Hillrom: Terms and conditions
Welcome to Hillrom EMEA Service Online Shop . HR Europe B.V. ("Hillrom"), a wholly owned operating company of Hill-Rom Holdings, Inc. (HYSE: HRC), owns and operates the Hillrom EMEA Service Online Shop. As used herein, the terms "you" and "your" refer to the user of the Websites, and the terms "we," "us" and "our" refer to Hillrom.
1. Acceptance of Terms of Use : These Purchase Terms and Conditions are applicable to all purchases made through the Hillrom EMEA Service Online Shop. By making a purchase through the Hillrom EMEA Service Online Shop, You acknowledge that you have read, understood and agreed these Purchase Terms and Conditions. If You do not agree to accept and comply with these Purchase Terms and Conditions, You may not make a purchase through our Hillrom EMEA Service Online Shop.
2. Modification of Terms : Hillrom may amend these Purchase Terms and Conditions from time to time (“Modification”), so you should periodically check these Purchase Terms and Conditions. Such amended Purchase Terms and Conditions shall be effective upon posting. By continuing to access or use the Hillrom EMEA Service Online Shop after such posting, you will be deemed to have accepted such amendments. You are advised to regularly review any applicable terms and conditions. Additionally, other Hillrom websites may have their own terms of use which apply to such websites.
Hillrom reserves the right to discontinue or make changes or updates with respect to the Hillrom Online Shop or the Content of the Hillrom EMEA Service Online Shop at any time without notice. Hillrom reserves the right to restrict, refuse, or terminate access of any person to the Hillrom EMEA Service Online Shop or any part thereof effective immediately without notice at any time and for any reason whatsoever at its sole discretion
Your access and use of the Websites following any such Modification constitutes Your agreement to accept and comply with these Terms of Use as modified.
3. Representation and warranties : You represent and warrant that You are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Purchase Terms and Conditions. If you are making a purchase on behalf of a company or legal entity, You represent and warrant that You are authorized to do so, and You are aware that You will remain liable for the performance of the purchase order placed by You (“Purchase Order”).
4. Ordering Ordering: All Purchase Orders may be placed via our Hillrom EMEA Service Online Shop or by mail, or facsimile at the following:
Hillrom Ireland
Hillrom Ltd.
c/o Welch Allyn
Dublin Road, Navan,
Co. Meath,
Ireland
You are aware that these Purchase Terms and Conditions are applicable to all Purchase Orders placed by You, whether online, by mail or by facsimile.
Customer may only cancel a purchase order if Customer provides written notice to Hillrom at least three (3) days prior to the scheduled shipment date. In all cases, if Customer cancels an order, Customer agrees to pay Hillrom a cancellation fee of 15% of the net price for the cancelled products. No purchase orders may be cancelled after three (3) days prior to the scheduled shipment date. Notwithstanding the above, cancellations will not be accepted on architectural products, workflow solutions and other communications products, and any customized products or special orders, except if mutually agreed on terms acceptable by both parties on a case by case basis.
5. Prices Prices on Hillrom’s proposal are subject to change, unless the proposal states that pricing is firm through the expiration date, as noted on the proposal. If delivery is requested after the expiration date, the price in effect at the time of the requested delivery will apply. Customer shall be billed for all applicable sales and other taxes until such time as Customer provides a valid tax-exempt certificate (resale certificate) to Hillrom with respect to such taxes. Applicable taxes will be calculated and billed at time of issuing the invoice. Customer will at all times be liable vis-à-vis Hillrom for the validity of the tax-exempt certificate and for any and all taxes applicable to the sales. Customer is aware that Hillrom is at all times entitled to increase the amount payable by Customer with an amount equal to the applicable taxes in case of doubt with respect to the validity of the tax-exempt certificate.
6. Payment Terms : Invoices are payable net thirty (30) days from date of invoice. Unless waived by Hillrom in writing, overdue invoices shall be subject to a late payment charge equal to the lesser of (i) one and one-half percent (1-1/2%) per month or (ii) the maximum rate allowed by law. Customer agrees to pay Hillrom for any and all costs and expenses (including without limitation reasonable attorneys’ fees) incurred by Hillrom to collect any amounts owed to it, enforce any of its rights or seek any of its remedies hereunder. In the event Customer has directed that the charges hereunder be billed to another person or organization, and payment is not made by such person or organization within ten (10) day after invoice date, Customer shall still remain liable for payment hereunder. Customer is advised that the Customer may be obligated to properly reflect and/or report any discount, rebate or reduction in price in its costs claimed or charges made to federal or state health care programs requiring such disclosure. The invoices provided by Hillrom to Customer may not reflect the net cost to the Customer. Customer shall make written request to Hillrom in the event Customer requires additional information in order to meet applicable reporting or disclosure obligations.
7. Installations : Unless otherwise agreed in writing, Customer shall perform any installation of products sold hereunder at Customer's expense. Hillrom agrees to furnish appropriate instructions and information to assist with the installation and/or first operation of the products.
8. Limited Warranty : For specific warranty information on HillRom products and parts, please see owner's manual or review manuals online at our website, www.hillrom.com. THE FOREGOING WARRANTY CONSTITUTES THE SOLE WARRANTY MADE BY HILLROM AND IS IN LIEU OF ALL OTHER REPRESENTATIONS OR WARRANTIES EXPRESS OR IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ALL OTHER REMEDIES. IN NO CASE SHALL HILLROM BE LIABLE TO CUSTOMER OR ANY THIRD PARTY FOR INDIRECT, SPECIAL, CONSEQUENTIAL OR INCIDENTAL DAMAGES OR DELAYS. NO EMPLOYEE OR REPRESENTATIVE OF HILLROM IS AUTHORIZED TO CHANGE THIS WARRANTY IN ANY WAY OR GRANT ANY OTHER WARRANTY.
9. Limitation of Liability : Hillrom shall not be liable for loss or damages due to delay in manufacture or shipment resulting from any cause beyond the Hillrom's control. Delays resulting from any such cause shall extend shipment date correspondingly. IN NO EVENT SHALL HILLROM BE LIABLE FOR SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS CONTRACT IS BETWEEN CUSTOMER AND HILLROM. Customer must make claims for shortages or errors within due time after receipt of the products. Hillrom reserves the right to use remanufactured or used components that meet new component specifications and are warranted as new.
10. Product Interface : Customer shall be responsible for ensuring to Customer's satisfaction that any equipment and accessories not supplied by Hillrom that are used with Hillrom products properly interface or operate with Hillrom products. Hillrom shall not be liable to Customer or any third person for personal injury or property damage arising from the use of third-party equipment and accessories with Hillrom products.
11. Security Interest : Hillrom shall retain a security interest in the products until Hillrom has received full payment including taxes. Customer agrees to sign and deliver to Hillrom any additional documents required by Hillrom to protect its security interest. If Customer defaults or Hillrom deems itself insecure of the products in danger of confiscation, the full amount unpaid shall immediately become due and payable at the option of the Hillrom and on proper notice to the Customer, the Hillrom may retake possession of the products wherever located without court order and can resell or retain according to the laws of the state where products are located. The products shall not be considered a fixture if attached to any realty. Customer shall assume all loss relating from damage to the products occurring after the products leave Hillrom's control and shall provide adequate insurance therefore at all times until the purchase price shall have been fully paid. Hillrom reserves the right to request proof of such insurance at any time prior to full payment along with a statement from such insurer limiting cancellation or changes to said policy within ten (10) days after written notice of sale to Hillrom.
12. Specifications : Specifications and drawings and any other information shall remain the property of Hillrom and are subject to recall at any time. Such information shall not be disclosed or used for manufacture of any products. In accordance with Hillrom's established policy of constant improvement, Hillrom reserves the right to amend its specifications at any time without notice.
13. Merger : These Purchase Terms and Conditions supersede any inconsistent agreements and understandings, oral or written, between the parties, including any terms and conditions in any documentation submitted by Customer to Hillrom, unless agreed to in writing by an authorized representative of Hillrom. Customer agrees and acknowledges that if Customer issues any further purchase orders, Hillrom will have no obligation to accept or otherwise honor any such purchase order.
14. Acceptance : This contract is subject to Hillrom's approval of Customer's credit. Written notice shall be given to Customer within 60-days of the date hereof if Customer's credit is deemed, in the sole discretion of the Hillrom, to be unsatisfactory. Any Purchase Order placed by Customer to Hillrom relating to the products identified herein shall be subject to and shall include these Purchase Terms and Conditions.
15. Delivery and Shipment and Delivery Change/Refusal Policy : Delivery and Shipment: Date of delivery shall be determined by mutual written agreement of the parties. No delivery date set forth in a Purchase Order shall be binding on Hillrom unless Hillrom explicitly agrees to such delivery date in a writing signed by an authorized representative of Hillrom. Shipment of all products shall be Net Freight on Board (FOB) Customer, with all costs of transportation and related insurance being the responsibility of Hillrom with the exception of costs of transportation and insurance for (i) service parts, (ii) shipments to points outside the contiguous U.S., or (iii) special delivery and/or air shipments requested by Customer. Unless otherwise explicitly agreed to by Hillrom in a writing signed by an authorized representative of Hillrom, Hillrom will prepay and add to the invoice for reimbursement by Customer any and all costs of transportation and insurance for delivery of service parts, shipments to points outside of Europe and any special delivery and/or air shipments requested by Customer. Terms for shipping outside of Europe shall be E.X.W. port of embarkment.
Delivery Change/Refusal Policy: Customer may request to reschedule a scheduled delivery date to a later date by providing Hillrom with written notice at least three (3) days prior to the scheduled delivery date. If Customer requests at any time to reschedule the delivery date to a new date that is more than thirty (30) days later than the original scheduled deliver date, Customer agrees to pay Hillrom a rescheduling fee of 15% of the net price for the affected products. If Customer refuses to accept a delivery without having provided Hillrom with a written request to reschedule at least three (3) days in advance, Customer agrees to pay Hillrom a rescheduling fee of 15% of the net price for the affected products.
16. Return Goods Policy : Should Hillrom ship products in error, Hillrom shall arrange and pay for return shipment of the products without applying a restocking fee provided that (i) Customer notifies Hillrom in writing of the error within 72 hours after receipt of the goods ordered or prior to the shipment date, and in all cases subject to prior written approval of Hillrom and (ii) the products are returned in “as shipped” condition. If Customer orders products in error and notifies Hillrom of the error within 72 hours after receipt of the goods ordered or prior to the shipment date, Customer may return the products in “as shipped” condition at Customer’s cost and expense and in all cases subject to prior written approval of Hillrom; however, Customer agrees to pay Hillrom a restocking fee of 15% of the net price for the returned products. Notwithstanding the previous sentence, returns will not be accepted on architectural products, workflow solutions and other communications products, and any customized products or special orders, except if mutually agreed on terms acceptable by both parties on a case by case basis.
17. Hillrom Products : The Hillrom EMEA Service Online Shop may contain references to specific Hillrom products, parts, or services that may not be (readily) available in a particular country. Any such reference does not imply or warrant that any such products, parts, or services will be available at any time in any particular country. Please contact your local Hillrom business contact for further information.
18. No Waiver; Severability : No waiver by Hillrom of any term or condition set forth in these Purchase Terms and Conditions shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Hillrom to assert a right or provision under these Purchase Terms and Conditions shall not constitute a waiver of such right or provision.
If any provision of these Purchase Terms and Conditions is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.
19. Entire Agreement : These Terms of Use, the Privacy Policy, and the Hillrom EMEA Service Online Shop Additional Terms constitute the sole and entire agreement between you and us with respect to the Hillrom EMEA Service Online Shop and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Hillrom EMEA Service Online Shop.
20. Dispute Resolution : This contract shall be governed by, and construed in accordance with, the laws of The Netherlands. You agree to the non-exclusive jurisdiction of the courts in the Netherlands for any disputes, claim or cause of action arising out of, or relating to or in connection with these Terms of Use or your use of the Hillrom EMEA Service Online Shop, including any disputes relating to the existence or validity of these Terms of Use, provided that you agree to submit any such disputes, claims or causes of action exclusively to the courts of the Netherlands
PLEASE CONTACT US IF YOU HAVE ANY QUESTIONS ABOUT THESE TERMS AND CONDITIONS. :
Hillrom Ireland
Hillrom Ltd.
c/o Welch Allyn
Dublin Road, Navan,
Co. Meath,
Ireland
Email address(es): [email protected]
Phone number(s): (0044) 1530 562 123
