General Terms and Conditions of Sale, Delivery and Payment
for Ultrasound Solutions GmbH & Co. KG- Ultrasound Solutions or seller
1) Applicability/recognition of delivery terms
a)The following conditions apply to the exclusion of conflicting conditions for all business transactions with Ultrasound Solutions GmbH & Co. KG. By notifying or not objecting, Ultrasound Solutions GmbH & Co. KG does not submit to any terms and conditions of the buyer.
b) At the latest when accepting the service, the buyer acknowledges these general terms and conditions.c) Exceptions to these terms and conditions require the written agreement before instigating a performance by Ultrasound Solutions GmbH & Co. KG.
2) Offer and conclusion/offer and orders/contract conclusion
a) Offers from Ultrasound Solutions GmbH & Co. KG are subject to change in terms of price, delivery option and delivery period. Proper and timely self-delivery is reserved in any case.
b) Orders placed by the buyer ultrasound Solutions GmbH & Co. KG become legally binding for them only after their written confirmation. The written order confirmation of Ultrasound Solutions GmbH & Co. KG will be replaced by their invoice if the order is executed immediately. Ultrasound Solutions GmbH & Co. KG is not obliged to accept a purchase offer to: if orders are received on the basis of price lists or circulars.
c) The documents belonging to the offer, such as illustrations, drawings, weights and dimensions, are only relevant.
d) When using the goods, the buyer is responsible for compliance with legal and official regulations.
e) If the seller is aware of facts that make the creditworthiness of the customer appear doubtful after the conclusion of the contract, the seller is entitled to demand advance payment or corresponding securities in the event of refusal. Changes in the buyer's company entitle the seller to withdraw.
3) Delivery periods and deliveries
a) Delivery deadlines and dates shall be deemed to be approximate. Ultrasound Solutions GmbH & Co. KG is obligated to inform the buyer immediately of any expected delays in delivery times.
b) In the event of an unreasonable delay in the delivery date for the buyer, the buyer has the right to set a reasonable period of at least three weeks and to withdraw from the purchase contract in whole or in part after the expiry of this grace period. Claims for damages by the buyer are excluded.
c) In the event of operational disruptions, Strikes, lockouts, non-delivery by suppliers and in all other cases over which Ultrasound Solutions GmbH & Co. KG has no influence, the estimated delivery time is extended appropriately.
d) Partial deliveries by Ultrasound Solutions GmbH & Co. KG are permitted.
e) The customer is obliged to inspect the goods immediately upon receipt and to notify us of complaints and recognizable damages immediately, but at the latest after 7 days in writing. If we lose our claims against the insurance company or our supplier due to the omission of this obligation, the customer shall be liable for all resulting costs.
4) Shipping and transfer of risk
The shipment is generally uninsured and at the expense and risk of the buyer. Shipping route and means are left to the choice of the seller.
5) Prices and payment
a) All prices are without the applicable vat and are payable net net plus VAT.
b) Payments to employees or travel agents may only be made if they have a debt collection power .
c) Bills of exchange are not accepted by Ultrasound Solutions GmbH & Co. KG. In the case of transfers and in case of doubt only accepted for performance, other non-cash means of payment, only the unconditional credit to an account of Ultrasound Solutions GmbH & Co. KG debt-relieving effect.
d) Payments are used in advance to settle the oldest debt due, plus the resulting default interest and the removal of legal costs, and lastly as payment on the purchase price.
e) In the event of a delay in payment, the buyer must pay default interest in the amount of 8 percentage points above the respective base interest rate of the Deutsche Bundesbank.
f) Co. KG is only permitted with undisputed or legally established claims.
g) If a complaint of defects is asserted, the buyer may not withhold payments from other contracts.
h) Ultrasound Solutions GmbH & Co. KG is entitled to check the creditworthiness of buyers by common means. If there are doubts as to the creditworthiness of the buyer or otherwise a significant deterioration in the buyer's financial situation occurs, Ultrasound Solutions GmbH & Co. KG may revoke payment terms and carry out further deliveries only against advance payment or cash on delivery or cash against documents. In addition, payment terms granted shall be void and all claims of Ultrasound Solutions GmbH & Co. KG will be due immediately if the buyer falls behind with a service, fails to redeem cheques and other rights, Ultrasound Solutions GmbH & Co . collection authorisations granted to KG, file for insolvency or settlement, or reveal any other deterioration in its financial situation. In such cases, Ultrasound Solutions GmbH & Co. KG is also entitled to recover goods already delivered for safety reasons, without this, in the absence of other written declarations, a contract that has already been partially fulfilled would be omitted.
6) Retention of title
a) Ultrasound Solutions GmbH & Co. KG reserves the title to the delivered goods until full payment of the purchase price including interest on late payment and legal costs.
b) Until the transfer of ownership of the goods delivered by Ultrasound Solutions GmbH & Co. KG to the buyer, the buyer may neither pledge them nor transfer them to third parties for security. If the goods are seized or confiscated, the buyer is obliged to notify Ultrasound Solutions GmbH & Co. KG immediately and must bear all costs incurred in connection with the release of the goods. The buyer may sell the goods in the proper course of business, provided that he is not in default with Ultrasound Solutions GmbH & Co. KG with the fulfilment of his liabilities. At the time of resale, the buyer assigns all claims arising from the resale of the reserved goods to Ultrasound Solutions GmbH & Co. KG in order to secure all their claims, without the reseller having to explain this in particular. The buyer bears the risk of loss, wear and tear or damage during the effectiveness of the retention of title.
c) Insofar as the buyer combines the goods with other objects, Ultrasound Solutions GmbH & Co. KG acquires co-ownership of the related items in proportion to the value of the other goods supplied by Ultrasound Solutions GmbH & Co. KG. His claims arising from such a sale are assigned to them in the amount of co-ownership of Ultrasound Solutions GmbH & Co. KG.
d) The buyer's right to sell the goods delivered by Ultrasound Solutions GmbH & Co. KG shall be waived if the buyer is in arrears or becomes insolvent. The buyer is also only authorized to collect the assigned claims as long as he fulfils his payment obligation to Ultrasound Solutions GmbH & Co. KG in accordance with the contract.
7) Warranty, liability
a) The guarantee is limited to the replacement of the defective item or to the remuneration of the invoice value of the unreplaced item at the choice of Ultrasound Solutions GmbH & Co. KG. Withdrawal is excluded unless there is an indispensable legal claim. Further claims for damages, e.B. for damages that are directly or indirectly attributable to objects delivered by us, in particular for consequential damages, are excluded. Warranty claims must be asserted against us immediately in writing with a description of the defect. The defect is rectified at our discretion by the buyer or in our premises. If the defect is rectified by us, the goods must be properly packaged at the expense and risk of the buyer to send to us.
b) Small deviations in the characteristics of our products (such as dimensions, surface, colour) do not constitute defects. Impairments that are within the limits of the goods or are due to improper use of the goods do not constitute defects.
c) The warranty period is 12 months; for consumers within the meaning of the German Civil Code(s), the statutory regulation applies. It begins with the arrival of the goods at the buyer. This also applies if Ultrasound Solutions GmbH & Co. KG performs the assembly/commissioning, unless the commissioning takes place by more than 2 months after delivery due to the fault of Ultrasound Solutions GmbH & Co. KG. In this case, the warranty begins with commissioning. For spare parts supplied under warranty, the warranty ends at the end of the original warranty. The warranty does not include precautionary and regular maintenance work, calibration and normal wear.
d) In principle, no warranty is given for used equipment; for consumers within the meaning of the German Civil Code, the warranty period is 12 months.
e) Data losses (loss of stored data or programs or configurations, etc.) are expressly excluded from liability.
f) After improper modifications or repairs to the equipment by personnel not authorized by us or the manufacturer, the warranty is void.
g) If the manufacturer provides a warranty, this is decisive for the scope of our warranty. We assign all manufacturer's guarantees to the buyer. However, any warranty on our part is not required in such cases if the manufacturer does not comply with his warranty obligations.
8) Right of use Software
The software is protected by copyright and distribution law. By donating the programs, the customer acquires a personal and non-transferable simple right of use to the copy of the program. The right of ownership remains with the manufacturer. The manufacturer's licensing regulations are binding on the customer of the program.
9) Hardware and Software Sales
The contracting parties agree that both the purchase of the hardware and the release of the software are legally independent contracts. Failure to fulfil a contract shall not affect other contracts.
10) Place of performance, place of jurisdiction, applicable law
a) Place of performance for all obligations arising from the contractual relationship is the respective registered office of our company.
b) Place of jurisdiction for all disputes arising from the contractual relationship as well as concerning its arising and its effectiveness is also the registered office of our company.
c) The entire contractual relationship is subject to the law of the Federal Republic of Germany.
11) Partial effect
The invalidity of individual conditions does not affect the legal validity of the remaining conditions. If a provision of these general terms and conditions is legally declared invalid, it shall be deemed to be replaced by a provision which comes as close as possible to the meaning of the provision which has become invalid and takes into account the interests of the parties concerned.
As of August 2016