Terms of delivery and payment

These terms of delivery and payment apply to all sales by CMC Consumer Medical Care GmbH, Eichendorffstrasse 12-14, 89567 Sontheim/Brenz, Germany, to entrepreneurs.

An entrepreneur in this sense is a natural or legal person or a partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of his commercial or independent professional activity.

1. prices
We shall invoice the prices for the relevant products and logistics services applicable at the time of conclusion of the contract, unless expressly agreed otherwise.

2. conclusion of contract
The offer of the customer lies in the transmission of the order to us by e-mail, telephone or fax. The contract is concluded when we accept this offer by sending an order confirmation. The prior sending of a confirmation of receipt does not constitute acceptance of the offer.

3. delivery time
a. The delivery periods stated by us are not fixed dates, unless otherwise agreed in writing. If the agreed delivery period is exceeded, the customer has a right of withdrawal within the framework of the statutory provisions.

b. We reserve the right to make partial deliveries. Each partial delivery shall be considered as the completion of a special order within the meaning of these Terms and Conditions of Delivery and Payment.

c. In addition, we reserve the right to forward orders to a third party for fulfillment.

4. transfer of risk
In all cases, shipping is at the risk of the customer. This also applies if the goods are transported by our own delivery service.

5. payment
a. The purchase price is due for payment within the agreed deadlines.

b. The deadlines are only met if the money is received by us within the specified period or credited without reservation upon payment.

c. By providing his e-mail address, the customer agrees to receive invoices from us electronically to the e-mail address provided by the customer, unless otherwise agreed. In this case, the customer waives the right to receive the invoice by post. The customer shall ensure that all electronic deliveries of the invoice by e-mail can be properly delivered by us to the e-mail address provided by the customer and that technical equipment such as filter programs or firewalls are adapted accordingly. The customer must inform us immediately of any change in the e-mail address to which the invoice is to be sent.

d. If the goods have not been paid for 30 days after the due date and receipt of the invoice, the customer shall be in default without the need for a reminder. In this case, he shall be entitled to default interest in the amount of 9 % – points above the respective current prime rate. Any reminder costs incurred shall be borne by the customer. If, in addition, higher damage caused by delay arises, this may also be claimed. e. If invoice settlement is to be effected via a purchasing center, a clearing account or a similar institution, this shall require our express prior written consent. The same applies in the event that a change of account is intended.

6. retention of title
a. The delivered goods remain our property until full payment (cf. 6.a.) of all claims existing at the time of conclusion of the contract arising from the business relationship with the customer.

b. The customer is entitled to sell the goods delivered by us in the normal course of business. He shall not be entitled to pledge the goods or assign them as security. The customer shall immediately notify us of any third party seizure of the goods delivered by us by sending us the seizure report.

c. The customer is obliged to secure our rights when reselling goods subject to retention of title on credit. In the event of non-cash sale, he hereby assigns to us in advance the claims against his purchaser.

Insofar as more than 120 % of our total receivables are doubtlessly secured by such assignments, the surplus of outstanding receivables shall be released at our discretion upon the customer’s request.

7. claims for defects
a. We shall only be obliged to remedy defects in accordance with the following provisions if a notice of defect is

  • in the case of defects that are recognizable upon careful inspection of the goods, within 14 days of delivery
  • in the case of defects that are not obvious, immediately upon discovery

In the event of justified notices of defects, we shall only be obliged to provide supplementary performance. If subsequent performance is not possible or fails, the customer may either demand a reduction in price or withdraw from the contract, taking into account the principle of economic efficiency.

b. Section 377 of the German Commercial Code (HGB) shall apply.

8. service disruptions
a. Unforeseen events such as force majeure, war, riot, labor dispute, official measures, shortage of energy or raw materials, operational disruptions, etc. shall release us from any obligation to deliver for the duration of their existence. If these circumstances last longer than one month from the agreed delivery date, both the customer and we have the right to withdraw from the contract to that extent. The customer shall have no claim for damages in such cases.

b. If, after conclusion of the contract with an entrepreneur, we become aware of payment difficulties on the part of the customer or if we receive unsatisfactory information from a reliable source suggesting payment difficulties, we may demand appropriate security and – if this is not granted – withdraw from the contract.

c. If the customer does not accept the entire goods by the agreed date or does not fulfill his payment obligations, his right to further delivery shall expire if our request for subsequent performance has remained unsuccessful upon expiry of the deadline set by us (§ 281 BGB). In all cases of poor performance for which the customer is responsible, we shall also have the right to claim damages in addition to the right to withdraw from the contract.

d. Insofar as we exercise the aforementioned right of withdrawal in accordance with b. and c. If we make use of our right to claim damages, claims for damages by the customer are expressly excluded, unless we have acted with gross negligence or intent.

e. The customer may only offset claims against us or assert a right of retention due to such claims if we have acknowledged the counterclaims or these have been legally established.

9. obligations under the Packaging Act
a. Pursuant to § 15 para. 1 S. 1 of the Packaging Act are manufacturers and distributors of transport packaging (No. 1), sales and secondary packaging that does not typically accrue as waste at private final consumers after use (No. 2), sales and secondary packaging for which no waste is generated due to system incompatibility in accordance with Section 7 (1) of the Packaging Act (No. 2), sales and secondary packaging for which no waste is generated due to system incompatibility in accordance with Section 7 (2) of the Packaging Act (No. 3). 5 of the Packaging Act, system participation is not possible (No. 3), sales packaging of pollutant-containing filling goods (No. 4) or reusable packaging (no. 5) shall be obliged to take back, free of charge, at the place of actual delivery or in the immediate vicinity thereof, used packaging which has been emptied of its residues and which is of the same type, shape and size as the packaging they have placed on the market, in order to reuse or recycle it.

Unless otherwise agreed, in order to comply with the take-back obligations pursuant to Section 15 of the German Packaging Act, we shall ensure that the packaging supplied by us is taken back from the customer and recycled in a proper and professional manner. The return shall be effected by collection of the packaging by a third party to be commissioned by us upon request by the customer. The costs incurred for collection and

recovery are to be borne by the customer. If the packaging delivered by us is not returned in accordance with this regulation, the customer shall be responsible for the proper and correct recycling of the packaging at his own expense.

b. If the customer is a final distributor within the meaning of § 3 para. 13 of the Packaging Act, it is pursuant to § 15 para. 1 p. 5 of the Packaging Act obliges end consumers to take appropriate measures to inform them to a reasonable extent about the possibility of returning packaging within the meaning of Section 15 (5) of the Packaging Act. 1 S. 1 No. 1 to 5 of the Packaging Act and their purpose.

10. direct marketing
In the case of a purchase of our goods and services, we are entitled to send you information about our own similar goods or services in the context of direct advertising using the e-mail address collected during the purchase (see § 7 paragraph 3 UWG). You can object to the use of your e-mail address at any time without incurring any costs other than the transmission costs according to the basic rates. In the event of an objection, we will no longer use your e-mail address for direct marketing.

11. miscellaneous
a. The place of performance for all obligations arising from the contractual relationship is Sontheim/Brenz.

b. The contractual relationship shall be governed by the laws of the Federal Republic of Germany, even if deliveries are made abroad. The provisions of the UN Convention on Contracts for the International Sale of Goods shall not apply.

c. The place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship with the customer is the Munich I Regional Court or a statutory place of jurisdiction.

d. Conflicting general terms and conditions are hereby expressly contradicted. They shall only apply if and to the extent that we have agreed to them at least in text form.

e. Should any provision of these Terms and Conditions of Delivery and Payment be or become invalid, the validity of the remaining provisions shall not be affected thereby. In this case, we agree on a provision that comes as close as possible to the objective pursued by the invalid provision.

f. Notifications or declarations to be made to us must at least be in text form.

g. CMC fulfills its responsibility for transparency as a company that manufactures or imports packaging and/or products for the French market by providing, through membership in the approved manufacturers’ association CITEO, the following Identifier Unique (IDU) for the

Household Packaging Division of the Franco-German Chamber of Industry and Commerce published: FR208510_01CMON