General Terms and Conditions
1. GENERAL PROVISIONS
(1) The purchasing and delivery conditions below of Zavi B.V., The Netherlands, hereinafter referred to as Zavimed, apply to – even future – business relationships, contracts, deliveries and services as well as offers. The relevant legal regulations additionally apply. The buyer’s conditions of purchase are only effective if we accept them beforehand in writing for the respective conclusion of a contract.
(2) Our general business conditions are accepted by the buyer upon placement of an order, however no later than the receipt of the first delivery or service and apply in the respectively valid version for the entire duration of the business relationship.
(3) Any deviating conditions of the buyer are hereby excluded; these are also considered to be not accepted upon implementation of the contract.
(4) A contract only comes into effect on our written order confirmation; if no written order confirmation is issued, the contract shall in any case come into effect by delivery with the content of our invoice.
(5) Information on prices and services or warranties are only binding for Zavimed when they are confirmed by them in writing.
(6) The information, drawings, figures, technical data, descriptions of weight, dimensions and capacity contained in brochures, catalogs, circulars, advertisements, price lists or in the documents that belong to the proposal are nonbinding insofar as they are not expressly described as binding in the order confirmation. The same applies to the above information in other advertising materials, Internet presence, or the like.
(7) Zavimed expressly retains property rights and copyright to drawings, figures, technical data, descriptions of weight, dimensions and capacity. These data may be forwarded to third parties only with prior consent.
(1) The prices are stated in EURO (€) and, unless otherwise agreed upon, they are understood to be fixed net prices, from the Waddinxveen warehouse, without VAT. The VAT will be invoiced separately at the respectively valid rate, in accordance with the applicable legal regulations.
(2) The prices on the price lists valid at the time of conclusion of the contract are applicable. If the purchaser is an entrepreneur as defined in the Dutch Civil Code [DCL], we are entitled to charge the purchaser for any additional expenses arising after conclusion of the contract (for example, new or increased customs duties, taxes, other fees, increased freight costs, etc.).
(3) Payment must be made 30 days after receipt of the invoice without any deduction, unless the purchaser has been expressly permitted in the order confirmation to pay by a payment deadline other than the invoice date. After this deadline passes, the purchaser is in default. Receipt of payment by the seller is decisive for the timeliness of the service. Checks and bills of exchange are only accepted for processing. If payment is not made in cash, payment shall be made by bank transfer to the bank account specified in the invoice, quoting customer number and invoice number. Transfer charges, taxes on bills of exchange and discount charges are to be borne by the purchaser.
(4) Offsetting is permitted only with regard to undisputed or legally binding counter claims. If the purchaser is an entrepreneur, any assertion of retention rights and/or other rights to refuse performance is permitted only with undisputed or legally binding counter claims and only if this is justified in the purchasing agreement concluded.
(5) In the event that the purchaser is an entrepreneur and if terms of payment are not met or if we become aware of circumstances which are grounds for concern regarding a deterioration of purchaser’s financial situation or an insolvency, we shall be entitled to cease any deliveries or, at our discretion, to demand prepayment of all claims including those which are not yet due or for which the time of payment has been extended and those resulting from bills of exchange; alternatively, we may demand that adequate security is provided. In the event that the purchaser fails to provide prepayment or adequate security upon request within a reasonable deadline set by us, we are entitled to withdraw from all contracts and to demand that the purchaser reimburse all costs incurred and to be incurred, including lost profits.