A405 27/07/2026
Definitions
Applicable Laws: all applicable laws, statutes, regulations and codes from time to time in force in England and Wales.
Business Day: a day, other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
Contract: the contract between the Supplier and the Customer for the sale and purchase of Products in accordance with these Conditions.
Customer: the person or firm who purchases the Products from the Supplier.
Data Protection Legislation: all legislation and regulatory requirements in force from time to time relating to the use of personal data and the privacy of electronic communications, including, without limitation (i) the UK General Data Protection Regulation(ii) the Data Protection Act 2018; and (iii) the Privacy and Electronic Communications Regulations 2003, in each case as amended, superseded or replaced from time to time.
Force Majeure Event: an event, circumstance or cause beyond a party's reasonable control.
IFU: the instructions for use provided with each Product.
Medical Devices: any instrument, apparatus, appliance, software, material or other article, whether used alone or in combination, together with any accessories, including the software intended by its manufacturer to be used specifically for diagnostic and/or therapeutic purposes and necessary for its proper application, intended by the manufacturer to be used for human beings for the purpose of diagnosis, prevention, monitoring, treatment or alleviation of disease, diagnosis, monitoring, treatment, alleviation of or compensation for an injury or handicap, investigation, replacement or modification of the anatomy or of a physiological process or control of conception and which does not achieve its principal intended action in or on the human body by pharmacological, immunological or metabolic means, even if it is assisted in its function by such means, and includes devices intended to administer a medicinal product or which incorporate as an integral part a substance which, if used separately, would be a medicinal product and which is liable to act upon the body with action ancillary to that of the device.
Order: the Customer's order for Products, as set out in (i) the Customer's purchase order form sent via email to orders@uk.LRMed.com or (ii) in the Customer's written acceptance of the Supplier's quotation sent by email to orders@uk.LRMed.com or (iii) the Customer’s order placed on any web portal made available by the Supplier to the Customer via the Website.
Products: the Medical Devices supplied by the Supplier and set out in an Order.
Supplier: L&R Medical UK Limited a company registered in England and Wales with company registration number is 03631028 and whose registered office is at 1 Wellington Court, Lancaster Park, Needwood, Burton upon Trent, Staffordshire, DE13 9PS.
Terms and Conditions: the terms and conditions set out in this document as amended from time to time in accordance with the “Variation” section below.
Website: the website at http://lohmann-rauscher.co.uk/ hosted by L&R Medical UK Ltd.
Interpretation
a) A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
b) A reference to a party includes its successors and permitted assigns.
c) A reference to legislation or a legislative provision is a reference to it as amended or re-enacted and includes all subordinate legislation made under that legislation or legislative provision.
d) Any words following the terms including, include, in particular, for example or any similar expression will be interpreted as illustrative and will not limit the sense of the words preceding those terms.
e) A reference to writing or written excludes fax but not email.
Basis of Contract
These Terms and Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing.
These Terms and Conditions apply to sales made to business customers located in the United Kingdom acting in the course of trade or profession. If you are a consumer (i.e. an individual acting for purposes wholly or mainly outside your trade, business, craft or profession), different terms may apply and you should contact the Supplier for further information.
Our Products
only. The Products received may vary slightly from those images.
The packaging of Products may vary from that shown in images on our Website.
From time to time, we may make minor changes to a Product:
a) to reflect changes in Applicable Laws and regulatory requirements including those as established by the Medicines and Healthcare Products Regulatory Agency; or
b) to implement minor technical adjustments and improvements.
Order Process
Placing an Order
By placing an Order, the Customer is offering to purchase the Products identified in the Order in accordance with these Terms and Conditions. The Customer must ensure that the terms of the Order are complete and accurate.
Orders can be placed with the Supply Network Operations Team via email to orders@uk.LRMed.com, by phone at 01283 576934 or via such other method as made available by the Supplier to the Customer (including any web portal).
Accepting an Order
Acceptance of an Order will take place when the Supplier issues a written acceptance of the Order via an order confirmation, at which point and on which date a legally binding Contract will be formed.
An order confirmation will be sent to the Customer via the email address provided when placing an Order or, where applicable, via an online web portal made available to the Customer by the Supplier. Should a Customer not receive an order confirmation email within 48 hours of placing an Order, the Customer should contact the Supply Network Operations Team.
Price
The price of the Products will be the price set out in the Order, or, if no price is quoted, the price set out in the Supplier's published price list in force as at the date of delivery.
The price of the Products:
a) excludes amounts in respect of value added tax (VAT), which the Customer will additionally be liable to pay to the Supplier at the prevailing rate, subject to the receipt of a valid VAT invoice; and
b) excludes the costs of delivery of the Products, which will be calculated as part of the Order process.
If the rate of VAT changes between the date of an Order and the date of delivery, the Supplier will adjust the rate of VAT payable by the Customer, unless the Customer has already paid for the Product in full before the change in the rate of VAT takes effect.
Payment
The Supplier may invoice the Customer for the Products on or at any time after the completion of delivery.
The Customer will pay each invoice submitted by the Supplier:
a) within 30 days of the date of the invoice; and
b) in full and in cleared funds to a bank account nominated in writing by the Supplier, and
c) time for payment will be of the essence of the Contract.
If the Customer fails to make a payment due to the Supplier under the Contract by the due date, then without limiting the Supplier's remedies under these Terms and Conditions, the Customer will pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest will accrue each day at 4% a year above the Bank of England's base rate from time to time, but at 4% a year for any period when that base rate is below 0%.
All amounts due under the Contract will be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
Delivery
The Supplier will ensure that each delivery of the Products is accompanied by a delivery note that shows the date of the Order, the type and quantity of the Products (including the code number of the Products, where applicable) and, if the Products are being delivered by instalments, the outstanding balance of Products remaining to be delivered.
The Supplier will deliver the Products to the location set out in the Order or such other location as the parties may agree in writing (Delivery Location) at any time after the Supplier notifies the Customer that the Products are ready. The Supplier aims to deliver Orders within 4 Business Days of an order confirmation.
Delivery is completed on the completion of unloading of the Products at the Delivery Location.
Any dates quoted for delivery are approximate only, and the time of delivery is not of the essence. The Supplier will not be liable for any delay in delivery of the Products that is caused by a Force Majeure Event or the Customer's failure to provide the Supplier with adequate delivery instructions or any other instructions that are relevant to the supply of the Products.
If the Supplier fails to deliver the Products, its liability will be limited to the costs and expenses incurred by the Customer in obtaining replacement goods of similar description and quality in the cheapest market available, less the price of the Products. The Supplier will not be liable for any failure to deliver the Products that is caused by a Force Majeure Event or the Customer's failure to provide the Supplier with adequate delivery instructions or any other instructions that are relevant to the supply of the Products.
If the Customer fails to accept delivery of the Products within three Business Days of the Supplier notifying the Customer in writing that the Products are ready for delivery, then, except where such failure is caused by a Force Majeure Event or the Supplier's failure to comply with its obligations under the Contract in respect of the Products:
a) delivery of the Products will be deemed to have been completed at 9.00 am on the third Business Day after the day on which the Supplier notified the Customer that the Products were ready; and
b) the Supplier will store the Products until actual delivery takes place, and will, without limiting its rights, be entitled to charge the Customer for all related costs and expenses (including insurance).
If ten Business Days after the date on which the Supplier notified the Customer that the Products were ready for delivery the Customer has not accepted actual delivery of them, the Supplier may resell or otherwise dispose of part or all of the Products and, without limiting its rights and after deducting reasonable costs and expenses related to storage (including insurance) and selling, charge the Customer for any shortfall below the price of the Products.
The Supplier may deliver the Products by instalments, which it will invoice and which the Customer will pay for separately. Each instalment will constitute a separate contract. Any delay in delivery of or defect in an instalment will not entitle the Customer to cancel any other instalment.
Title and Risk
The risk in the Products will pass to the Customer on completion of delivery.
Title to the Products will not pass to the Customer until the Supplier receives payment in full (in cash or cleared funds) for the Products.
Until title to the Products has passed to the Customer, the Customer will:
a) store the Products separately from all other goods held by the Customer so that they remain readily identifiable as the Supplier's property;
b) not remove, deface or obscure any identifying mark or packaging on or relating to the Products;
c) maintain the Products in satisfactory condition and keep them insured against all risks for their full price from the date of delivery; and
d) give the Supplier such information as the Supplier may reasonably require from time to time relating to:
i. the Products; and
ii. the Customer's ongoing financial position.
At any time before title to the Products passes to the Customer, the Supplier may require the Customer to deliver up all Products in its possession and control that have not been resold or irrevocably incorporated into another product, and if the Customer fails to do so promptly, enter any premises of the Customer or of any third party where the Products are stored, to recover them. The Customer will procure entry to any such third party's premises if requested to do so by the Supplier.
Product Warranties
The Supplier warrants that on delivery, and for the warranty period set out in the table below (Warranty Period), the Products will:
a) conform with their description; and
b) be free from material defects in design, material and workmanship.
c) be of satisfactory quality (within the meaning of the Sale of Goods Act 1979); and
d) be fit for any purpose held out by the Supplier.
Subject to the exclusions below if:
a) during the Warranty Period, the Customer gives notice in writing to the Supplier within a reasonable time of discovery that some or all of the Products do not comply with the warranty set out above;
b) the Supplier is given a reasonable opportunity of examining such Products; and
c) the Customer (if asked to do so by the Supplier) returns such Products to the Supplier's place of business at the Supplier’s cost,
the Supplier will, at its option and to the extent that it agrees that such Products do not comply with the warranty set out above, repair or replace the defective Products, or issue credit to the value of the price of the defective Products in full.
Exclusions
The Product warranties do not cover:
a) damage caused by misuse, neglect, accident or failure to follow the IFU;
b) normal wear and tear;
c) damage caused by use of the Product for any purpose other than its intended purpose; or
d) damage caused by modification, alteration or repair by anyone other than us or our authorised agents.
Except as provided in this section “Warranty”, the Supplier will have no liability to the Customer in respect of the Products failure to comply with the Product warranties set out above.
These Conditions will apply to any repaired or replacement Products supplied by the Supplier.
Warranty claims
Please contact the Supplier’s Supply Network Operations Team in respect of any warranty claims via one of the methods listed below.
Phone
01283 576934
Post
L&R Medical UK Ltd, 1 Wellington Court, Lancaster Park, Needwood, Burton upon Trent, Staffordshire, DE13 9PS.
Personal information and data protection
The Supplier will only use personal information of the Customer as set out in our Privacy Policy which can be accessed via: https://lohmann-rauscher.co.uk/privacy
Any personal data held by the Supplier will be stored and processed in accordance with the applicable Data Protection Legislation.
Liability
The limits and exclusions in this section “Liability” reflect the insurance cover the Supplier has been able to arrange. The Customer is responsible for making its own arrangements for the insurance of any excess liability.
References to liability in this section include every kind of liability arising under or in connection with the Contract including liability in contract, tort (including negligence) or otherwise.
Nothing in the Contract limits any liability for:
a) death or personal injury caused by negligence;
b) fraud or fraudulent misrepresentation;
c) breach of the terms implied by section 12 of the Sale of Goods Act 1979;
d) defective products under the Consumer Protection Act 1987; or
e) any liability that cannot legally be limited.
Subject to the above, the following types of loss are wholly excluded:
a) loss of profits (including loss of anticipated savings);
b) loss of sales or business;
c) loss of agreements or contracts;
d) loss of use or corruption of software, data or information;
e) loss of or damage to goodwill; and
f) indirect or consequential loss.
Subject to the above, the Supplier’s total aggregate liability to the Customer in respect of all losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will in no circumstances exceed 200% of the total price paid by the Customer for the Products under the relevant Order giving rise to the claim.
This section “Liability” will survive termination of the Contract.
Product Recalls and Safety Notices
If the Supplier becomes aware of any safety issue with a Product, including where the Supplier is required to issue a recall or safety notice by the Medicines and Healthcare products Regulatory Agency (MHRA) or any other competent authority, the Supplier reserves the right to:
a) contact the Customer using the contact details provided to the Supplier, to inform the Customer of the safety issue and provide instructions on any steps the Customer should take;
b) request the return of affected Products;
c) provide the Customer with a replacement Product or refund, as appropriate; and
d) take any other steps required by the MHRA or other competent authority.
By placing an Order, the Customer agrees that the Supplier may contact the Customer in accordance with this section for the purposes of product safety, even if the Customer has opted out of marketing communications.
The Supplier may retain records of Customer purchases for the purposes of medical device traceability as required by Applicable Laws.
Termination
Without limiting its other rights or remedies, the Supplier may terminate the Contract with immediate effect by giving written notice to the Customer if:
a) the Customer commits a material breach of any term of the Contract and (if such a breach is remediable) fails to remedy that breach within 30 days of it being notified in writing to do so;
b) the Customer takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), obtaining a moratorium, being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
c) the Customer suspends, threatens to suspend, ceases or threatens to cease to carry on all or a substantial part of its business; or
d) the Customer's financial position deteriorates so far as to reasonably justify the opinion that its ability to give effect to the terms of the Contract is in jeopardy.
Without limiting its other rights or remedies, the Supplier may suspend supply of the Products under the Contract or any other contract between the Customer and the Supplier if the Customer becomes subject to any of the events listed in (b) to (d) above, or the Supplier reasonably believes that the Customer is about to become subject to any of them, or if the Customer fails to pay any amount due under this Contract on the due date for payment.
Without limiting its other rights or remedies, the Supplier may terminate the Contract with immediate effect by giving written notice to the Customer if the Customer fails to pay any amount due under the Contract on the due date for payment.
On termination of the Contract for any reason the Customer will immediately pay to the Supplier all of the Supplier's unpaid invoices and interest and, in respect of Products supplied but for which no invoice has been submitted, the Supplier will submit an invoice, which the Customer will pay immediately on receipt.
Termination of the Contract, however arising, will not affect any of the parties' rights and remedies that have accrued as at termination, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination.
Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination of the Contract will remain in full force and effect.
Force Majeure
Neither party will be liable for any delay or failure in the performance of its obligations for so long as and to the extent that such delay or failure results from a Force Majeure Event. If the period of delay or non-performance continues for 30 days, the party not affected may terminate the Contract by giving not less than 30 days' written notice to the affected party.
Assignment and other dealings
The Supplier may at any time assign, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Contract.
The Customer will not assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of its rights and obligations under the Contract.
Intellectual Property
All intellectual property rights in the Products and in any documentation, packaging, labels, trade marks, logos or branding associated with the Products will remain vested in the Supplier (or its licensors). Nothing in these Terms and Conditions will transfer any intellectual property rights to the Customer. The Customer will not use the Supplier trade marks, trade names, logos or branding without the Supplier’s prior written consent.
Confidentiality
Each party undertakes that it will not at any time, disclose to any person any confidential information concerning the business, assets, affairs, customers, clients or suppliers of the other party, except as permitted below.
Each party may disclose the other party's confidential information:
a) to its employees, officers, representatives, contractors, subcontractors or advisers who need to know such information for the purposes of exercising the party's rights or carrying out its obligations under or in connection with the Contract. Each party will ensure that its employees, officers, representatives, contractors, subcontractors or advisers to whom it discloses the other party's confidential information comply with this section “Confidentiality”; and
b) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
Neither party may use the other party's confidential information for any purpose other than to exercise its rights and perform its obligations under or in connection with the Contract.
Entire agreement.
The Contract constitutes the entire agreement between the parties.
Each party acknowledges that in entering into the Contract it does not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Contract. Each party agrees that it has no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Contract.
Variation
No variation of the Contract will be effective unless it is in writing and signed by the parties (or their authorised representatives).
Waiver
A waiver of any right or remedy is only effective if given in writing and will not be deemed a waiver of any subsequent right or remedy. A delay or failure to exercise, or the single or partial exercise of, any right or remedy does not waive that or any other right or remedy, nor does it prevent or restrict the further exercise of that or any other right or remedy.
Severance
If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it will be deemed deleted, but that will not affect the validity and enforceability of the rest of the Contract. If any provision or part-provision of the Contract is deemed deleted under this section “Severance” the parties will negotiate in good faith to agree a replacement provision that, to the greatest extent possible, achieves the intended commercial result of the original provision.
Notices
Any notice given to a party under or in connection with the Contract will be in writing and will be:
(a) delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a company) or its principal place of business (in any other case); or
(b) sent by email to the following addresses (or an address substituted in writing by the party to be served).
Supplier: [e-mail address];
Customer: to the Customer email address as set out in the Order.
Any notice will be deemed to have been received
(a) if delivered by hand, at the time the notice is left at the proper address or
(b) if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting; or
(c) if sent by email, at the time of transmission, or, if this time falls outside of normal business hours on a Business Day in the place of receipt, at 9.00 am on the next Business Day.
This section does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.
Third party rights.
The Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.
Governing law and Jurisdiction
The Contract and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation will be governed by and construed in accordance with the law of England and Wales.
Each party irrevocably agrees that the courts of England and Wales will have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.