1.1 All business transactions are based on the following terms and conditions of sale, delivery and payment. These shall apply even if no express reference is made to them in subsequent transactions. They shall have priority over any terms and conditions referenced by the customer.
1.2 These terms and conditions of sale, delivery and payment shall apply exclusively; conflicting terms and conditions or terms and conditions of the business partner that deviate from these terms and conditions – such as purchasing terms and conditions – are not accepted by Speedy Reha-Technik GmbH, unless Speedy Reha-Technik GmbH expressly agrees to their applicability in writing. The terms and conditions of Speedy Reha-Technik GmbH shall apply even if Speedy Reha-Technik GmbH executes the delivery to the business partner unconditionally despite being aware of the conflicting or deviating terms and conditions of the business partner.
2.1 Contracts come into existence by means of a written offer and written acceptance (e-mail/fax/letter). Speedy Reha-Technik GmbH draws attention to the fact that all its offers and cost estimates have an expiry date. After this date, the offer automatically becomes invalid.
2.2 Change requests after the placement of an order represent additional orders that we are under no obligation to accept. If accepted, these change requests shall be subject to separate remuneration according to our order confirmation.
2.3 Speedy Reha-Technik GmbH reserves the right to the sales documents (including but not limited to offers, cost estimates, figures, drawings, weights and dimensions) and the samples. These shall not be made accessible to any third parties and shall be returned to Speedy Reha-Technik GmbH without delay on request. The forwarding of such documents to third parties is subject to the prior written approval of Speedy Reha-Technik GmbH.
2.4 The field sales staff of Speedy Reha-Technik GmbH are not authorised to conclude contracts or make binding representations with regard to the item to be delivered or other terms and conditions.
3.1 Delivery and repair dates as well as delivery periods shall be binding only if confirmed in writing by Speedy Reha-Technik GmbH and if the buyer has duly communicated or provided all information and documents required for the execution of the delivery to Speedy Reha-Technik GmbH and made any agreed down payments as agreed. Agreed periods begin on the date of the order confirmation. In the case of additional or expanded orders, the periods will be extended accordingly.
3.2 Any events that cannot be foreseen or avoided and that lie outside the sphere of influence of Speedy Reha-Technik GmbH, such as force majeure, war or natural disasters shall, for their duration, discharge Speedy Reha-Technik GmbH from its obligation to deliver or perform in due time. Any agreed periods will be extended by the duration of the hindrance; the buyer will be duly informed of the occurrence of the hindrance. If it is not clear when the hindrance will end or if it takes longer than two months, each party may rescind the contract.
3.3 If the buyer is in default of acceptance or if he breaches other cooperation obligations, Speedy Reha-Technik GmbH may, notwithstanding its other rights, duly store the goods at the risk and expense of the buyer.
3.4 If necessary, Speedy Reha-Technik GmbH may make partial shipments.
4.1 The new devices will be delivered by authorised expert personnel.
4.2 The place of delivery shall be agreed individually.
4.3 Upon shipment, the risk shall pass to the forwarder upon handover to the forwarder or to the buyer upon handover to the buyer. If the handover or shipment is delayed by request of the buyer or for reasons for which the buyer is responsible, the risk will pass to the buyer as of the date of notification that the item to be delivered is ready for shipment.
5.1 If the contracting parties do not agree a certain price, the price shall be determined by the price list of Speedy Reha-Technik GmbH that is valid at the conclusion of the contract.
5.2 The price lists of Speedy Reha-Technik GmbH quote the prices ex works, exclusive of the applicable statutory value-added tax, public charges and dues such as customs duties as well as packaging and shipping costs, which will be charged separately.
5.3 Unless agreed otherwise, the parties agree that all payment obligations under this contract are denominated in euros.
5.4 For new customers, 50 percent of the purchase price shall be due for payment upon placement of the order and 50 percent upon delivery, unless something else is agreed.
5.5 For subsequent purchases, the purchase price shall be due for payment within 30 days of the issue of the invoice, unless something else is agreed.
5.6 Unless agreed otherwise, the invoice amount shall be paid by transfer to the bank account of Speedy Reha-Technik GmbH as specified in the invoice.
5.7 Should the buyer fall into arrears with payments, Speedy Reha-Technik GmbH may charge default interest in the statutory amount. This does not affect the right to assert a higher damage due to the delay.
5.8 The buyer may only exercise a right of retention if his counterclaim is based on the same contract and is undisputed or legally established.
5.9 Should Speedy Reha-Technik GmbH, after the conclusion of the contract, learn of the buyer’s lack of ability to pay, Speedy Reha-Technik GmbH may decide to perform any outstanding deliveries or services only against advance payment or provision of collateral; if these are not furnished even after the end of a reasonable period determined by Speedy Reha-Technik GmbH, Speedy Reha-Technik GmbH may – notwithstanding any other rights – rescind the contract in full or in part.
6.1 Information in catalogues, price lists and other information material provided to the buyer by Speedy Reha-Technik GmbH as well as information that describes the product shall not be construed as assurances of a particular property of the item to be delivered (some of the images contain payable accessories that are not included in the basic price); such assurances of properties must be expressly agreed in writing.
6.2 The buyer shall only have warranty rights if he inspects the item upon handover and notifies Speedy Reha-Technik GmbH of any defects without delay in writing, at the latest within two weeks of the handover; concealed defects must be reported to Speedy Reha-Technik GmbH in writing without delay after discovering them.
6.3 With respect to every defect report, Speedy Reha-Technik GmbH shall be entitled to inspect and review the item objected to. The buyer shall grant Speedy Reha-Technik GmbH the needed time and opportunity. Speedy Reha-Technik GmbH may also request the buyer to send back the item objected to to Speedy Reha-Technik GmbH at the expense of Speedy Reha-Technik GmbH. Should a defect report of the buyer turn out to be unjustified by way of intent or gross negligence, he shall reimburse Speedy Reha-Technik GmbH for all expenses incurred in this connection.
6.4 At its own discretion, Speedy Reha-Technik GmbH may eliminate defects covered by the warranty by way of rectification or replacement of the defective part or of the entire item, which shall be free of charge for the buyer.
6.5 The cost of transport, travel, labour and material for the purpose of rectification or replacement will be borne by Speedy Reha-Technik GmbH, unless section 6.3 sentence 4 applies.
6.6 The buyer shall grant Speedy Reha-Technik GmbH up to 14 days to perform the rectification or replacement. Only in urgent cases or if Speedy Reha-Technik GmbH is in arrears with the elimination of the defect, the buyer may, after promptly informing Speedy Reha-Technik GmbH, eliminate the defect directly or through third parties and demand reimbursement for the needed costs from Speedy Reha-Technik GmbH.
6.7 Speedy Reha-Technik GmbH will not provide any loaner or replacement for the period of the elimination of defects!
6.8 Speedy Reha-Technik GmbH does not assume any liability for damage caused by unsuitable or improper use, faulty storage, faulty safekeeping, faulty transport, faulty assembly, faulty commissioning, deficient maintenance or faulty handling by the buyer, use of unsuitable accessories or natural wear and tear, provided that Speedy Reha-Technik GmbH is not responsible for the damage.
6.9 Should the elimination of a defect covered by the warranty by way of rectification or replacement fail, if it is unacceptable to the buyer or if it is refused by Speedy Reha-Technik GmbH pursuant to Section 439 (3) of the German Civil Code (BGB), the buyer may, at his own discretion, rescind the contract pertaining to the defective item or demand reasonable reduction of the price or claim damages in lieu of performance or reimbursement for his expenses made in vain.
6.10 The limitation period for warranty claims is 24 months from the date of risk transfer. If the delivered item is sold by the buyer or by direct or indirect contracting partners of the buyer to a consumer in the intended way, the provisions of Section 479 of the German Civil Code concerning a longer limitation period shall remain unaffected without respect to any recourse claims.
6.11 Any and all further claims of the buyer are excluded, unless provided for otherwise in section 7 of these General Terms and Conditions or Sections 478 and 479 of the German Civil Code (BGB).
6.12 The unjustified return of finished products or parts of these is excluded. Should Speedy Reha-Technik GmbH make a different decision in individual cases, e.g. due to different requirements for therapeutic reasons or due to death, Speedy Reha-Technik GmbH will refund 80 percent of the delivery price of any unused parts delivered no more than four weeks ago. Shipments made more than four weeks ago and custom-made products are non-returnable. The fully filled-in return slip shall be enclosed with the parcel as proof. The freight costs shall be borne by the buyer.
6.13 Rechargeable batteries are subject to wear and tear; as such, they are covered by the statutory warranty. The performance of rechargeable batteries is bound to decline as time passes; this does not constitute a defect!
6.14 The buyer is granted a one-year warranty on second-hand devices.
7.1 Unless provided for otherwise in section 7.2, Speedy Reha-Technik GmbH shall be fully liable for damages according to the statutory regulations.
7.2 By way of exception, Speedy Reha-Technik GmbH shall not be liable for the breach of immaterial contractual obligations by way of slight negligence and shall only be liable for the breach of material contractual obligations by way of slight negligence in the case of foreseeable damage that is typical for the contract.
8.1 The delivered products will remain property of Speedy Reha-Technik GmbH until all claims of Speedy Reha-Technik GmbH from the business relationship with the buyer have been fully paid.
8.2 In the case of a current account, the retention of title shall serve as collateral for the balance claim of Speedy Reha-Technik GmbH.
8.3 The buyer may only sell the products subject to retention of title in the course of his ordinary business operations. The buyer is not entitled to pledge the products subject to retention of title, to assign them as collateral or to make any other arrangements that would endanger the property of Speedy Reha-Technik GmbH. The buyer hereby proactively assigns the claims from the resale to Speedy Reha-Technik GmbH, and Speedy Reha-Technik GmbH hereby accepts this assignment. Subject to revocation, the buyer is entitled to collect the claims assigned to Speedy Reha-Technik GmbH in his own name on a fiduciary basis on behalf of Reha-Technik GmbH. Speedy Reha-Technik GmbH may revoke this entitlement and the reselling authorisation if the buyer is in default of material obligations such as the payment to Speedy Reha-Technik GmbH.
8.4 Whenever asked to do so, the buyer shall provide Speedy Reha-Technik GmbH with all requested information on the products subject to retention of title or claims that have been assigned to Speedy Reha-Technik GmbH hereunder. The buyer shall immediately notify Speedy Reha-Technik GmbH of any third-party access or claims to products subject to retention of title and hand over the required documents to Speedy Reha-Technik GmbH. The buyer shall also inform the third party of the retention of title by Speedy Reha-Technik GmbH. The cost of defence against such access and claims shall be borne by the buyer.
8.5 For the period during which the retention of title is in force, the buyer shall treat the products subject to retention of title with care.
8.6 If the recoverable value of the collateral exceeds the total claims of Speedy Reha-Technik GmbH to be collateralised by more than 10 percent, the buyer may request the release of the excess amount.
8.7 Should the buyer fall into arrears with material obligations such as the payment to Speedy Reha-Technik GmbH, Speedy Reha-Technik GmbH may, notwithstanding any other rights, take back the products subject to retention of title and utilise them otherwise in order to settle due claims against the buyer. In such a case, the buyer shall immediately grant Speedy Reha-Technik GmbH or the agents of Speedy Reha-Technik GmbH access to the products subject to retention of title and surrender these. Should Speedy Reha-Technik GmbH demand the surrender on the basis of this provision, this shall not be construed as a rescission of the contract.
8.8 In the case of delivery to other legal systems in which the aforesaid provision concerning the retention of title does not have the same security effect as in Germany, the buyer shall do everything possible to furnish suitable security interests to Speedy Reha-Technik GmbH without delay. The buyer shall cooperate in all measures such as registration, publication, etc. that are required for the effectiveness and enforceability of such security interests.
8.9 At the request of Speedy Reha-Technik GmbH, the buyer shall duly insure the products subject to retention of title, submit the respective evidence of insurance to Speedy Reha-Technik GmbH and assign the claims under the insurance policy to Speedy Reha-Technik GmbH.
The buyer shall not modify the features or packaging of the delivered products. In particular, he shall not modify or remove any warnings concerning hazards in the event of improper use of the products. In the event of breaches of the aforesaid provision by the buyer, the buyer indemnifies Speedy Reha-Technik GmbH against any product liability claims of third parties in the internal relationship insofar as he is responsible for the error that gives rise to the liability.
10.1 Any amendments and supplements to the contract and/or to these General Terms and Conditions as well as any side agreements must be made in writing. This also applies to the amendment of this clause requiring written form.
10.2 Should any provision of the contract and/or of these General Terms and Conditions be fully or partially invalid, this shall not affect the validity of the other provisions. In this case, the parties undertake to replace the invalid provision with a valid provision that comes as close as possible to the economic purpose of the invalid provision.
10.3 The courts of Delbrück, Germany, shall have exclusive jurisdiction over any and all disputes arising from the contractual relationship. However, Speedy Reha-Technik GmbH may also bring action against the buyer at any other court of jurisdiction.
10.4 The laws of the Federal Republic of Germany shall apply, under exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
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