Perpedes GmbH, Härtwasen 8-14, 73252 Lenningen, Germany
Phone 07021 / 738 30-0 Fax 07021-73830 - 298 firstname.lastname@example.org
1. SCOPE OF APPLICATION
The following terms and conditions of sale, delivery and payment apply to all contracts, deliveries and other services between Perpedes GmbH and the contractual partner, unless other agreements have been made in writing. They are an integral part of the business relationship and also apply to all future contracts, unless other agreements have been made in writing in individual cases. Additional agreements require the written form to be effective.
General terms and conditions of our contractual partner shall only apply if we confirm them in writing.
2. OFFER, ORDERS
The presentation of products, deliveries and services of Perpedes GmbH on the Internet as well as in brochures, leaflets or other information are subject to change and non-binding. All information of a technical nature, illustrations and/or descriptions are merely descriptions of performance and do not constitute a warranty of any kind. The presented products, deliveries and services are an invitation for the contractual partner to submit an offer to Perpedes GmbH for the conclusion of a contract through his order.
The offer is considered accepted as soon as either a written confirmation of Perpedes GmbH about the acceptance of the offer or as soon as the order has been delivered.
3. MANUFACTURER iSd MDR, DEPOSIT RUBBER SUPPLIER
In the case of an order for inlay blanks, materials and accessories, there is no medical device as defined by the MDR because the products are not intended for this purpose. The status of a medical device is only achieved through further processing and intended use by the purchaser.
We support our customers of inlay blanks, materials and accessories with regard to traceability and their obligation for documentation within the scope of our possibilities.
When ordering therapeutic shoes, orthoses and individualized or purpose-designated orthopedic insoles and other medical devices, the contractual partner undertakes to comply with the dealer obligations addressed to him as a dealer pursuant to Art. 14 Regulation (EU) 2017/745 on medical devices. Further regulations on Regulation (EU) 2017/745 on medical devices can be found here.
4. RIGHT OF WITHDRAWAL
Prerequisite for the delivery is a doubtless creditworthiness of the contractual partner. If, after the conclusion of the contract, Perpedes GmbH becomes aware of circumstances which, at the discretion of Perpedes GmbH, make the creditworthiness of the contractual partner appear doubtful in the amount resulting from the order, esp. a considerable deterioration of the financial situation, cessation of payments, clearance sale, closure of business, application for insolvency, compulsory execution measures, cheque or bill protests, closure of business, transfer of business and similar circumstances or if the contractual partner pledges inventories, accounts receivable or purchased goods or provides them as security for other creditors, does not pay due invoices despite reminders, permissible bank collection and direct debit orders are not honoured or a credit insurance of the contractual partner is rejected or cancelled. is cancelled, Perpedes GmbH is entitled to demand advance payments or securities or to withdraw from the contract. Agreed delivery periods are considered interrupted from this point on.
Our sales prices are net prices in Euro. They are subject to change and are ex works, excluding VAT. All previous price lists and quotations lose their validity with the publication of a new edition of the price list.
6. DELIVERY, SHIPPING INSURANCE
Delivery times stated by us are approximate and non-binding. Partial deliveries are permissible. All deliveries, including partial deliveries, shall be made at the risk of the contractual partner. This also applies to deliveries free of shipping charges. We shall not be liable for damage or loss during transport. With the dispatch order an insurance up to a commodity value of 520.- € is automatically locked. For higher values of goods it is up to the contracting party to order a higher insurance against payment. Delays or hindrances in delivery for which we are not responsible shall release us from delivery without the contractual partner being able to assert any rights or claims against us as a result.
Shipment shall be made at our discretion by the most favorable shipping method. Shipment shall be at the expense and risk of the contractual partner, even if the latter does not bear the transport costs. Incoming orders/orders will be divided according to the respective delivery times ready for dispatch within 2 days (finished goods/stock items) and longer than 2 days (production orders). From a total order net value over 500 € we deliver free of packaging and shipping costs via the shipping company DPD. Our UXGO shoes are shipped via DHL. In this respect, independent 500 € shipping allowances apply in each case. Otherwise, the shipping fee for shipments within Germany is 6.90 € per order. In other countries, please refer to the offer for shipping costs. The shipping of therapy shoes, resin canisters from 5 kg as well as step foam boxes are always free of packaging and shipping costs within Germany.
Only one packaging and shipping fee will be charged per order. Shipping is at the expense and risk of the contracting party, even if the latter does not bear the transport costs.
The minimum order value is € 50.- net. For order values below this limit, a minimum quantity surcharge of € 5.- will be charged.
8. DEVELOPMENT SAMPLES AND TRAINING DOCUMENTS, DRAFTS, DRAWINGS
We reserve the right of ownership and copyright to these documents and items. They may not be copied or made accessible to third parties without our consent and must be surrendered upon request.
Cancellation up to 21 days before the start of the training is free of charge. In case of cancellation up to 14 days before, we have to charge 33% of the training fee, up to 7 days before the training date 66%. After that date, no refund of the training fee is possible. If the instructor is unable to attend or if the minimum number of participants of 10 (at Soletec 4 participants) is not reached, we reserve the right to cancel the event up to 10 days before the event date. In such cases, participants will be notified immediately and any participation fee already paid will be refunded. Further claims are excluded.
10. TERMS OF PAYMENT
The general terms of payment apply: Within 10 days 2% discount, up to 30 days after invoice date net without deduction. Small amounts under € 50.- are payable immediately net. For foreign countries our terms of payment apply according to the offer. Payments are to be made in cash or by bank transfer free to Perpedes GmbH. Decisive for the timely payment is the credit entry on the account of Perpedes GmbH. Bills of exchange will only be accepted in payment after prior agreement. Discount and bank charges shall be borne by the contractual partner. We only accept discounts if all obligations from previous deliveries have been fulfilled. In case of delayed payment of more than two weeks, all further claims of Perpedes GmbH become due for payment immediately. In case of late payment, interest on arrears of 5 percentage points above the base interest rate will be charged. Without this cutting off the contractual partner from proving a lesser damage, at least the legal default interest according to § 288 BGB Abs. 2 will be charged. As a matter of principle, we will call in a collection agency after the second reminder at the latest, which will result in further costs for the contractual partner. Before full payment of all due invoices including interest on arrears and reminder costs, Perpedes GmbH is not obligated to any further delivery from any current order.
11. SEPA DIRECT DEBIT PROCEDURE
In the event that a SEPA basic direct debit mandate is issued, collection by direct debit shall be made within 10 days of the invoice date with a discount of 3% on all discountable amounts.
The advance notice (prenotification) is executed 3 days before the collection for domestic contractual partners and 6 days for foreign contractual partners. The Contractual Partner agrees to the shortening of the period for the advance notice (prenotification) as well as to the notification of the collection indicated by the payment advice. The Contractual Partner assures to ensure the coverage of the account. Costs incurred due to non-payment or chargeback of the direct debit shall be borne by the Contractual Partner as long as the non-payment or chargeback was not caused by Perpedes GmbH.
12. RESERVATION OF OWNERSHIP
The delivered goods remain the property of Perpedes GmbH until all claims have been fulfilled. The goods may not be pledged or transferred by way of security until payment has been made. Any seizure by third parties must be reported to us immediately. In case of a resale to a third party, the claim from the resale is already assigned to Perpedes GmbH in advance in the amount of the outstanding amount. In case of processing or mixing the loss of rights has to be compensated according to § 951 BGB. The contractual partner already assigns the claim to the new item - if applicable partial claim to the processed item - to Perpedes GmbH upon conclusion of the contract. The assertion of retention of title is not considered a withdrawal from the contract. Costs for interventions and taking back of goods have to be borne by the contractual partner. Abroad, the contractual partner has to respect the retention of title rights of Perpedes GmbH. The contractual partner shall bear all costs incurred by us through repossession due to the reserved ownership. If we make use of our claim for return, we are entitled - irrespective of the payment obligation of the contractual partner - to utilize the repossessed delivered item including accessories by private sale in the best possible way.
Complaints must be made in writing immediately upon receipt of the shipment. The shipped goods must be inspected upon receipt for completeness and externally visible damage or defects. Our warranty obligation shall lapse in particular if the delivered item has been modified by third parties or has been used in combinations with third party parts that have not been approved by us and the damage is causally related to this. In the event of a justified complaint, a replacement delivery shall be made or a credit note issued at our discretion. Any further liability for defects or possible claims for damages remain excluded.
14. RETURN OF SHOES, RETURN OF GOODS
Returns of shoes require in principle our prior consent. In this case, the contractual partner must provide us with proof of receipt of the goods. For this purpose, it is sufficient to provide the invoice number and date in the form of a copy of the invoice. In order to be able to issue a credit note to the contractual partner for the return of the goods, the goods must be returned in a saleable original condition (unworn, undamaged, undamaged and unprocessed) and with the individual shoe labels (model, size, batch). A goodwill return made 3 months after the invoice date cannot be accepted for credit or exchange.
Goods may only be returned outside of warranty rights if this has been expressly agreed in advance. The return shall only be made against credit note, taking into account devaluations due to age and condition of the goods at the time of return as well as a processing discount of 10% of the agreed price of the goods. The costs for the return shall be borne by the contractual partner.
For custom-made and special products, especially for configured inlay blanks, a return is excluded in any case. This includes in particular combinations (mixing/joining) of standard articles.
15. INFRINGEMENT OF PROPERTY RIGHTS
During order entry and processing, we work carefully to prevent any infringement of property rights (patent, design rights, utility model rights and other property rights) of third parties.
We shall not be held liable for infringements of industrial property rights that occur as a result of our commissioned order or contract manufacturing. It is the responsibility of the contractual partner to execute the order in such a way that the rights of third parties are not infringed.
16. EXCLUSIVE DISTRIBUTION RIGHT
For the acquisition of exclusive distribution rights to our products, a written grant by the management is generally required.
17. EXCLUSION OF LIABILITY
We shall be liable without limitation in the event of culpable injury to life, limb and health.
In all other respects, our liability through fault is limited to the foreseeable damage typical of the contract and any further liability - irrespective of the legal grounds - is excluded unless otherwise stipulated in these terms and conditions.
18. DATA PROTECTION
The contractual partner agrees to the collection, processing and use of personal data, insofar as it relates to the justification, content or amendment of the orders in accordance with the Data Protection Regulation (DSGVO) and other data protection provisions. He gives insb. his consent according to Art. 7 and Art. 8 DSGVO which is necessary for the processing or execution of his order. Your data will be treated absolutely confidentially and will not be passed on to third parties. For the complete processing of your order, we work with service providers to whom we transmit certain data (name, first name, street) for order fulfillment. These are service providers for the delivery of orders. Likewise, the data for the processing of payments are passed on to third parties in the context of invoice processing. All our service providers are obliged to use the data only for the above-mentioned purpose and in no case to pass them on to third parties.
19. FINAL PROVISIONS, PLACE OF PERFORMANCE, PLACE OF JURISDICTION
Should any provision of these contractual terms and conditions be or become invalid in whole or in part, the other provisions shall remain unaffected. The parties hereby agree to the legally effective provision that comes closest to the economic purpose of the invalid provision. Subsidiary agreements are void if not expressly confirmed in writing by Perpedes GmbH. All legal relations are subject to German civil and commercial law excluding the regulations of the UN Convention on Contracts for the International Sale of Goods (CISG).
Place of performance as well as exclusive place of jurisdiction for both parties is Kirchheim/Teck. However, we are also entitled to take legal action at the headquarters of the contractual partner.
Lenningen, April 2021