GC Orthodontics Europe GmbH
Terms and Conditions of Sale
TERMS OF DELIVERY AND PAYMENT
GC Orthodontics Europe GmbH terms and conditions apply exclusively. No other terms are recognized unless specifically agreed upon in writing. Deviations from these terms are only effective if confirmed by GC Orthodontics Europe GmbH in writing. These General Terms and Conditions of Sale apply to all future business relationships with the Buyer, even if they have not been specifically agreed upon again.
Offer and contract finalisation
Our Goods and Services are subject to confirmation and non-binding; delivery options and intermediate sale are reserved in all cases.
Prices and terms of payment
Prices are calculated according to our current valid price list. Prices listed do not include the value added tax (VAT). The VAT, calculated at the current legal rate on the day of invoicing, is listed separately on the invoice and does not include shipping costs and transportation insurance.
Shipping costs are not charged for orders over 250€. Orders below our minimum order amount of 25€ will be charged a fee of 5€.
Payment is due on the payment date stated on the invoice.
A 3% discount is granted for payment by direct debit. Payments are considered paid in full once the funds are freely available. Overdue invoices are subject to collection and carry a service charge of 8% above the European Central Bank’s set interest rate base per month.
If we are able to prove that damages other than late payment have occurred, we have the right to enforce a legal claim. The Buyer is only entitled to compensation if their counter claims are legally established or recognized by GC Orthodontics Europe GmbH. The Buyer can only exercise a right of lien if this counter claim is based on the same contractual relationship.
Delivery times are non-binding. We are not responsible for delivery delays due to force majeure or events that impede delivery or render delivery impossible, even if they happen to our suppliers or sub-contractors. Delays that are not our fault give us the right to postpone delivery until the end of the situation causing the delay, plus an appropriate time to restart the process or to cancel the contract completely or cancel the non-fulfilled part of the contract.
The respect of our delivery obligations presupposes the timely and correct compliance of the Buyer’s commitments. We reserve the right to make partial deliveries at any time.
Transfer of risk
Risk of loss shall transfer to the Buyer at the time products are released to a transporter or have left our warehouse for the purpose of shipment. If shipment is delayed at the request of the Buyer, risk is transferred upon notification of shipment availability.
GC Orthodontics Europe GmbH warrants that all products are free from defects, including deviation from the agreed quality of our products. The Buyer is obligated to examine the product within 8 days of receiving delivery and to promptly notify us in writing of any claimed defects. The complaint obligation for hidden defects remains unaffected. All necessary documents and information regarding a defect must be included with the defect notification. In case of non-respect of laws regarding inspection rights or complaint rights, the goods/services are considered accepted.
If the product displays a defect at the time of risk transfer, the Buyer has a claim to subsequent fulfillment. Our sole responsibility will be, at its option, to repair or replace a product in the event of a manufacturing defect. If we decide to repair the defect, the Buyer agrees to allow the appropriate time and opportunity to rectify the defect. If a defect complaint proves to be unjustified, we are entitled to demand a refund from the Buyer for any costs incurred including documentation costs.
In case of failure to repair the defect, or failure to deliver a replacement product after an additional time period fixed by the Buyer, the Buyer has the right to consequently reduce the remuneration or cancel the contract. The limitation period of claims due to defects is one year. Defects due to improper usage, insufficient maintenance, unauthorized changes, and improper intervention by the Buyer or a third party are not covered under the warranty. Furthermore, it shall not affect the Buyer’s rights, in the case of a product quality defect, to demand instead of cancelation or a reduction in remuneration the refund of incurred expenses. The terms of the following paragraphs remain unaffected. Except in the case of malice or in the case of quality warranties, all warranties for material defects are excluded according to what is stated in the paragraphs below.
Return shipments must be postage paid. Returned items without postage paid will not be processed. Returns within four weeks of receipt of delivery are accepted when the product is unopened, undamaged in its original packaging and a copy of the invoice is enclosed.
Liability for interest and damages, for whatever legal reason, notably due to delay, infeasibility, unauthorized actions, warranty for defective material and interest and damages due to a breach of obligations are excluded. This disclaimer does not apply to intent and grossly negligent actions on our part, by our managing employees or assistants as well as a culpable breach of an essential contractual duty in which compliance is decisive to achieving the purpose of the contract, and does not apply to fatal or physical injury, health problems as well as claims according to the product liability law, ProdHaftG. In addition, in the case of slight negligence, liability is limited to compensation for foreseeable damages, which can typically be expected in the scope of such a contract. A change in the burden of proof to the disadvantage of the Buyer is not associated with the provisions above.
Reservation of property Rights
We reserve the right of proprietorship of all delivered goods until receipt of full payment as stipulated in the contract. In case of seizure or other intervention by third parties, the Buyer must inform us immediately in writing in writing so that we can file a suit in accordance with § 771 ZPO (German Code of Civil Procedure). The Buyer has the right to resell the products in the normal course of business, but we now release to him all liability claims including VAT resulting for him from the resale to his customers or third parties, regardless if the delivered item was sold with or without further processing. The Buyer is authorized to collect this claim after assignment.
Our right to collect the claims himself shall remain unaffected, however, if we commit ourselves to not collect such claims as long as the Buyer duly meets his payment obligations and performs all his other commitments properly. We shall be entitled to claim that the Buyer provides him with information concerning the claims assigned, the debtors of such claims and further information in that regard, and that the Buyer provides all the necessary documentation and informs the debtors about the assignment.
If the value of the existing securities exceeds the value of the secured debt by more than 10%, we are obliged to release the securities we are entitled to that extent upon request by the Buyer. In transactions with contractors, we reserve the right to proprietorship of the delivered product until receipt of all payments from the business relationship with the Buyer. The retention of proprietorship also extends to the recognized balance in as far as we record the current account receivables balance against the Buyer (current account reserve). In transactions with contractors, goods in our ownership during the length of the reservation of proprietary rights must be insured by the Buyer against fire, water, theft and break-in theft. The rights from these insurances are assigned to us. We accept these assignments.
- The training events offered by GC Orthodontics Europe GmbH take place exclusively on the basis of these general terms of business.
- Registration for training events must be in writing, either by faxing the completed and signed registration form to +49 2338 801 877 or for French speaking customers to +33 149 5616 38. The registration form can also be emailed to firstname.lastname@example.org or email@example.com (French speakers), or via GC Orthodontics website at www.gcorthodontics.eu. With your registration, you recognise the general terms of business of GC Orthodontics Europe GmbH. Deviations as well as verbal arrangements and side arrangements require written confirmation from GC Orthodontics Europe GmbH. The number of participants for our training events is limited, therefore registrations will be considered on a first come first serve basis. After receipt of the registration form, if it is possible for us to confirm the registration, you will receive a written registration confirmation from GC Orthodontics Europe GmbH.
- Fifteen days before the start of the event, each participant will receive from GC Orthodontics Europe GmbH, a written invoice in the amount of the respective event registration fee including VAT. In addition, you will receive detailed information regarding the training event such as training agenda, directions to the laboratory and hotel information.
- The invoice amount will be deducted from the indicated bank account or charged to your account 15 days before the start of the training event. The wire transfer for the registration fee is due 15 days before the start of the event.
- Cancellation instructions for consumers, cancellation rights: All cancellations must be received in writing (mail, fax or email) within 15 days. The deadline takes effect after receiving written notification, but not before fulfillment of our obligations in accordance to article 246 § 2 in association to § 1 clause 1 and 2 of the EGBGB (German civil code). Timely dispatch of the cancellation is sufficient to meet the cancellation period.
All cancellations should be sent to:
GC Orthodontics Europe GmbH
Harkortstr. 2, 58339 Breckerfeld
Fax: +49 2338 801 877 or by
e-mail to firstname.lastname@example.org
Consequences of Cancellation
In the event of a valid cancellation, the services delivered by either party is to be returned and the proceeds of any utilization (e.g. interest) surrendered. If you are unable to submit / return the received services and benefits (e.g. utilization benefits) to us, or submit / return them only partially or in a deteriorated condition, you need to compensate us to the required extent. You must pay compensation for degraded items. This could mean that you must fulfill the contractual payment obligations up until the cancellation. Payment obligations must be fulfilled within 30 days. The time limit becomes effective on dispatch of your cancellation notice for you, and on its receipt for us. Special note: Your cancellation rights expire prematurely if upon your explicit request the contract is entirely fulfilled by both parties before you have exercised your right of cancellation. End of cancellation instructions.
The following applies regardless of the above cancellation rights:
In case of cancellation by participant, regardless of the reason for the cancellation, the following cancellation fees apply: 10% fee to change reservation towards a different event, if cancelled at least four weeks prior to the start of the event 50% fee if cancelled less than two weeks before the start of the event 100% if cancellation is less than one week before the start of the event or upon failure to attend. Registration can be transferred to another participant without processing fees applying. Cancellations must be made in writing.
GC Orthodontics Europe GmbH reserves the right to substitute announced instructors with other instructors, or make necessary changes to the event program or location. If it is not possible to carry out the event due to force majeure, if an instructor is unable to attend, a disturbance at the event location, or due to low attendance numbers or for similar reasons that are not the responsibility of GC Orthodontics Europe GmbH, we will endeavor to inform the attendees as soon as possible. Please provide private telephone number or mobile number when registering for this purpose.
In the event of there being insufficient registration numbers, GC Orthodontics Europe GmbH reserves the right to cancel the event at least 14 days before the event. Cancellation due to other specific reasons might be made with shorter notice. In the event of cancellation by GC Orthodontics Europe GmbH, all event registration fees paid will be reimbursed in full. GC Orthodontics Europe GmbH shall not accept liability for any consequential loss and shall have no liability to reimburse any other costs that may have been incurred, including transport costs, accommodation, loss of work or turnover etc. However, this does not apply if GC Orthodontics Europe GmbH was grossly negligent and intentionally liable for the cancellation of the event or occurrence of the specified claims. A legal right to a replacement event does not exist. However, alternative training events will be proposed.
GC Orthodontics Europe GmbH is not liable for any errors in seminar content including whether it is up-to-date, accurate or complete.
Your personal information will be exclusively used by us for the sole purpose of event administration (planning, implementation and invoicing). We do not share this data to third parties unless they are governmental bodies (tax office or social insurance agencies) as required by law. Your personal data will only be saved for the amount of time necessary to correctly administer the event. You have the right to request disclosure of your saved personal data.
Despite any deviating terms of the Buyer, we are entitled to record payments in priority against older debts and will inform the Buyer of how payments were applied. If costs and interest have already been incurred we are entitled to offset payments initially against the costs, then the interest and finally against the main claim. A payment only counts as paid when we can freely dispose of the amount. We explicitly reserve the right to refuse cheques
and bills of exchange. Acceptance is only provided on account of payment. Bank charges for discounts are covered by the Buyer and are due for immediate payment. The Buyer has the right to compensation if the counterclaim is undisputed or has been legally established.
Court of jurisdiction/place of execution
The court of jurisdiction for all legal disputes, including bill of exchange and cheque processes, is Hagen, Germany. We are entitled to sue the Buyer through the court of his general court of jurisdiction. The place of execution for services by us and the payment obligation of the Buyer is Breckerfeld, Germany.
The laws of the Federal Republic of Germany under exclusion of the UN Sales Convention apply exclusively to all legal relationships between GC Orthodontics Europe GmbH and Buyer. The relevant requirements of norm 13485 must be met.
Should one or more terms of these general terms and conditions be or become fully or partially ineffective, the effectiveness of all other terms or agreements are not affected. Concessionary law takes the place of the ineffective term. This also applies in the event of a loophole.