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General Terms and Conditions of Delivery and Payment

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I. Scope of application

  1. The following terms and conditions of delivery and payment shall apply to all offers and contracts for deliveries and services by us, both for current and future business relationships, even without express agreement. Any deviating terms and conditions of the buyer which we do not expressly recognise are not binding for us, even without express objection. The following terms and conditions of sale shall also apply if we fulfil the buyer’s order without reservation in the knowledge of conflicting or deviating terms and conditions of the buyer.
  2. All agreements made between the buyer and us for the execution of the purchase contracts are set out in writing in the contracts. Additions or amendments must be confirmed by us in writing.

II. Offer and conclusion of contract

  1. We can accept an order of the buyer, which is to be qualified as an offer to conclude a purchase contract, within two weeks by sending an order confirmation or by sending the ordered products within the same period.
  2. Our offers are subject to change and non-binding, unless we have expressly designated them as binding.
  3. We reserve the right to make changes to the design or shape, deviations in colour and changes to the scope of delivery on the part of the manufacturer during the delivery period, provided that the object of purchase is not significantly changed and the changes are reasonable for the buyer.

III. Terms of payment

  1. Our conditions and price lists valid at the time of the order are always decisive, subject to a price increase becoming necessary for the delivery date due to price increases of the preliminary products.
  2. Our prices are ex works without packaging, unless otherwise specified in the order confirmation. Our prices do not include the statutory value added tax. This will be shown separately in the invoice at the statutory rate on the date of invoicing.
  3. Payments are to be made net within 30 days of the invoice date. We grant a total discount of 3% for payments made within 8 days of the invoice date and a total discount of 2% for payments made within 14 days of the invoice date. If a customer is unknown to us, if a customer from another order is in default of payment or if we receive negative information about the creditworthiness of a customer, we shall only deliver by advance payment or cash on delivery with a 3% discount. 4.
  4. A payment shall only be deemed to have been made when we can dispose of the amount. In the case of payment by cheque, payment shall only be deemed to have been made when the cheque has been cashed.
  5. The purchaser shall only be entitled to set-off, even if notices of defects or counterclaims are asserted, if the counterclaims have been legally established, recognised by us or are undisputed. The buyer is only authorised to exercise a right of retention if his counterclaim is based on the same contractual relationship.

IV. Delivery and performance time

  1. Delivery dates or deadlines that have not been expressly agreed as binding are exclusively non-binding information. The delivery period stated by us shall not commence until the technical issues have been clarified. The buyer must also fulfil all obligations incumbent upon him properly and in good time.
  2. Operational disruptions at our premises or those of one of our suppliers, staff shortages, strikes, lockouts and force majeure shall entitle us to extend the delivery times and shall release us from any delivery obligation for the duration of the hindrance.
  3. Non-compliance with delivery dates shall only entitle the customer to assert claims after a reasonable grace period of at least 14 working days.
  4. Our liability shall be determined in accordance with the statutory conditions and shall be limited to the foreseeable, typically occurring damage. Any further liability for a delay in delivery for which we are responsible is excluded. The further statutory claims and rights of the buyer to which he is entitled in addition to the claim for damages due to a delay in delivery for which we are responsible shall remain unaffected.
  5. We are entitled to make partial deliveries and render partial services at any time, insofar as this is reasonable for the customer. Rights arising from delay or warranty for defects shall remain limited to the respective partial delivery.
  6. If the buyer is in default of acceptance, we are entitled to demand compensation for the resulting damage and any additional expenses. The same shall apply if the Buyer culpably breaches its obligations to co-operate. The risk of accidental deterioration and accidental loss shall pass to the Buyer upon the occurrence of default of acceptance or debtor’s delay.

V. Transfer of risk – dispatch/packaging

  1. Loading and despatch shall be at the buyer’s risk. We shall endeavour to take into account the wishes and interests of the buyer with regard to the type and route of dispatch; any additional costs incurred as a result – even if carriage paid has been agreed – shall be borne by the buyer. At the buyer’s request and expense, we will insure the delivery with transport insurance.
  2. Postage, freight and packaging shall be charged at cost price. For orders with a net order value of more than EUR 400.00, we deliver carriage paid and without charging packaging costs within Germany; this expressly does not apply to promotional goods. For orders outside Germany we generally deliver carriage forward. In the case of a net order value of less than EUR 50.00, we reserve the right to charge a surcharge of EUR 7.00 for small quantities.
  3. We do not take back transport packaging and all other packaging in accordance with the Packaging Ordinance, with the exception of pallets. The buyer must dispose of the packaging at his own expense.
  4. If dispatch is delayed at the request or through the fault of the buyer, we shall store the goods at the expense and risk of the buyer. In this case, the notification of readiness for dispatch is equivalent to dispatch.

VI. Warranty/Liability

  1. Claims for defects of the buyer shall only exist if the buyer has duly fulfilled his obligations to inspect and give notice of defects within 8 days of receipt of the goods in accordance with § 377 HGB (German Commercial Code). Notices of defects must be made in writing, if necessary, the aid must be provided. Defects in the complaint shall be borne by the customer.
  2. If there is a defect in the goods for which we are responsible, we are initially obliged to provide subsequent fulfilment, unless we are entitled to refuse subsequent fulfilment on the basis of statutory regulations. The Buyer shall grant us a reasonable period of time for subsequent fulfilment. Subsequent fulfilment may, at our discretion, take the form of rectification of the defect (repair) or delivery of new goods. In the event of rectification of the defect, we shall bear the necessary expenses, insofar as these are not increased because the subject matter of the contract is located at a place other than the place of fulfilment. If the subsequent fulfilment has failed, the buyer may, at his discretion, demand a reduction in the purchase price (abatement) or declare his withdrawal from the contract. Rectification shall be deemed to have failed after the second unsuccessful attempt, unless further attempts at rectification are appropriate and reasonable for the Buyer due to the subject matter of the contract.
  3. The buyer’s warranty claims shall expire one year after delivery of the goods to the buyer.
  4. Assertion is excluded if the defect is due to advertising statements or other contractual agreements that do not originate from us, or if the buyer has given a special guarantee to the end consumer. The obligation is also excluded if the buyer himself was not obliged to exercise the warranty rights vis-à-vis the end consumer on the basis of the statutory regulations or if he did not give notice of a claim made against him. This shall also apply if the buyer has assumed warranties vis-à-vis the end consumer which go beyond the statutory extent.
  5. We are not liable for the professional care of patients. It is the customer’s responsibility to customise the aid to the patient’s specific requirements. Our instructions for use must always be made available to the patient. The customer shall indemnify us against any claims from third parties arising from non-compliance with this obligation.
  6. The buyer can only assert claims for damages under the following conditions due to the defect if the subsequent fulfilment has failed. The right of the buyer to assert further claims for damages under the following conditions remains unaffected by this.
  7. Claims for damages of the buyer due to a defect shall become statute-barred one year after delivery of the goods.
  8. Claims for damages against us are excluded in the event of slight negligence, unless material contractual obligations have been breached. Any further liability is excluded regardless of the legal nature of the asserted claim; this also applies in particular to tortious claims or claims for reimbursement of futile expenses instead of performance. Insofar as our liability is excluded or limited, this shall also apply to the personal liability of our employees, workers, staff, representatives and vicarious agents. We are not liable for intentional acts of our vicarious agents.

VII. Other returns

Returns outside the warranty will only be accepted after prior notification and coordination of the return shipment, including the delivery documents, whereby we assume that the goods are in perfect condition. For goods that are to be returned more than one month after the invoice date, we reserve the right to charge a handling fee of a handling charge of 10% of the value of the goods (minimum charge EUR 15.00). If goods are to be returned three months or more after the invoice date, the handling fee shall be no less than 20% of the value of the goods, depending on the condition of the goods. Special and customised products as well as products that require temperature-controlled transport will not be taken back.

VIII. Retention of title

  1. The delivered goods (reserved goods) shall remain our property until all claims, including all balance claims from current accounts, to which we are entitled against the buyer now or in the future, have been fulfilled. In the event of the Buyer’s behaviour in breach of contract, e.g. default of payment, we shall have the right to take back the reserved goods after setting a reasonable deadline. If we take back the reserved goods, this shall constitute a cancellation of the contract. If we seize the reserved goods, this shall constitute a cancellation of the contract. We are entitled to utilise the reserved goods after taking them back. After deducting a reasonable amount for the realisation costs, the realisation proceeds shall be offset against the amounts owed to us by the buyer.
  2. The buyer is entitled to sell and/or use the reserved goods in the ordinary course of business as long as he is not in default of payment. Pledges or transfers by way of security are not permitted. The purchaser hereby assigns to us in full by way of security all claims arising from the resale or any other legal grounds (insurance, unauthorised action) in respect of the reserved goods (including all current account balance claims); we hereby accept the assignment. We revocably authorise the purchaser to collect the claims assigned to us for his account in his own name. The direct debit authorisation can be revoked at any time if the buyer does not properly meet his payment obligations. The purchaser is also not authorised to assign this claim for the purpose of debt collection by way of factoring, unless the obligation of the factor is simultaneously established to effect the consideration in the amount of the claims directly to us for as long as we still have claims against the purchaser.
  3. Any processing or remodelling of the goods subject to retention of title by the buyer shall in any case be carried out on our behalf. If the reserved goods are processed with other items not belonging to us, we shall acquire co-ownership of the new item in the ratio of the value of the reserved goods (final invoice amount including VAT) to the other processed items at the time of processing. The same shall apply to the new item created by processing as to the goods subject to retention of title. In the event of inseparable mixing of the reserved goods with other items not belonging to us, we shall acquire co-ownership of the new item in the ratio of the value of the reserved goods (final invoice amount including value-added tax) to the other mixed items at the time of mixing. If the Buyer’s item is to be regarded as the main item as a result of the mixing, the Buyer and we agree that the Buyer shall transfer co-ownership of this item to us on a pro rata basis; we hereby accept the transfer. Our sole or co-ownership of an item created in this way shall be kept safe for us by the Buyer.
  4. In the event of access by third parties to the reserved goods, in particular seizures, the buyer shall draw attention to our ownership and inform us immediately so that we can enforce our ownership rights. If the third party is not in a position to reimburse us for the court or out-of-court costs incurred in this connection, the Buyer shall be liable for such costs.
  5. We are obliged to release the securities to which we are entitled upon written request to the extent that the realisable value of our securities demonstrably exceeds the claims to be secured by more than 10 %, whereby we shall be responsible for selecting the securities to be released.

IX. Regulations in relation to the European Medical Device Regulation EU 2017/745

  1. The European Medical Device Regulation (MDR) has been in force in the member states of the EU since 26 May 2021. The provisions of this Art. XI apply to the distribution of medical devices within the meaning of the MDR and within its scope of application to distributors.
  2. For the medical devices and accessories (hereinafter jointly referred to as “medical devices”) in our product range manufactured in series production, we are manufacturers within the meaning of Art. 2 No. 30 MDR and are therefore subject to the general manufacturer obligations under Art. 10 MDR. We ensure that the medical devices are manufactured and placed on the market in accordance with the requirements of the MDR. We have also set up a risk management system that we apply, document and maintain.
  3. The buyer undertakes to fulfil the obligations under Art. 14 MDR insofar as he makes the medical devices available as a distributor in accordance with Art. 2 No. 35 MDR within the scope of the MDR. In particular, it shall fulfil its testing and information obligations before making the medical devices available on the market.
  4. The buyer shall ensure and document compliance with the transport and storage conditions specified by us and shall only use the advertising materials approved by us in connection with the medical devices and for advertising them.
  5. The Buyer shall co-operate with us to ensure the traceability of the medical devices in accordance with the requirements of the MDR. In accordance with Art. 25 Para. 2 MDR, he will set up an appropriate procedure for providing information to the competent authority and monitor compliance with it. This information includes from whom he has obtained the medical devices and to whom he has supplied them. He shall retain this information for a period of at least 10 years after he has obtained the last medical device.
  6. The purchaser shall set up a suitable procedure to receive experience and knowledge about the medical devices. He shall document this information and retain it for a period of at least 10 years after the last medical device has been supplied. In particular, the purchaser shall provide a contact person with contact details for the transmission of corrective measures. If no contact person is provided, experience, findings and corrective measures will be sent to the address stored in the customer account. 7.
  7. The buyer shall inform us immediately of all experiences and findings regarding the medical devices. This includes not only all reports received by the buyer about actual or suspected serious incidents or dangers, but also other information in connection with the medical devices, for example trends.
  8. Insofar as the Buyer has documentation and information obligations, it shall ensure that this information is also available in the event of termination of business operations or insolvency.

X. Information in accordance with the Battery Act/Waste Equipment Disposal

  1. Our deliveries may contain batteries and rechargeable batteries. As a result, we are obliged under the Battery Act (BattG) to inform you of the following:

a. Batteries and rechargeable batteries may not be disposed of with household waste. Instead, you are legally obliged to return used batteries and rechargeable batteries. Used batteries may contain harmful substances that can damage the environment or your health if they are not stored or disposed of properly. However, batteries also contain important raw materials such as iron, zinc, manganese or nickel and can therefore be recycled. After use, you can either return the batteries to us or return them free of charge in the immediate vicinity (e.g. at retail outlets or municipal collection centres). Disposal at points of sale is limited to the usual quantities for end users and to used batteries that the seller carries or has carried as new batteries in his range.

b. The symbol with the “crossed-out wheeled bin” means that you may not dispose of batteries and rechargeable batteries in household waste. Below this symbol you will also find the following symbols with the following meanings:

Pb: Battery contains lead > 0.004 per cent by mass
Cd: Battery contains cadmium > 0.002 per cent by mass
Hg: Battery contains mercury > 0.0005 per cent by mass

  1. Notes on the disposal of old appliances
    Waste electronic equipment must not be disposed of with household waste! Since 24 March 2006, electronic devices must be collected separately in accordance with European legislation. Since this date, consumers have been able to dispose of their waste electrical and electronic equipment free of charge at municipal collection centres. Accordingly, since 24 March 2006, all new electrical appliances that can be used in private households have been labelled with the “crossed-out wheeled bin” symbol.

XI. Seminars

  1. Scope of application

In deviation from the General Terms and Conditions of Delivery and Payment, the following provisions apply to our seminars.

2. Attendance seminars

a. Seminar programme
Participants must bring their own work clothing to all face-to-face seminars. Personal protective equipment will be provided by us. The actual times may deviate from the schedule under certain circumstances. A mandatory prerequisite for participation in our practical seminars is safe handling of the machines in an orthopaedic workshop. Only further instruction for special seminar requirements can take place on site. The minimum age for private customers is 18 years. Catering during the seminars is provided by us. After attending the seminar, all participants will receive a personalised certificate.
b. Seminar fees
With the written registration, the participant undertakes to transfer the respective seminar fee to Streifeneder ortho.production GmbH within 14 days of receipt of the invoice, without deduction of a discount, to the bank account stated on the invoice. The title of the seminar and the date of the event must be stated on the bank transfer. All seminar prices are per person plus VAT and include the consumables required for the seminar, documents, participation certificates and catering during the seminars. On request, we will be happy to advise you on the choice of one of our partner hotels. Any room reservations must be made by the participant. Any costs incurred for travelling and accommodation will not be covered by us. We provide all materials, tools, models and PPE. If the participant prefers to bring their own PPE, they may do so.
c. Liability
Unless otherwise stated in the General Terms and Conditions of Sale, we shall be liable for breaches of contractual and non-contractual obligations in accordance with the statutory provisions.
In particular, no liability is assumed for damages resulting from your own PSA.
We shall be liable for damages within the scope of fault-based liability only in the event of wilful intent and gross negligence. In the event of simple negligence, we shall only be liable, subject to statutory limitations of liability
– for damages resulting from injury to life, limb or health,
– for damages resulting from the breach of an essential contractual obligation (obligations whose fulfilment is essential for the proper execution of the contract and on whose compliance the contractual partner relies and may also rely). In this case, however, our liability is limited to compensation for foreseeable, typically occurring damage.
d. Cancellation
Cancellation of the attendance seminar is only possible in writing by email academy@streifeneder.de. Cancellation can be made free of charge, without giving reasons, up to 2 weeks before the start of the event. In the event of cancellation less than 2 weeks in advance, pro rata fees will be charged. Up to 1 week before the start of the seminar, 75% of the seminar fee will be charged. We reserve the right to charge the full seminar fee for cancellations less than 1 week before the start of the seminar. This also applies to no-shows. If, alternatively, a suitable replacement person from your company is registered for the seminar, no costs will be incurred.
e. Cancellations by the organiser
In the event of unforeseen unavailability of the speakers or force majeure, we reserve the right to postpone the event, make changes to the programme, change the speakers or cancel the seminar altogether. The same applies in the event that the number of bookings for a seminar proves to be too low. In such cases, participants will be informed immediately and any seminar fees already paid will be refunded immediately. Further claims (e.g. recourse or compensation claims) cannot be derived from this and are excluded. Upon express request, the registration can be rebooked for the next seminar.

3. Online video seminars
a. Our online video seminars are aimed exclusively at entrepreneurs and their employees.
b. Registration for our online video seminars takes place via our website https://academy.streifeneder.de/s/streifeneder-academy/videoseminare. There, the buyer can select the online video seminar he wishes to attend. The presentation of the seminar on the website does not constitute a binding offer to conclude a contract. The buyer’s details, in particular the customer number, are required for the further process. With the confirmation of the purchase subject to payment, the buyer undertakes to pay the respective seminar fee immediately and without deduction of a discount, depending on the method of payment. The event contract is concluded with us after full payment without a declaration of acceptance. Following payment, the buyer will receive the access data for the respective online video seminar from us.
c. The buyer must have a PC and an Internet connection as well as means of payment such as credit card or online banking for booking and playback. If the content of the video seminar is to be practised afterwards, the customer requires all the necessary tools and machines according to the material list attached to the respective video seminar in the download area.
d. The Buyer shall be responsible for the provision and guarantee of equipment, Internet access and other technical facilities at its own expense and risk.
e. The online video seminar is available to the buyer for one month after conclusion of the contract. Furthermore, a list of materials, the presentation and work instructions are available for download. The access data sent shall only authorise the persons registered for the online seminar.
f. Passing on the access data and the public distribution or making available (e.g. sharing a projector or screen) of the documents provided and the creation of recordings is not permitted. The buyer bears full responsibility for all actions undertaken using his access data. This applies in particular to actions carried out by third parties to whom the purchaser or its employees have wilfully or negligently provided access. No means may be used to circumvent or overcome our technical measures for the proper use of the online video seminar.
g. As our seminars are aimed exclusively at entrepreneurs and their employees, there is no right of cancellation for consumer contracts. A contractual right of withdrawal or cancellation is expressly not granted, as the contents of the seminar are made available immediately after booking and payment.

 

XII. Alternative dispute resolution pursuant to Art. 14 para. 1 ODR-VO and § 36 VSBG

Streifeneder does not participate in consumer arbitration proceedings under the Consumer Dispute Resolution Act.

XIII. Place of fulfilment, place of jurisdiction, applicable law

  1. Place of performance and jurisdiction for delivery, services and payments (including actions on cheques and bills of exchange) as well as all disputes arising between us and the Buyer from the purchase contracts concluded between us and the Buyer shall be our registered office. However, we shall also be entitled to sue the Buyer at his place of residence and/or business.
  2. The relations between the contracting parties shall be governed exclusively by the law applicable in the Federal Republic of Germany. The application of the Uniform Law on the International Sale of Goods as well as the law on the conclusion of international sales contracts for movable goods is excluded.

XIV. Severability clause

  1. In the event of the invalidity of individual terms and conditions, the validity of the remaining provisions shall remain unaffected.
  2. In place of the ineffective provisions or to fill a gap in a provision, an appropriate provision shall apply which the parties would have made if they had considered the point in question when concluding the contract.