1. General Information

The following terms and conditions apply for all sales, deliveries and quotations of MicroMol GmbH (MicroMol) except when otherwise stipulated in written form. With placing of order the customer accepts the following terms. The customer’s conditions of purchase don’t obligate MicroMol, also if MicroMol does not explicitly contradicts them. Solely the present terms and conditions apply, also if the purchase order of the customer contains different restrictions or options.

2. Prices

Prices are selling prices including value added tax (VAT). The VAT of currently 19 % is displayed separately. The prices are without obligation. The calculation is made in Euro with prices valid on the day of contract conclusion including VAT.

3. Placing of Orders

Quotations and purchase orders won’t be mandatory until they are approved unconditionally in written form by MicroMol or until MicroMol has delivered the goods and invoice to the customer. Special requirements or specifications have to be mentioned in every purchase order. Quotations are subject to change.

4. Minimum Order Value

The minimum order value is currently 100,- Euro (plus VAT). For orders below this value MicroMol will charge a handling fee of 15,- Euro (plus VAT).

5. Delivery

Delivery is always carried out at the risk of the customer. Risk changes over to the customer as soon as the goods leave MicroMol. Extra tours and freight costs including fuel surcharge come at the expense of the customer.

6. Delivery Time

The delivery times declared in quotations and orders of MicroMol are always non-binding. If force majeure or circumstances occur for which the customer or a pre-supplier is responsible, the delivery time will be extended appropriately or MicroMol can withdraw from obligation to supply

7. Packaging

Packaging is chosen by MicroMol according to the particular requirements. Additional costs which arise from product specific features or additional packaging will be invoiced separately. Usage of customer’s packaging only according to prior agreement. Restoration of packaging within the scope of legal regulations only after consulting MicroMol.

8. Privacy Protection

MicroMol is authorized to use and save all relevant data about the customer for own purposes considering the regulations of the German Data Protection Act.

9. Complaints and Warranty

The customer has to control if the quality and amount are consistent with the stipulations promptly after receipt of the goods. Defects which are detectable at proper control of the goods and delivery of other goods or amounts than ordered have to be rejected within 14 days after arrival. Hidden defects have to be reported to the supplier instantly after detection, but 12 months after arrival of the goods at the latest. If the customer fails to reject in due time, the goods (regarding quality and amount) are deemed to be accepted by the customer. Regarding warranty and/or goodwill payments MicroMol follows the particular conditions of the producers. Rejected goods may only be returned with explicit agreement of MicroMol. If the customer has rejected defects or delivery of other goods than ordered in due time, the goods will be exchanged or taken back for reimbursement of the purchase price at MicroMol’s choice.

Is also the replacement delivery defective in case of exchange, MicroMol concedes the right for withdrawal or abatement to the customer. In case of duly rejected missing parts, MicroMol has the choice of additional delivery or accordant credit.

10. Liability

MicroMol is liable for intention and gross negligence according to legal regulations. In case of ordinary negligence, MicroMol is liable for breach of a cardinal obligation or an essential duty if by its breach the achievement of the contract use is at risk and for compensation for damage which was predictable and typical.

Further liability, in particular for loss of profit and consequential harms caused by the defect, is excluded.

The legal liability for personal injury and according to the Product Liability Act remains unaffected.

11. Terms of Payment

Payment obligation based on delivery of goods have to be fulfilled within 15 days from date of invoice without discount. Invoices of performed services are due instantly and without discount. In case of payment via bank transfer or cheque the payment obligation is not fulfilled until the invoice amount is credited to MicroMol’s bank account. In case of delay, MicroMol is authorized to charge interest to the amount of the interest rate customary in banking, but at least 8 percent above the particular base rate. MicroMol is authorized to claim prepayment.

12. Customer’s Declaration of Decontamination

Products which are passed to MicroMol have to be decontaminated by the customer and the end-user, respectively if they have encountered infective material. The decontamination is certified by a decontamination certificate which has to be added to the goods.

For losses of any kind which arise from missing decontamination the customer and the end-user, respectively is liable to the full extent.

Each owner of equipment is obligated to pass this information in case of selling or surrender.

13. Title Retention

All goods delivered by MicroMol remain property of MicroMol until the customer has paid all his accounts payable. In case of processing of the goods delivered by MicroMol through the customer, MicroMol is considered as producer and gains property in the emerging goods. All trade accounts receivable where MicroMol is entitled to property rights are ceded by now to MicroMol by the customer in the amount of the ownership share in the sold goods. The customer has to inform MicroMol instantly about any infringement of property rights of goods being its property, in particular distraint or other sequestration. Does the customer not fulfil his obligation to MicroMol to the full extent, he has to release the goods to MicroMol by request without making MicroMol withdraw from the contract.

14. Non-Committal Advice

MicroMol advises its clients in application questions to the best of its knowledge within the possibilities granted, however non-committal.  This applies in particular also in regard to any trade mark rights of third parties. MicroMol’s proposal doesn’t release the clients from the demand to consider if the products are appropriate for the intended use at their own risk.

15. Applicable Purchase Law

The contract relationship is subject to the laws of the Federal Republic of Germany. The use of UN purchasing law is excluded.

16. Place of Performance

Place of performance for MicroMol’s obligations and for those of the client, in particular payment, is Karlsruhe.

17. Legal Venue

For all disputes arising from the contract relationship, in case the customer is a merchant, legal entity under public law or a federal special fund under public law the exclusive place of jurisdiction shall be Karlsruhe.

18. Validity of Individual Provisions

If an individual condition is invalid it does not affect the validity of the other conditions.

MicroMol Gesellschaft für mikrobiologische und molekularbiologische Auftragsforschung mbH,
Karlsruhe, commercial register Karlsruhe, HRB 7663,
tax number 11344154718257, VAT-ID DE 81 20 74 634 

Status: July 2007