General Terms and Conditions

1. Validity

The purchase contract is concluded between GerTechOne UG (limited liability) (hereinafter referred to as GerTechOne) and the buyer (hereinafter referred to as the customer).

Unless otherwise agreed in writing, the following terms and conditions apply exclusively to our deliveries.

The customer's terms and conditions shall not apply, even if we do not separately object to their validity in individual cases.

The product range is aimed at companies and private individuals.

2. Conclusion of contract

Our offers are subject to change without notice with regard to price, quantity, delivery time, and availability. Orders only become binding for us upon our written confirmation or upon corresponding delivery.

3. Delivery

We are entitled to make partial deliveries. Excess or short deliveries within reasonable limits shall be deemed fulfillment of the contract.

We shall endeavor to adhere to agreed delivery times. This is subject to correct and timely delivery to us. If the delivery period is exceeded, the buyer is entitled to set a reasonable grace period. The buyer is only entitled to withdraw from the contract due to delay in delivery or impossibility of delivery after the end of the grace period. This only applies to goods that have not been delivered, unless the buyer can prove that partial fulfillment of the contract is of no interest to them. Claims for compensation by the buyer due to delay in delivery or impossibility of delivery are excluded to the extent permitted by law.

Unforeseen events (regardless of whether they occur at our premises or at those of our suppliers), such as operational disruptions, raw material shortages, traffic disruptions, official orders, changes in currency conditions, war, labor disputes, and other cases of force majeure, release us from our delivery obligation for the duration of the disruption and to the extent of its effects. Events of this kind entitle us to withdraw from the contract in whole or in part.

4. Liability for breach of contract

In the event of a breach of contractual or pre-contractual obligations by us or our vicarious agents, we shall only be liable for intent and gross negligence. Our liability shall be limited to the damage foreseeable at the time of conclusion of the contract, or, where applicable, to additional expenses for a covering purchase.

The restrictions of this § 4 do not apply to our liability for guaranteed characteristics within the meaning of § 444 BGB, for injury to life, limb, or health, or under the Product Liability Act.

5. Withdrawal

If, in the case of contracts (successive deliveries), the buyer has not called off the intended quantity by the end of the purchase period, we shall be entitled to withdraw from the contract with regard to the quantity not called off after granting a reasonable grace period.

If the buyer has not paid for an earlier delivery by the end of the purchase period, or if there is a significant deterioration in the buyer's financial circumstances that gives rise to doubts about their solvency, we shall be entitled to withhold our delivery and set the buyer a reasonable deadline for making advance payments or providing securities. If this period expires without success, we shall be entitled to withdraw from the contract.

6. Prices

Our prices are ex works, excluding packaging, unless otherwise agreed.

We reserve the right to invoice the buyer for any additional costs incurred due to compliance with the buyer's special shipping instructions. Increases or new costs for production, distribution, transport, etc. of the goods, including public charges, entitle us to increase our prices for contracts.

The weights, dimensions, or quantities determined at our shipping facility are decisive for calculation.

7. Payment

New customers are initially supplied against advance payment. Payment obligations are only considered fulfilled when we have final access to the equivalent of our claim.

8. Shipping and Risk

We choose the shipping route and method at our best discretion. We will endeavor to appropriately consider the buyer's wishes.

9. Returns

Private individuals have the right to withdraw from the purchase contract within 14 days without stating reasons.

The return of purchased goods for businesses is only possible in exceptional cases and only with our prior written consent. Goods returned without our consent will be returned freight collect. Returned goods are generally at the sender's risk and expense. When reimbursing the value of returned goods, we will make the following deductions depending on the usability of the goods: For goods that can be returned without further ado, 10% of the net value, but at least €25.00. We will not reimburse goods that are no longer usable or outdated. In this case, we will send a declaration of destruction.

10. Warranty for Defects

The processing of the goods supplied by us is at the buyer's risk. Our processing suggestions are non-binding – also with regard to any third-party intellectual property rights – and do not release the buyer from checking the goods supplied by us for their suitability and intended purpose. Complaints of defects can only be considered if the buyer carefully inspects the goods immediately upon arrival at the agreed destination – if necessary by means of a test process – and notifies us in writing of any alleged defects within 10 days of arrival at the latest, and of demonstrably hidden defects immediately upon discovery. If the buyer fails to notify us in writing, or if the goods are processed or consumed by the buyer, the goods are deemed to have been accepted.

For a material defect in the goods that is reported in a timely manner upon transfer of risk, we will provide replacement free of charge in exchange for the buyer's fulfillment of the payment obligation. Should replacement performance not be possible, fail, or not provided by us or not provided within a reasonable period of time, we are obligated to withdraw from the contract or to reduce the price. Further claims are excluded – to the extent permitted by law.

The limitations of this Section 10 do not apply to our liability for guaranteed characteristics within the meaning of Section 444 of the German Civil Code (BGB), for injury to life, limb, or health, or under the Product Liability Act.

11. Retention of Title

All goods delivered by us remain our property until the invoice for the order has been paid in full. The buyer is entitled to process and sell the goods within the scope of its properly conducted business operations. However, extraordinary dispositions such as pledging, assignment of ownership by way of security, etc., are not permitted.

The buyer shall process or treat the reserved goods for us without incurring any obligations for us. Processing, combining, mixing, or blending the reserved goods with other goods not belonging to us is prohibited.

Upon acceptance of our goods, the buyer assigns to us, until our claims have been paid in full, all claims against its customers arising from the resale of the goods that are our property or co-owned, including all ancillary rights. In the case of goods that are our co-owned, however, this assignment shall only be up to the proportional value (invoice value) of our goods.

12. Breach of Contract

Breach of contract by the buyer entitles us, subject to further claims, to suspend any further deliveries to the buyer or to withdraw from the contract.

13. gertechone Shop

(1) All offers, purchase contracts, and deliveries based on orders placed by our customers via our online shop www.gertechone.com are subject to these terms and conditions.

(2) By placing an order in the online shop, the customer makes a binding offer to purchase the product in question. We can accept the offer until the end of the (third) business day following the day of the offer. We will send the customer a confirmation of receipt of the offer immediately upon receipt of the offer; this confirmation does not constitute acceptance of the offer. The offer is only deemed accepted by us once we notify the customer of acceptance (by email) or ship the goods. The purchase contract with the customer is only concluded upon our acceptance.

(3) Upon activation of the gertechone online shop, the customer undertakes that the password will only be used within the company and will not be passed on to unauthorized third parties. In case of violation, access will be revoked.

14. Disposal of Electrical/Electronic Equipment

We assume no obligations/costs in connection with the obligation to take back electrical/electronic equipment (Section 10 (2) of the German Electrical and Electronic Equipment Act (ElektroG)).

Unless otherwise stipulated by the manufacturer, the buyer undertakes to properly dispose of the equipment after its use or to return it to the manufacturer. Costs passed on by the manufacturer to GerTechOne will be passed on by GerTechOne to the buyer.

15. Place of Performance, Jurisdiction, Applicable Law

The place of performance for delivery is the shipping location; the place of performance for payment is Spaichingen. The exclusive place of jurisdiction is, at our discretion, the court with jurisdiction for our place of business and otherwise subject-matter-related jurisdiction, or the courts with jurisdiction for the buyer's place of residence. The contractual relationship is subject to German law; the Uniform Sales Act does not apply.

16. Traceability

The customer is obligated to ensure the traceability of the goods delivered by us.

17. Dealer and Customer Obligations When Ordering Medical Devices

When ordering medical devices, the customer undertakes to comply with the obligations set out in Article 14 of the MDR/IVDR.