Terms & Conditions

Please be aware that the Terms & Conditions do not apply to eProcurement.

Section 1. General

(1) All services provided to the Customer by the Online Shop of Eppendorf Vertrieb Deutschland GmbH will be based exclusively on the following General Terms and Conditions. Our General Terms and Conditions shall apply exclusively; any terms and conditions of the Customer which are contrary to our General Terms and Conditions or deviate from them will not be accepted by us unless we have consented to their application expressly in writing. Our General Terms and Conditions shall apply even if, despite knowing any terms and conditions of the Customer which are contrary to our Terms and Conditions or deviate from them, we perform the delivery to the Customer without reservation.

(2) Only for commercial customers: All indicated prices exclude the statutory value added tax (VAT).

(3) Our Terms and Conditions of Sale shall only apply to businesses within the meaning of Art. 310.1 of the German Civil Code (BGB).

Section 2. Conclusion of Contract

(1) The offers of the Online Shop are a non-binding invitation for the Customer to order goods at the Online Shop.

(2) By placing the order, the Customer submits a binding offer to conclude a purchase contract. The Customer will be sent a confirmation of the receipt of the order by email. In the case of any errors in the information on our product range on our website, we will inform the Customer thereof separately and make him an appropriate counteroffer.

(3) The Customer's offer to conclude a purchase contract shall be accepted by sending an order confirmation within 14 days after the order is submitted. If an order confirmation is not sent within said period, the offer shall be considered rejected.

(4) The maximum order value for an initial order shall be 500.00 euros.

Section 3. Prices and Terms of Payment

(1) The price indicated on the website at the time at which the Customer's offer is submitted shall be applicable to the invoicing.

(2) Unless otherwise stated in the order confirmation, our prices shall be ex works, excluding packing and shipping, the costs of which shall be invoiced separately.

(3) The goods shall be paid as per invoice. Exceptions shall only be valid if they have been agreed between Eppendorf Vertrieb Deutschland GmbH and the Customer in writing.

(4) Payments shall be due without any discount within 30 days of the invoice date. Payment obligations shall be considered fulfilled on the date on which the money is received by us or our bank. All payments shall be made free of expenses and postage for us.

(5) Our prices exclude the statutory value added tax (VAT); it shall be indicated in the invoice separately in the statutory amount applicable on the date of invoicing.

(6) If the statutory value added tax rate is increase in the period between the conclusion of the contract and the actual delivery, the agreed gross purchase price, if any, shall increase accordingly. If the net price increases in the period between the conclusion of the contract and the actual delivery and if such period is at least four months, the agreed purchase price shall increase accordingly. Any agreed discounts shall also be taken into account with regard to the increased purchase price.

(7) If the due date is exceeded, a default interest at a rate of 8% above the applicable basic rate of interest of the European Central Bank shall be charged. We hereby expressly reserve the right to claim interest on maturity (Art. 353 of the German Commercial Code (HGB)), any further damages caused by the delay, and our statutory rights. All costs which are caused by late payment, e.g. extension costs, protest charges, attorneys' fees etc., shall be borne by the buyer in default. Until a positive credit report is available, we reserve the right to require cash or advance payment or to withdraw from the contract. Amounts shall always be credited after the deduction of the discounts granted on the invoice amount and of any other discounts.

(8) If, according to our judgment, circumstances exist that justify doubts about the Customer's creditworthiness, we shell be entitled to demand the provision of security for outstanding deliveries in the form of advance payment or a bank guarantee (at the Customer's choice), giving at least two weeks' notice, and to perform concurrently with such security or payment.

(9) The Customer shall have offset rights only if his counterclaims have been established as final and absolute, are undisputed or have been recognized by us. Besides, he shall only be entitled to exercise any right of retention to the extent that his counterclaim is based on the same contractual relationship.

Section 4. Delivery

(1) Delivery shall generally be ex works plus shipping costs.

(2) If the customer is in default of acceptance or culpably breaches other duties to cooperate, we shall be entitled to require compensation for the damage which we suffer as a result, including any additional expenses. We reserve the right to make any further claims.

(3) If the prerequisites under Paragraph (2) are fulfilled, the risk of the accidental destruction or accidental deterioration of the purchased item shall pass to the Customer at the time from which the Customer is in default of acceptance or debtor's delay.

(4) We shall be liable in accordance with the provisions of the law if the delay in delivery is based on a willful or grossly negligent breach of contract for which we are responsible; any fault of our representatives or performing agents shall be attributed to us. If the delay in delivery is not based on a willful breach of contract for which we are responsible, our liability for damages shall be limited to the foreseeable, typically occurring damage.

(5) We shall also be liable in accordance with the provisions of the law to the extent that the delay in delivery for which we are responsible is based on the culpable breach of a major contractual duty; in such case, however, the liability for damages shall be limited to the foreseeable, typically occurring damage.

(6) The Customer's right to assert any further statutory claims or claim any further statutory rights is hereby reserved.

(7) The place of performance shall be the place of business of Eppendorf Vertrieb Deutschland GmbH. The delivery shall be performed from Hamburg.

(8) The Customer shall bear all risks of loss of the goods and/or any damage and/or damaging of items by the goods during transport.

Section 5. Retention of Title

(1) We reserve the ownership of the purchased item until the receipt of all payments arising from the supply contract. If the Customer acts contrary to the contract, particularly in the case of delay in payment, we shall be entitled to take back the purchased item. If we take back a purchased item, this shall constitute a withdrawal from the contract. After taking back the purchased item, we shall be entitled to utilize it; the proceeds of the utilization shall be credited against the Customer's liabilities, after deducting adequate utilization costs.

(2) In the case of any seizure or other intervention by third parties, the Customer shall inform us in writing immediately so that we can initiate legal proceedings in accordance with Art. 771 of the German Code of Civil Procedure (ZPO). To the extent that the third party is unable to reimburse us the court and out-of-court costs of legal proceedings in accordance with Art. 771 ZPO, the Customer shall be liable for the loss suffered by us.

(3) The Customer shall be entitled to resell the purchased item in the ordinary course of business; however, he hereby assigns to us all claims against his purchasers or third parties in the amount of the final invoice amount (including VAT) of our claim which accrue to him as a result of the resale, independently of whether the purchased item was resold without being processed or after being processed. The Customer shall continue to be entitled to collect said claims even after the assignment. Our entitlement to collect the claims ourselves shall remain unaffected. However, we undertake not to collect the claims as long as the Customer fulfills his payment obligations using the proceeds from the resold goods, he is not in delay of payment and, in particular, no settlement or insolvency proceedings have been filed for nor have the payments been stopped. However, if this is the case, we may require the Customer to specify the assigned claims and their debtors to us, to provide all information necessary for the collection, to hand over the related documents and to inform the debtors (third parties) of the assignment.

(4) Any processing or alteration of the purchased item by the Customer shall always be performed on our behalf. If the purchased item is processed together with other items not belonging to us, we shall acquire co-ownership of the new item in the ratio of the value of the purchased item (final invoice amount including VAT) to that of the other processed items at the time of processing. Apart from the aforesaid, the same shall apply to the goods created by the processing as to the purchased item delivered subject to retention of tittle.

(5) If the purchased item is mixed inseparably with other items not belonging to us, we shall acquire co-ownership of the new item in the ratio of the value of the purchased item (final invoice amount including VAT) to that of the other mixed items at the time of mixing. If the mixing is performed in such a manner that the Customer's item shall be considered as the main item, it shall be considered agreed that the Customer shall transfer co-ownership to us on a pro-rata basis. The Customer shall hold such created item for which sole ownership or co-ownership exists in safe custody for us.

Section 6. Warranty Regulations

(1) A prerequisite for any warranty claims of the Customer shall be that the Customer has properly fulfilled his obligations pursuant to Art. 377 HGB to examine and give notice of defects.

(2) if a defect of the purchased item exists, the Customer shall be entitled, at his choice, to supplementary performance by removing the defect or to delivery of a new, non-defective item. In the case of the defect being removed, we shall be obligated to bear all expenses necessary for the removal of the defect, particularly transportation, travel, labor and material costs, to the extent that such expenses do not increase due to the fact that the purchased item has been brought to a location other than the place of performance.

(3) If the supplementary performance fails, the Customer may, at his choice, require the withdrawal from the contract or a reduction of the purchase price and claim damages or the reimbursement of wasted expenditure.

(4) We shall be liable in accordance with the provisions of the law if the Client asserts claims for damages which are based on willful intent or gross negligence, including the willful intent or gross negligence of our representatives or performing agents. To the extent that we are not blamed for any willful breach of contract, the liability for damages shall be limited to the foreseeable, typically occurring damage.

(5) We shall be liable in accordance with the provisions of the law to the extent that we culpably breach a major contractual duty; in such case, however, the liability for damages shall be limited to the foreseeable, typically occurring damage.

(6) To the extent that the Customer is entitled to claim compensation instead of performance, our liability, also within the scope of Paragraph (3) above, shall be limited to the foreseeable typically occurring damage.

(7) The liability for culpable injury to life, body or health shall remain unaffected; the same shall apply to the mandatory liability under the German Product Liability Act.

(8) Warranty Period

a) Regulations for the sale of new goods: If new goods are sold, the statutory warranty regulations of the German Civil Code (BGB) shall apply. If the purchase is a commercial transaction for both parties, the regulations of the HGB shall remain unaffected.

b) Regulations for the sale of second-hand goods and demonstration models

Independently of the following regulations on the reduction of the warranty period for second-hand goods, the period of limitation for claims for damages in the case of injury to life, body or health which are based on willful or negligent breach of duty from our part or on the willful or negligent breach of duty of our legal representative or performing agent shall remain unaffected. Furthermore, Independently of the following regulations on the reduction of the warranty period for second-hand goods, the period of limitation in the case of other damage which is based on willful or grossly negligent breach of duty from our part or on the willful or grossly negligent breach of duty of our legal representative or performing agent shall remain unaffected. Any liability under the German Product Liability Act shall also remain unaffected. Apart from the aforesaid, any liability for second-hand goods is hereby excluded. This shall apply unless otherwise indicated in the article description.

Section 7. Data Protection

The data transmitted by the Customer will be used by Eppendorf Vertrieb Deutschland GmbH for handling the orders only. All data will be treated as strictly confidential. A disclosure of the data to third parties (e.g. dispatch services) will only take place if this is necessary for the order handling. The order data will be transmitted encrypted and in a secure manner; however, we will not assume any liability for the data security during such transfers over the Internet (e.g. due to technical errors of the Internet service provider) nor for any criminal access to files of our website by third parties. Access data for the customer login which we will sent to the Customer on his request shall be treated as strictly confidential by the Customer as we will not assume any responsibility for the use and utilization of such data.

Section 8. Copyright

All shown third-party logos, images and graphics are property of their respective companies and are subject to the copyright of their respective licensors. All photos, logos, texts, reports, scripts and programming routines which are shown on this website and which are our own developments or have been processed by us must not be copied or otherwise used without our consent. All rights reserved.

Section 9. Links on Our Website

Eppendorf Vertrieb Deutschland GmbH hereby expressly distances itself from all contents of all pages linked on this website. This statement applies to all links on the web pages of Eppendorf Vertrieb Deutschland GmbH.

Section 10. Place of Jurisdiction and Choice of Law

(1) If the Customer is a trader, our place of business shall be the place of jurisdiction; however, we shall also be entitled to sue the Customer at the court of his place of residence.

(2) The law of the Federal Republic of Germany shall apply; the application of the United Nations Convention on Contracts for the International Sale of Goods (CISG) is hereby excluded.

Section 11. Customer Information for Contracts in Electronic Commerce

(1) The text of the contract will be stored by us and will not be accessible to you.

(2) Before sending your order, you can check any type errors made before the submission of your order and correct them using the Delete and Change function.

(3) The language available for concluding the contract will be German.

Section 12. Severability

Should individual provisions of this Contract be legally ineffective completely or partly or lose their legal effectiveness at a later date, the validity of the Contract as a whole shall remain unaffected.
January 2014


Eppendorf Vertrieb Deutschland GmbH
50389 Wesseling-Berzdorf, Germany
Phone: +49 (0) 180 325 59 11
Fax: +49 (0) 2232 418 155
E-mail: vertrieb@eppendorf.de
Internet: www.eppendorf.de

Additional bioprocess terms & Conditions

Further specifics and details when purchasing Bioprocess equipment

The following provisions shall apply in addition to the referenced terms and conditions of Eppendorf found in the tab “Terms & Conditions”. This text provides additional explanations for our range of Bioprocess products.

Pricing:
Prices are net excluding any applicable taxes or fees, such as, but not limited to, sales or use tax, excise tax, property tax, VAT, custom duty or associated fees, unless explicitly stated and/or specified by agreed delivery terms.

Delivery Time:
Delivery times are always an estimate. Expected delivery time will be confirmed by order confirmation after receipt of order, and may be subject to payment terms and other conditions of sale. Time of services to be rendered can deviate and will be scheduled separately.

Invoicing:
Orders for goods and/or services can be explicitly fulfilled as partial shipments or separate instalments, which can be separately invoiced. Orders including services can be invoiced according to stage of completion of services to be rendered.

Warranty:
Warranty period of 12 months in accordance with our General Terms and Conditions. If not otherwise specified, warranty period starts with day of delivery or after installation, but not later than 60 days from shipment, whichever comes first. Date of delivery is defined as date of transfer of risk of ownership according to agreed

Services & Support:
Any offered installation support, start up assistance and/or commissioning of equipment will utilize space and/or utilities provided at site. Any preparation of installation site(s), such as, but not limited to, cleaning, connecting to utilities or other construction work, is not part of the provided support.

Cancellation Policy:
Eppendorf reserves the right to charge a cancellation fee to customer in case an order is cancelled before it was fulfilled complete by Eppendorf. A cancellation fee of 15% of total ordered value will be charged if order is cancelled within 4 weeks of order confirmation. A cancellation fee of 30% will be charged if order is cancelled after 4 weeks of order confirmation. A cancellation fee of 60% will be charged if order is cancelled after 12 weeks of order confirmation. If an order is cancelled after it was fulfilled, Eppendorf reserves the right to charge 100% of the ordered value. The cancellation policy is part of the payment terms. Responsibilities shall apply accordingly.

Export Control:
Offered goods may require an export license. Application of export license does require full disclosure of the ultimate destination of the goods, intended use, and other details specified from time to time. Offer is nonbinding, as well as other condition of sale will apply, e.g. restrictions for resale of the offered goods. Denial of an export license is regarded as force majeure with the right to withdraw from order. Delay will influence expected delivery time.

By accepting our BioNsight cloud quote, you also accept the BioNsight cloud terms and conditions: BioNsight Cloud Terms and Conditions