§1 Scope of Application

These General Terms and Conditions of Business, Service, and Data Protection (AGSB) apply to all deliveries, services, offers, repairs, maintenance and other services provided by Labsun GmbH to entrepreneurs within the meaning of § 14 BGB.

Conflicting or deviating terms and conditions of the customer do not apply, unless Labsun expressly agrees to them in writing.

§2 Offers and Conclusion of Contract

Our offers are non-binding, unless expressly designated as binding.

A contract is only concluded upon written order confirmation. Amendments or ancillary agreements require written form.

§3 Prices and Payment Terms

All prices are EXW Karlsruhe (Incoterms® 2020), plus VAT, packaging, transport, and insurance.

1. Standard Business

   Invoices are – unless otherwise agreed – payable within 30 days from the invoice date without deduction.

   By agreement, the payment period can be extended to 45 days net.

   For payment within 7 calendar days, we grant a 2% discount.

2. Advance Payment / Down Payment

   For project orders, OEM/ODM products, system solutions, or custom-made products, Labsun may require a down payment or advance payment.

   Processing begins only after receipt of payment; amount and due date are specified in the order confirmation.

3. Payments Due Immediately

   For online orders, initial orders, spare parts, consumables, as well as maintenance or repair orders, payment is due immediately upon order confirmation or before delivery.

4. International Business

   For exports, payment is generally made in advance or by irrevocable letter of credit (L/C).

   All bank and transfer costs are borne by the customer.

In case of default of payment, statutory default interest rates apply. Labsun may withhold deliveries or further orders until full payment is received.

§4 Delivery, Transfer of Risk, and Transport Conditions

1. Delivery and Transport Types

   Delivery is EXW Karlsruhe (Incoterms® 2020), unless otherwise agreed in writing (e.g., FCA, DAP, DDP).

   Shipment can be by road, rail, air, sea, or multimodal. Labsun selects the transport route based on safety, cost-effectiveness, and product requirements.

2. Responsibility for Transport

   • Transport by Labsun: Labsun bears the transport risk up to the agreed delivery address.
   • Transport by Customer or Forwarding Agent: The risk passes to the customer upon provision of the goods for collection (§ 447 BGB).

   The customer must comply with Labsun's transport and labeling requirements (e.g., "Do not stack", "Do not tilt", "Refrigerated goods", "Use ice packs", "Do not freeze", "Protect from moisture"). The customer bears damages resulting from non-compliance.

3. Packaging and Transport Protection

   Labsun packages according to DIN, ISO, IATA, and IMDG standards. Sensitive devices, glassware, and electronic components are delivered shock-, vibration-, and moisture-protected.

4. Cold Chain / Temperature Control

   Temperature- or humidity-sensitive products (e.g., reagents, solutions, antibodies, buffers, plastics) are shipped in insulated boxes with ice packs or dry ice.

   For customer transport, the customer is responsible for the unbroken cold chain and temperature monitoring. Labsun is not liable for quality losses due to an interrupted cold chain or delayed storage.

5. Goods Receipt Inspection and Reporting Obligation

   The customer must inspect the goods immediately upon receipt.

   Damages or shortages must be reported in writing with photos and delivery note within 3 working days; hidden damages within 10 days.

   Late/informal reports cannot be considered.

6. Self-Collection / Third-Party Forwarding Agent

   For self-collection, the customer is liable for load securing, stacking, fixation, weather, and shock protection. Labsun is not liable for damages after the transfer of risk.

7. Support

   In case of timely, documented notification, Labsun supports claims settlement with the carrier/insurance.

§5 Retention of Title

Goods remain the property of Labsun GmbH until full payment. Claims from resale are deemed assigned to Labsun.

§6 Warranty and Maintenance

Period: 24 months from transfer of risk.

Prerequisite: proper operation, cleaning, storage, maintenance every 6 months, trained personnel, written notification of malfunctions, authorized repairs.

Excluded: wear parts, incorrect operation, delayed cleaning, chemical/mechanical impact, overvoltage, incorrect storage, interrupted cold chain.

If rectification/replacement fails → reduction or withdrawal possible.

Wear parts are excluded from warranty even if their failure occurs within the warranty period.

§7 Liability

Labsun is liable for intent/gross negligence; for slight negligence only for damages typical of the contract.

Liability for personal injury, product liability law, and guarantees remains unaffected.

§8 Returns / RMA

Only with written authorization. Processing fee min. 30 %. Custom-made products excluded.

Decontamination certificate required for contaminated devices.

§9 Intellectual Property Rights and Confidentiality

All rights to drawings, software, concepts, documentation remain with Labsun.

Copying, reverse engineering, modification, or disclosure prohibited.

Both parties maintain confidentiality.

§10 Traceability

Customer ensures traceability (batch/customer) for at least 10 years and provides safety-relevant information upon request.

§11 Export Control

Customer observes EU/DE export and sanctions law. Products may not be used for military purposes or exported to sanctioned countries .

Labsun may request an End-Use Certificate (EUC). In case of violation, the customer is liable for damages/fines.

§12 Force Majeure

Natural disasters, pandemics, war, governmental measures, or supply chain disruptions temporarily exempt both parties from performance obligations.

If disruption lasts >90 days → withdrawal from the affected part is permissible.

§13 Set-off and Retention

Only permissible with undisputed or legally established claims. Retention only within the same contractual relationship.

§14 Place of Performance and Jurisdiction

Place of performance: Karlsruhe.

Place of jurisdiction: Registered office of Labsun GmbH.

German law applies, CISG excluded.

§15 Online Orders

Online orders are considered a binding offer; contract by written confirmation or shipment.

No right of withdrawal for B2B customers.

Email/portal communication is legally binding. Prices net plus VAT and shipping; payment methods according to §3.

§16 Services

Labsun offers services for installation, maintenance, calibration, repair, training, testing, equipment relocation, buy-back, and recycling.

Services by qualified personnel; customer provides access, energy, security.

Travel and waiting times are considered working hours; materials charged separately.

Liability only for intent/gross negligence.

§17 Data Protection

Labsun processes personal data according to GDPR/BDSG, applies TOMs.

Customer data remains the property of the customer.

Data disclosure only with consent or legal obligation.

In case of data breaches → immediate information according to Art.33 GDPR.

Details can be found in the privacy policy on www.lab-sun.de.

§18 Software and Digital Systems

Software/firmware is provided as a usage license, not transferred as ownership.

Customer receives a non-exclusive, non-transferable right of use.

Modification, copying, reverse engineering, integration without consent prohibited.

No liability for data loss/system failure due to external systems.

Remote support/updates only by separate agreement.

Labsun GmbH · Am Sandfeld 13a, 76149 Karlsruhe, Germany
Tel: +49 (0)721 47080525 · info@lab-sun.de · www.lab-sun.de
Managing Director: Ms. Shurong Sun · HRB 701196 Mannheim · VAT ID: DE251439416 · WEEE Reg. No.: DE17532276

These conditions apply exclusively to entrepreneurs (B2B).