Terms and conditions

General Terms and Conditions
OF SCHEU-DENTAL GMBH

§1 VALIDITY

(1) All deliveries, services and offers on the part of the seller shall be provided only on the basis of these General Terms and Conditions of Sale and Delivery. They are a part of all agreements made between the seller and the seller’s contractual parties (hereafter called “customers” as well), concerning deliveries or services provided by the seller. They shall also apply to all future deliveries, services or offers for the customer, even if there is no separate agreement concerning them.
 

(2) General Terms and Conditions of the customer’s or any third parties shall not apply, even if the seller does not dispute their validity separately in individual cases.
 

(3) The following General Terms and Conditions (GTC) shall only apply if the contractual partner is a business owner (§ 14 BGB - German Civil Code), a legal entity under public law or a special fund under public law.

 

§ 2 QUOTE AND CONCLUSION AGREEMENTS

(1) All offers made by the seller shall be subject to confirmation and non-binding as far as price, quantity, delivery time and availability are concerned, unless they have been explicitly marked as binding.
 

(2) Legal relationships between the seller and the customer shall be governed exclusively by the purchase agreement made in writing, including these General Terms and Conditions of Sale and Delivery. This agreement shall be a complete representation of all agreements between the parties concerning the subject matter of the agreement. Oral promises made by the seller before the conclusion of the contract shall not be legally binding, and any oral agreements between the contractual parties shall be replaced by the written agreement, unless it was expressed explicitly that they shall continue to be binding.
 

(3) Any additions and amendments to the agreements made, including these General Terms and Conditions of Delivery, shall have to be in writing to be effective. With the exception of managers or authorized signatories, none of the seller’s employees shall be entitled to make any oral agreements that deviate from this. To comply with the written form, a transmission by telecommunication, in particular by fax or e-mail, shall be sufficient, if a copy of the signed declaration is transmitted.

 

§ 3 PRICES AND PAYMENT

(1) Prices shall apply to the scope of services and deliveries quoted in order confirmations, plus the statutory value added tax as valid at the time. Any additional or special services shall be charged separately. Prices are quoted in EURO ex works, plus packaging, postage, insurance, shipping costs and - for export deliveries - customs as well as fees and other public dues.
 

(2) Where prices agreed on are based on the seller’s price lists and deliveries are not to be made until more than four months after the conclusion of the agreement, the seller‘s price lists valid at the time of delivery shall apply.
 

(3) Invoices shall be due within thirty days without any deduction; in case of using the direct debit procedure they shall be due within ten days with 1% discount (discount does not apply to repairs, seminars and other services), unless otherwise agreed in writing. The date on which the payment is received by the seller shall be the relevant date of payment. In case of default, the following applies: No reminder fee shall be payable for the first reminder. From the second reminder on, a flat reminder fee of € 5 shall be charged for each additional reminder.

(4) Any offsetting against counterclaims on the part of the customer or any retention of payments because of such counterclaims shall only be permissible if such counterclaims are uncontested or if they have been ascertained as legally binding.

(5) The seller shall be entitled to perform any deliveries or services due against an advance payment or security only, if – upon conclusion of an agreement - the seller becomes aware of any circumstances that are of such a nature that they reduce the customer’s credit worthiness substantially and which jeopardize the payment of the outstanding debts due to the seller from the customer from the contractual relationship concerned (including other individual orders under the same master agreement).

(6) A surcharge shall be charged for small orders. It shall be shown in the sales price list.

(7) Unless a fixed price agreement has been made, we reserve the right to make reasonable price changes due to changes in wage, material and distribution costs for deliveries that take place 3 months or later after conclusion of the contract. For small orders up to a net value of €60.00 (outside the EU: €100.00) we will add a surcharge of €25.00 for processing the order.

(8) The seller is entitled to invoice the provided services electronically.

 

§ 4 DELIVERY AND DELIVERY TIME

(1) Deliveries shall be ex works.

(2) Any time limits and deadlines envisaged for deliveries and services by the seller shall only be approximations, unless a fixed time limit or fixed deadline has explicitly been agreed on in writing. If shipment was agreed on, the delivery times and delivery deadlines shall refer to the time of handing-over to the shipping company, carrier or other third party assigned to carry out the transport.

(3) Without prejudice to his rights from any default on the part of the customer – the seller may demand an extension of delivery times and delivery deadlines or a postponement of delivery times and delivery deadlines for the period of time during which the customer does not meet the customer‘s contractual obligations with respect to the seller.

(4) The seller shall not be liable for any impossibility of delivery or for delays in delivery, where such delays have been caused by force majeure or any other events that could not be foreseen at the time the agreement was made (such as disruptions of business operations, difficulties in procuring materials or energy, transport delays, strikes, legitimate lockouts, shortages of workforce, energy or raw materials, difficulties in procuring necessary official permits, official measures or the failure of suppliers to deliver or to deliver properly or on time) for which the seller is not responsible. Where such events significantly impair a delivery or service on the part of the seller or render such delivery or service impossible, such impairment not being merely of a temporary nature, the seller shall be entitled to rescind the agreement. In the event of impediments of a temporary nature, delivery times or deadlines shall be extended or postponed by the duration of the impediment, plus an appropriate warm-up period. Where the customer cannot be expected to accept the delivery or service, due to the delay, the customer may rescind the agreement by way of an immediate written declaration provided to the seller.

(5) The seller shall only be entitled to provide partial deliveries if

- such part deliveries can be used by the customer in the framework of their contractual purpose,

- the delivery of the remaining goods ordered is assured and

- the customer does not incur any significant extra or additional expenditures or costs as a result (unless the seller declares a willingness to pay for such costs).

(6) If the seller is in default with a delivery or service or if it becomes impossible for the seller to provide the delivery or service – for whatever reason – the seller’s liability for any damage claims shall be limited acc. to § 7 of these General Terms and Conditions of Delivery.

(7) If the seller seeks a compensation for damages – for whatever legal reason – such compensation shall amount to 20% of the purchase price (excluding VAT). Statutory VAT shall be added to this. The seller shall be entitled to present evidence of a higher damage and to claim a compensation for such damage. On the other hand, the customer shall be entitled to present evidence to the seller that no damage has been incurred or that there was significantly less damage.

(8) The following shall apply to orders for aligners:

The treatment plan must be released by the contractual partner/clinician. If the treatment plan is not approved within a period of 90 days from the date of provision of the treatment plan, this shall be deemed to be a cancellation of the order. A cancellation fee of €99.00 shall be due unless it can be proven that lower or no costs were incurred as a result of the treatment plan provided.

The treatment shall be deemed completed unless the contractual partner/clinician requests another delivery of the same aligner treatment within a period of 360 days from delivery of the last delivery. If additional aligners are to be ordered for the patient concerned after this, they must be ordered for a fee via a new order.

Treatment shall also be deemed to have been completed if the contractual partner/clinician has ordered a retainer for a patient. If additional aligners are to be ordered for the patient concerned after this, they must also be ordered for a fee via a new order.

 

§ 5 PLACE OF PERFORMANCE, SHIPPING, PACKAGING, TRANSFER OF RISK

(1) Iserlohn shall be the place of performance for all obligations derived from the contractual relationship, unless otherwise specified.

(2) The mode of shipment and packaging shall be subject to the dutiful discretion of the seller.

(3) The risk shall be transferred to the customer at the time of handing over of the delivery item to the shipping company, the carrier or other third party assigned to carry out the shipment (the start of the loading process being the relevant time). This shall also apply in the case of part-deliveries. If the shipping or handing over is delayed by circumstances for which the customer is responsible, the risk will be transferred to the customer on the day the delivery item is ready for shipping and the seller has notified the customer of such readiness.

(4) After the passing of risk, storage expenses shall be borne by the customer. If delivery items are stored by the seller, storage costs shall amount to .50% of the invoice amount of the delivery items stored, for each week that has passed. The seller shall reserve the right to claim and provide evidence of additional or lower storage costs. The seller’s liability shall be restricted to the careful choice of the storage provider.

(5) The shipment shall be insured by the seller against theft, breakage, transport, fire and water damages or other insurable risks, at the customer's expense.

 

§ 6 WARRANTY, MATERIAL DEFECTS

(1) The warranty period shall be one year from the date of delivery. The statutory period of limitation shall apply in accordance with sec. 438 subs. I No. 3 of the German Civil Code (BGB) shall apply to electrical appliances.

(2) The items delivered are to be inspected carefully immediately upon delivery to the customer or any third party appointed by the customer. They shall be deemed approved by the customer as far as obvious defects or other defects are concerned that would have been recognizable at the time of an immediate careful inspection, unless a written complaint is provided to the seller within seven workdays upon their delivery. As far as other defects are concerned, the delivery items shall be deemed approved by the customer, if the complaint is not provided to the seller within seven workdays after the time the defect became obvious. If the defect was recognizable for the customer at an earlier time during normal usage, such an earlier time shall be relevant for the start of the notice period. At the seller's request, a rejected delivery item is to be returned to the seller carriage paid. If the complaint was justified, the seller shall remunerate the costs of the least expensive shipping mode. This shall not apply where costs are increased because the delivery item is at a different location than the location of its intended use.

(3) In the event of material defects of the items delivered, the seller shall initially be obligated and entitled to repair the defect or deliver a replacement within a reasonable time period, at the seller's discretion. If the rework or replacement delivery fails, i.e. if it is impossible, unreasonable, if it is refused or inappropriately delayed, the customer may rescind the agreement or reduce the purchase price appropriately.

(4) If the seller is responsible for a defect, the customer may demand a compensation under the conditions listed in § 7.

 

§ 7 LIABILITY FOR COMPENSATION DUE DO FAULT

(1) The seller’s liability for compensation, for whatever legal reason, especially for impossibility, delay, faulty or wrong delivery, violation of an agreement, violation of contractual duties and unlawful acts, shall be restricted according to this § 7, insofar as a fault is involved.

(2) The seller shall not be liable in cases of simple negligence on the part of the seller’s management, legal representatives, employees or other agents, insofar as this does not concern a violation of significant contractual duties. Essential contractual duties include the obligation of a timely delivery and installation of the delivery item, its freedom from any defects that impair its functionality or usability more than in any insignificant ways, as well as any duties of consultation, protection and care, which are to enable the customer to use the delivery item according to contract or that serve the purpose of protecting life, limbs and health of the customer‘s staff or protecting the customer‘s property from any substantial damage.

(3) Inasmuch as the seller is in principle liable for damages acc. to § 7 (2), such liability shall be limited to damages the seller has foreseen as a possible consequence of a violation of the agreement at the time the agreement was made or that the seller should have foreseen when applying due care. Besides, incidental or indirect damages that are due to defects of delivered items shall only be eligible for replacement where such damages may typically be expected during the intended use of the items delivered.

(4) In the event of liability for simple negligence, the seller's obligation to make a compensation for material damages and any additional financial losses resulting therefrom shall be limited to 50%, even if a violation of essential contractual duties is involved.

(5) The aforementioned exclusions and limitations of liability shall equally apply to the favor of the management, legal representatives, employees and other vicarious agents of the seller's.

(6) Insofar as the seller provides any technical information or acts in an advisory capacity and such information or advice is not part of the contractual scope of services owed by the seller, this shall be done free of charge and to the exclusion of any liability.

(7) The limitations of this § 7 shall not apply to the seller's liability for intentional conduct, for any guaranteed characteristics, for any injuries to life, body or health or under the Product Liability Act.

 

§ 8 RETENTION OF TITLE

(1) The Seller shall retain title to the delivered goods until all claims arising from current and future business relations with the customer have been satisfied in full. The customer may process and sell the goods in the course of ordinary business operations, but in the case of credit sales, this may only be done subject to retention of title. Pledging and chattel mortgages shall not be permissible.

(2) When products have been processed, the seller shall be considered to be the manufacturer of the new product. If any products are combined or mixed with products of the customer’s and the customer’s products must be considered to be the main components of the new products, the seller shall acquire the appropriate joint ownership in such main products.

(3) If the customer is in default with the payment or any other obligation, the customer may only dispose of any goods subject to reservation or process them with the seller's written consent. Besides, the customer shall always have to allow the seller access to the products delivered by the seller and to hand them over to the seller on demand, even without the exercise of the right of cancellation of the agreement. The same shall apply to such cases where products have already been put to use, if the seller rescinds the agreement because of a default of payment.

(4) Even now, the customer schall assign all claims from the disposal of products delivered by the seller to the seller, for security purposes. The customer shall always, revocably, be entitled to collect any receivables assigned, whereupon the customer shall transfer such proceeds to the seller immediately. Upon the seller’s demand, the customer shall have to inform the customer’s buyers about the assignment and to inform the seller about the existence of claims assigned and goods that are subject to reservation.

(5) If any goods that are subject to reservation are claimed by any third parties, the customer must inform such third parties of the reservation and inform the seller without delay. This latter point shall also apply to any third party access to claims assigned to the seller. The customer shall pay any intervention costs incurred.

(6) If the value of any of the seller‘s securities exceeds the seller‘s claims by more than 50%, the seller shall release any securities exceeding this, at the seller’s own choice, upon the customer’s demand.

 

§ 9 FINAL PROVISIONS

(1) If the customer is a trader, a legal entity under public law or federal special funds under public law, or if the customer does not have a general place of jurisdiction in the Federal Republic of Germany, Iserlohn or the customer’s registered office shall be the place of jurisdiction for any disputes arising from the business relationship between the seller and the customer, at the seller’s choice. Any mandatory legal provisions concerning exclusive places of jurisdiction shall remain untouched by this provision.

(2) Relations between the seller and the customer shall exclusively be subject to the laws of the Federal Republic of Germany. The United Nations Convention on Contracts on the International Sale of Goods of 11 April 1980 (CISG) shall not apply.

(3) Insofar as the agreement or these General Terms and Conditions of Delivery contain any loopholes, those legally effective provisions shall be considered to have been agreed on that would have been agreed on by the contracting partners according to the economic purposes of the agreement and the purpose of these General Terms and Conditions of Delivery, if they had been aware of such loopholes.

The Terms and Conditions of Sale and Delivery document the implementation status of 03.2017. Any previous Terms and Conditions of Sale and Delivery shall hereby lose their validity.

Note:
The customer acknowledges the fact that the seller shall save data from the contractual relationship acc. to § 28 Federal Data Protection Act for the purpose of data processing, retaining the right to transmit such data to third parties (e.g. insurances) to the extent necessary for the fulfillment of the agreement.

 

GENERAL TERMS AND CONDITIONS
OF SCHEU-DENTAL CUSTOM-MADE GMBH

Foreword

The following General Terms and Conditions (GTC) apply only if our contractual partner is an entrepreneur (Section 14 of the German Civil Code),
a legal entity under public law, or a special fund under public law. Conflicting or deviating terms and conditions or other provisions of the contractual partner
are not recognized unless we have expressly agreed to them in writing in the individual case.

1. CONTRACTUAL BASIS

Our specific offer, which is always based on these terms and conditions, takes precedence.
Our offers are subject to change with regard to price, quantity, delivery time, and availability.
Orders from our contractual partner become binding upon our written order confirmation 
or upon our execution of the order.
 

2. PRICES

Our prices are ex works in € plus the applicable VAT at the time of delivery. 

Unless a fixed price agreement has been made, we reserve the right to make reasonable price changes due to changes in labor, material, and distribution costs for deliveries made three months or more after the contract has been concluded. 
For small orders up to a net value of €30 (outside the EU: €100), we charge a surcharge of €11 for processing the order.

 

3. CONTRACT DEADLINES AND DELIVERY TIMES

We fulfill our contractual obligations within the timeframe permitted by our business operations. Binding contractual terms, especially delivery dates, are only valid if we have confirmed them in writing to the contractual partner. 

A binding contractual or delivery period only begins after all technical and commercial details have been clarified. 
If the contractual partner's cooperation is required to provide our services, the period does not begin until this cooperation has been fully completed. Partial deliveries are permitted. 

For contracts with ongoing delivery in partial quantities, the call-off quantities and delivery dates must be determined upon conclusion of the contract. If and to the extent that this has not been done, or if our contractual partner has violated a corresponding agreement, we are entitled, at our reasonable discretion, to set a deadline for the call-off and acceptance of the entire or remaining quantity. If our contractual partner has not called off or accepted the entire or remaining quantity by this time, they will be in default of acceptance. In this case, we are entitled to set a grace period of 8 days in writing, stating that we will refuse delivery after this period has expired. After the grace period has expired without success, we are entitled to withdraw from the contract and, if necessary, demand compensation. Setting a grace period is not necessary if our contractual partner seriously and definitively refuses acceptance or is clearly unable to pay the purchase price even within the grace period. 

If our contractual partner is in default with payment for a previous delivery or partial delivery, we are entitled to withhold deliveries or partial deliveries or, after unsuccessfully setting a grace period for payment, to withdraw from the contract without being obliged to compensate for any resulting damages. 

We may subsequently make a delivery or partial delivery dependent on advance payment or the provision of security, setting a reasonable deadline, if it becomes apparent after conclusion of the contract that our payment claim is at risk. If a binding delivery deadline is exceeded, our contractual partner must set a reasonable grace period, which may generally not be less than four weeks. Events of force majeure, strikes, lockouts, delivery, operational, and traffic disruptions for which we are not responsible, release us from the obligation to deliver to the extent of their effects and duration. 

This applies in particular to delivery delays caused by the transport company. If delivery delays due to force majeure or other reasons for which we are not responsible exceed a reasonable limit for one of the contracting parties, that party may withdraw from the contract in whole or in part in writing; such a right of withdrawal always applies for delivery delays of more than six months.
 

4. SETUP AND TREATMENT TIMEOUT FOR ALIGNER ORDERS

When ordering aligners:

The treatment plan we create must be approved by our contractual partner/practitioner. If the treatment plan is not approved within 90 days of its provision, this will be considered a cancellation of the order. A cancellation fee of €99.00 will be charged unless our contractual partner can prove that the treatment plan created resulted in fewer or no costs for us.

Treatment is considered complete unless our contractual partner/practitioner requests a further delivery of the same aligner treatment within 180 days of the delivery of our last delivery. If additional aligners are to be ordered for the patient in question thereafter, they must be placed with us via a new order at an additional cost.

Treatment is also considered complete if our contractual partner/practitioner has ordered a retainer for a patient. If additional aligners are subsequently required for the patient, these must also be ordered from us via a new order for a fee.

 

5. SHIPPING

Freight costs are to be borne by the buyer. Packaging, postage, insurance, and other shipping costs will be invoiced separately.

Deliveries abroad are subject to the Incoterms "ex-works" (2020).

Unless otherwise agreed in writing, we will determine the shipping method at our reasonable discretion, without being obligated to ensure the cheapest and fastest shipping method.
 

6. TRANSFER OF RISK

The risk is transferred to our contractual partner as soon as the goods are handed over to the carrier. This also applies if we bear the transport costs based on a separate agreement, contrary to the general rules.

If our contractual partner defaults on acceptance or culpably violates other obligations to cooperate, we are entitled to demand compensation for any resulting damages, including any additional expenses. Further claims remain reserved. In the event of default on acceptance, the risk of accidental loss or accidental deterioration shall pass to our contractual partner at that time.

We may invoice goods ready for dispatch based on the time of readiness for delivery, even if payment agreements to the contrary have been made, and store them at our contractual partner's expense. We are only liable for the careful selection of the warehouse operator.

 

7. RETURNS

We reserve the right to refuse acceptance of a legitimate return if the return has not been notified in advance in writing or by telephone. Unauthorized returns will not be accepted.

 

8. PAYMENT

We will invoice the contract price and all costs no later than after handover to the transport company. Payments must be made to us immediately, without deduction, after the invoice date; Section 286 (3) of the German Civil Code (BGB) applies.

Foreign payment methods will be converted into € at the exchange rate quoted in Düsseldorf on the payment date, unless we invoice in a foreign currency.

Our contractual partner is only entitled to retention in the event of gross breaches of contract on our part and in the event of defective delivery, up to the amount of that portion of the purchase price corresponding to the reduction in value. Furthermore, our contractual partner is only entitled to exercise a right of retention to the extent that its counterclaim is based on the same contractual relationship. Our contractual partner may only offset claims that have been legally established, are undisputed, or have been recognized by us.

Failure to meet agreed payment deadlines or default pursuant to Section 286 (3) of the German Civil Code (BGB) will result in the due date for all remaining invoices for goods already delivered that are not yet due and entitles us to revoke credit commitments. We may also demand advance payments or security for services not yet provided.

In case of late payment, we charge interest on arrears in accordance with Section 288 Paragraph 2 of the German Civil Code (BGB) at a rate of 9% above the base interest rate. We reserve the right to prove higher interest rates.

 

9. RESERVATION OF TITLE

We retain title to the goods delivered by us until all our claims from current and future business relationships with our contractual partner have been fully settled. Our contractual partner may process and sell the goods in the ordinary course of business, but in the case of credit sales, this is subject to retention of title.

In the case of processing, we are deemed to be the manufacturer of the new item. If, when our goods are combined or mixed with an item belonging to our contractual partner, this is deemed to be the main item, we acquire corresponding co-ownership of this main item.

If our contractual partner defaults on payment or any other obligation, they may only dispose of or process the reserved goods with our written consent. Furthermore, they must grant us access to the goods delivered by us at any time and return them to us upon request, even without exercising their right of withdrawal.

Our contractual partner hereby assigns to us all claims arising from the disposal of the reserved goods as security. Our contractual partner is revocably entitled at any time to collect the assigned claims and to immediately transfer the proceeds to us. At our request, our contractual partner must notify its customers of the assignment and inform us of the inventory of assigned claims and reserved goods.

If reserved goods are claimed by a third party, our contractual partner must draw attention to our retention of title and notify us immediately; the latter also applies to third-party access to the claims assigned by us. Our contractual partner shall bear any intervention costs incurred.

If the value of our securities exceeds our claims by more than 20%, we will release additional securities of our choice at the request of our contractual partner.

 

10. EXAMINATION OBLIGATION AND WARRANTY

Our contractual partner must inspect the goods immediately upon receipt. Complaints regarding material defects, incorrect deliveries, and quantity discrepancies that can be determined through reasonable inspection of the goods can only be made in writing within 8 days of the goods' arrival at the destination. Appropriate evidence, e.g., allegedly defective parts of the delivery, must be submitted to us for inspection within a further 8 days. If a defect becomes apparent later, notification must be made immediately after discovery, and the appropriate evidence must be submitted to us immediately. A complaint is deemed to be late if the goods are no longer in the condition in which they were delivered. In the event of significant interventions or modifications to the goods, the assertion of warranty claims is excluded. An express or implied acceptance of the goods as being in good condition excludes any warranty claims.

Negotiations regarding the issue of defects do not waive our right to assert a defense of delay.

If a complaint proves to be unjustified and the contractual partner could have recognized this upon careful inspection, they shall bear the resulting costs.

In the case of justified complaints about defects, we will provide subsequent performance at our discretion. We decide whether to repair or replace the goods; we reserve the right to replace any missing items.

 

11. COMPENSATION

If we are entitled to compensation – regardless of the legal basis – this shall amount to 20% of the purchase price. We are entitled to claim higher damages if we can prove them. The contractual partner is entitled to prove that we have suffered no or lower damages.

Claims for damages by our contractual partner are excluded.

The user of our product is the practitioner. They are responsible for treatment errors resulting from their dental practice. They are also liable for the use of a defective product if their behavior may, under certain circumstances, exhibit characteristics of treatment error. Such further circumstances may include incorrect selection of the product (incorrect exercise of freedom of treatment) and/or, in particular, inadequate information and/or lack of patient consent and/or a deviation from the manufacturer's specifications.

There are no claims for damages or compensation for lost fees and/or new costs incurred due to necessary dental services or similar. This applies in particular to recurrences and complaints. In the event of a possible material breakage, the practitioner will assist the manufacturer of the medical device in determining the cause. In this case, the incident will be carefully documented by our contractual partner, solely due to the obligations under the Medical Devices Act, and the data or images will be made available to the manufacturer in an anonymized form.

The user shall not be entitled to claim damages or compensation for lost fees and/or additional costs incurred due to necessary dental services or similar, even if the product suffers a material breakage.

In derogation from statutory provisions, our contractual partner's warranty claims expire within one year of our delivery. The provisions of Section 478 of the German Civil Code (BGB) remain unaffected. Our contractual partner's claims for damages also expire within one year of the respective delivery, in derogation from statutory provisions.

Excluded from the limitations of liability in these General Terms and Conditions are claims for damages resulting from injury to life, body, or health, or from the breach of essential contractual obligations (cardinal obligations), as well as liability for other damages resulting from an intentional or grossly negligent breach of duty by SCHEU-DENTAL custom-made GmbH, its legal representatives, or vicarious agents. Essential contractual obligations are those whose fulfillment is necessary to achieve the purpose of the contract. In the event of a breach of essential contractual obligations, SCHEU-DENTAL custom-made GmbH is only liable for the foreseeable damage typical for the contract if this was caused by simple negligence, unless the customer's claims for damages result from injury to life, body, or health. These restrictions also apply to the legal representatives and vicarious agents of SCHEU-DENTAL custom-made GmbH if claims are asserted directly against them. The limitations of liability resulting from these General Terms and Conditions do not apply if SCHEU-DENTAL custom-made GmbH has fraudulently concealed a defect or has provided a guarantee for the quality of the item. The same applies if SCHEU-DENTAL custom-made GmbH and the customer have entered into an agreement regarding the quality of the item. The provisions of the Product Liability Act remain unaffected.
 

12. Subsidiary agreements

There are no subsidiary agreements. Changes and additions to these Terms and Conditions must be made in writing.

 

13. Applicable law

These General Terms and Conditions and the entire legal relationship between the seller and the buyer are governed by German law. The application of the UN Convention on Contracts for the International Sale of Goods is excluded.

 

14. Privacy Policy/strong

If our contractual partner gains access to personal data in the course of providing the contractual services, it must comply with applicable data protection regulations, in particular, process personal data exclusively for the purpose of providing the contractual services (intended purpose), ensure that its employees only have access to the data to the extent absolutely necessary, and oblige its employees in writing to maintain data confidentiality and instruct them on the data protection regulations to be observed, providing us with evidence of this upon request.

 

15. Place of performance and jurisdiction

Hilden is the place of performance for both parties for all rights and obligations arising from business with us.

If our contractual partner is a merchant within the meaning of the German Commercial Code (HGB), a legal entity under public law, or a special fund under public law, the exclusive – including international – place of jurisdiction for all disputes arising from the contractual relationship is Düsseldorf. The same applies if the seller is an entrepreneur within the meaning of Section 14 of the German Civil Code (BGB). However, in all cases, we are also entitled to bring legal action at the place of performance of the delivery obligation in accordance with these General Terms and Conditions or a prior individual agreement, or at the general place of jurisdiction of our contractual partner. Priority statutory provisions, in particular those regarding exclusive jurisdiction, remain unaffected.