General terms and conditions of FRK Health Products GmbH
§ 1 General, scope of application
1. our General Terms and Conditions of Business shall apply exclusively; we do not recognise any terms and conditions of the customer which conflict with or deviate from our General Terms and Conditions of Business unless we have expressly agreed to their validity in writing. Our General Terms and Conditions of Business shall also apply even if we carry out the delivery to the customer without reservation in the knowledge that the customer’s conditions are contrary to or deviate from our General Terms and Conditions of Business.
2. Our General Terms and Conditions of Business apply only to companies, not to consumers. They also apply to future business transactions.
§ 2 Offer, order
1. our offers are subject to change without notice. All offers regarding price, quantity, delivery times and delivery possibilities are not binding. Orders and all supply contracts shall only become binding when we have confirmed acceptance of the order for the more specifically designated object of purchase in writing or when delivery has been made.
2. if an order is to be qualified as an offer to conclude a sales contract, we can accept this within two weeks.
§ 3 Prices and payment
1. Unless otherwise agreed in writing, our prices are ex works or ex warehouse and do not include value added tax at the current rate. Additional costs such as freight and shipping costs, customs duties, transport insurance, etc., will be invoiced separately.
2. payment of the purchase price must be made exclusively to the account of FRK Health Products GmbH. The deduction of a discount is only permissible with special written agreement.
3. unless otherwise agreed, the purchase price is payable within 14 days after delivery and invoicing. Default interest will be charged at a rate of 8 percentage points above the respective base rate p.a. We reserve the right to assert a higher damage caused by default.
4. unless a fixed price agreement has been made, we reserve the right to make reasonable price changes due to changes in wage, material and distribution costs for deliveries that take place 3 months or later after conclusion of the contract.
§ 4 Offsetting and rights of retention
The customer is only entitled to offsetting if his counterclaims have been legally established or are undisputed. The customer shall only be entitled to exercise a right of retention insofar as his counterclaim is based on the same contractual relationship.
§ 5 Delivery and delivery times
1. the beginning of the delivery time stated by us assumes that all technical questions have been clarified. Delivery times/dates stated by us are always to be regarded as provisional and non-binding, unless otherwise expressly agreed in writing.
2. compliance with our delivery obligations further presupposes the timely and proper fulfilment of the customer’s obligations. We reserve the right to the defence of non-performance of the contract.
3. partial deliveries are – unless expressly excluded – permissible. Ordered quantities can be exceeded or fallen short of by up to 10 % due to production.
4. if the customer is in default of acceptance or culpably violates other obligations to cooperate, we shall be entitled to demand compensation for the damage incurred by us in this respect, including any additional expenses. Further claims or rights are reserved. Insofar as the above conditions are met, the risk of accidental loss or accidental deterioration of the purchased item shall pass to the customer at the point in time at which the customer is in default of acceptance or debtor’s delay.
5. if the customer does not accept the goods or does not call the goods off within an agreed or reasonable period of time, we shall be entitled, after the fruitless expiry of a reasonable period of time set by us, to invoice the customer for the goods at our discretion and to send the goods to the customer without being asked or to store them for the customer’s account. Further claims or rights are reserved.
§ 6 Obligations of the customer
The customer shall be solely and exclusively responsible for compliance with and observance of all statutory provisions and regulations, in particular the German Drug Law, the German Foodstuffs, Commodities and Feedstuffs Code as well as all relevant EU directives and the resulting requirements for the goods ordered by the customer. In this respect, the customer assumes a no-fault guarantee for the correctness and completeness of the information provided for the goods to be delivered, e.g. declarations, labels, layout, texts, etc.
§ 7 Warranty
1. warranty rights of the customer presuppose that the customer has duly fulfilled his obligations to inspect and notify defects in accordance with § 377 HGB.