These General Terms and Conditions of Business, Payment and Delivery (GTC) apply to all business relationships with entrepreneurs (§ 14 BGB), legal entities under public law or special funds under public law. Corresponding orders are executed exclusively on the basis of the following conditions; other conditions do not become part of the contract, even if we do not expressly contradict them. Individual contract agreements take precedence over these terms and conditions.
II. Prices, conclusion of contract
1. The prices quoted in the contractor’s offer are subject to the proviso that the order data on which the offer is submitted remain unchanged, but no later than four weeks after receipt of the offer by the client. The Contractor’s prices do not include VAT. The prices of the contractor are ex works. They do not include packaging, freight, postage, insurance and other shipping costs.
2. Subsequent changes to the contractual service at the instigation of the client including the resulting machine downtime shall be charged to the client. Subsequent changes also include repetitions of trial prints which are requested by the client due to a slight but not objectionable deviation from the original.
3. As far as sketches, drafts, sample set, proofs, proofs, change of delivered / transferred data and similar preparatory work, which are not part of the contract, are arranged by the client, these will be charged separately.
4. In the case of orders with delivery to third parties, the customer shall be deemed to be the principal, unless otherwise expressly agreed.
1. Payment must be made without any deduction. Any cash discount agreement does not cover freight, postage, insurance or other shipping costs. The due date depends on the legal regulations.
2. The client can only offset or exercise a right of retention with an undisputed, decision-making or legally binding claim. This does not apply to any claims of the client for completion or defect removal costss.
3. If, after the conclusion of the contract, it becomes apparent that the fulfillment of the claim for payment is jeopardized by the client’s inability to perform, the contractor may refuse the service. The right to refuse performance lapses if the consideration is provided or security is provided for it. § 321 II BGB remains unaffected. The contractor may refuse the service even if he has a due claim against the principal from the same legal relationship until the service due to him is effected. § 273 III BGB remains unaffected.
4. If the client pays within 14 days after delivery of the goods the price including the costs acc. Section II (“Prices, Conclusion of Contract”) is not, he comes even without warning in default. In the event of late payment, default interest in the amount of 9 percentage points above the base interest rate is payable. The assertion of further claims is hereby not excluded. In the event of late payment, the contractor is also entitled to a lump sum payment of 40 euros. The lump sum is to be credited to a payable damages, as far as the damage is justified in costs of legal action.
1. Delivery periods are agreed individually at the latest when the contract is concluded. Insofar as this does not happen, the legal regulations apply insofar.
2. The contractor is only entitled to make partial deliveries, as far as this is appropriate taking into account the requirements of good faith according to § 242 BGB. This can be the case in particular if
– partial deliveries can be used by the client within the scope of the contractual purpose of the contract and
– the delivery of the remaining ordered goods remains ensured.
The rights / claims to which the client is entitled due to a breach of duty for which the contractor is responsible remain unaffected.
3. If the goods are to be shipped, the risk of accidental loss and accidental deterioration of the goods shall pass to the customer as soon as the shipment has been handed over to the person performing the transport.
4. If the contractor delays the service, the client may only withdraw under the conditions of § 323 BGB if the delay is attributable to the contractor. Paragraph 5 remains unaffected. A change of the burden of proof is not connected with this regulation.
5. Operational disruptions of a temporary nature not caused by the contractor – both at the contractor’s and a supplier’s premises – in particular strikes, lockouts and all cases of force majeure entitle the client to withdraw from the contract only if he is further detained otherwise the delivery term is extended by the duration of the delay caused by the disruption. A liability of the contractor is excluded in these cases.
6. The contractor shall be entitled to a right of retention according to § 369 HGB (German Commercial Code) for printing and stamp templates, manuscripts, raw materials and other items delivered by the client until all due claims from the business relationship have been settled in full.
7. In the case of orders in which a total order quantity determined in advance is to be delivered in separate installments to be called and paid by the client (call orders), the client shall, within 12 months after the conclusion of the contract, take delivery of the entire order, unless otherwise agreed committed to the call order underlying the order quantity. The customer’s obligation to call is a primary obligation. If the acceptance of the total order quantity has not taken place within the acceptance period, the contractor is entitled, at his discretion, either
– to deliver the remaining quantity and to demand payment of the outstanding part of the purchase price,
– to store the remaining quantity at the expense of the client or
– to set the client a reasonable deadline for the acceptance of the remaining quantity and to withdraw from the contract after fruitless expiration of this period according to § 323 BGB.
Further rights of the contractor, such as the right to compensation, remain unaffected.
V. Retention of title
1. The delivered goods remain his property until full payment of all claims of the contractor against the customer existing on the invoice date. This goods may not be pledged to third parties or transferred as collateral prior to complete payment. The client must notify the contractor immediately in writing if and insofar as third-party access to the goods belonging to the contractor takes place.
2. The client is only entitled to resell in the ordinary course of business. The client hereby assigns his claims from the resale to the contractor. The contractor hereby accepts the assignment.
3. If the realizable value of the securities exceeds the claims of the contractor by more than 10%, the contractor will – at the request of the principal – release securities of his choice.
4. In the case of processing or transformation of the goods supplied by the contractor and standing in his own possession, the contractor shall be regarded as the manufacturer in accordance with § 950 BGB and shall retain ownership of the products at any time during the processing. If third parties are involved in the processing or transformation, the contractor is limited to a co-ownership share in the amount of the invoice value (final invoice amount incl. VAT) of the reserved goods. The thus acquired property is considered reserved property.
VI. Complaints / warranties
1. The client must always check the contractual conformity of the goods and any corrective and intermediate products sent for correction without delay. The risk of any errors is transferred to the customer with the print approval declaration / production maturity declaration, insofar as these are not errors which only arose or could be detected in the production process subsequent to the declaration of printing / production maturity declaration. The same applies to any other release declarations of the client.
2. Obvious defects must be reported in writing within a period of one week from receipt of the goods, hidden defects within a period of one week from discovery; Otherwise the assertion of warranty claims is excluded.
3. In the case of justified complaints, the contractor is obliged and entitled to rectify and / or replace the goods at his own option. If the contractor fails to comply with this obligation within a reasonable period of time or if the subsequent performance fails, the client may demand a reduction in the price (reduction) or cancellation of the contract (withdrawal).
4. Defects of a part of the delivered goods do not entitle to the complaint of the entire delivery, except that the defect-free part of the delivery for the client is without interest.
5. For color reproductions in all manufacturing processes, usual color deviations from the original can not be objected to. The same applies to the comparison between other templates (eg Digital Proofs, proofs) and the final product.
6. Subcontracting (in particular data carrier, transmitted data) by the client or by a third party engaged by him or her is not subject to any examination obligation on the part of the contractor. This does not apply to the technical suitability of supplies for the proper fulfillment of the contract, as far as the lack of suitability must be recognized by a carefully acting contractor. In the case of data transmissions, the client has to use the most up-to-date protection programs for computer viruses before sending them.
7. Over or under deliveries up to 10% of the ordered edition can not be objected to. Charged will be the amount sent. For deliveries of custom-made paper smaller than 1,000 kg, the percentage increases to 20%, below 2,000 kg to 15%.
1. The contractor is liable
– for the culpable injury of life, body or health and
– for intentional or grossly negligent other damage,
even if the breach of duty is based on the corresponding culpable behavior of a legal representative or a vicarious agent.
2. The contractor is also liable for slightly negligent breach of essential contractual obligations, including by his legal representatives or vicarious agents. Essential contractual obligations are those whose fulfillment enables the proper execution of the contract in the first place, the breach of which jeopardizes the achievement of the purpose of the contract and on whose observance contracting authorities can rely. The liability of the contractor according to sentence 1 is limited in cases of slight negligence to the foreseeable, contract-typical damage.
3. The contractor is finally liable
– in the case of fraudulently concealed defects and assumed guarantee for the condition of the goods as well as
– for claims under the product liability law.
4. For the rest, the liability of the contractor is excluded.
Claims for defects of the client expire with the exception of the claims for damages mentioned under Section VII. 1. and those arising from the Product Liability Act in one year starting with the (delivery) delivery of the goods. This does not apply if the contractor has fraudulently concealed the defect or if it has assumed a guarantee for the quality of the goods.
IX. Commercial usage
In commercial transactions, the commercial practices of the printing industry (eg no obligation to surrender intermediate products such as data, lithographs or printing plates, which are produced to produce the end product owed) shall apply unless a different order has been issued. As usual, we use product samples or photos and videos thereof for promotional purposes. If you have justified objections, we ask for written notification. Of course, we respect a ban on publishing, but please bear in mind that we incur competitive disadvantages.
Products, materials and data belonging to the client shall only be archived by the contractor after express agreement and against special remuneration beyond the time of handover of the final product to the client or his vicarious agents. Any insurance has to procure the client himself if there is no agreement.
XI. Periodic work
Contracts for regularly recurring work can be terminated with a notice period of 3 months.
XII. Rights of third parties
The client assures that by his order specifications, in particular by documents supplied by him, rights of third parties, eg. As copyrights, license plate or personal rights, are not violated. In this respect, the client fully indemnifies the contractor against all claims of third parties, including the costs of legal defense and / or prosecution, unless the client proves that he is not responsible for any negligence and has fulfilled all his due diligence and auditing obligations ,
XIII. Place of Performance, Jurisdiction, Applicable Law
The place of fulfillment and place of jurisdiction, if the customer is a merchant, a legal entity under public law or a special fund under public law or has no general place of jurisdiction in Germany, shall be the registered office of the contractor for all disputes arising from the contractual relationship. The contractual relationship is governed by German law. UN-Kaufrecht is excluded.