Terms / conditions
|Protection of data
In order to ensure fast and reliable processing of your orders by MACHEREY-NAGEL, your relevant details are stored in our customer data base. By returning our registration form, you confirm your agreement to the storage of all relevant data in our computer system. Should you, at any time, wish to have your data removed from our system, then please send a short note to your contact person in our company ( see button CONTACT). Customer data is never passed on by MACHEREY-NAGEL to any third party.
After your log-in on the MACHEREY-NAGEL internet server some information, a so called cookie, is saved in your computer system.This cookie exists only as long as you are logged in on MACHEREY-NAGEL´s internet server, and it contains just your customer number in our customer data base. For technical reasons the acceptance of cookies is required for log-in on our server. For visits to our website, without prior log-in, registration cookies are not sent. MACHEREY-NAGEL does not create user profiles.
All used names and denotations can be brands, trade marks or registered labels of their respective owner – also if they do not have a special denotation. To mention products and brands is only a kind of information, i. e. it does not offend against trade marks resp. brands and cannot be seen as a kind of recommendation or assessment. Regarding these products or services we cannot grant any guarantees regarding selection, efficiency or operation.
Certain of the statemants contained herein may be considered forward-looking statements. To the extent that any of the statements contained herein relating to MN`s products and markets and operating results are foreward-looking, such statements are based on current expectations that involve a number of uncertainties and risks. Such uncertainties and risks include, but are not limited to, risks associated with management of growth and international operations (including the effects of currency fluctuations), variability of operating results, the commercial development of the biotechnology market, chromatography market, and filtration & testing and water analyzing markets, competitions, rapid or unexpected changes in technologies, fluctuations in demand for MN´s products (including seasonal fluctuations), difficulties in successfully adapting the Company´s products to integrated solutions and producing such products, and the Company´s ability to identify and develop new products and to differentiate its products from competitors.
|Terms and Conditions for the Sale of Goods (Export Version)
Download as PDF file.
Terms and Conditions for the Sale of Goods (Export Version)
The following terms and
conditions shall exclusively apply for all MN export sales and shall be an
integral part of each single agreement concluded between the parties.
agreements are only valid
if confirmed in writing. In any case of placing an order the buyer acknowledges
our terms and conditions. Other conditions require our previous
consent in writing.
For continued business
operations these terms
apply to every order even if not mentioned explicitly.
Our quotations are subject
to change without prior notice; agreements only become valid with written
confirmation of an order. Upon completion of your web-shop order you will
first receive an informal e-mail, which shall not be deemed as acceptance of your offer
to conclude a purchase contract. To conclude
a purchase contract
based on web-shop
orders an explicit
order confirmation is
needed, which is usually done by e-mail.
and any details in advertising materials shall not constitute any kind of
Samples sent are not binding
and without obligation; differences between samples (and earlier deliveries) to
present deliveries will be avoided
as much and as far as possible. Minor differences in presentation and quality, as well as size and shape, which
are unavoidable in the course of production and preparation of the goods,
do not give the buyer
neither the right
to reject such goods
nor have any damage claims.
an order shall be deemed as an offer, we reserve the right to accept this offer
within a period of three weeks.
application service or scientific information, written or oral, by application
or data material, shall be deemed as a not binding advice in any kind. This
shall not hold the buyer free and harmless of his own obligations, especially
the incoming goods quality control, validation of any application,
certification, inspection etc.
Any information, statements or representations, written
or oral, by MACHEREY-NAGEL’s employees, agents or representatives are not binding, unless confirmed in
writing signed by a duly authorized officer on our business paper.
All prices of this price list are net prices in Euro (EUR / €) except when discounts are explicitly agreed upon. Our prices are exclusive of VAT. Goods are charged
with the prices valid on the date of delivery.
If payment in another currency
is accepted and prices
have been raised between the date of order confirmation and the date of
delivery, due to increasing cost of raw materials,
wages or other reasons
beyond our control,
we reserve the right to charge the prices valid
on the date of delivery
by currency convertion from Euro (€) into the agreed currency.
/Transfer of Risks
All prices are FOB Incoterms® 2010 for transport by sea resp.
FCA Incoterms® 2010 for transport by air resp.
free German border for transport by truck or parcel
post, including export packing for orders with a net value of at least € 300.00.
the time of delivery to the FOB point, resp. to the German border, the goods
shall be at the risk of the buyer.
We are not liable for damage or loss during
transportation. Except when explicitly specified by the buyer we will decide on
the appropriate type of transportation. If the type of transportation is
specified, the buyer has to bear any additional costs hereof. The same shall apply in the case of raised transportation costs after signing
of each single agreement but before delivery.
It is impossible to exchange the goods, compelling legal regulations
Where delivery of the goods is to be made by the seller in bulk or by special order, the seller reserves the right to deliver up to 15 %
more or 15 % less than the quantity ordered
and the quantity
so delivered shall
be deemed to be in the quantity
ordered. Only the actually delivered quantities will be
invoiced. Where our products are accepted to be returned for any reason other
than warranty pursuant to Clause
8 below and caused by the buyer
the seller (MN)–subject to successful incoming
quality controlreserves the right to make a charge against
the Customer being the greater
of (a) 20 % of invoice value towards the costs incurred
by the Seller for carriage, inspection, packaging and the like as a result of such return or (b) such sums as MN may be charged
by its suppliers in respect of the return of such products in the event
that the products constitute non-catalogued items or (c) such sums as MN may
suffer as loss due to the products being not for sale because of their quality
as OEM products.
4. Date of Delivery / Force Majeure
We try to comply with the agreed date of delivery.
Date of delivery shall be the day the goods leave works or stocks and if this shall be impossible to fix, it shall be
the date of delivery at the buyer.
If the performance by either
party of their respective obligations or undertakings under these terms and
conditions or each single purchase contract is delayed by any occurrence not
occasioned by the conduct of either party of this agreement, then the party so affected
shall be excused
from any further
performance for whatever
period of time after the occurrence as may be reasonably
necessary to remedy the effects
of that occurrence. Either party shall
have the right
to withdraw from the contract
after 8 weeks
of delay. If delivery is
delayed due to the above reasons the buyer cannot claim any rights. In the
event of partial or complete of the sources
of the supply the vendor
is not obliged to buy from other
sources. The vendor
has the right
to distribute in its sole discretion
the available goods in consideration of its own personal need.
Referring to § 3 of the
Council Directive relating to restrictions on the marketing and use of certain
dangerous substances and preparations, poisonous and very poisonous goods or
products are only to be sold to dealers who have the permission of § 2 section
1 and an employee with expert knowledge. These goods have to be used only for
their special purposes. The buyer acknowledges this restriction and shall be
obliged to inform us immediately if he does not have those qualifications set
forth above. Referring to the Federal Data Protection Act of Germany you
confirm your agreement to the storage of all relevant commercial data in our computer
system by placing
an order. The buyer agrees
not to export, re-export, divert,
transfer, or disclose, directly or indirectly, any products or services or related technical
information, document, or material or direct products
thereof to any country
restricted by any laws and regulations, especially the U.S. Export Administration Regulations, as modified from time to
time, or to any national or resident thereof,
unless the buyer has obtained
the prior written
authorization of MACHEREY-NAGEL and the
U.S. Commerce Department and any relevant
local governmental authority. Unauthorized export will void all warranty
obligations of MACHEREY-NAGEL.
Distributors of medical devices
and in vitro diagnostic medical
devices shall act with due care in relation to the requirements applicable. They shall
respect the obligations of distributors in accordance with Regulations (EU) 2017/745 and 2017/746. The Distributors shall cooperate with MACHEREY-NAGEL to
achieve an appropriate level of traceability of devices within the supply chain.
6. Terms of Payment
Letter of credit,
irrevocable and confirmed, is the rule. Terms
for customers with an open account are 30 days net. In case of cheque payment
the cheque shall be covered
and cashed by a German bank. If a handling
fee is charged, we reserve
the right to forward this bank fee in full amount to
our customers. Other terms of payment require our previous written consent. For
invoices unpaid over 30 days beyond maturity we will charge interest on arrears
amounting to the usual bank rate, in accordance to the German Civil Code. Irregular
payments entitle us to discontinue delivery to the buyer without
any compensation until payment
has been made in full. Instead
of the agreed terms of payment we can ask for advance
payment or security
deposit, should doubts
as to the solvency of a buyer arise.
In case of liquidation of a
buyer´s company, an oath of
manifestation or a change of ownership due to financial difficulties we reserve the right to withdraw
from the contract.
We reserve the right to use incoming payments
for liquidation of the oldest debts, in sequence as follows: costs, interests
and then debt claims.
and Third Party’s Rights
If products are custom-made
to specification, the buyer assumes the responsibility that the manufacture of
these products does not infringe any patents or rights of a third party. The
buyer is liable for all damages and claims resulting from such infringement and
hold the seller free and harmless from all claims.
and Damage Claims
All goods have to be checked
immediately on receipt. Damage claims are only acceptable in writing within 8
working days of receipt of all the goods. In case of legitimate claims the
buyer can only require replacement of the goods. If replacement is not
possible, the buyer has the right to choose between
alternative products with same value
or refund. The buyer cannot
claim further compensation.
All returns must first be authorized by us in writing. As far as the shelf life
is not shorter we offer a one-year warranty from date of delivery that our
products will conform to applicable specifications set forth in the product specifications
if not sold to persons
set forth in § 13 of the German Civil
Code. In such a case,
the provisions of the German
Civil Code shall
be valid. The above warranty
is given by the seller subject to the following conditions:
• The seller shall not be liable in respect
of any defect in the goods arising
from any design or
specification supplied by the buyer;
• The seller shall not be liable under the above warranty if
the total price of the goods has
not been paid by the due date for pay- ment
• The above warranty does not extend to parts, materials or
equipment manufactured by or
on behalf of the buyer unless such warranty is
given by the manufacturer to the seller.
This warranty does not cover defects
in or damage to the products which
are due to improper installation or maintenance, misuse, neglect or any use other than
ordinary commercial application.
Any discharge from liability will be void if a defect results
from a heavily negligent or intentional breach
of contract or if the buyer will be
bodily injured as a result from a negligent or intentional breach or if it results
from a material breach of contract (Kardinalpflichtverletzung). A material breach of this contract is a breach of major obligations which have to be observed
and on the observance the
contractual party may regularly rely on.
The seller shall not be
liable for the goods being fit for a particular purpose unless otherwise agreed
upon, to which the buyer intends to put them.
warranty is strictly exclusive. Any further damage compensation is impossible.
the maximum extend provided by the ruling law MACHEREY-NAGEL makes no other
warranty of any kind whatsoever, and specifically disclaims and excludes all other warranties of any kind or nature
whatsoever, directly or indirectly,
express or implied, including, without limitation, as to the suitability,
reproducibility, durability, fitness for a particular purpose or use, merchantability, condition, or any other matter with respect
to MACHEREY-NAGEL products.
In no event shall we be
liable for claims for any other damages, whether direct, indirect, incidental,
compensatory, foreseeable, consequential or special (including but not limited
to loss of use, revenue or profit), whether based upon warranty, contract, tort
(including negligence) or strict liability arising in connection with the sale
or the failure of MACHEREY-NAGEL products.
Retention of Title / Ownership
The goods shall remain of
our property until full payment as previously agreed has been made. In the
event of non-payment, we shall have the right to re-sell the goods to a third
The seller shall have the absolute
authority to retake,
sell or otherwise deal with or dispose
of all or any part of the goods in which
title remains vested in the seller.
Applicable to B2B-contracts:
Until such time as the property in the goods passes to the buyer, the buyer
shall hold the goods as the seller´s fiduciary agent, and shall keep the goods
properly stored, protected, and insured on his own costs.
If the goods are processed
or reshaped by the buyer and if processing is done with goods that seller has
no property in, seller shall become co-owner of the products.
same shall apply if seller´s goods are completely reshaped and mixed with other
If third parties take up
steps to pledge to otherwise dispose of the goods, the buyer shall immediately
notify the seller in order to enable the seller to seek a court injunction in
accordance with § 771 of the German Code of Civil Procedure. If the buyer fails
to do so in due time he will be held liable for all the damages caused.
All personal data of our
customers will be processed and stored in strict accordance with relevant rules
and regulations. The rights of the data subjects in relation to such processing
11. Applicable Law and Jurisdiction / Miscellaneous Clauses
In the case of a legal
dispute the jurisdiction of the court in Düren (Germany) will be decisive and
have exclusive jurisdiction over the seller. The seller shall have the right to bring a claim before a court at the buyer´s principal
place of business
or at his discretion before
any other court being competent according to any national or international law.
In the event that any provision of these Terms and Conditions is invalid or becomes invalid,
the remainder of the Terms and Conditions shall remain unaffected thereby. The invalid provision shall then be replaced by such provision as comes as close as possible
the economic purpose of such invalid provision, taking reasonable account of
the interests of both parties.
All contracts are subject to the laws of
the Federal Republic of Germany, without reference to its principles conflicts
of law and without regard to the 1980 UN Convention on the International Sale
With the publication of
this price list corresponding previous price lists are invalid.
Cliquez sur ce lien pour visualiser nos conditions générales de ventes