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Thieme Compliance GmbH (hereinafter referred to as ‘Thieme Compliance’) General Terms and Conditions of Delivery, Use and Payment

I. Scope

  1. All orders placed with Thieme Compliance, including future orders, are subject to these General Terms and Conditions exclusively, even if the customer’s order contains different terms and conditions. Such terms and conditions are hereby expressly opposed and do not apply.
     
  2. Amendments or additions to the contract or to these General Terms and Conditions must be made in writing.

II. Conclusion of Contract

  1. Thieme Compliance’s offers are without engagement.

  2. Customer’s orders are binding and may be accepted by Thieme Compliance at its option by issuing an acknowledgement or by delivering the goods and/or software, supplying the licence key or by activating the licence within two weeks. Thieme Compliance may not be held liable for any mistakes or other errors made by the customer in connection with the order.

  3. The offerings are directed exclusively to physicians and dentists located in Germany or other European countries and other persons using the offerings in the course of practising their independent health care profession (target group), including joint practices, health centres and hospitals. By registering on this site and consenting to these usage and ordering terms and conditions, you confirm that you are part of this target group. We are entitled to demand appropriate proof for this.

III. Delivery and Passing of Risk

  1. Quoted delivery periods are not binding. A binding delivery date must be expressly designated as such in writing and confirmed in writing by Thieme Compliance. Thieme Compliance is entitled to make partial deliveries.

  2. Thieme Compliance may not be held responsible for delays in delivery and performance due to force majeure or to events that make it significantly more difficult or impossible for Thieme Compliance to deliver, including but not limited to disruptions of operation, strike, lockout, insufficient means of transport, official orders, etc. In the event of such delays, any binding delivery periods agreed will be extended by an appropriate length of time.

  3. Risk is passed to the customer at dispatch of the goods. This does apply even if carriage at no charge to customer has been agreed.

IV. Patient Education Materials and Duty to Supply Information, Copyright

  1. Thieme Compliance markets patient education materials in printed form (information sheets), in audiovisual media form (videos, DVDs, etc.) and in the form of computer-assisted solutions (software). They are designed to assist with the individual patient-doctor discussion to be conducted in each case by the person whose duty it is to provide information, and cannot take the place of such a discussion. The person whose duty it is to provide information thus remains responsible for providing complete and accurate patient information even when using patient education materials.

    When purchasing patient education materials from Thieme Compliance, the subject of the contract is not that their use in itself fully satisfies the requirements for provision of information. The content and scope of the medical practitioner’s duty to provide information are constantly changing, in particular because

    • The legal requirements relating to the duty to provide information are continually changing;

    • New scientific knowledge can make extended information necessary (for instance, about new or newly recognised treatment risks and new treatment methods).

    The customer acknowledges that the person whose duty it is to provide information is him-/herself responsible for satisfying his/her continuous professional development duties in every respect and specifically as regards the medical practitioner’s duty to provide information and for providing comprehensive information to their patients. For these reasons, patient education materials produced at certain intervals may not always meet the requirements.

    The frequency rates “rare”, “very rare” and similar terms used in the patient education materials for the risks/complications stated therein are only a general estimate of the authors regarding a procedure performed lege artis by an experienced medical practitioner. They are not the same as the statistic information on side-effects stated in the package inserts of medications. When quoting frequency rates in the patient-doctor discussion, the doctor has to take into account the patient’s individual circumstances.

  2. All Thieme Compliance patient education materials are designed to meet the requirements applicable in the Federal Republic of Germany, in particular from a medical and legal point of view. Patient education materials complying with requirements of other countries are identified as such. It cannot be ruled out that they need to comply with different requirements if the forms are to be used in another country. If the patient education materials are to be used abroad, you are personally responsible for finding out what the requirements are and taking into account that they may be different.

  3. The patient education materials and any accompanying manuals and documentation supplied by Thieme Compliance are protected by copyright. Any kind of copying or editing (including in excerpts) by mechanical, digital or other means is prohibited. This prohibition on copying also applies to information forms printed out from the computer-assisted patient education materials.

V. Rights of Use of Audiovisual and Computer-assisted Patient Education Materials

  1. Upon concluding the contract, the customer will receive a single, non-exclusive, non-transferable right to use the contractual patient education materials in his/her practice or clinic for the period of the licence agreement. The period of use will commence at conclusion of the contract as per Clause II.2.

    Unless set down otherwise in an individual agreement, and in particular unless a limited licence period is stipulated, the contractual right of use is granted for an unlimited time subject to payment of the stipulated licence fees as per the contract and, in the case of form-based charging, subject to transfer of the accounting data according to Clause VI.2.c. Any unlimited contractual relationship may be terminated at the end of a calendar year with three months’ notice in respect of audiovisual media and computer-assisted patient education materials.

    The data carriers supplied remain the property of Thieme Compliance and must be returned automatically at termination of the contract at the customer’s expense. In addition, the customer must promptly delete or deinstall the software and destroy any copies that may have been made.

    The right of termination for cause remains unaffected. Termination must be made in writing.

  2. Regarding computer-assisted patient education materials, the customer may install, load and run the software on a single available computer/workstation after the licence has been activated. If changing to a different computer/workstation, the software must be deleted from the old computer/workstation before reinstalling it on the new one. The customer may copy the software supplied if necessary for use of the software in accordance with the contract. This includes but is not limited to installing the software from the original data carrier in the storage memory of the computer used, loading the software into the working memory and making a back-up copy. The customer is not authorised to decompile the program code supplied or otherwise to reverse engineer the software production process including program modifications unless such steps are taken by agreement with Thieme Compliance to remove errors. The customer’s mandatory minimum rights according to Sections 69 d et seq. of the German Copyright Act remain unaffected.

    Copyright notices, serial numbers, protection or other registration notices, labels and/or ownership information in the software, on the data carriers or in the documentation may not be removed or altered. They must be transferred onto all copies made.

  3. In the case of audiovisual patient education materials, the customer’s right of use includes the right to play the contractual films on appropriate equipment at the customer's practice/clinic any number of times during the period of the contractual relationship.

    Copying is prohibited. Clause V.2 para. 2 concerning copyright notices, etc., applies analogously.


VI. Prices, Charging and Terms of Payment

  1. Thieme Compliance will charge the prices in force at the date of invoicing according to the relevant product price list. In the case of computer-assisted patient education materials, this applies both to any agreed annual licence fee and also to any stipulated form-based licence fee and to the charges for activation, installation, interface integration and updates. Unless agreed otherwise, the prices do not include packaging and shipping ex point of dispatch and do not include applicable VAT.

  2. Charging

    • Printed patient education materials shall be charged at delivery.

    • Audiovisual patient education materials are prorated to the calendar year at delivery and charged on an annual basis thereafter. The annual licence fee is payable at the beginning of the respective calendar year.

    • If an annual licence fee has been agreed, computer-assisted patient education materials are likewise prorated to the calendar year at delivery and thereafter charged on an annual basis at the beginning of each calendar year.

    • If form-based charging has been stipulated for computer-assisted patient education materials, the charge is made regularly when updating the forms but at least quarterly. The customer will specify to Thieme Compliance the number of printouts by the respective charging dates and finally at termination of the contract. If the customer fails to fulfil this obligation, the right of use in accordance with Clause V.2 will lapse.

  3. All invoices are payable net immediately on receipt unless agreed otherwise. Payments are applied first to interest and expenses accruing and then to the oldest debt in each case. If payment by SEPA direct debit is agreed, the term of notice for the pre-notification is one calendar day.

  4. Set-off or retention of payments for counter-claims that are disputed and not established as final and binding is prohibited.

VII. Complaints, Warranty Claims and Liability

  1. In commercial transactions, any obvious defects in the item supplied have to be advised promptly but within one week after receipt of the goods at the latest. Hidden defects must be advised within two weeks. Defects advised at a later time will not be considered.

  2. Justified complaints about faults will be resolved by Thieme Compliance by subsequent performance, i.e., by remedying the defect or delivering a faultless item at its option. If subsequent performance is impossible or unacceptable to Thieme Compliance or if it is unsuccessful, the customer may demand a reduction of purchase price or withdraw from the contract.
    Warranty claims fall under the statute of limitations one year after delivery of the contractual item.

  3. Other warranty claims and customer’s claims for compensation for special breach of contract, tort, culpa in contrahendo or non-performance are excluded. This does not apply in cases of intent or gross negligence, injury to life, limb or health, if the damage is due to culpable breach of essential contractual duties or in case of breach of quality and durability warranties. Essential contractual duties are the respective contractual main performance obligations and other contractual (collateral) duties which, in the event of a culpable breach of duty, could jeopardise achievement of the contractual purpose. The amount of any liability will always be limited to compensation for a typically foreseeable loss.

VIII. Final Provisions

  1. Place of performance for all liabilities arising from business relations with the customer is Erlangen.

  2. Place of jurisdiction for all legal disputes arising from business relations with the customer is Erlangen if the customer is a merchant, a legal entity in public law or a public-law special fund.

  3. The entire legal relationship with the customer is governed by the law of the Federal Republic of Germany. The UN convention on contracts for the international sale of goods does not apply.

  4. If any provision of the contract or of these General Terms and Conditions of Delivery and Payment is ineffective, the effectiveness of the contract or of these Terms and Conditions in other respects will remain unaffected.

 

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This information was last updated on: September 2014

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