C2A Dental bv
General Terms & Conditions of Sales & Delivery
General
The following General Terms and Conditions of Sale and Delivery shall apply to the entire business relationship between C2A Dental bv and customers. By placing the order, the Customer recognises them as being binding on him.
Deviating, contrary or supplementary general terms and conditions shall not become part of the contract, even if they are known, unless applicability of the same is expressly agreed in writing.
If terms are agreed in the contract in writing which deviate from these General Terms and Conditions of Sale and Delivery, the contractual regulations shall prevail.
Offer - Prices
The current prices published by C2A Dental bv in the applicable price list, or estimates on the day of the order, shall apply.
Prices are C.I.F. (A.B.C.), including packaging but exclusive of local delivery, unless otherwise stated or particularly specified in writing in the estimate, quotation, or documentation provided to the Customer.
Value-added tax (OB) shall be calculated separately according to the statutory provisions applicable on the day of delivery or service. Deliveries and services shall be subject to technical or other changes to the extent reasonable.
The prices of the items or equipment on the C2A Dental Product website or web store (www.C2Adentalproduct.com) are in USD, ex works.
A.B.C. refers to Aruba - Bonaire - Curacao.
Shipping, Delivery
Goods are always shipped without insurance and, in any case, at the cost and risk of the Customer. This shall also apply to deliveries with carriage paid and irrespective of the means of transport used or of who chooses the means of transport.
Transport insurance shall only be taken out at the express request of the Customer. Resulting costs shall solely be borne by him.
Unless otherwise agreed in writing, the price risk shall pass to the Customer upon dispatch of the goods. In case of default in acceptance by the Customer, the price risk shall pass to the Customer upon readiness of the goods of C2A Dental bv for shipment.
Unless otherwise agreed in writing, C2A Dental bv shall choose the place of dispatch, the shipping route and the means of transport at its discretion and shall not assume any liability for the cheapest and fastest transportation.
Delivery times and unloading periods stated are always non-binding unless otherwise expressly agreed in writing.
Where the Customer provides the means of transport, he shall be liable for timely provision. Delays, if any, shall be notified to C2A Dental bv in time. Resulting costs shall be borne by the Customer.
Notice of Defects
The Customer shall immediately inspect the goods for defects. Incomplete or incorrect deliveries and apparent defects shall be notified to C2A Dental bv in writing not later than eight days after receipt of the goods. Latent defects and errors shall be notified immediately upon identification of the same.
The notice shall clearly state the type and scope of the alleged defect. If defects or errors are not notified on time, the shipment/installation shall be deemed approved and asserting warranty claims shall be excluded.
Warranty
In the case of well-founded and timely notices of defects, C2A Dental bv extends to the Customer (final user) the full guarantees, in the terms and delays, provided by the factories to C2A Dental bv.
Each manufacturer applies its own duration terms according to the range of items or technology (from 1 year to 10 years accordingly). The warranty exclusions are set out in each manufacturer's General Terms.
C2A Dental bv shall choose the remedy under warranty. Any other claims vis-a-vis C2A Dental bv, in particular for direct damages or consequential damages, are excluded.
Returns
Delivered goods may only be sent back with C2A Dental bv's prior consent. If goods are returned nevertheless, C2A Dental bv shall be reimbursed any and all costs incurred by them as a consequence thereof.
The Customer may not deduce any claims or other legal consequences from acceptance of returned goods.
In the event that it is agreed that goods will be taken back, C2A Dental bv reserves the right to charge a handling fee for the costs incurred in connection with the returned shipment and, when crediting the value of the goods, to deduct an amount that corresponds to the age and condition of the goods. C2A Dental bv shall determine the amount of such reduction.
Payment
Invoices for deliveries of goods shall be paid in accordance with the relevant agreements made. If no written agreement on the payment period exists between the parties, all payments of invoice amounts shall be due immediately upon receipt of the invoice and shall be made without deductions.
At the request of C2A Dental bv, the mode of payment may be changed to collection on delivery.
In the event of delay of payment, default interest of 8% above the base rate shall be agreed.
Off-setting on the part of the Customer shall be excluded unless claims are set off against claims that have been recognized by C2A Dental bv in writing or ascertained in a non-appealable manner.
If the Customer fails to respect the dates committed to in an installment payment plan, C2A Dental bv shall be entitled to call for immediate payment of all outstanding claims under the business relationship. In addition, C2A Dental bv shall be entitled to demand advance payment or security, to release security provided, to rescind the contract, and to claim damages for non-performance.
Assignment to third parties of accounts receivable by the Customer of C2A Dental bv, as well as transfer of rights and duties under the purchase contract concluded, shall not be permitted without prior written approval by C2A Dental bv.
Refunds or Credit Notes for Purchases, Deposits, Down Payments
General Principle
Unless otherwise required by mandatory legal provisions (in particular in the case of online sales and compliance with the withdrawal period), no refund in cash, by bank transfer, or by bank card will be made after a purchase or a deposit, down payment, on an estimate, a quote, payment installment, or credit note.
If a return of goods is accepted by our establishment (product undamaged, in its original packaging, and presented with the receipt or invoice within [15] days following the purchase), a credit note will be issued to the Customer.
Nature of the credit note: This credit note takes the form of a credit invoice issued either in the Customer's name or to the bearer.
Validity: The credit note is valid for a period of [6] months from its date of issue. After this period, it will be permanently forfeited.
Use: It may be used in one or more transactions on all our products and may under no circumstances be transferred or exchanged for cash.
Retention of Title
The delivered goods shall remain the property of C2A Dental bv until the Customer has completely fulfilled his obligations, in particular payment of the purchase price plus ancillary costs, interest, charges, expenses, etc.
The complete transfer of property of the goods is completed only when a paid invoice has been issued to the Customer by C2A Dental bv.
Medical Products
The Customer confirms that he knows the relevant national, European and international regulations related to the use of medical products, such as the Statute on Medical Products or the Guidelines on a Medical Device Vigilance System, and undertakes to comply with the same.
Furthermore, the Customer confirms that, according to applicable national, European and international regulations, he is qualified and authorized to purchase, store and use medical products.
Intellectual Property
Offers and projects, as well as the related drawings, dimensions, diagrams and descriptions, are the intellectual property of C2A Dental bv and shall not be reproduced or made available to third parties without consent.
Force Majeure
In the event that force majeure affects C2A Dental bv or any of its partners, C2A Dental bv shall be entitled to suspend deliveries for the duration of the obstruction and a reasonable start-up period, or to rescind the contract in whole or in part according to the consequences of the events of force majeure.
Events of force majeure shall include, but not be limited to: all impacts of the elements, such as earthquake, lightning, storm and floods; war; laws; acts of authorities; seizure; transport interruption; export bans; import bans and prohibition of transit; international payment restrictions; failure of supply of raw materials or energy; business interruptions, such as explosion, fire, strikes or sabotage; health pandemics; and any other events that could only be prevented with unreasonable costs and commercially unreasonable means.
Consent Regarding Data Protection Law
The Customer expressly agrees that personal data which has been and/or will be made available by the Customer may be collected, processed and used by C2A Dental bv for marketing purposes or other purposes by means of a customer database.
This consent may be revoked by the Customer at any time with effect for the future.
Final Provisions
Curacao law shall apply, with the exception of the conflict of laws rules and the UN Convention on Contracts for the International Sale of Goods.
The venue for all disputes arising directly or indirectly from the contract shall be the court in Curacao, subject to its jurisdiction over the subject matter.
The place of performance for deliveries and payment shall be the place of the registered office of C2A Dental bv.
If individual provisions of the contract or of these Terms and Conditions should be or become ineffective in whole or in part, the validity of the remaining provisions shall not be affected. The provision that is ineffective in whole or in part shall be replaced by a provision whose economic result comes as close as possible to that of the ineffective provision.
Any and all amendments to and modifications of contracts concluded between C2A Dental bv and the Customer shall be made in writing. This shall also apply to a waiver of this requirement of written form