General Terms and Agreements

1. General

Our General Terms & Conditions apply to all our transactions even if not specifically referred to in every case. Deviations require our explicit written agreement. Quotations are submitted without obligation. Orders are binding only once confirmed by us or once delivery has been affected. Verbal amendments are only valid if confirmed by us in writing. Our products are original products of those firms represented exclusively by us as well as products produced under our own label. All products are branded ones which may only be resold in their original packaging and only with our explicit permission. By the use of products delivered by us, property rights from Gynemed GmbH & Co. KG and third parties are to be observed.

2. Deliveries

Orders will be processed and delivered as quickly as possible after receipt – possibly in part only. Orders that reach us by 12:00 are usually shipped the same day, exceptions confirm this rule. All deliveries are despatched at the buyers risk. The risk will transfer to the buyer in the event of her/him or a person nominated by her /him not accepting the delivered goods. The method of transport is chosen by us. The customer will be responsible for the cost of express deliveries if such express delivery was specifically requested – with the exception of chilled deliveries.  We will not accept liability for delivery delays in case of unforeseen events for which we are not responsible. The buyer has the right to cancel an order if a delivery cannot be made on time due to the goods not having been delivered by our supplier, though the seller has to inform the buyer about the delivery delay first. In the event of a culpable delivery delay such delay only comes into force if an appropriate extension has been given.

3. Prices

For invoicing, the prices as valid at the date of delivery apply unless different prices were agreed to in writing. Prices include packaging and are net without VAT.

The following terms apply for domestic deliveries: for orders valued less than € 500 we charge € 9.00 postage/freight because deliveries are made the next day. For chilled orders of up to € 500 we charge € 14.00 postage/freight because deliveries are made the next day 12 o´clock. Otherwise deliveries are free of charge. Exceptions are special actions.

For European deliveries we charge VAT unless a valid VAT number has been provided.

For deliveries to Austria the following applies: for orders up to € 500 we charge € 11.00 for postage/freight. For chilled goods up to an order value of € 500 we charge € 36.50 postage/freight because deliveries are made the next day. Otherwise deliveries are free of charge. Exceptions are special actions.

For deliveries to Switzerland the following applies: for orders up to € 1000,00 we charge the freight charge incurred. Otherwise deliveries are free of charge. Exceptions are special actions.

For deliveries to France (except overseas territories) the following applies:: for orders up to € 500,00 we charge the freight charge incurred. Otherwise deliveries are free of charge. Exceptions are special actions.

For European deliveries the legal delivery- and customs regulations apply. Special packaging will be charged at cost.

4. Payment

Our terms of payment are 30 days net from date of invoice without deductions.
If payment terms are exceeded we reserve the right to charge a fee of € 10 per reminder. In addition, we charge default interest at the rate of 9 percentage points above the base rate in accordance with Section 288 (2) BGB. Only undisputed or legally established claims entitle the buyer to offset or withhold.

For projects with a net order value of € 20,000.00 or more, we reserve the right to make down payments. When delivering laboratory equipment or similar we allow the following payment terms:

• 50% of the order total is due when the appointment is made
• 25% of the order total is due after delivery and assembly
• 25% of the order amount is due after the measurement and instruction.

5. Product

The user of our products must be authorised for their use according to relevant laws and regulations. Products of the company Gynotec as well as media products of Gynemed GmbH & Co. KG are authorised for the exclusive use in In-Vitro laboratories and for research unless otherwise stated. They may not be used for therapeutic purposes unless otherwise stated. Our quality tests do not exempt the buyer or the user from conducting their own tests.

6. Warranty

Our products can be used up to the use-by date stated on the original packaging without the loss of quality if stored appropriately.
Any deficiencies can only be considered if notified within 7 days after receipt of the goods, and in the event of concealed deficiencies after their discovery in written form accompanied by documents of proof. Transport damage will only be accepted if notified to the driver at the time of delivery.
Our warranty equipment is guided by the legal guarantee regulations. For all other products the warranty is limited to our choice of replacement, change, reduction or improvement.
If we are not at fault in the case of incorrect orders, sterile products are excluded from exchange. In any case, according to our quality management system, products objected to may only be returned with our explicit permission.
Possible freight cost will not be born by Gynemed GmbH & Co. We reserve the right to charge a fee of € 19,00 in the event of goods being returned after prior agreement. We reserve the right to charge a free of € 29,00 in the event of goods being returned if no prior agreement is returned.

Exceptions are special actions.
As far as legally permitted, our obligation to render damages – regardless of the legal reason – is limited to the invoice value of the goods immediately involved in the damage claim. This does not apply if we have been deemed – based on compelling legal regulations – to be unlimited liable due to premeditation or gross negligence. Especially, we do not accept liability for any economical result or loss of profit in connection with the use of our medical products and goods.

7. Transport Validation

We are reserving for ourselves to randomly validate our shipping contractors. To that end we are adding a GPS-tracker to the goods shipped to you as a customer, enabling us to verify the transport routes and delivery in due time by our shipping contractors.

8. Retention

All delivered goods remain our property until fully paid for. In as much as the buyer is entitled to resell the goods with our agreement, he will cede – at the time of ordering the goods – to us any demands against third parties resulting from the resale to the full value of the goods.

9. Place

Place of Implementation, Jurisdiction and Applicable Law and place of Jurisdiction for deliveries, services and payments as well as all disputes between the parties is Lensahn. The same place of jurisdiction applies if the buyer has no general place of jurisdiction in Germany or has moved his place of address or general place of abode out of Germany or when his normal place of abode is not known at the time of the legal action. As much as it is permitted, the jurisdiction of German law is deemed to have been agreed to.

Rev 13_00 – 11/2021