claims) are satisfied. The customer shall only have the right to resell the goods in the course of a proper business transaction with agreement of a corresponding reservation of title, whereby the customer here and now assigns to us all receivables to the amount of the final invoiced sum and all rights arising from the reservation of title. We accept this assignment already now. Other actions which endanger our rights are prohibited.
6.2 The Customer is entitled to collect assigned claims in trust for us. We may revoke this authorization and the permission to resell the products which are subject to the reservation of title, if the customer fails to fulfil his obligations towards us.
6.3 The customer shall at all time provide us with all required information concerning the products that are subject to the reservation of title, or on claims that have been assigned to us. The customer shall notify Dixion immediately of any access or claims by third parties concerning retained products, and shall hand over all necessary records. The customer has to inform the third party about our reservation of title. Besides, the customer shall bear the costs of defending against such claims.
6.4 If the value of our securities exceeds our claim by more than 20%, we shall, at the request of the buyer, release the secured payments.
6.5 Should the customer default on material obligations, we shall have the right – without prejudice to our other rights – to take back the goods that are subject to reservation of title and utilize them otherwise for the purpose of satisfying our due claims against the customer. In this case the customer shall grant us immediate access to the goods subject to the reservation of title and release these. If we demand the release under this clause, this shall not be deemed as withdrawal from the contract.
6.6 We shall be entitled to sufficiently insure the products subject to reservation of title at the expense of the customer until title of the goods passes to the customer.
7. Warranty and liability for defects
7.1 We guarantee that the products supplied are free from any manufacturing and material defects, that substantially cancel or diminish the value of the goods or their suitability for the intended use.
7.2 The customer has to examine the products delivered. Any damages caused during transportation must be reported immediately to the transporter. The customer shall contact Dixion Vetrieb medizinischer Geräte GmbH within 24 hours following the delivery, by e-mail or fax. After this time has elapsed, Dixion assumes no responsibility. Any claims towards Dixion Vetrieb medizinischer Geräte GmbH against the transport company shall be assigned to the customer. Any damages not caused by transportation shall be reported to us by the customer immediately after the detection by giving an exact description of the type and extent of the defect.
7.3 The warranty period for new products is 24 months from the date of delivery. The warranty period for used goods (e.g. showroom models) amounts to 12 months.
7.4 Faulty products can be returned to us with our consent and upon receiving a respective confirmation. Any costs in connection therewith will be borne by us.We are entitled to reject any unannounced returns or products that are not send in the original packaging. Any costs in connection therewith will be borne by the customer.
7.5 Once we have examined and approved the returned product, we have the option of either remedying the defect or providing a free of charge replacement within a reasonable period of time.
7.6 If the defects can not be remedied or should any further attempts at repair be unacceptable to the customer, the customer may demand cancellation (rescission of the contract) or reduction (reduction of price).
7.7 All other claims are excluded unless otherwise specified in these provisions.
7.8 The warranty will be void in case of forgery, change or manipulation of the warranty conditions or sales receipt, unauthorized repair or alteration without agreement with our technical customer service.
7.9 Claims on any other ground: if for some reason you are not satisfied with the purchased product, you can send back the goods within 7 days after receipt of your purchase.
7.10 Returns without our prior confirmation shall not be accepted.
8. Liability for other breaches of duty
8.1 The liability for breaches of obligation which do not involve a defect in the deliveried item, unless otherwise specified, is determined by statutory regulations.
8.2 The user is only liable for damages – regardless of the legal reason – in the event of intent or gross negligence. The user shall also be liable for minor negligence:
8.3 – for loss resulting from death, physical injury or damage to health
8.4 – in the event of the breach of a fundamental contractual obligation. In this case liability shall be limited to compensation for damage that is predictable and typical for this kind of goods.
8.5 Claims of the purchaser towards Dixion Vetrieb medizinischer Geräte GmbH for explicitly assumed guarantees and other legal obligations shall remain unaffected by the foregoing provisions.
8.6 The customer shall take appropriate measures to prevent and minimize damage.
8.7 Dixion Vetrieb medizinischer Geräte GmbH shall not be liable for possible additional costs or for customer’s loss of income resulting from our provision of services. This also applies if the performance of services takes longer than expected.
9. Data protection
9.1 The purchaser agrees that personal data of his order is electronically recorded and used for the purposes of the business transactions in accordance with the legal regulations.
9.2 The purchaser shall at all times have the right to obtain information on stored data, or to correct, block or delete his stored data free of charge.
10. Place of jurisdiction
10.1 In business transactions with merchants and legal persons under public law, or a public special fund the court of jurisdiction for all legal disputes arising from the contract, including commercial bill or cheque claims, shall be Berlin.
10.2 The registered head office in Düsseldorf is agreed as the place of jurisdiction if the purchaser has no place of residence (place of general jurisdiction) in Germany or if after concluding the contract one of the parties has relocated its residence to a location out of the reach of German code of civil procedure.
10.3 The user is entitled to commence proceedings at the court with jurisdiction at the customer’s registered office.
11. Final provisions
11.1 Should any term or condition of General Terms and Conditions become invalid, the contract shall remain valid in other respects. Instead of the invalid provision, the relevant legal regulations shall apply. The invalid provision of this agreement shall be replaced by the effective provision closest to the ineffective provision in the economic sense.
11.2 German law shall apply.
11.3 We reserve the right to make amendments to this General terms and conditions at any time with future effects. Any amendments or changes must be in writing.
Dixion Vetrieb medizinischer Geräte GmbH, Hilden 2011