General terms and conditions of sale and terms of use for the DR. KADE style guide

General Terms and Conditions of Sale DR. KADE Pharmazeutische Fabrik GmbH

1. General 

Our general terms and conditions of sale apply exclusively. The buyer’s general terms and conditions apply only insofar as we have expressly agreed to them in writing. The general terms and conditions of sale apply only to companies and entrepreneurs, not to consumers. 

2. Offers and orders 

Our offers are subject to change. Orders and delivery dates only become legally binding upon our written confirmation or invoicing or delivery. 

3. Complaints 

Obvious defects must be reported in writing within 8 days of receipt of the goods; hidden defects immediately after their discovery. If the notification is not made or not made in time, the goods are considered approved with regard to such defects. Claims for compensation due to transport-related destruction, loss or damage of the goods must be asserted with the transport company by the buyer itself. 

4. Data acquisition 

We process data arising and collected within the framework of the contractual relationship in accordance with our data protection regulations, taking into account the GDPR.

5. Retention of title 

The delivered goods remain our property until all our claims against the buyer, including those from previous or future deliveries, have been paid in full. 

We are entitled, without setting a grace period and without withdrawing from the contract, to demand the return of the reserved goods from the buyer if the buyer is in default with the fulfilment of its obligations to us. The buyer is obliged to keep the reserved goods carefully for us and to insure them at its own expense against loss, damage and destruction to the extent required by a prudent businessman. The buyer hereby assigns its claims from the insurance contracts to us in advance. 

As long as the buyer duly fulfils its obligations to us, it is entitled to dispose of the goods subject to retention of title in the ordinary course of business and to collect the equivalent value for the resold goods subject to retention of title. However, the buyer is not entitled to pledge, transfer of ownership by way of security or other encumbrances of the reserved goods.  

The buyer assigns all claims resulting from a resale of the goods subject to retention of title in advance as security for all claims to which we are entitled from the business relationship. 

If the buyer defaults on the fulfilment of its obligations to us, it must, at our request, inform its customers of the assignment and provide us with all necessary information and documents. 

In the event of a seizure or other access by third parties to the reserved goods, the buyer is obliged to raise an objection with reference to our reservation of title and to inform us immediately in writing of the seizure or other access by third parties. 

If the value of the securities to which we are entitled exceeds our claims against the buyer to be secured by more than 20%, we are obliged to release securities to this extent at the buyer’s request. The selection of the securities to be released is made by us. 

6. Execution of the delivery 

We are also entitled to make partial deliveries to a reasonable extent. 

Events of force majeure, strikes, lock-outs, shortage of raw materials and energy, unforeseen or unavoidable operational disruptions, transport disruptions, weather-related disruptions, riots, war and other circumstances for which we are not responsible entitle us to postpone the execution of orders in whole or in part or to withdraw from the contract in whole or in part without the buyer being entitled to claim damages. 

The same applies in the event that we are not supplied correctly, on time or at all by our suppliers through no fault of our own. 

7. Prices 

Our prices are always ex works (Incoterms)/ex works, plus statutory VAT. The calculation is made in euros at the prices valid on the day of delivery. The pharmacy purchase or pharmacy sales prices are determined on the basis of the respectively valid drug price regulation. 

8. Shipping and transfer of risk 

Unless otherwise agreed in writing, we will organise the shipment (including packaging and mode of shipment). 

For orders with a net invoice amount of €350 or more, the delivery is free of postage and without charging the packaging. For orders below this value limit, the shipping and packaging costs can be charged separately to the buyer. 

Unless otherwise agreed upon in writing, the risk for all deliveries, including free and carriage paid deliveries, shall pass to the buyer when the goods are made available for loading in our warehouse in Berlin/Konstanz. 

9. Payment 

Payments are to be made within 14 days of the invoice without any deduction or within 10 days of the invoice with a 1.5% discount, unless otherwise agreed in writing. 

10. Place of jurisdiction and place of performance 

Any disputes arising from the sale of our goods shall be brought before the competent court in Berlin. Unless otherwise agreed, our registered office is the place of performance. 

Terms of use for the DR. KADE style guide 

The DR. KADE style guide and the associated offers are directed exclusively at entrepreneurs and companies, not to consumers. Use is only permitted within the scope of usage type agreed with DR. KADE and requires a contract with DR. KADE or an explicit exemption in writing. 

The copyright is held by DR. KADE Pharmaceutical Factory GmbH. All texts, images, graphics, sound, video and animation files (“Elements”) as well as the design are protected by copyright, trademark or design patent. The provided Elements may not be used for separate commercial purposes; they may not be changed and may not be used on websites other than those of DR. KADE. 

The provision of Elements of the style guide does not constitute a right of use or a license. The online availability serves solely for the purposes of standardisation and to keep the respective Elements up-to-date.  

DR. KADE assumes no liability for the contents or the usability for a specific purpose. KADE does not assume any warranty. 

The registration is personal and bound to a certain e-mail address as a user name. Access data must not be passed on to third parties.  

DR. KADE reserves the right to prohibit the use of the style guide and its Elements at any time and to deny access. 

The registration data will be processed according to the DR. KADE Privacy Policy. It is saved for the duration of the business relationship and deleted after its termination, unless legal retention obligations (e.g. according to tax law) conflict with this. 

Date: January 2020