General terms and conditions of business of Dr. Seibt Genomics GmbH
Updated version dated 22.5.2018
This translation is provided for information purposes only. In the event of a difference of interpretation or a dispute, the original German version shall prevail.
The services and products of Dr. Seibt Genomics GmbH include the analysis of human DNA. The analysis takes place by means of the most up-to-date sequencing and PCT technologies. Dr. Seibt Genomics GmbH assumes the determination of individual sections of the DNA, SNPs, genes, exomes or also complete genomes, as well as the evaluation and interpretation of the results. For the above, these general terms and conditions of business which are an integral part of the contract apply exclusively. Deviating terms and conditions of the business of the customer shall not become part of the contract, unless Dr. Seibt Genomics GmbH has expressly agreed to their applicability in writing.
2. Conclusion of the contract
The order which has been issued by the customer and then accepted by Dr. Seibt Genomics GmbH is decisive when determining the scope of the services and deliveries. Any preliminary offer of Dr. Seibt Genomics GmbH is non-binding and subject to confirmation; a contract shall not come into existence until the order confirmation is issued or the delivery takes place.
Unless a different currency is agreed, the prices are stated in euros. The prices which are valid on the issuing of the order shall apply. The statutory value added tax is not included; it will be stated separately to the statutory amount on the day of the issuing of the invoice. The costs of packaging and shipping shall be borne by the customer and will also be stated separately in the invoice. In case of shipments to abroad, customs duties and fees and other public charges will also be stated separately.
4. Payment terms
Invoices are payable net immediately following receipt. The customer shall enter default at the latest 14 days following the due date. In case of payment default, Dr. Seibt Genomics GmbH reserves the right to charge default interest to the sum of 8% above the base rate of interest to contractors and 5% above the base rate of interest to consumers. Credit card payments are carried out by PAYONE GmbH ·Fraunhoferstrasse 2–4 · 24118 Kiel, Germany – head office: Kiel – Kiel Local Court Commercial Register B 6107 – Managing Directors: Carl Frederic Zitscher, Jan Kaniess – a Sparkassen-Finanzgruppe company.
5. Performance of orders
Dr. Seibt Genomics GmbH endeavours to complete all orders as quickly as possible. However, performance times are non-binding unless Dr. Seibt Genomics GmbH has acknowledged these in writing as being binding. Dr. Seibt Genomics GmbH is entitled to carry out partial deliveries. Each partial delivery can be charged for separately. Delays due to force majeure, operational disruptions or other circumstances for which Dr. Seibt Genomics GmbH is not responsible shall release us from our performance obligation for the duration of the disruption and its effects. In such a case, damages claims of the customer shall be excluded. Should a report or service to be provided by Dr. Seibt Genomics GmbH be handed over or delivered late, the customer must initially set Dr. Seibt Genomics GmbH a reasonable period of grace. Only following fruitless expiry and non-performance by Dr. Seibt Genomics GmbH for justifiable reasons of the service/delivery which it owes can the customer rescind the contract. Dr. Seibt Genomics GmbH reserves the right to pass on certain analyses to co-operation partners or other professional laboratories in anonymous form. This does not need to be stated additionally in the result/report.
6. Warranty and liability
Dr. Seibt Genomics GmbH endeavours to the best of its ability to provide the most satisfactory services possible according to the state of science and technology. The warranty of Dr. Seibt Genomics GmbH is limited to the subject matter of the investigation order and the application of scientific care and compliance with the recognised rules of technology. Obvious defects to the service of Dr. Seibt Genomics GmbH must be raised by the customer in writing within two months of receipt of the report. Dr. Seibt Genomics GmbH will correct the defects within a reasonable period of grace set by the customer or will provide its service once again. Any further damages claims due to non-fulfilment shall be excluded. Should the improvement fail, the customer is however entitled to reduce the purchase price or rescind the contract. Should the correctness of the investigation which has been the subject of the objection of the customer be confirmed during the repeated process, the costs of this investigation shall be borne by the customer. Claims due to defects shall be excluded, should the customer have provided unsuitable samples. Within the framework of a project of the customer, Dr. Seibt Genomics GmbH shall incur liability for the proper performance and issuance of the investigations assumed by it, however not for the attainment of the success or objective of the project which the customer is striving for. Liability for the analysis/results by co-operation partners or other professional laboratories shall be excluded. During the analyses carried out by Dr. Seibt Genomics GmbH, the complete gene may not necessarily be analysed, rather only the relevant bases which have been identified and determined by Dr. Seibt Genomics GmbH. The identification and determination takes place at the premises of Dr. Seibt Genomics GmbH in accordance with the current scientific data basis. The results which are generated by Dr. Seibt Genomics GmbH can change in accordance with the technical status in the course of the limits of certain tolerances. This also applies to the preciseness, coverage and precision.
7. Liability for losses
Dr. Seibt Genomics GmbH does not incur liability for loss of profit, lack of savings or other losses of the customer, unless these were caused by intent or gross negligence on the part of Dr. Seibt Genomics GmbH or its vicarious agents.
Confidential information as referred to under this section is all information which is notified to Dr. Seibt Genomics GmbH by the customer and which is either designated as confidential or whose confidential nature is obvious, for example in the case of personal data of patients of the customer. Confidential information shall be carefully protected by Dr. Seibt Genomics GmbH and only used within the framework of the contractual relationship. Dr. Seibt Genomics GmbH shall ensure that the confidential information is only made accessible to such employees and other service providers who have entered into a non-disclosure agreement. Dr. Seibt Genomics GmbH recommends that the customer separates the results and/or treatment data from the direct patient data by means of anonymisation or pseudonymisation, so that it is not possible for Dr. Seibt Genomics GmbH and third parties to recognise or obtain knowledge of specific persons.
9. Data protection declaration
Dr. Seibt Genomics GmbH hereby refers to the data protection declaration, which can be viewed at www.dr-seibt-genomics.com/en/protection-of-privacy/
10. Place of performance and place of jurisdiction
The place of performance for all delivery obligations and payments is the place of business of Dr. Seibt Genomics GmbH in Bonn, Germany. The place of jurisdiction for all disputes arising directly or indirectly in connection with the contractual relationship is Bonn, Germany for both parties. The law of the Federal Republic of Germany shall apply.
11. Closing provisions
Ancillary agreements, amendments and additions to these general terms and conditions of business require written form.
The ineffectiveness of individual provisions of the general terms and conditions of business and the individual contracts shall not affect the remaining clauses. An ineffective provision shall be replaced by such a clause which comes as close as possible to the intent of the contracting parties expressed in the ineffective provision.