These conditions of sale apply exclusively to entrepreneurs, legal persons under public law or public special funds within the meaning of § 310 paragraph 1 BGB. we recognize that conflict with or differ from our sales conditions of the buyer only if we expressly agree to their validity in writing.
This sale also apply to all future transactions with the purchaser, to the extent they are related legal transactions.
II. Offers, orders and prices
Our offers are subject to change. A contract is only with our written or electronic order confirmation or by delivering the goods to the buyer.
By ordering the goods, the buyer makes a binding offer. is to be considered unless an order as an offer according to § 145 BGB, we can accept it within two weeks.
Unless otherwise agreed in writing, our prices are in Euros ex works excluding packaging and plus VAT at the applicable rate. Packaging costs will be charged seperately.
Costs incurred by us quoting such. B. Costs for development, pattern and corrections shall be borne by the buyer, if it does not come to the job.
III. Intellectual property, industrial property rights, work materials and records
surrendered at all in connection with the award of the contract to the buyer documents such. As calculations, drawings, etc., we reserve the right to ownership and copyright. These documents may not be disclosed to third parties, unless we give the buyer our express written consent. If we do not accept the offer by the buyer within the period of two weeks, these documents must be returned to us immediately.
The buyer guarantees that the product produced by us according to his working materials or other specifications or instructions not infringe rights of third parties, in particular any intellectual property rights or intellectual property rights. The purchaser hereby agrees to indemnify us on first demand from all claims asserted by third parties against us for alleged or actual infringement of intellectual property and / or industrial property rights to the extent we have produced the goods according to his working materials or other specifications or instructions.
made available by the buyer study materials and records we store only at the risk of the buyer. We are only liable for the care of our own affairs. We assure these study materials and records only at the express request of the buyer, and only at his expense. If the buyer has not been requested such study materials within one year or the records within three years after its last use by us, we are entitled to prior notice to the purchaser to their destruction.
IV. Delivery, delivery, transfer of risk
The beginning of the delivery period requires the timely and proper fulfillment of the obligations of the buyer. The exception of the unfulfilled contract remains reserved.
If the buyer is in default of acceptance or violates other obligations to cooperate, we are entitled to compensation for the damage incurred by us, including any additional expenses. Further claims remain reserved. If there are aforesaid conditions, the risk of accidental loss or accidental deterioration of the goods is at the time to the buyer, in which it is in default of acceptance or payment.
Delivery dates are only binding if we have expressly assumed in writing a commitment to compliance. The liability only applies barring unforeseen events that are not caused by us. The deadline is considered met if the goods are in sufficient time given to the transport companies that can be expected under normal circumstances with a timely delivery.
If the delivery of us not met, the buyer is entitled and obliged to set us a reasonable grace period for delivery. The grace period must be at least 10 working days usually. After expiry of the grace period, the buyer can withdraw from the contract.
If the goods are shipped at the purchaser to this, so goes with the dispatch to the buyer latest upon leaving the factory / warehouse, the risk of accidental loss or accidental deterioration of the goods to the buyer. This applies regardless of whether the goods are shipped from the performance or who bears the freight costs.
As far as no written agreements have been made on the packaging, the choice is up to us. Pallets, wooden crates, corrugated boxes and other we have provided for multiple use suitable packaging and transport materials remain our property. The buyer has to return them in good condition at his own expense within one week of the use of the goods delivered in them.
Unless expressly in writing agreed otherwise, we are entitled to partial deliveries.
In the production of the goods, production conditions can lead to excess or short deliveries of up to +/- 20%. Any excess or short deliveries within this tolerance are a proper contract. The buyer must pay the price for the quantity actually delivered.
V. Terms of payment, set-off, assignment
Unless otherwise agreed, the invoice amount without deduction upon receipt of invoice is due. Discounts are only permitted if they have been previously agreed in writing. the buyer pays the invoice amount within 14 days of receipt of the invoice or the agreed payment date, he gets even without prior warning in default. In case of default by the buyer, we are entitled to charge interest at the statutory rate, with a minimum rate of 12% per annum to promote. The assertion of higher default damages remain unaffected.
Money orders, bills and checks are accepted not in lieu of performance, but performance only. When you pay with money orders, drafts and checks fulfillment will only occur with a value date of bank credit. Debit and bank charges for transfers shall be borne by the buyer. For timely presentation, we assume no liability.
Off and retention to the buyer only if his counterclaims have been legally determined, are undisputed or recognized by us.
If, after conclusion of the contract a significant deterioration in the financial circumstances of the buyer or other circumstances indicate that the buyer’s solvency is questionable, we are entitled to withhold our performance until the Buyer has submitted the consideration or provided security. operator provides in this case within a period of one week prompted neither the full consideration or provide suitable security, we are entitled to withdraw from the contract. § 323 BGB shall apply. Our right to claim damages under the legal conditions remain unaffected.
The assignment of claims of the buyer arising from the business relationship without our express written consent. § 354 a HGB remains unaffected.
VI. Attachment of license plates
We are entitled to our company, our company logo or our identification number as appropriate, the design of the product to install irrelevant debilitating form of manufactured goods from us.
VII. Quality of the goods
A certain quality of the goods delivered by us solely if and when we expressly written undertaking certain quality features. For impairments of the goods or packaged goods, which are based on a direct contact, we therefore accept no liability without the express written agreement.
The product is according to the contract with respect to the printing and processing if the print result, and the processing quality within the tolerances move, which correspond to the state of the art.
We made available patterns are drafts or plotter, which in terms of material, appearance (z. B. punching bridges, color) and processability (eg. B. groove resistance) may differ from the machine production. For such deviations we are not liable.
The buyer is aware that in processing the goods after prolonged storage, if necessary, sensory impairments and external impairments such. B. Rillkantenbruch and color changes, as well as technical impairments such. B. may poorer running properties, adhesiveness, paint adhesion and flatness. If the buyer causes exceeding the originally agreed release order or delivery dates by more than 6 months, he accepted such signs of aging as a contractual condition of the goods.
VIII. Warranty for defects, damages, claim obligations
The goods delivered without delay by the purchaser to check usually within 10 working days of receipt, for completeness and freedom from defects. All defects must be reported in writing immediately. If the buyer does not fulfill these obligations, the goods are considered in the contract, unless there is a defect that was not detected in the study.
Discernible shortages or excess quantities and recognized externally damaged goods are to be noted on the delivery receipt. The buyer of this duty does not comply, the goods are deemed to be a contract. The buyer is obliged to an unrecognizable defects immediately upon their discovery to reprimand usually within 5 working days. he does not comply with this obligation, the goods are considered contractual.
The buyer is obliged to inspect the goods before use with regard to their suitability for the intended use of it. All observed in these studies points of complaint must be notified in writing immediately. If the buyer does not fulfill these obligations, the goods are deemed to be a contractually
Complaints and grievances which to third parties such. As sales representatives or shippers, be asserted, do not duly and timely notice of defects or -rügen us is over.
Claims for defects do not exist with only minor deviation from the agreed quality or only minor impairment of usefulness. Warranty claims of the buyer require that this already proves the existence of the cause of the defect at the time of transfer of risk.
For defects that are based on a non proper storage and / or processing of goods by the purchaser, our liability is excluded.
Any declarations of conformity declarations, agreements made or specifications make no guarantees and effect no-fault liability. You release the buyer especially not from his obligation to the goods before processing – also check by conducting appropriate analyzes their suitability for the specific packaged.
With timely and justified complaint of the goods we are entitled to take back the defective goods at our discretion, and replace them with conforming goods or goods delivered – if this is possible and reasonable for the buyer – rectify.
Takes place within a reasonable time no repair or replacement, the buyer is entitled to either cancel the contract or to demand a reduction of the purchase price (reduction).
Our liability for damages, regardless of the legal grounds (including tort claims), is governed by the statutory provisions, if the damage is based on intent or gross negligence by us, our representatives or vicarious agents. The liability for simple negligence is excluded unless there is culpable breach of a contractual obligation or if we have assumed a warranty or a procurement risk. The limitation shall not apply in cases of injury to life, limb or health of a person. The liability under the provisions of the Product Liability Act also remains unaffected.
Damage claims by the buyer are limited to the typical, predictable damage. This does not apply to claims based on malicious intent or gross negligence by us, our legal representatives or agents. The limitation shall not apply to liability for damages resulting from injury to life, limb or health of a person and in cases of liability under the provisions of the Product Liability Act.
If the delivered goods objected to the buyer or one or more third parties, we must be notified immediately. This also applies to the case of internal closures in recalls or public warnings in relation to the goods supplied by us.
Warranty claims (including claims for damages), as well as claims of the buyer for damages for breaches of obligations that are not based on defects in the goods delivered, expire 12 months after delivery of the goods supplied by us to our buyers. Claims for damages for gross negligence and for injury to life, body and health caused by an intentional or negligent breach of duty of the user, the statutory limitation period applies.
X. Retention of title
We reserve the title to the delivered goods until full payment of all claims from the supply contract. This also applies to all future deliveries, even if we do not always refer to this. We are entitled to repossess the goods if the buyer breaches the contract. Insofar as we are entitled to breach of duty of the buyer, especially because of late payment, to cancel the contract, the buyer has to return the goods delivered under retention of title after declaring cancellation and our call to surrender to us without delay. The cost of return borne by the buyer. When all of our claims against the buyer the title to the reserved goods and the assigned claims shall pass to the buyer.
The buyer is obliged, as long as the ownership has not been transferred to him to treat the merchandise with care. In particular, he is obliged to insure them at his own expense against theft, fire and water damage at replacement value. As long as ownership has not been transferred, has to inform us immediately in writing to the buyer when the object seizure or other interference by third parties. If the third party is unable to reimburse us for the judicial and extrajudicial costs of action under § 771 ZPO, the buyer is liable for the loss incurred.
The buyer is entitled to resell the reserved goods in the ordinary course of business. The demands of the customer from the resale of the conditional goods, the purchaser already to us in the amount of the agreed final invoice amount (including VAT). This assignment applies irrespective of whether the goods have been sold with or without processing. The buyer remains authorized after the assignment to collect the debt. Our authority to collect the claim itself remains unaffected.
The processing or transformation of the goods by the buyer shall always be the name and on our behalf. In this case, the expectant right of the purchaser continues to the goods at the transformed object. Unless the sale is processed with other items not belonging to us, we acquire joint ownership of the new item in proportion of the objective value of our goods to the other processed items at the time of processing. The same applies to the case of mixing. If the mixing is done in such a way that the buyer’s object is deemed the main thing is agreed that the buyer transfers proportionate co-ownership and the sole or joint ownership thus created secures for us. To secure our claims against the buyer, the buyer also assigns such claims to us which accrue to it by connecting the goods with a property against a third party; we accept this assignment already now.
We undertake to release the securities we are entitled to the buyer’s request if their value exceeds the secured claims by more than 20%.
XI. Force majeure
Force majeure, such as strikes, insurrection, riot, war or any other grounds on which we have no control and prevent the fulfillment of our contractual obligations, free us from our obligation to deliver. If circumstances permit, we are committed to it as soon as possible to inform the buyer in writing.
XII. Applicable Law, Jurisdiction
This contract and all legal relations of parties subject to the laws of the Federal Republic of Germany excluding the UN sales law (CISG). This also applies in the case of cross-border deliveries.
Place of performance and exclusive jurisdiction for all disputes arising from this contract is our business location, unless otherwise stated in the order confirmation.
All agreements reached between the parties for the purpose of executing this contract are set down in writing in this contract.
The invalidity of a provision in this contract does not affect the validity of the remaining provisions.