General terms and conditions 

 

 

  • Introduction 

 

 

These General Terms and Conditions presented herein are binding on the Customer. By purchasing products from MEDLIKIM, the Customer agrees to be bound by the following General Terms and Conditions. These General Terms and Conditions govern the purchase and sale of all products. Terms or conditions included in a Customer’s purchase order or other communication that are at variance with these General Terms and Conditions are rejected, unless specifically agreed to in writing by MEDLIKIM. 

 

 

  • Orders 

 

 

No demand or purchase order shall be binding upon MEDLIKIM if not given in written, issued exclusively by medical professional, whether they are direct users or reseller of medical equipment.

The Customer must have adequate knowledge and competence necessary to use the equipment ordered from MEDLIKIM in the safest possible way. 

The Customer must respect the rules and recommendations concerning the purchase, the importation, the resell and the use of these medical equipment in the country of destination.

No purchase order shall be binding upon MEDLIKIM until the Customer has accepted the prices, the terms of payment and delivery within a specified time limit.

MEDLIKIM will provide a quotation or proforma invoice specifying the product being offered, the total amount and all the terms of payment, delivery or availability as well as other terms eventually negotiated with the Customer.

The Customer is given a time period mentioned in the quotation to sign and accept it and eventually to proceed to full or partial payment of the stipulated amount.

Whereupon MEDLIKIM informs the Customer of the order acceptance.

A Customer may not cancel or modify a purchase order accepted by MEDLIKIM without the express written consent of MEDLIKIM.

Separate invoices will be issued for any product or service request which do not fit in with the accepted purchase order. 

 

 

  • Delivery and ownership 

 

 

The term « delivery » covers the availability of the packed product in our local, ready to be collected by the carrier/forwarding agent either chosen by the Customer or by MEDLIKIM. MEDLIKIM could help organize the delivery of the products in France Metropolitan or outside France, excluding areas and/or countries where special legal rules such as a total or partial embargo may apply. In such a case, MEDLIKIM will follow the directives and guidance of the Public Authority and decline any commercial transaction with these areas. The Customer may choose his own carrier or forwarding agent, but in compliance with MEDLIKIM’s security and transport procedures. The Customer must be committed to the current rules of law of the exporting country, of the transit and the country of destination. The Customer or his logistics supplier must provide MEDLIKIM with all transport and export documents of the transported or exported devices.

 

3-1 Delivery costs

 

The costs and conditions of delivery are expressly mentioned on the quotation or proforma invoice, and after acceptance by the Customer, the delivery will either be done by MEDLIKIM, or by the Customer, according to the agreed terms of delivery (packaging, Incoterms, insurance).

In case MEDLIKIM will choose the carrier/forwarding agent for the delivery, the Customer will be charged with extra costs.

In case the Customer will organize the collection of the sold device, MEDLIKIM will package the goods and make it available for pick-up by the Customer’s carrier/forwarding agent.

In the latter case and regarding deliveries outside the European Community, the Customer and/or his forwarding agent must transmit to MEDLIKIM the proof of exportation established by French Customs or by Customs services of another EU-country. This document must be established within the legal period and mention the destination of the merchandise. 

MEDLIKIM reserves its right to require and collect the amount of VAT as a guarantee until receiving the proof of delivery of the merchandise outside the EU.

Of course, this amount will be refund to the Customer upon receipt and within the legal time period of the proof of exportation outside the EU ( EX1 ).

 

3-2 Delivery schedule 

 

The delivery date mentioned on the quotation or the proforma invoice must be understood as the time period between the date of order validation by MEDLIKIM and the date of availability for pick-up of the merchandise.

It is expressly mentioned that the transit time between our locals and the Customer’s delivery address is not included in this time period.

The delivery deadlines mentioned on the quotation or the proforma invoice are indicative only. The possible delay in delivery will result neither in order cancellation, nor in payment of any compensation and will not engage MEDLIKIM’s responsibility.

 

3-3 Case of Force majeure

 

Each occurrence of force majeure rightfully suspends MEDLIKIM’s obligations and entitles eventually to cancel the order.

The concept of force majeure must be interpreted in accordance with the interpretation used in jurisprudence, what it to say each external, unforeseeable and irresistible element for the party invoking it.

Furthermore, and expressly, the occurrence of the following events of force majeure render performance impossible: total or partial strikes, internal or external to the enterprise, lock-out, bad weather, epidemies, transport blockades for whatever reason, earthquake, hurricane, inundation, flood, governmental or legal restrictions, legal or regulatory modifications, non-availability of telecommunication and all other unpreventable events beyond the control of the parties.

3-4 Transfer of ownership

 

The transfer of ownership takes effect as soon as the sold merchandises will be picked up by the carrier/forwarding agent chosen by the Customer or by MEDLIKIM.

The sold product is covered by a basic insurance of the carrier or the forwarding agent. A complementary insurance for a better coverage can be chosen by mutual agreement between MEDLIKIM and the Customer.

The sold product is forwarded under the full responsibility of the carrier and forwarding agent. It is the responsibility of the Customer to examine the condition of the packaging upon receipt and to express reserves to the forwarding agent. 

MEDLIKIM is not responsible for any product degradation which has likely occurred during the transport of the product.

 

  1. Installation / commissioning 

 

MEDLIKIM can install several devices on demand of the Customer or as proposed by MEDLIKIM. A separate quotation or proforma invoice will be established which will mention the terms of installation and payment. This quotation or proforma invoice must be accepted by the Customer and validated by MEDLIKIM. At the end of installation, MEDLIKIM together with the Customer will start up the installed devices and proceed to some tests in order to verify and confirm the proper functioning.

 

  1. Garanty 

 

Limited warranty covers any defect in materials or workmanship regarding devices, machines, sets, sub-sets and handpieces sold by MEDLIKIM. The warranty period and its terms of application vary according to the product and will be mentioned on the quotation or proforma invoice. In case of defectiveness of the sold product, MEDLIKIM assure free of charge (except consumables, light bulb, fusible …) and during the mentioned warranty period, the replacement or the reparation of the defective product according to the terms and conditions mentioned on the order validation.

Such a replacement or reparation will be carried out, but exclude any other direct or indirect compensation. Therefore, MEDLIKIM will not be obliged to pay any compensation resulting from an operating loss due to a temporary equipment downtime.

The following events or faults are excluded from the warranty: visible defects, defects and deteriorations due to normal wear, external accident (incorrect installation, faulty maintenance, faulty utilisation …), intervention of a third party or a modification on the product which is neither planned, nor specified, nor recommended by the manufacturer of the device.

These provisions reflect in entirety the whole warranty cover granted by MEDLIKIM.

 

  1. Price 

 

Prices quoted on the quotation or proforma invoice shall always be net prices, exclusive VAT unless otherwise specified. The prices indicated shall be firm and definitive, exclusive costs of transport and packaging. Applicable VAT taxes and rates will be expressly mentioned on the quotation or proforma invoice where MEDLIKIM has the legal obligation to collect such taxes. 

Possible costs of packaging as well as costs of transport and insurance in France or in case of exportation shall be negotiated between MEDLIKIM and its Customer and are expressly indicated on the quotation or proforma invoice.

The period for which the offer remains valid is expressly indicated on the quotation or proforma invoice.

 

  1. Terms of payment 

 

Unless otherwise agreed, payment shall be made by cheque, credit card or bank transfer in accordance with the terms of payment agreed between MEDLIKIM and its Customer. 

 

Any discount, rebate or refund for cash or advanced payment is accorded by MEDLIKIM. In case of late payment by the Customer, MEDLIKIM reserves the right, without letter of formal notice, to charge a late payment fee of 5% of the overdue amount taxes included for each month during which such overdue amount remains outstanding. These penalties are payable on simple demand by MEDLIKIM.

 

Any payment of the due amount after the due date of payment mentioned on the invoice shall be lawfully increased of a fixed allowance of 40 € as provided under Article L441-6, paragraph 12 of the Commercial Code and under decree n° 2013-1115 dated October, 2nd 2012 (article D 44-5 of the code des procédures civiles d’exécution).

In case of lawfully modification of the fixed allowance, the new amount shall rightfully replace the amount mentioned in these general terms and conditions or regulatory conditions.

The Customer is responsible for reimboursement of all expenses caused by litigious collection of the sums due.

In case of late payment, MEDLIKIM shall suspend or cancel any order or delivery, without damage to any other cause of action.

 

  1. Reservation of ownership

 

Products sold by MEDLIKIM shall remain its property until MEDLIKIM has received payment in full of the invoiced amount. The non-payment of any agreed amount could lead to a revendication of the products. These provisions do not preclude the transfer to the Customer of risk loss or damage of the sold products as well as the damages eventually caused by the products.

 

  1. Responsibility

 

By no means, MEDLIKIM cannot be held responsible for any direct or indirect damage resulting of the execution of these general conditions such as financial loss suffered, loss of customer, loss of brand image, loss of profit as well as any action from third parties.

 

Notwithstanding the above, the parties expressly agree that MEDLIKIM’s responsibility is strictly limited to the amount paid by the Customer for the product likely to cause the damage and exclude any payment of legal damages.  

 

 

  1. Legal construction

 

All transactions to which these General Terms and Conditions apply shall be governed by and construed in accordance with the laws of France. Disputes arising hereunder shall be subject to the exclusive jurisdiction of the Tribunal de Commerce of Paris.