1. Scope

These terms apply to accepted orders for products from Möller Medical GmbH (Supplier) relating to accompanying service provisions. This includes services for repairs, maintenance, inspections, and testing, as well as improvements and modifications, as well as other accompanying service provisions. These are referred to as services below, unless expressly agreed otherwise. The services are intended to restore or maintain operational readiness, although it is not possible to exclude any interruption of operational readiness entirely. Additionally, the General Sales and Delivery Conditions of the contracting party Möller Medical GmbH (Supplier) apply. The terms and conditions of the customer/contracting party (Customer) apply only if Supplier has expressly agreed to them in written form.

2. Services and Place of Performance

Supplier undertakes, as Supplier, the proper execution of the commissioned service. Unless a different scope of service has been agreed upon for the specific order, this includes all necessary measures to restore and maintain the functionality and operational readiness of the product. Maintenance cannot be carried out if the product is not structurally designed for maintenance, or if maintenance of a product has been officially discontinued by Supplier. The place of performance is a service center of Supplier or (where available) on-site at the Customer's premises by the field service. Supplier always provides a written proof of performance and materials for the work carried out. Supplier transmits documents for services in paper or electronic form. Replaced or exchanged parts are retained by Supplier. The Customer has no right to the return of the parts.

3. Remuneration and Payment

The amount of remuneration for the service is determined by the then current service price lists applicable at the time of service. Costs for required parts (individually or at a flat rate for minor parts) as well as shipping and packaging costs are charged additionally. Invoicing takes place after the provision of the service. Service invoices for materials and services are due for payment within 30 days of invoicing without deduction.

4. Cost Estimate

Unless otherwise requested by the Customer or agreed upon with the Customer, Supplier prepares a cost estimate. If the Customer refrains from carrying out or continuing the measure or requests scrapping, Supplier is entitled to invoice the expenses incurred up to that point and any further expenses that may arise.

It may be necessary to dismantle defective products to prepare a cost estimate. If the Customer does not authorize a repair after the cost estimate, Supplier is not obligated to reassemble all parts of the product. The product is returned in the unrepaired condition.

Unless otherwise agreed, the Customer bears the costs of returning unrepaired products.

5. Repair Times and Service Appointments

Once the order is technically and commercially ready, repair measures are being started within a reasonable time. If a date is firmly agreed upon, this date is considered the start of performance. For repairs at the service center, an average processing time of about one week can be expected for regular products. If the fulfillment of our obligation is delayed or made more difficult by circumstances such as force majeure, strike, lockout, operational disruptions, material and energy shortages, the duration of performance may be extended. If this extension is unduly burdensome for the Customer, the Customer may request a loaned equivalent product (repair bridging) to bridge the time gap.

6. Customer's Obligations to Cooperate

The Customer provides the product for the performance of the service either by shipping or by enabling direct access on-site at the agreed upon time. The Customer informs Supplier's service personnel of any problems and specifics regarding the affected product without being prompted. Any special safety or factory regulations at the Customer's premises must be communicated to Supplier's service personnel before the start of service execution and adequately explained. If there are significant (waiting) times before or during on-site service provision for reasons not attributable to Supplier, Supplier reserves the right to charge additional working time. For each service case or service order, especially if the product needs to be sent in, the Customer receives a unique number from Supplier as a process reference and return authorization. This process number must be provided in all correspondence and shipments.

7. Acceptance

Upon return of the product, the Customer is obliged to immediately accept the service as being properly executed, if acceptance is agreed upon or legally required. The service is deemed accepted if the Customer does not refuse acceptance within 30 days.

8. Warranty for Services

The warranty (Gewährleistung) and, if applicable, guarantee conditions granted for the product in the context of the sale remain unchanged. The following warranty conditions apply to the services provided by Supplier.

The limitation period for warranty claims (Gewährleistung) for the work performed as part of the services is 12 months from the date of the service. For the replacement parts used during service, the warranty and guarantee provisions applicable to these replacement parts apply. Supplier provides a remedy by way of free rectification of the defective work at a location determined by Supplier. If rectification of the work fails definitively, the Customer has the right to demand reimbursement of the service fee. Problems arising with a repaired or tested product that are not caused by improper handling by Supplier, in particular problems due to regular wear and tear, improper handling, or other third-party influences, are not covered by the warranty.

If the Customer asserts claims due to defective work, the Customer must report any defects immediately upon discovery.

The warranty period does not begin to start again after repair service unless in cases of intent or gross negligence on part of the Supplier. If an inspection of a defect reveals that the defect is not covered by warranty , Supplier is entitled to charge for the inspection if the Customer is at fault.

9. Repair Bridging

As an additional service, Supplier may provide the Customer with a replacement device during maintenance work. The purpose of a bridging device is to maintain device availability in the event and for the duration of necessary maintenance measures. The provision of a bridging device is subject to the following conditions unless otherwise agreed. There is no entitlement to the provision of a bridging device.

Usage instructions or operating instructions as well as accessories such as power cables, etc., are not included with bridging devices, as their use is intended exclusively as a 1:1 replacement for the Customer's equipment. Bridging devices are to be operated with the existing accessories and based on the existing instructions and documents. The device settings, software parameters, or programs of the bridging devices do not necessarily correspond to the settings typically used by the Customer. Therefore, the Customer must check the function and settings of the bridging devices before use. It is not permitted to pass on the bridging devices to third parties. The availability of bridging devices may be restricted regionally or temporarily. Damages or defects as well as wear and tear that occur during normal use of the bridging devices are covered by any applicable usage fees according to service price lists, as well as the necessary inspection before shipment or handover and after return by the Customer. In case of late return of bridging devices, Supplier is entitled to invoice an additional usage fee for each commenced week of delayed return. In certain cases, the usage fee may be waived or reduced if such an agreement has been made before shipment (for example, in warranty cases). The Customer has no right of retention to parts or the entire bridging device after the provision of the service, regardless of the legal basis. In the event of loss or damage resulting from improper use or negligent handling, the Customer will be charged the cost of repair or, if necessary, replacement.

10. Repair Exchange

For a selected range of products, Supplier may also offer the maintenance procedure "repair exchange" to the Customer. In this procedure, instead of repairing a defective product sent in by the Customer and returning it directly, a previously repaired or factory-refurbished exchange product is supplied. With the submission of the product to be exchanged, the Customer transfers ownership of the defective or exchangeable product to Supplier, and acquires ownership of the exchange product supplied by Supplier when paying the repair exchange fee, which represents the value of this service. Without the submission of a product eligible for repair, the repair exchange procedure cannot be applied, and the difference in value between the repair exchange fee and the supplied exchange product will be additionally charged. The warranty and, if applicable, guarantee conditions of the original (and replaced) product apply to such exchnage products for the remaining term of the original product warranty or, if applicable, guarantee period. We reserve the right to refurbish and resell exchanged spare parts and assemblies. Internal processes ensure that these articles are fully functional.

11. Liability

Claims for damages to compensate for direct and indirect damages, including consequential and incidental damages, are excluded - regardless of the legal basis. This exclusion does not apply if:

  1. the damage is due to intent or gross negligence of Supplier, its legal representatives, or vicarious agents,
  2. a culpable breach of duty by Supplier, its legal representatives, or vicarious agents has led to personal injury or harm to health,
  3. Supplier has fraudulently concealed a legal or material defect or has assumed a guarantee,
  4. Supplier is liable for other reasons, e.g., under the Product Liability Act, or
  5. the damage is caused by at least negligent violation on the part of the Supplier, its legal representatives, or vicarious agents of an essential contractual obligations, the fulfillment of which enables the proper execution of the contract and on whose compliance the contractual partner regularly relies and may rely (so-called "cardinal obligations").. In the case of simple negligence in such breach of cardinal obligations, liability is limited to the typically foreseeable damage.

12. Data and Data Protection

Supplier undertakes to comply with the statutory provisions of data protection and to ensure that the employees deployed for service comply with data secrecy in accordance with the GDPR. The Customer undertakes to remove personal data or patient data, if stored in products to be maintained by Supplier, before sending such products to the service and, if necessary, to create a backup copy of the data required by the Customer. The service activities of Supplier do not result in any data processing on behalf of the Customer regarding personal data. Supplier has irrevocable, temporally, content-wise, and locally unrestricted rights to all operating data of the products and systems maintained by us as well as to the results of the exploitation of this operating data. Such operating data includes all non-personal data, data collections, and technical records contained in our products (e.g., device characteristics, error and event lists, setting and performance parameters, technical measurement data). Supplier is entitled to read out and evaluate operating data of the product within the scope of its service provision, for example, for error analysis, improvement, and further development of products and services as well as for creating product recommendations, algorithms, or for comparing and linking them with other data. These rights are transferable and sublicensable. Legal restrictions on the use of operating data, especially data protection regulations, remain unaffected. If we create databases for the evaluation of operating data, Supplier is considered the manufacturer within the meaning of § 87a (2) Copyright Act (UrhG).

Maintenance work may delete or change all data of a product. Before re-using a serviced product the Customer must ensure that all data required for the proper operation of that product are available (again).

13. Applicable Law, Jurisdiction

The law of the Federal Republic of Germany applies, and the application of the UN Sales Convention (Convention on Contracts for the International Sale of Goods) is excluded. The place of jurisdiction for all disputes arising from transactions to which these General Terms and Conditions for Maintenance and Service Services of Supplier apply is the registered office of Möller Medical GmbH (Fulda).