Biotest AG
Biotest Pharma GmbH
Biotest Grundstücksverwaltungs GmbH
§ 1 Application
(1) These terms and conditions of purchase shall apply exclusively. Differing or contrary terms shall not apply except if expressly agreed upon in writing.
(2) These terms and conditions of purchase shall also apply if we accept delivery despite our knowledge of differing or contrary terms.
(3) These terms and conditions of purchase shall only apply vis à vis merchants, governmental entities, or special governmental estates in the meaning of sec. 310 para. 1 BGB (German Civil Code).
§ 2 Offer, Acceptance
The seller shall accept an offer within a reasonable time not exceeding two weeks. Purchase orders are only binding on us if placed in writing. Verbal agreements only become binding after we have given written confirmation. This also applies to any changes and amendments of purchase orders.
§ 3 Prices, Payment
(1) Prices include delivery to our facilities, including the respective statutory VAT and including any and all costs for packaging, except as otherwise expressly agreed upon.
(2) The purchase price is due and payable within 21 days upon receipt of a valid invoice.
(3) Invoices shall be sent to us in triplicate.
§ 4 Offset, Retainer
We reserve all rights to offset or retain payment provided by applicable law.
§ 5 Delivery
(1) All delivery dates stated in the order or otherwise agreed upon are binding in accordance with
sec. 376 para. 1 HGB (German Commercial Code).
(2) The seller shall immediately inform us of any threatening or existing delay in delivery, the reasons for such delay and the anticipated duration of such delay. The foregoing shall not affect the occurrence of a default in delivery.
§ 6 Passing of Risk, Shipment
The risk of loss or damage to the goods passes to us upon duly performed delivery at the agreed place of delivery.
§ 7 Notification of defects
The time period for inspection and notification of visible defects according to sec. 377 HGB (German Commercial Code), if applicable, shall be prolonged to two weeks.
(2) The notification period for hidden defects shall be two weeks after their discovery.
§ 8 Liability, Warranty
(1) We reserve all rights and remedies for non-conformity provided by applicable law. We are especially entitled, at our discretion, to claim remedy of defects, delivery of conforming goods, and damages.
(2) In case of imminent danger we are entitled, after giving notice to the seller, to remedy the defects at the seller’s cost.
(3) Warranty claims shall be time-barred after 36 months of the passage of risk.
(4) Exclusions or limitations of liability of any kind by the seller shall not apply.
§ 9 Applicable Law, Jurisdiction
(1) This contract shall be governed by the laws of the Federal Republic of Germany without regard to its conflict of law principles and excluding the UN Convention on Contracts for the International Sale of Goods (CISG).
(2) Place of performance shall be the place of delivery specified in our order. If no place of delivery is specified the place of performance shall be our premises: Landsteinerstraße 5, 63303 Dreieich, Germany.
(3) Exclusive place of jurisdiction for all disputes arising out of or in connection with this contract shall be Frankfurt/Main, Germany.