§ 1 General Terms of Sale
1. For the sale of products of nal von minden GmbH the „General Terms of Sale“ of nal von minden GmbH shall exclusively be valid in the version effective at the conclusion of the contract. No adverse or altered conditions of the buyer shall be binding, unless explicitly approved in writing by nal von minden GmbH. This shall apply also in case without making reservations we shall perform the services in knowledge of any adverse or altered conditions.
2. The subject General Terms of Sale have been prepared in German language and may also be translated into other languages. In the event of any deviations in content between the different translations, the German version shall prevail.
§ 2 Offers, conclusion of contract
1. Our offers are not binding. The product details mentioned in our catalogues do not exactly describe their nature. Consequently, minor deviations from our data on quantity, measures, weights, nature and quality shall not authorize to claim warranties.
2. Contracts shall only be effected by our confirmation of the order or by delivery.
§ 3 Prices and payment
1. The prices quoted in our price list are not binding regarding price, quantity and delivery. Our prices have no binding force and are quoted in EUR according to the regulations of the European Community plus legal VAT. Efforts are made to keep the prices stable during the year, however, possible adjustments cannot be excluded. The price lists in force at the time of delivery shall be valid.
2. The prices include packing costs plus legal VAT. The shipping costs shall be borne by the buyer, unless otherwise agreed.
3. Orders/deliveries, exceeding an invoice amount of EURO 5,000 must be paid in advance. Orders made from countries outside the European Community must principally be paid in advance. Payment shall be made net within 20 days after receipt of the invoice. Customers participating in our direct debiting shall obtain a discount of 2%.
4. In case of any delay in payment we reserve the right to charge default interests at the equivalent rate usually charged by our banks, however, at least 8 % above the prevailing interest rate. Payments are only deemed to be effected, if the amount has definitely been credited to an account of nal von minden GmbH.
§ 4 Delivery
1. Arriving orders are processed immediately and are delivered as soon as possible. In case a product shall not be on stock, we shall notify the buyer without delay indicating the anticipated date of delivery. We shall be authorized to make partial deliveries to be able to place the products as soon as possible at the buyer’s disposal. Each partial delivery can be charged separately. For orders on call the call should be made 2 weeks before the desired date of delivery. In case this term of two weeks should not be observed, we are unfortunately not in the position to guarantee delivery on schedule.
2. In cases we or our suppliers sustain force majeure, operational breakdowns, labor conflicts or other hindrances beyond our reasonable control, these cases of force majeure release us from the obligation of delivery for the duration of the disturbance and their impacts.
§ 5 Shipment
1. We shall arrange kind and type of shipment, unless otherwise instructed in writing by the customer. Shipment shall be effected ex works Regensburg, unless otherwise agreed.
2. The risk of accidental loss or accidental deterioration of the goods shall pass on to the customer, as soon as we have supplied the goods to the carrier. As far as nal von minden GmbH shall disclose any shipping data in writing or on the phone, this happens merely to avoid any loss of time at the place of destination. Such indications shall have no binding force in other respects.
3. Returns may only be made at our prior consent. Goods returned at our consent can be accepted by us only in case they have been duly packed.
§ 6 Notices of defects, warranties
1. We have to be notified in writing of defects of delivered goods or variations in quantity or faulty deliveries 1 week after receipt of the goods at the latest. Hidden defects are to be reported to us immediately after detection. If these time limits for claim are not complied with, any other existing warranty claims shall be ruled out. Even hidden defects can no longer be asserted, if one year has passed since delivery.
2. In case of defects in material or title the buyer may demand delivery of faultless property. In the event the subsequent delivery should be defective, too, the buyer may demand reduction or rescission according to legal provisions. The warranty shall be ruled out in case of improper handling and processing of our products.
3. Warranty claims shall be statute-barred to one year. The limitation period begins to run when the property is delivered.
§ 7 Liability
1. We shall be liable for damages according to legal provisions for damage intentionally or by gross negligence caused by our legal representatives or executives, and for absence of warranted characteristics as well as for personal injury and damage to property according to the Product Liability Act. We shall be liable for damages in the amount of damage typical to a contract and foreseeable, for damage arising from negligent breach of fundamental contractual or cardinal obligations and for damage by gross negligence or intentionally caused by our agents without breaching fundamental contractual or cardinal obligations.
2. Any liability in other respects is excluded.
3. Possible claims for damages shall be ruled out in case of improper handling and processing of our products.
4. Claims for damages shall become statute-barred within five years from the date on which the claims arose. If the buyer takes notice of the damage, his claim for damages shall become statute-barred within one year. For any such case the limitation period begins with the end of that year, in which the claim arose and in which the buyer takes notice or without gross negligence should take notice of the circumstances giving rise to the claim and of the person of the party liable.
§ 8 Reservation of title
1. We shall retain title to all goods delivered by us until the buyer has paid the full liabilities resulting from the mutual business relations. In case the buyer fails to pay in due date, nal von minden GmbH may demand immediate return of the property.
2. When the buyer processes the goods delivered by us, we shall be deemed to be the manufacturer and shall acquire title to the goods that are newly created. This is the time the buyer assigns to us as security all claims arising from the sale of goods, which titles are due to us to the extent of our share in the sold goods.
§ 9 Set-off
1. The buyer is entitled to set-off only in case his counterclaims have become res judicata, have not been disputed or have been admitted by nal von minden GmbH. In any other respect set-off is inadmissible. This applies also to any rights of retention claimed by the buyer.
§ 10 Basic Material
1. The buyer guarantees purety and correct documentation of the basic material to be delivered by him. Any possible losses nal von minden GmbH or the buyer shall sustain by impurification or by faulty documentation, shall fall to the full extent upon the buyer.
§ 11 Use of the products
1. Use of our products for human medical or diagnostical purposes or as medicine, shall only be admitted if such use is permitted according to the legal provisions the buyer and the user are bound to, and, if as far as necessary, approval has been given by the competent authority.
2. Beyond that any such use of our products shall require our written prior consent. Explicit directions for use on the packing (i.e. „In vitro Diagnosticum”) shall be equal to a written consent; however, they do not substitute permits, which are required in the country of the user.
3. Any distribution, provision of services involving, or use for commercial purposes of nal von minden GmbH proprietary products, shall require our written prior consent.
4. Buyers using our products in industrial production are committed to § 3 and will do this at their own risk. As we are not in the position to foresee or control the possible procedures and processes for such industrial use of our products, and as our products have not been developed for any such procedures, in any such cases our directions for use are only to be considered as recommendations with no binding force.
§ 12 Toxic substances
1. Toxic substances may only be delivered to technical businesses, resellers and public institutions and that only based upon written order, from which the name of the ordering person can be seen. Passing on toxic substances to private persons is not admitted. We point out that these products may only be handled by trained personnel while observing corresponding safety precautions. As far as there is any uncertainty about possible risks, we ask to order a safety data sheet.
§ 13 Governing law and place of performance
1. Place of delivery and of payment as well as of jurisdiction for any and all disputes in connection with or arising out of this Agreement shall be Regensburg. German law shall be applicable. The UN Convention on Contracts for the International Sale of Goods (CISG) shall not apply.
General Terms and Conditions for Laboratory Analysis
§ 1 Validity
(1) The legal relations between nal von minden GmbH and the customer purchasing the laboratory analysis follow the terms and conditions at the time of the order.
(2) Different conditions from the customers are not recognised by nal von minden GmbH.
§ 2 Contract
(1) Information on laboratory services on the internet, in catalogues and flyers etc, represent a binding offer which concldes with a purchase contract from nal von minden. The customer will only be asked to submit an order through an offer.
(2) The order of a laboratory analysis constitutes a binding offer fort he customer to sign a purchase contract. By sending the order, the customer accepts these terms and conditions.
(3) An order confirmation by nal von minden GmbH cannot be interpreted as an acceptance of the offer, but to inform the customer that order has been received by nal von minden GmbH.
The declaration of acceptance of the offer is shown by the delivery of the sampling sets or an express declaration of acceptance.
§ 3 Price
All given prices are subject to change and are gross prices. Nal von minden GmbH reserves the right to increase prices between the date of the contract and the provision of services. An increase in price is governed by increases to cost. Upon written request, proof of increasing costs can be sent to the client or their legal representative.
§ 4 Payment and Maturity
The invoice amount needs to be paid in full, to nal von minden GmbH before the sampling sets (including laboratory request forms) will be shipped. The only exception is if the invoice is being paid cash, which will include a fee to the postman.
§ 5 Delivery times
Nal von minden GmbH intends for the laboratory results to be given within 10 workng days of receiving the samples and the required completed documents. However no claims can be derived from a later delivery.
§ 6 Shipping costs
Nal von minden GmbH delivers for free to centres in Germany. Cost of shipping to other countries is available on request.
§ 7 Sample material
The client is to send all sample material and required information needed to carry out the analysis, in sufficient quantity and quality. In the event that this is not the case, nal von minden GmbH reserves the right to add a further charge for continuing the proceedure. If the client wants to discontinue the analysis, a cancellation fee will be charged.
§ 8 Cancellation
An order can be cancelled by a written notification being sent to the laboratory by the customer or a legal representative. In such a case, a cancellation fee of 30% of the order calue will be charged, but always a minimum of 25 Euros.
§ 8b Withdrawel
Nal von minden GmbH reserves the right to destroy all samples provided, if they have been tampered with, are present in too small a scale, or if they could cause a danger to the health of the employees of nal von minden GmbH or to the general public.
§ 9 Compensation
A customer can only receive compensation if it has been legally established or is recognised by nal von minden GmbH.
§ 10 Warranty
Nal von minden GmbH implements all tests with the utmost care but cannot guarantee a specific result.
Nal von minden is however accredited by the laboratory for forensic toxicology with the DIN 17025, so that our urine and hair analysis can be used for MPU. All the results that nal von minden GmbH find will be kepy strictly confidential. The laboratory results will be sent to the client by post but a telephone report is also possible.
§ 11 Liability
Nal von minden GmbH is not liable for deficiencies in the implementation that is outside their fault. Nal von minden GmbH is not liable for missing or incorrect information provided by the customer or for improper sample shipment. Nal von minden GmbH assumes no liability for samples that have been sent in a different way, to the instructions given by nal von minden GmbH. This particuarly includes samples that are not sent in the given containers. Furthermore nal von minden GmbH assumes no liability for damages incurred during transportation of the samples.
§ 12 Customer duty
In cases where samples are submitted in an incorrect way, according the provided instructions or if the laboratory staff rate the sample as unsatisfactory, nal von minden GmbH reserves the right to request further sampling material or reject the investigation, in which case a cancellation fee will apply.
§ 13 Information
All information that is sent to nal von minden GmbH, in connection with the laboratory service will be kept strictly confidential. Written information will only be sent to the client or the court that ordered the analysis. Results or information will not be disclosed by phone. All samples and documentation relating to a particular case will be destroyed after two years, unless the customer objects in writing to the destruction and nal von minden GmbH agrees to this.
§ 14 Law and Jurisdiction
The performance and legal venue is Regensburg. The contract is subject solely to the the laws of the Federal Republic os Germany. The application of the CISG is excluded.
§ 15 Severabilty
Should any of these general terms and conditions be invalid, the validity of the remaining provisions shall not be affected. Invalid provisions shall be replaced by valid provisions that come as close as possible to the intended purpose.
Nal von Minden GmbH