General Terms & Conditions


1. Definitions

These General Terms and Conditions govern the business relationship between Clinical Document Service UG (haftungsbeschränkt), Mittelstrasse 2, 28816 Stuhr, hereinafter referred to as „contractor“, and their customers, whether legal or natural persons, hereinafter referred to as „client“. „Contract“ means the contract between the contractor and the client, constituted by these General Terms and Conditions. The term „written“ below includes electronic communication via email.


2. General

The General Terms and Conditions listed here apply to all services and deliveries of the contractor; deviating conditions of the client are ineffective, unless they are explicitly recognized in writing by the contractor in individual cases. Changes to these General Terms and Conditions as well as verbal agreements are only valid if they are expressly acknowledged in writing by the contractor. The content and scope of all delivery and service obligations of the contractor are determined exclusively by his written offer, these General Terms and Conditions and, if granted for the purpose of the conclusion of the contract, the written order confirmation of the contractor.


3. Offers and Placing an Order

In the case of offers made for the client, the contractor shall be bound for one week; offers are only binding in written form and can only be accepted in written form. If the client wishes to deviate from the contract after conclusion of the contract, this shall be deemed an offer to cancel the existing contract in conjunction with an offer to conclude a new contract. The contractor is entitled to reject any of these offers.


4. Involvement of the client

The client is responsible for making available to the contractor all materials relevant to the order processing for strictly confidential treatment. The client warrants to be entitled to use and transfer these materials. The contractor does not check whether the ordered work, in word, picture, design or in any other way, violates property rights of third parties or statutory provisions. The client is solely responsible for compliance with the statutory provisions, including those of the drug, medical device and drug advertising rights. In the case of delivery of raw materials in non-electronic form, the client will not deliver any originals that are not or only with great effort replaceable except in cases where this is absolutely necessary. Of all the originals, the client will make replaceable copies before delivery and store them safely.


5. Delivery and acceptance

The delivery takes place, unless otherwise agreed, basically unformatted in continuous text (Microsoft Word format) by email attachment to the email address given when placing the order. The client shall ensure that his employees involved in order processing can be reached by telephone during normal business hours and that their e-mail inboxes are fully receptive during the entire processing period of the order; In particular, the client will ensure the readiness to receive emails with file attachments in the file size required for the delivery. All deliveries and services are to be checked by the client immediately upon receipt for accuracy and completeness and to be accepted if they have no identifiable essential defects. Complaints regarding obvious defects must be notified in writing to the contractor within a preclusive period of seven days after delivery, otherwise the delivery or service shall be deemed to have been accepted.


6. Prices, invoicing

All prices are net plus VAT. Depending on the type of order, costs for delivery in non-electronic form (packaging, shipping, transport insurance, etc.) will be charged separately. Customs duties, duties, etc. must be borne by the client. All invoices are provided in electronic format in PDF format, sent as an email attachment, immediately due for payment and to be paid within 14 days of delivery, with the contractor / credit note being received to safeguard the payment period arrives on his account.


7. Deadlines

The delivery period is agreed upon individually and specified by the contractor in its offer or, if granted for the purpose of the conclusion of the contract, its order confirmation. If the contractor is unable to meet delivery deadlines for reasons for which he is not responsible, he will inform the client without delay and at the same time notify the new, reasonable delivery deadline. If the service is not available within the new delivery period, the contractor is entitled to withdraw from the contract; any consideration already provided by the client will be reimbursed immediately. The occurrence of a delay in delivery is determined by the statutory provisions, but in any case requires a reminder from the client in which a reasonable grace period is set. Delays in delivery as a result of force majeure, official measures, strikes, riots, fires, traffic, energy, transmission or similar disruptions interrupt the course of any delivery times and deadlines. The interruption ends with the removal or the end of the relevant fault. The contractor will inform the client immediately about the beginning, reason, expected duration and end of the interruption. In the event of late payment, the contractor may discontinue any further activity until payment has been received.


8. Subsequent performance

The contractor reserves the right to supplementary performance. Claims for the elimination of defects must be asserted by the client with a precise statement of the defect. Defects based on incomplete or non-timely transmission of materials required for order processing are not the responsibility of the contractor. The warranty claims of the client are limited to supplementary performance. In the event that this should fail twice, the client is entitled to a reduction. Style issues are not covered by defects to be repaired.


9. Liability

The liability of the contractor is limited to cases of gross negligence and willful intent of the legal representatives of the contractor and / or its vicarious agents. Liability for lost profits and indirect consequential damages is excluded. The liability sum is limited to the net order value.


10. Severability clause

The effectiveness of these General Terms and Conditions is not affected by the invalidity or nullity of individual conditions. A provision that has become ineffective must be replaced by a valid one that comes as close as possible to the economic purpose or the intended goal.


11. Applicable law and jurisdiction

The contract existing between the client and the contractor is subject to mandatory international private law provisions of the law of the Federal Republic of Germany. Jurisdiction is Syke.