General delivery and sales conditions of WEKO PHARMA GMBH

  1. Vali­di­ty
    1.1 Unless other­wi­se express­ly agreed in wri­ting, all of our deli­ve­ries and ser­vices are car­ri­ed out exclu­si­ve­ly on the basis of the­se deli­very and sales con­di­ti­ons. Terms and con­di­ti­ons of our cus­to­mers or third par­ties do not app­ly, even if we do not sepa­r­ate­ly con­tra­dict their vali­di­ty.
    1.2 Con­tract per­for­mance nego­tia­ti­ons on our part do not con­sti­tu­te con­sent to con­trac­tu­al con­di­ti­ons that devia­te from our conditions.
  2. Offer and accep­t­ance
    a. offer
    2.1 The pro­ducts and ser­vices offe­red by WEKO PHARMA repre­sent a request from WEKO PHARMA to the cus­to­mer to sub­mit an offer to con­clu­de a purcha­se con­tract to qua­li­fy con­di­ti­ons agreed here.
    2.2 Unless other­wi­se agreed, our offers are non-bin­ding and non-bin­ding with regard to pri­ce, quan­ti­ty and deli­very con­di­ti­ons.
    b. adop­ti­on
    2.3 The con­tract is only con­clu­ded through a writ­ten decla­ra­ti­on of accep­t­ance by WEKO PHARMA towards the cus­to­mer or through deli­very and ser­vice. The con­fir­ma­ti­on of rece­i­pt of the order by WEKO PHARMA does not con­sti­tu­te an accep­t­ance of the offer.
    2.4 Col­la­te­ral agree­ments and chan­ges to the order con­fir­ma­ti­on are only effec­ti­ve if they are con­fir­med by us in wri­ting.
    c. addi­tio­nal con­di­ti­ons
    2.5 We reser­ve pro­per­ty rights and copy­rights to our illus­tra­ti­ons, drawings, cal­cu­la­ti­ons and reci­pes. The same app­lies to such writ­ten docu­ments that are desi­gna­ted as “con­fi­den­ti­al”. Befo­re pas­sing them on to third par­ties, the cus­to­mer requi­res our express writ­ten con­sent.
    2.6 All infor­ma­ti­on regar­ding weight, con­tent, dimen­si­ons, etc. are to be regar­ded as average values; Unless limits are express­ly set for the per­mis­si­ble devia­ti­ons, devia­ti­ons wit­hin the scope of what is cus­to­ma­ry in the tra­de are con­si­de­red per­mit­ted.
    2.7 Sam­ples and sam­ples pro­vi­ded are only appro­xi­ma­te examp­les.
    2.8 Accord­ing to the law, our medi­ci­nal pro­ducts may only be dis­pen­sed by aut­ho­ri­zed per­sons. With the pla­cing of the order by the cus­to­mer, the lat­ter also ensu­res that the sta­tu­to­ry pro­vi­si­ons of the Drugs and Food Act are observed.
  3. Purcha­se pri­ce
    3.1 Sales pri­ces offe­red in wri­ting are based on the cir­cum­s­tan­ces pre­vai­ling at the time the offer was pre­pa­red. We reser­ve the right to pass on all chan­ges in the cost pri­ce up to invoi­cing due to chan­ged cus­toms duties, taxes, duties, freight rates or other pri­ce-forming com­pon­ents to the con­trac­tu­al part­ner.
    3.2 The sta­tu­to­ry value added tax is not inclu­ded in our pri­ces; it will be shown sepa­r­ate­ly in the invoice at the sta­tu­to­ry rate on the day of invoicing.
  4. Deli­very
    a. Gene­ral
    4.1 Unless other­wi­se agreed, deli­very dates and dead­lines are only appro­xi­ma­te and not bin­ding. We are enti­t­led to make the con­trac­tu­al deli­very in par­ti­al quan­ti­ties.
    4.2 Addi­tio­nal cos­ts incur­red as a result of the con­trac­tu­al partner’s urgent or express requests must be bor­ne by the lat­ter.
    4.3 If the deli­very is impos­si­ble or exces­si­ve­ly dif­fi­cult due to for­ce majeu­re, offi­cial mea­su­res, plant shut­down, strike or simi­lar cir­cum­s­tan­ces, traf­fic dis­rup­ti­ons, trans­port and cus­toms clearan­ce delays, trans­port dama­ge, lack of ener­gy, we shall be released from our deli­very obli­ga­ti­on for the dura­ti­on of the hin­dran­ce or its after­math . Such events also enti­t­le us to with­draw from the con­tract. Com­pen­sa­ti­on for bre­ach of duty is exclu­ded in such cases. This also app­lies in the event of late deli­very by our sub-sup­pliers, which we are not respon­si­ble for.
    4.4 The deli­very of goods is free domic­i­le from a net goods value of € 250.00. For orders with a net value of less than € 250.00, the cost of pack­a­ging and trans­port will be char­ged. We reser­ve the right to choo­se the ship­ping rou­te. The deli­very is con­si­de­red ful­fil­led as soon as the goods have been pro­per­ly han­ded over to the rail­way, post office, own vehi­cle fleet, par­cel ser­vice or a for­war­ding agent. We are released from the obli­ga­ti­on to deli­ver if the deli­very is made impos­si­ble for us or made more dif­fi­cult in an unac­cep­ta­ble man­ner due to cir­cum­s­tan­ces that are bey­ond our con­trol. In the event of non-com­pli­an­ce with the terms of pay­ment, we are enti­t­led to gene­ral­ly sus­pend deli­very.
    The­re is no obli­ga­ti­on to buy sup­plies from exter­nal suppliers.
  5. Pay­ment terms
    5.1 in our Inter­net­shop we work with pre­pay­ment. A pay­ment is only con­si­de­red to have been made when we can dis­po­se of the amount. Reduc­tions in posta­ge, deli­very char­ges and unju­s­ti­fied cash dis­counts can­not be reco­gni­zed. We reser­ve the right to deli­ver against cash on deli­very or against pre­pay­ment in indi­vi­du­al cases.
    5.2 If the cus­to­mer defaults on paying one of our invoices, all of our claims from the busi­ness rela­ti­ons­hip are due immedia­te­ly — regard­less of any accep­t­ance of bills of exchan­ge and checks. We are then fur­ther enti­t­led to demand cash pay­ment befo­re any fur­ther deli­very. If the delay in pay­ment is not reme­di­ed wit­hin a rea­son­ab­le grace peri­od, we are enti­t­led to with­draw from the con­tract and to demand com­pen­sa­ti­on for delay or non-per­for­mance. This app­lies in par­ti­cu­lar to fol­low-up tran­sac­tions that have been agreed but not yet car­ri­ed out. If we beco­me awa­re of facts that indi­ca­te a signi­fi­cant dete­rio­ra­ti­on in the customer’s assets, we are enti­t­led to demand cash pay­ment befo­re deli­very of the goods, even if some­thing else was pre­vious­ly agreed, and to make our non-sta­tu­te-bar­red claims from the cur­rent busi­ness rela­ti­ons­hip due.
  6. Reten­ti­on of tit­le
    6.1 The deli­ve­r­ed goods remain our pro­per­ty until all of our claims from the sales con­tract with the con­trac­tu­al part­ner have been paid, inclu­ding cos­ts, expen­ses and default inte­rest. The exten­ded and expan­ded reten­ti­on of tit­le app­lies. The con­trac­tu­al part­ner is obli­ged to pro­per­ly look after and store the deli­ve­r­ed goods. He is liable for any kind of dama­ge and loss.
    6.2 In the event of default in pay­ment, we are enti­t­led to take back our purcha­se items, which are sub­ject to reten­ti­on of tit­le, even without judi­cial assi­s­tance and without the con­sent of the con­trac­tu­al part­ner, or to requi­re the con­trac­tu­al part­ner to place them at a loca­ti­on to be deter­mi­ned by us or to hand them over to one of our agents.
    6.3 In the event of resa­le, the con­trac­tu­al part­ner shall assign to us all claims with all ancil­la­ry rights and secu­ri­ties that ari­se against the cus­to­mer from the resa­le or pro­ces­sing of the purcha­sed goods until all of our claims against him have been met, in the amount of the amount of the invoices.
  7. Lia­bi­li­ty for defects
    7.1 The customer’s claims for defects pre­sup­po­se that the cus­to­mer has duly com­plied with his inspec­tion and com­p­laint obli­ga­ti­ons accord­ing to § 377 HGB. The deli­very is deemed to have been appro­ved if the­re is no noti­ce of defects in the case of obvious defects immedia­te­ly, but no later than 5 days after deli­very, or if the defect was not reco­gniz­ab­le during the inspec­tion, immedia­te­ly, but no later than 5 days after its dis­co­very in wri­ting or by fax to us has been recei­ved. The con­trac­tu­al part­ner must always pro­ve that the defect alrea­dy exis­ted at the time of trans­fer.
    7.2 The­re is no defect in the goods if the­re is an insi­gni­fi­cant devia­ti­on. The­re is an insi­gni­fi­cant devia­ti­on from cus­to­ma­ry tole­ran­ces in terms of dimen­si­ons, quan­ti­ties and other qua­li­ty requi­re­ments. A quan­ti­ta­ti­ve devia­ti­on of 5% is an insi­gni­fi­cant devia­ti­on.
    7.3 If the noti­fi­ca­ti­on of defects is jus­ti­fied and time­ly, we can choo­se to eit­her eli­mi­na­te the defect or deli­ver goods free of defects (sub­se­quent per­for­mance). If the sub­se­quent per­for­mance fails or is refu­sed, the cus­to­mer is enti­t­led to sta­tu­to­ry rights. If the defect is not signi­fi­cant and / or if the goods have alrea­dy been sold, pro­ces­sed or rede­si­gned, you are only enti­t­led to the right to a reduc­tion in pri­ce.
    7.4 Fur­ther claims are exclu­ded in accordance with Para­graph 9 (“Gene­ral Limi­ta­ti­on of Lia­bi­li­ty”). This app­lies in par­ti­cu­lar to claims for com­pen­sa­ti­on for dama­ge that did not occur on the goods them­sel­ves (con­se­quen­ti­al dama­ge cau­sed by defects).
  8. Redemp­ti­on
    The­re is no obli­ga­ti­on to take back goods deli­ve­r­ed free of defects. If the manage­ment decla­res, by way of good­will, to take back goods that are in a defect-free con­di­ti­on and in their ori­gi­nal pack­a­ging, pro­ces­sing will only take place after the goods have arri­ved at the seller’s wareh­ouse and the buy­er has pro­vi­ded pro­of of deli­very. The pro­ces­sing takes place accord­ing to the return policy.
  9. Gene­ral limi­ta­ti­on of lia­bi­li­ty and sta­tu­te of limi­ta­ti­ons
    9.1 For breaches of con­trac­tu­al and non-con­trac­tu­al obli­ga­ti­ons, in par­ti­cu­lar due to impos­si­bi­li­ty, delay, cul­pa­bi­li­ty in con­tract initia­ti­on and tort, we are liable, also for our exe­cu­ti­ves and other vica­rious agents, only in cases of intent and gross negli­gence, limi­ted to the dama­ge typi­cal for the con­tract when the con­tract was con­clu­ded . In addi­ti­on, our lia­bi­li­ty, inclu­ding for defects and con­se­quen­ti­al dama­ge, is exclu­ded.
    9.2 The­se restric­tions do not app­ly in the event of cul­p­a­ble bre­ach of essen­ti­al con­trac­tu­al obli­ga­ti­ons, inso­far as the achie­ve­ment of the con­trac­tu­al pur­po­se is jeo­par­di­zed, in cases of our lia­bi­li­ty under the Pro­duct Lia­bi­li­ty Act, in the event of inju­ry to life, limb or health and also not if and inso­far as we have defects in the Have frau­du­lent­ly con­cea­led the mat­ter or gua­ran­te­ed its absence. The rules on the bur­den of pro­of remain unaf­fec­ted.
    9.3 Unless other­wi­se agreed, con­trac­tu­al claims that the cus­to­mer may have against us due to and in con­nec­tion with the deli­very of the goods and our other ser­vices shall expi­re one year after deli­very of the goods. This does not affect our lia­bi­li­ty for will­ful and gross­ly negli­gent breaches of duty, cul­p­a­ble dama­ge to life, body and health.
  10. Adver­ti­sing mate­ri­al / pack­a­ging texts
    10.1 If the cus­to­mer is advi­sed by us in word, in wri­ting or through tests, this is done to the best of our know­ledge, but without lia­bi­li­ty for us, and does not release the cus­to­mer from che­cking the deli­ve­r­ed goods for their sui­ta­bi­li­ty for the inten­ded pro­ces­ses and pur­po­ses.
    10.2 Adver­ti­sing mate­ri­al (leaf­lets, brochu­res, cata­logs, etc.) is to be used at your own risk. We do not assu­me any lia­bi­li­ty for the harm­less­ness of com­pe­ti­ti­on law. This also app­lies to pack­a­ging texts and labe­ling. If com­p­laints about the pack­a­ging or labe­ling mean that the pro­ducts can­not be sold in this form, the cus­to­mer only has the right to chan­ge. 10.3 Every cus­to­mer is obli­ged to report warnings under com­pe­ti­ti­on law rela­ting to our pro­ducts in good time in order to give us the oppor­tu­ni­ty to com­ment and, after our decisi­on, to par­ti­ci­pa­te in the respec­ti­ve procedure.
  11. Sub­ject to chan­ge
    We reser­ve the right to make chan­ges to the lay­out, text and com­po­si­ti­on of our arti­cles and brochures.
  12. Data pro­tec­tion
    The cus­to­mer agrees that we save the cus­to­mer data and the con­tracts con­clu­ded with him as part of the busi­ness rela­ti­ons­hip and use it exclu­si­ve­ly for our own pur­po­ses or for con­trac­tu­al fulfillment.
  13. Place of per­for­mance, place of juris­dic­tion, severa­bi­li­ty clau­se
    13.1 The place of per­for­mance is Pel­lin­gen.
    13.2 The com­pe­tent court in Witt­lich is agreed as the place of juris­dic­tion.
    13.3 Ger­man law shall app­ly to all legal rela­ti­ons­hips bet­ween us and the con­trac­tu­al part­ner. The UN sales law in the cur­r­ent­ly valid ver­si­on and the AB con­flict of laws rules of inter­na­tio­nal pri­va­te law are exclu­ded.
    13.4 Should a pro­vi­si­on of the­se gene­ral terms and con­di­ti­ons of sale be whol­ly or par­ti­al­ly inva­lid, this shall not affect the vali­di­ty of the remai­ning pro­vi­si­ons. In this case, the inva­lid pro­vi­si­on will be repla­ced by a valid pro­vi­si­on that comes clo­sest to the eco­no­mic objec­ti­ve of the inva­lid provision.