Terms and Conditions
Terms and
Conditions
These are the general terms and conditions of BBC Orthotec GmbH, Innsbrucker Str. 2, 83435 Bad Reichenhall, Germany.
1. Scope
1.1 These Terms and Conditions of BBC-Orthotec GmbH (hereinafter referred to as “Seller”) shall apply to all contracts concluded between an entrepreneur (hereinafter referred to as “Client”) and the Seller relating to all goods and/or services presented in the online shop of the Seller. The inclusion of the Customer’s own conditions is herewith objected to, unless other terms have been stipulated.
1.2 The present General Terms and Conditions shall also apply exclusively, if the Seller performs the order without reservation, in the knowledge that the Client’s terms and conditions may conflict with or deviate from its own.
1.3 Entrepreneur within the meaning of these terms and conditions is a natural or legal person or a partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of their commercial or independent professional activity. BBC-Orthotec GmbH is aimed exclusively at commercial customers (companies, dental practices, dental technology laboratories) who belong to the dental industry. Orders from other customers will not be accepted by BBC Orthotec.
1.4 Dental laboratory services are carried out according to the general terms and conditions of the dental technician trade (Chamber of Crafts).
2. Conclusion of contract
2.1 The product descriptions displayed in the Seller’s online shop do not constitute binding offers on the part of the Seller, but are merely descriptions which allow the client to submit a binding offer.
2.2 The customer can submit the offer via the online order form integrated in the seller’s online shop. After placing the selected goods and/or services in the virtual shopping cart and going through the electronic ordering process, the customer submits a legally binding contract offer with regard to the goods and/or services contained in the shopping cart by clicking the button that concludes the ordering process . Furthermore, the customer can also submit the offer to the seller by telephone, fax, e-mail, post or using the online contact form.
2.3 The Seller may accept the Client’s offer within five days in one of the following manners: by transmitting a written order confirmation or an order confirmation in written form (fax or e-mail) to the client, insofar as the receipt of the order confirmation by the client is decisive, or by delivering ordered goods to the client, so far as the receipt of goods by the client is decisive, or by requesting the customer to pay after submitting his order, or provided direct debit payment is offered and the Client chooses this payment method, by collecting the total price directly from the Client’s account, insofar as the time of debiting the Client’s account is decisive.
The contract shall be concluded at the time when one of the aforementioned alternatives occurs . Should the Seller not accept the Client’s offer within the aforementioned period of time, this shall be deemed as rejecting the offer, with the effect that the Client is no longer bound by his statement of intent.
2.4 If you select the payment method “PayPal Express”, the payment is processed via the payment service provider PayPal (Europe) S.à r.l. et Cie, S.C.A., 22-24 Boulevard Royal, L-2449 Luxembourg (hereinafter: “PayPal”), subject to the PayPal Terms of Use, which can be viewed athttps://www.paypal.com/de/webapps/mpp/ua/useragreement-full or – if the customer does not have a PayPal account – subject to the conditions for payments without a PayPal account, which can be viewed at https://www.paypal.com/de/webapps/mpp/ua/privacywax-full. If the customer selects “PayPal Express” as the payment method during the online ordering process, he/she also issues a payment order to PayPal by clicking the button that concludes the ordering process. In this case, the seller already declares acceptance of the customer’s offer at the point in time at which the customer initiates the payment process by clicking the button that concludes the order process.
2.5 When submitting an offer via the seller’s online order form, the contract text is saved by the seller after the conclusion of the contract and sent to the customer in text form (e.g. e-mail, fax or letter) after the order has been sent. The seller does not make the contract text accessible beyond this. If the customer has set up a user account in the seller’s online shop before sending his order, the order data will be archived on the seller’s website and can be called up free of charge by the customer via his password-protected user account by providing the corresponding login data.
2.6 Before the binding submission of the order via the seller’s online order form, the customer can identify possible input errors by carefully reading the information displayed on the screen. An effective technical means for better recognition of input errors can be the enlargement function of the browser, with the help of which the display on the screen is enlarged. The customer can correct his entries as part of the electronic ordering process using the usual keyboard and mouse functions until he clicks on the button that concludes the ordering process.
2.7 The German language is exclusively available for the conclusion of the contract.
2.8 Order processing and contact are usually made via email and automated order processing. The customer must ensure that the e-mail address provided by him for order processing is correct so that the e-mails sent by the seller can be received at this address. In particular, when using SPAM filters, the customer must ensure that all e-mails sent by the seller or by third parties commissioned to process the order can be delivered.
2.9 In the event of stipulation of special conditions by the parties, the aforesaid special conditions do not apply to contractual relationships running simultaneously and in the future with the client.
2.10 In the event of the Customer’s economic inability to fulfil its obligations towards the Seller, the Seller may terminate existing exchange contracts with the Customer by rescinding them without notice. This shall also apply if the customer files for insolvency. § Section 321 of the German Civil Code (BGB) and Section 112 of the German Insolvency Code (InsO) shall remain unaffected. The customer shall inform the seller in writing at an early stage of any impending insolvency.
3. Prices and terms of payment
3.1 Unless otherwise stated in the seller’s product description, the prices quoted are net prices plus statutory sales tax. Packaging and shipping costs, loading, insurance (particularly transport insurance), customs duties and levies may be charged separately.
3.2 In the case of deliveries to countries outside the European Union, further costs may be incurred in individual cases for which the Seller is not responsible and which are to be borne by the Customer. These include, for example, costs for the transfer of money by credit institutions (e.g. transfer fees, exchange rate fees) or import duties or taxes (e.g. customs duties). Such costs may also be incurred in relation to the transfer of funds if the delivery is not made to a country outside the European Union but the customer makes the payment from a country outside the European Union.
3.3 Payment can be made using one of the methods mentioned in the seller’s online shop.
3.4 When paying using a payment method offered by PayPal, the payment is processed via the payment service provider PayPal (Europe) S.à r.l. et Cie, S.C.A., 22-24 Boulevard Royal, L-2449 Luxembourg (hereinafter: “PayPal”), subject to the PayPal Terms of Use, which can be viewed at https://www.paypal.com/de/webapps/mpp/ua/useragreement-full or – if the customer does not have a PayPal account – subject to the conditions for payments without a PayPal account, which can be viewed at https://www.paypal.com/de/webapps/mpp/ua/privacywax-full.
3.5 If the payment method “purchase on account” is selected, the purchase price is due after the goods have been delivered and invoiced.
3.6 If you select the purchase on account payment method, the purchase price is due after the goods have been delivered and invoiced. In this case, the purchase price must be paid within 14 (fourteen) days of receipt of the invoice without deduction, unless otherwise agreed. The seller reserves the right to only offer the purchase on account payment method up to a certain order volume and to refuse this payment method if the specified order volume is exceeded. In this case, the seller will point out a corresponding payment restriction to the customer in his payment information in the online shop. The seller also reserves the right to carry out a credit check when selecting the purchase on account payment method and to reject this payment method if the credit check is negative.
3.7 A payment is deemed to have been received as soon as the equivalent value has been credited to one of the Seller’s accounts. In the event of default in payment, the seller is entitled to interest on arrears at a rate of 10 percentage points above the respective base interest rate. The other legal rights of the seller in the event of a default in payment by the customer remain unaffected. If claims are overdue, incoming payments will first be offset against any costs and interest, then against the oldest claim.
3.8 Should unforeseeable cost increases occur (e.g. currency fluctuations, unexpected price increases by suppliers, etc.), the seller is entitled to pass the price increase on to the customer. However, this only applies if the delivery is to take place later than four months after the conclusion of the contract, as agreed.
4. Terms of delivery and shipping
4.1 Goods are delivered to the delivery address specified by the customer, unless otherwise agreed. When processing the transaction, the delivery address specified in the seller’s order processing is decisive.
4.2 The seller is entitled to make partial deliveries if this is reasonable for the customer. In the case of permissible partial deliveries, the seller is also entitled to issue partial invoices.
4.3 The seller reserves the right to withdraw from the contract in the event of incorrect or improper delivery to himself. This only applies in the event that the non-delivery is not the responsibility of the seller and he has concluded a specific hedging transaction with the supplier with due diligence. The seller will use all reasonable efforts to procure the goods. In the case of unavailability or only partial availability of the goods, the customer will be informed immediately and the consideration will be refunded immediately.
4.4 The risk of accidental loss and accidental deterioration of the goods sold passes to the customer as soon as the seller has delivered the item to the forwarding agent, carrier or other person or institution responsible for carrying out the shipment. This also applies if the seller bears the costs of transport. Transport insurance is only provided upon special request and at the expense of the customer.
4.5 In the event that the shipment of the goods to the customer is delayed for reasons for which the customer is responsible, the transfer of risk takes place when the customer is notified that the goods are ready for shipment. Any storage costs incurred after the transfer of risk must be borne by the customer.
4.6 Personal collection is not possible for logistical reasons.
5. Force Majeure
5.1 In the event of force majeure events affecting the fulfillment of the contract, the seller is entitled to postpone delivery for the duration of the hindrance and to withdraw in whole or in part in the event of longer-term delays, without any claims against the seller being able to be derived from this. All events unforeseeable for the seller or those which – even if they were foreseeable – are beyond the seller’s sphere of influence and the effects of which on the fulfillment of the contract cannot be prevented by the seller’s reasonable efforts are deemed to be force majeure. Any legal claims of the customer remain unaffected.
6. Retention of Title
6.1 The seller retains ownership of the delivered goods until the purchase price owed has been paid in full. Furthermore, the seller retains ownership of the delivered goods until all of his claims from the business relationship with the customer have been fulfilled.
7. Liability for Defects and. warranty
In cases of defects the legal provision will apply. Deviating therefrom, the following shall apply to items which have not been used in accordance with their normal use for a building and which have caused its defectiveness.
7.1 Claims for defects do not arise in the event of natural wear and tear or damage occurring after the transfer of risk as a result of incorrect or negligent handling, excessive stress, unsuitable equipment or due to special external influences that are not provided for in the contract. If the customer or third parties make improper changes or repair work, there are also no claims for defects for these and the resulting consequences, unless the customer can prove that the fault complained of was not caused by these changes or repair work.
7.2 In the case of new goods, the limitation period for claims for defects is one year from delivery of the goods. In the case of used goods, the rights and claims due to defects are excluded.
7.3 The limitations of liability and reductions in limitation periods set out above do not apply:
for items that have been used for a building in accordance with their usual purpose and have caused its defectiveness,
for claims for damages and reimbursement of expenses by the customer,
in the event that the seller has fraudulently concealed the defect, as well as
for the right of recourse according to § 445a BGB.
7.4 In the case of subsequent performance, the seller has the right to choose between rectification and replacement delivery.
7.5 If a replacement delivery is made as part of the liability for defects, the limitation period does not begin again.
7.6 If the supplementary performance has taken place by way of a replacement delivery, the customer is obliged to return the goods that were first delivered to the seller within 30 days. The return package must contain the reason for the return, the customer’s name and the number assigned to the purchase of the defective goods, which allows the seller to identify the returned goods. As long as and to the extent that the assignment of the return is not possible for reasons for which the customer is responsible, the seller is not obliged to accept the returned goods and to repay the purchase price. The customer bears the costs of a renewed dispatch.
7.7 If the Seller delivers a defect-free item for the purpose of subsequent performance, the Seller may claim compensation for use from the Customer pursuant to Section 346 (1) BGB. Other legal claims remain unaffected.
7.8 If the customer acts as a merchant within the meaning of Section 1 of the German Commercial Code (HGB), he is subject to the commercial obligation to examine and give notice of defects in accordance with Section 377 of the German Commercial Code. If the customer fails to comply with the notification obligations regulated there, the goods are deemed to have been approved.
8. Liability
8.1 The seller is fully liable for any legal reason:
In cases of intent or gross negligence, or
in cases of negligent or willful physical injury or negligent or willful injury of life, body or health of a person, or
on the grounds of a warranty promise, unless otherwise agreed,or
on the grounds of compulsory statutory liability as defined, for example, in the product liability law.
8.2 If the seller negligently breaches an essential contractual obligation, liability is limited to the foreseeable damage that is typical for the contract, unless liability is unlimited in accordance with the above clause. Essential contractual obligations are obligations which the contract imposes on the seller according to its content in order to achieve the purpose of the contract, the fulfillment of which is essential for the proper execution of the contract and on the observance of which the customer can regularly rely.
8.3 Otherwise, the Seller’s liability is excluded.
8.4 The aforementioned liability provisions will also apply in the case of the Seller’s liability for his assistants and legal representatives.
9. Statute of Limitations
9.1 Claims by the customer against the seller expire – with the exception of the claims regulated under the point “Liability for defects / Warranty” – one year after knowledge of the facts on which the claim is based, but no later than five years after the performance of the service, unless unlimited liability according to the above paragraph becomes.
10. Retention, Assignment
10.1 The right of retention and the right to retain performance are excluded, unless the Seller does not deny the underlying counterclaims or unless those claims have been recognized by declaratory judgment.
10.2 The assignment of claims by the Client arising from the contract with the Client, in particular the assignment of Client’s warranty claims, are excluded.
11. Special Conditions
Special Conditions for the Processing of Goods According to Client’s Specification
11.1 If, according to the content of the contract, the seller owes not only the delivery of goods but also the processing of the goods according to certain specifications of the customer, the customer must provide the seller with all content required for processing such as texts, images or graphics in the file formats, formatting, image and file sizes and to grant him the necessary rights of use. The customer is solely responsible for the procurement and the acquisition of rights to this content. The customer declares and assumes responsibility for having the right to use the content provided to the seller. In particular, he ensures that no rights of third parties are violated, in particular copyrights, trademarks and personal rights.
11.2 The customer indemnifies the seller against third-party claims that they may assert against the seller in connection with a violation of their rights through the contractual use of the customer’s content by the seller. The customer also assumes the reasonable costs of the necessary legal defense, including all court and attorney’s fees in the statutory amount. This does not apply if the customer is not responsible for the infringement. In the event of a claim by a third party, the customer is obliged to provide the seller with all information that is necessary for the examination of the claims and a defense without delay, truthfully and completely.
12. Governing Law, Jurisdiction
12.1 The laws of the Federal Republic of Germany shall apply to all legal relations between the parties to the exclusion of the laws on the international purchase of movable goods.
12.2 If the customer acts as a merchant, a legal entity under public law or a special fund under public law based in the territory of the Federal Republic of Germany, the exclusive place of jurisdiction for all disputes arising from this contract is the place of business of the seller. If the customer has his registered office outside the territory of the Federal Republic of Germany, the seller’s place of business is the exclusive place of jurisdiction for all disputes arising from this contract. In the above cases, however, the seller is always entitled to appeal to the court at the customer’s registered office.
