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.
- Offer and acceptance
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.
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.
- 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.
4.1 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.
- 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.
- 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.
- 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).
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.
- 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.
- 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.
- Subject to change
We reserve the right to make changes to the layout, text and composition of our articles and brochures.
- 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.
- 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.