General Terms and Conditions of Pharmadrug Production GmbH
1. Subject matter of the contract and scope
The General Terms and Conditions apply to all, including future, business relationships between Pharmadrug Production GmbH and its customers and take into account the special features of the supply relationships in the pharmaceutical business between manufacturers, pharmaceutical wholesalers and pharmacies. Deviating or conflicting terms and conditions of the customer do not apply in all cases, even if Pharmadrug Production GmbH is aware of them and processes the transaction without reservation. Pharmadrug Production GmbH is entitled to change these General Terms and Conditions for the future at any time. Changes of the General Terms and Conditions will also become a component of current orders as of their validity, if the customer does not object within a period of one month after the change of the General Terms and Conditions. Individual agreements apply only to the individual case, unless otherwise agreed.
2. Order and contacts closure
The services offered by Pharmadrug Production GmbH are subject to change without notice. A contract is only established when Pharmadrug Production GmbH confirms an order or a purchase order in writing or delivers and invoices the ordered products. If the customer orders pharmaceuticals/anesthetics or other products, the delivery or use of which is subject to legal or official requirements or restrictions, from Pharmadrug Production GmbH, the order is at the same time considered as confirmation that the customer has the necessary official and regulatory permits for further use, trade and delivery. Regardless, Pharmadrug Production GmbH is entitled to demand a written proof of these official and regulatory permissions before acceptance of an order by a customer and/or delivery to a customer. Pharmadrug Production GmbH is not in default of delivery until receipt of this proof. If the customer does not provide the proof immediately after request by Pharmadrug Production GmbH, there will be in delay of acceptance.
After invoicing, the invoice amount is due immediately and payable without deduction within 10 days, unless an individual agreement deviating from this has been made with the customer. After expiry of this period, the customer will be in default of payment. Payment is made by SEPA direct debit, direct debit order or by bank transfer to one of the business accounts of Pharmadrug Production GmbH indicated on the invoice, stating the invoice number. Our employees are generally not authorized to collect payments. Exceeding the payment deadline triggers the delinquency process.
4. Reservation of proprietary rights
The products remain the property of Pharmadrug Production GmbH until all claims against the customer, including those from earlier or later transactions, have been settled in entirety. The customer is entitled to handle the product in the ordinary course of business. The customer has to agree to a reservation of title if the product subject to reservation of title is not paid immediately in the case of resale. Furthermore, they must assign their purchase price claim for the products under our retention of title up to the amount of all claims of Pharmadrug Production GmbH to Pharmadrug Production GmbH by way of security. Pharmadrug Production GmbH is entitled to disclose the assignment and the retention of title to third parties and to demand payment or return to Pharmadrug Production GmbH as soon as the customer is in default with the settlement of his invoice. Upon request of Pharmadrug Production GmbH, the customer has to immediately provide the information required for this and to hand over documents required for proof. The customer is obligated to point out the reservation of title or the assignment of claims to third parties who want to assert rights to the products, especially in case of compulsory execution measures, to immediately inform Pharmadrug Production GmbH about these facts and to provide Pharmadrug Production GmbH with the information necessary to protect our rights and to hand over documents necessary for proof.
5. Prices and discounts
The net prices published via the Lauertaxe applies on the day of delivery plus the applicable statutory value-added tax at the respective applicable rate. As far as the products are not listed in the Lauertaxe, our price list will apply on the day of delivery plus the applicable statutory value-added tax at the applicable rate. Packaging and transport costs may be invoiced separately. Discounts or individual delivery conditions can be determined individually as a special agreement between Pharmadrug Production GmbH and the customer. The granting of graduated prices or discounts requires in principle the final purchase of the agreed graduated quantity in the agreed time for own account.
6. Charge and right of rentention
Charges against a claim of Pharmadrug Production GmbH against a customer is only eligible as far as the claim of the customer is undisputed or legally established. A right of retention of the customer is excluded, unless it is undisputed or legally established.
7. Risk of transfer, shipping and packaging
Delivery is performed by BTM warehouse at the risk of the customer. The shipping method and packaging is chosen by Pharmadrug Production GmbH, unless individual arrangements are made at the request and expense of the customer. The customer has to keep proper facilities ready, which guarantee that an access of unauthorized persons to the delivered product is excluded.
Delivery is based on availability, while stocks last. We reserve the right to reduce order quantities if necessary. Delivery usually takes place within 3 business days after order confirmation.
9. Returns and Refunds
A return is the return of marketable products of Pharmadrug Production GmbH. Taking into account the following points, it is possible to return products within 14 calendar days after delivery. Each return must be announced in advance at the following telephone number: 0381-510 6566 6. The further process will then be explained. Products that are not excluded from return will be taken back only upon presentation of a copy of the invoice and confirmation of proper storage. For this purpose, the returned products must be packed in a solid outer shipping carton and made available for pickup at the pharmacy on time. In all cases we charge a handling fee of 70.00€ plus VAT per return shipment due to the amount of work involved. This fee will be deducted from the credit amount to be refunded. The credit note for the returned product can only be issued after it has been inspected. Expired products are excluded from a return.
Furthermore, products with the following characteristics are excluded from return:
1. foreign products
2. opened products
3. damaged products
4. products with foreign labels
5. products with a remaining term of less than 3 months
6. products without a copy of the invoice and confirmation of proper storage
Products returned nevertheless, excluded from return, will be returned to you at your expense. The credit note will be issued after deduction of all granted discounts on the basis of the actual purchase price paid minus processing fee. In the case of an unjustified complaint about properly delivered products, Pharmadrug Production GmbH can charge a handling fee of EUR 70.00 plus VAT. In case of a deterioration of the condition of the products, restriction of the sellability, damage due to improper handling or defective packaging when returning the products, the right to assert additional claims for compensation or damages is reserved.
The warranty rights of the customer require that they have fulfilled the obligations incumbent on them according to § 377 HGB. For proven defects, Pharmadrug Production GmbH first provides warranty through supplementary performance, which consists of rectification of defects or subsequent delivery, at the discretion of Pharmadrug Production GmbH. Any claims for damages due to defects are limited according to No. 10 of these General Terms and Conditions. All claims of the customer due to a defect become time-barred after one year from delivery of the products.
The accountability of Pharmadrug Production GmbH for contractual breaches of duty is limited to intent and gross negligence as well as to compensation for typical occurring damage. This does not apply in the case of injury to life, body and health, claims for breach of cardinal obligations and compensation for damages caused by delay (§ 286 BGB). In this respect, Pharmadrug Production GmbH is liable for degree of fault. As far as damages are concerned, which do not result from the injury of life, body and health, Pharmadrug Production GmbH is only liable for the typically occurring damage. The accountability according to product accountability law and drug law remains unaffected.
12. Delivery periods and grace periods
If no fixed date of delivery has been agreed upon, the product will be delivered within 3 business days after the time of the contract‘s conclusion. If there is a obligation to cooperate on the part of the customer, the period begins no earlier of the fulfillment of such obligation. Partial deliveries are admissible at any time. Pharmadrug Production GmbH is also entitled to deliver the products at any time from the customer’s order until agreed delivery date. Even if Pharmadrug Production GmbH confirms an order or delivery time, this confirmation is under the reservation that Pharmadrug Production GmbH itself is supplied according to the contract and on time. Delivery interruptions, which Pharmadrug Production GmbH is not responsible for (e.g. due to force majeure, operational interruptions of any kind, transport obstructions, legal or official restrictions and limitations) release Pharmadrug Production GmbH from the delivery obligation for the duration and scope of the interruption. Pharmadrug Production GmbH is entitled to withdraw from the contract if the disruption is expected to last longer than one month. In case of a withdrawal from the contract of Pharmadrug Production GmbH, the customer has no claim to damages or refund of expenses. After an appropriate grace period has been set and passed, the customer is entitled to withdraw from the contract, as far as they no longer wish the contract to be fulfilled due to the delay. If assertion of rights of the customer requires the scheduling of an appropriate period of grace, this period of grace is at least two weeks.
Pharmadrug Production GmbH processes and saves the data of the customer to the extent that it is necessary and useful for the further business relationship or to the extent that legal provisions require this storage. If a customer of Pharmadrug Production GmbH is a civil person, Pharmadrug Production GmbH refers in this matter to the Basic Data Protection Regulation (EU-DSGVO), the regulations of which can be viewed and downloaded on the homepage of Pharmadrug Production GmbH.
14. Place of performance and jurisdiction
The place of performance for all obligations arising from the business relationship and the exclusive place of jurisdiction is Rostock.
15. Validity of the transaction
As far as individual provisions of the above are or become ineffective or invalid, the effectiveness or validity of the remaining provisions will not be affected.
Updated as of Juli 2021