Scope of contract and scope of delivery
(1) Unless expressly stated otherwise in writing, these conditions are valid for all offers submitted by Reha-Stim Medtec AG or its entities. Orders from buyers who are aware of these terms and conditions are deemed to have been granted these terms unless otherwise expressly stated in writing.
(2) The contract is only concluded when Reha-Stim confirms the order in writing to the buyer.
(3) The scope of delivery is specified in the order.
(4) Only those properties which are expressly designated as warranted in the order confirmation shall be deemed assured.
(5) The regulations of the Association of German Electrical Engineers apply to electrotechnical material.
(6) Minor technical changes or technical improvements are permitted until the delivery item is shipped; unpredictable technical changes in the conclusion of the contract are also permitted.
Prices and payment terms
(1) All prices are ex works or for spare parts ex delivery warehouse. All prices are plus packaging, transport, insurance, installation and instruction costs, as well as VAT where applicable.
(2) Prices are based on current cost factors. If the relevant cost factors change after conclusion of the contract (including costs of raw materials, components, energy and wages) upwards or downwards, the Reha-Stim reserves the right to make a corresponding correction if at least four months have elapsed between the conclusion of the contract and the planned delivery; the prices valid on the day of delivery shall be deemed agreed in this case.
(3) Payments shall be made through bank transfer, without deductions, to Reha-Stim within 30 days after the date of invoice.
(4) In case of default, default interest is charged at the usual bank interest rate, but at least 8% per annum; proof of a lesser damage remains unaffected.
(5) The buyer is not entitled to set off any claims that are disputed, not yet known or that may have not been adequately timed by the seller.
Delivery time and force majeure
(1) Delivery periods begin at the earliest after receipt and clarification of all documents required for the content of the contract. Delivery times that are not expressly designated as binding are non-binding. A delivery period is met if the shipment is ready for dispatch within the time limit and this has been communicated to the buyer.
(2) Delivery periods shall be extended in the event of such circumstances beyond the control of Reha-Stim and which have a significant influence on the manufacture or delivery of the delivery item by the time of the duration of the obstacle or interruption; this also applies in the context of labor disputes (strike, lockout). Sentence 1 also applies if the obstacles to sub-suppliers occur. Reha-Stim is not responsible for the aforementioned obstacles during a delay.
(3) Reha-Stim is entitled to partial services before the end of the delivery period to a reasonable extent. Part deliveries and invoices for functional units are permitted.
(4) If a contract which is disturbed due to the circumstances referred to in paragraph 2 cannot be adapted in the manner described therein, Reha-Stim shall be exempted from his obligation to deliver.
(5) If the delivery period is extended due to the circumstances mentioned above or if Reha-Stim is released from his delivery obligation, the buyer has no liability claims of any kind against Reha-Stim. Reha-Stim is obliged to inform the buyer about the occurrence of these circumstances.
(6) If the dispatch of the delivery item is delayed at the request of the buyer or due to a circumstance beyond Reha-Stim’s will, the buyer shall be charged for the costs incurred by the storage as well as the interest on the capital used for the delivery item. The claim is at least 0.5% of the invoice amount for each month started, if stored by Reha-Stim, starting one month after notification of readiness for shipment; proof of a lesser damage remains unaffected. However, Reha-Stim is entitled, after setting and fruitless expiry of a reasonable period of time, to dispose of the object of delivery otherwise and to serve the buyer with a reasonably extended deadline as a substitute.
Transfer of risk
The risk passes from the factory to the buyer at the latest when the delivery item is shipped. If the dispatch is delayed by the behavior of the buyer or due to a circumstance which Reha-Stim is not responsible for, the risk shall pass to the buyer upon notification of readiness for dispatch.
Reservation of proprietary rights
(1) Reha-Stim reserves the proprietary rights to the delivery items until full payment has been received. His reservation continues until all his claims arising from the business relationship with the buyer have been settled.
(2) During the period of reservation of rights, the following applies:
- a) The buyer has the right to use the delivery item, but not the right to transfer it to third parties, to sell or to charge the same.
- b) He shall indemnify the delivery item from any third-party access at his expense. Reha-Stim is to be informed of any imminent enforcement measures, seizure and the assertion of liens or other claims of third parties by sending the relevant documents immediately in writing.
- c) A change of location of the delivery item requires the prior consent of Reha-Stim and may only be performed by employees of Reha-Stim or their agents.
- d) The buyer must keep the delivery item in perfect condition, notify Reha-Stim of all repairs and have them carried out at Reha-Stim’s expense or in the case of warranty at the expense of Reha-Stim or his representative.
- e) The buyer must insure the delivery item at his own expense in favor of Reha-Stim against personal injury, transport, assembly, machine breakage, fire, burglary and mains water damage and the proof of insurance payment has to be delivered to Reha-Stim at his request.
(3) The Buyer shall be liable to Reha-Stim for any damage caused by culpable omission, infringement or delay of the buyer’s obligations referred to in paragraph 2 a) – e).
(4) If the buyer is in arrears with the payment, Reha-Stim is also entitled, in addition to the rights to which he is entitled, to transfer all his rights, including ownership, to third parties. The retention of proprietary rights expires, no matter who and to whom the purchase price payments are made, only with the complete satisfaction of the third party.
(5) The Buyer authorizes Reha-Stim or his agent to inspect the delivery item and to this end gain access to the premises in which it is located and undertakes to provide assistance, if necessary, without compensation.
(1) For defects in the delivery, Reha-Stim warrants for free of charge repairs or replaces, where applicable, as long as, within the time limits specified in subsection (2), are due to a circumstance prior to the passing of the risk, in particular due to faulty design, poor building material, defective execution or missing software. In order to carry out all repairs and replacement deliveries deemed necessary by Reha-Stim, the Buyer must grant him the necessary time and opportunity free of charge. Replaced parts become the property of Reha-Stim.
(2) The warranty period for the rights under paragraph 1 shall be 24 months from the transfer of risk.
(3) Defects of the delivery must be reported to Reha-Stim immediately.
(4) For defects, the warranty of Reha-Stim shall expire if the delivery item is set up without the assistance of an installer or technician of Reha-Stim or his agent or changes or repairs are made by the buyer or by third parties without the consent of Reha-Stim, as far as the defects wholly or partly consequences these omissions or actions are. Reha-Stim makes no guarantee if the repair or replacement is made difficult by unauthorized repair work of the buyer.
(5) No warranty is accepted for any parts which are subject to premature use. The warranty also presupposes that the buyer ensures compliance with all technical conditions specified in the documentation and these supplementary documents. Damage due to natural wear and tear, faulty or negligent handling, excessive stress, unsuitable equipment, unsuitable installation sites, in particular installation base, lack of stability or inappropriate securing of the power supply, chemical, electrochemical or electrical influences, weather and other natural influences are also excluded.
(6) The warranty applies only to the place of delivery.
(1) Insofar as damages are based on the breach of a material contractual obligation, Reha-Stim shall be liable in accordance with the statutory provisions, paragraph 3 shall remain unaffected.
(2) Apart from this, Reha-Stim shall be liable for damages only if he or his agents caused these damages by gross negligence or intent, without prejudice to paragraph 3. This applies to all claims, regardless of the nature of their legal grounds.
(3) In no event will Reha-Stim be liable to buyer or any other party for any type of special, consequential, indirect, incidental, exemplary, or punitive damages, whether such damages arise out of or are a result of breach of contract, warranty, tort (including negligence), strict liability, or otherwise, and regardless of whether the contract would fail of its essential purpose. Such damages include but are not limited to loss of profits or revenues, loss of use of the equipment or associated equipment and software, cost of substitute equipment or software, facilities, down time costs, increased construction costs, damage to reputation, loss of customers, claims of Buyer’s customers or contractors for such damages, injuries due to improper use of equipment or loss of patients. Buyer may not transfer, assign, or lease the equipment or software sold or licensed under this contract to any third party without first securing from them the protection afforded to Reha-Stim in this section.
(4) Liability under the Product Liability Act and for warranted characteristics remains unaffected.
Withdrawal of the buyer, reduction
(1) The buyer can withdraw from the contract if Reha-Stim is in delay with the delivery or production of the ordered goods beyond a reasonable grace period set by the buyer and the buyer can not reasonably be expected to wait any longer in good faith.
(2) The same applies if Reha-Stim is not in a position to grant a grace period set for him, which must be adequate to remedy defects within the scope of the warranty which seriously impair the intended use of the delivery item.
(3) The right of the buyer to reduce the purchase price in case of a partial failure of the removal of defects remains unaffected.
Consequences of withdrawal
(1) Upon rescission, the buyer is first obliged, without prejudice to the rest of the processing in accordance with the following paragraphs, to return the delivery item Reha-Stim. Reha-Stim is entitled to have the delivery item removed from the premises of the buyer.
(2) Upon rescission, Reha-Stim may demand reasonable compensation from the buyer for the deterioration, loss or any impossibility of the delivery of the object of delivery occurring or occurring for any other reason.
(3) In addition, Reha-Stim may claim refund for the use of the delivery item, if the value of the delivery item has decreased between the termination of its delivery and its complete immediate repossession by Reha-Stim. This impairment is calculated as the difference between the total price according to the order and the time value, as determined by sales proceeds or, if a sale is not possible, by the estimate of a sworn expert.
Delegation of rights
The delegation of the rights and / or the transfer of the obligations of the buyer from the contract are not permitted without the written consent of Reha-Stim
By using this Site, you acknowledge and agree that you are doing so in a business, professional, or academic capacity, and that you and the business, professional, or academic organization on whose behalf you are using this Site are subject to these Terms and Conditions, and accept them in full, as they may be modified by Reha-Stim Medtec AG (“Reha-Stim”) from time-to-time and posted on this Site. The term “you” refers to both you and your organization.
Liability of content
Although Reha-Stim attempts to provide accurate Site Contents it makes no guaranty that such Contents are accurate or suitable for any particular purpose. Your use of this Site is at your own risk.
In no event will Reha-Stim be liable for any Damages (2), even if Reha-Stim is aware of the possibility of such Damages, arising in connection with:
(i) any failure in performance of the Site
(ii) any error, omission, interruption, defect or delay in operation of the Site or transmission of information
(iii) any computer virus
(iv) any line system failure, loss of data/contents, or loss of use of this Site or any website operated by a third party
(v) the information, products or services offered, provided or advertised through this Site
(vi) the unauthorized access to or alteration of your transmissions or data, whether sent, received, not sent, or not received.
By using this Site, you acknowledge and agree to the following:
1) The Contents of this Site may contain inaccuracies and errors of both a substantive and/or typographical nature. Reha-Stim does not guaranty the accuracy or completeness of the Contents or the reliability of any advice, opinion or statement displayed on or distributed through this Site. If you rely on the Contents or any advice, opinion or statement, you are doing so at your sole risk. Reha-Stim does not guaranty that the Site or its Contents are accurate, complete, reliable, truthful, current or error-free.
2) Reha-Stim, in its sole discretion, may correct any errors or omissions in any portion of the Site. Reha-Stim may make any other changes to the Site, the Contents, and/or the services described in the Site at any time without notice.
3) Reha-Stim does not intend for any Site references or links to entities, products or services to be referrals or endorsements of such entities, products or services. Reha-Stim only controls and endorses products and services clearly identified as being supplied by Reha-Stim. Reha-Stim does not control or endorse any information, products or services supplied by any other person or entity, even if said information, products and/or services are found on this Site.
4) Reha-Stim cannot and does not guaranty that files available for downloading through the Site will be free of infection from viruses or other computer codes that may contaminate your computer. As a result, you are responsible for implementing sufficient procedures and checkpoints to satisfy your requirements for accuracy of data input and output and for maintaining a means of your own for the reconstruction of any lost data.
5) Reha-Stim will not be liable for any investment decision made or action taken by you or others in reliance on the Contents of this Site, including, without limitation, financial information and information about Reha-Stim.
Reha-Stim and its Affiliates are not liable for any Damages based on Claims (2) arising out of or in connection with:
(a) your use of the Site
(b) any contracts entered into or services or products offered, sold or purchased as a result of any contact initiated on or through the Site
(c) your breach of these Terms and Conditions
(d) your infringement (or the infringement of any person using your computer, personal login or password) of any right of a person or entity
Copyright and intellectual property
You may not resell, republish, or copy (except that you may make a copy for your own use), any of the Contents of this Site without the prior written consent of Reha-Stim, which may be withheld in its sole discretion.
Except where otherwise expressly noted, all Contents of this Site are the sole and exclusive property of Reha-Stim Medtec AG, CH-8952 Schlieren, Switzerland and its Affiliates. Reha-Stim does not waive, transfer or license any of its Proprietary Rights (5) by posting the Contents of this Site. Contents of this Site are protected by international copyright laws, both as individual works and as a collection. You agree not to delete any copyright or similar notice from any Contents you obtain from the Site.
By posting or submitting material to the Site, you grant Reha-Stim and its Affiliates an irrevocable license of unlimited duration to use the material at no cost. Reha-Stim shall have the right to sublicense the material to a third party. Said license grants Reha-Stim, its Affiliates, and sublicensees the right to: (i) use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such material throughout the world in any media and (ii) use the name that you submit in connection with such material.
If you notice any infringement of your copyright on the site, you can do the following:
Notifications of claimed copyright or other intellectual property infringement should be sent to email@example.com. Reha-Stim will process and investigate notices of alleged infringement and will take appropriate actions under the Swiss Federal Copyright Act of 1992 and other applicable intellectual property laws.
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Reha-Stim the following information. Please be advised that to be effective, the notification must include ALL of the following:
- A physical or electronic signature of the person authorized to act on behalf of the owner of the copyright that is allegedly infringed;2. a description of the work that you claim has been infringed;
3. a description of where the material that you claim is infringing is located on the Site;
4. your address, telephone number, and e-mail address and all other information reasonably sufficient to permit Reha-Stim to contact you;
5. a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
6. a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
If you assert a misuse of your trademark, service mark, trade dress, name or other indicia of origin (“Mark”), your notification must also provide: the Mark that is being infringed; the goods and/or services covered by or offered under the identified Mark; the date of first use of the Mark; the date of first use in interstate commerce of the Mark; the mark on the Site that you believe is an infringement of your Mark; the goods and/or services covered by or offered under the Site mark claimed to be infringing your Mark; the precise location of the allegedly infringing mark on the Site; and a good faith certification, signed under penalty of perjury, stating:
(i) that the mark used on the Site infringes the right of another party, (ii) the name of such party, (iii) the Mark being infringed, and (iv) that there is no defense to the use of the alleged infringing mark.
If you provide Reha-Stim with appropriate written notification, as described above, then Reha-Stim will forward your written notification to the alleged infringer and take reasonable steps to promptly notify the alleged infringer that Reha-Stim has removed or disabled access to the material. An alleged infringer may provide counter notification by providing a written communication to Reha-Stim, that may be forwarded to you.
Personal data and other information
Place of Jurisdiction and Applicable Law
For all obligations arising from the contract the place of jurisdiction is canton Zürich in Switzerland.