§ 1 - Scope
These Terms and Conditions of Sale shall apply exclusively to entrepreneurs, legal entities under public law or special funds under public law within the meaning of Section 310 (1) of the German Civil Code (BGB). We shall only recognize terms and conditions of the Purchaser that conflict with or deviate from our Terms and Conditions of Sale if we expressly agree to their validity in writing.
These Terms and Conditions of Sale shall also apply to all future transactions with the Purchaser, insofar as these are legal transactions of a related nature.
Individual agreements made with the Purchaser in individual cases (including collateral agreements, supplements and amendments) shall in any case take precedence over these Terms and Conditions of Sale. Subject to proof to the contrary, a written contract or our written confirmation shall be authoritative for the content of such agreements.
§ 2- Offer and conclusion of contract
Insofar as an order is to be regarded as an offer in accordance with § 145 of the German Civil Code (BGB), we may accept it within two weeks.
§ 3 - Documents provided
We reserve the property rights and copyrights to all documents provided to the purchaser in connection with the placing of the order - also in electronic form - such as calculations, drawings, etc.. These documents may not be made accessible to third parties unless we give our express written consent to do so. Insofar as we do not accept the orderer's offer within the period set forth in Section 2, these documents shall be returned to us without delay.
§ 4 - Prices & Payment
Unless otherwise agreed in writing, our prices are ex works excluding packaging and plus value added tax (for deliveries within Germany) at the applicable rate. Costs of delivery will be invoiced separately.
Payment of the purchase price shall be made exclusively to the account stated. The deduction of a discount is only permissible with a special written agreement.
Unless otherwise agreed, the purchase price is to be paid in advance.
Unless a fixed price agreement has been made, we reserve the right to make reasonable price changes due to changes in wage, material and distribution costs for deliveries made 3 months or more after conclusion of the contract.
§ 5 - Rights of retention
The Purchaser shall only be entitled to exercise a right of retention to the extent that its counterclaim is based on the same contractual relationship.
§ 6 - Delivery time
The beginning of the delivery time stated by us requires the timely and proper fulfillment of the obligations of the customer (including payment in advance and timely provision of the necessary files for branding). We reserve the right to plead non-performance of the contract.
If the customer is in default of acceptance or culpably violates other obligations to cooperate, we shall be entitled to demand compensation for the damage incurred by us in this respect, including any additional expenses. We reserve the right to assert further claims. If the above conditions are met, the risk of accidental loss or accidental deterioration of the object of sale shall pass to the customer at the point in time at which the customer is in default of acceptance or debtor's delay.
Delivery time of directly available goods
We work with the goal of processing your order within 24 hours. The subsequent delivery time is usually 1 to 3 working days within Germany. Shipping to other European countries is usually extended to 3 to 6 business days.
Delivery time of individual goods
You will receive an invoice for your order within 24h, if no further clarification is needed. The delivery takes place after prepayment within usually 4 to 6 weeks. Shipping to other European countries will be extended to usually 6 to 7 weeks. Branding can extend the production time by up to 2 weeks, the delivery time will be extended accordingly.
For the delivery of directly available goods as well as individual goods: We are not responsible for any delays caused by customs regulations, extreme weather conditions or other unforeseen circumstances (for example, unavailability of materials, extreme price fluctuations and others).
§ 7 - Retention of title
We retain title to the delivered goods until full payment of all claims arising from the delivery contract. This shall also apply to all future deliveries, even if we do not always expressly refer to this. We shall be entitled to reclaim the object of sale if the customer acts in breach of contract.
As long as ownership has not yet passed to him, the purchaser is obliged to treat the object of sale with care. In particular, he is obliged to insure it at his own expense against theft, fire and water damage at its replacement value (note: only permissible in the case of the sale of high-value goods). As long as ownership has not yet been transferred, the purchaser must inform us immediately in writing if the delivered item is seized or exposed to other interventions by third parties. Insofar as the third party is not in a position to reimburse us for the court and out-of-court costs of an action pursuant to § 771 ZPO (German Code of Civil Procedure), the purchaser shall be liable for the loss incurred by us.
§ 8 - Warranty and notice of defects as well as recourse/manufacturer recourse
Warranty rights of the purchaser presuppose that the purchaser has duly fulfilled his obligations to inspect the goods and give notice of defects in accordance with § 377 of the German Commercial Code (HGB).
Claims for defects shall become statute-barred 12 months after delivery of the goods supplied by us to our customer. The statutory limitation period shall apply to claims for damages in the event of intent and gross negligence as well as in the event of injury to life, body and health which are based on an intentional or negligent breach of duty on the part of the user. Our consent must be obtained prior to any return of the goods.
If, despite all due care and attention, the delivered goods show a defect which was already present at the time of the transfer of risk, we shall, at our discretion, either repair the goods or supply replacement goods, subject to timely notification of defects. We shall always be given the opportunity to remedy the defect within a reasonable period of time. Claims under a right of recourse shall remain unaffected by the above provision without restriction.
If the subsequent performance fails, the customer may - without prejudice to any claims for damages - withdraw from the contract or reduce the remuneration.
Claims for defects shall not exist in the case of only insignificant deviations from the agreed quality, in the case of only insignificant impairment of usability, in the case of natural wear and tear as well as in the case of damage arising after the transfer of risk as a result of incorrect or negligent handling, excessive stress, unsuitable operating resources or due to special external influences which are not assumed under the contract. If the Purchaser or third parties carry out improper repair work or modifications, there shall also be no claims for defects for these and the resulting consequences.
Claims by the customer for expenses incurred for the purpose of subsequent performance, in particular transport, travel, labor and material costs, including any dismantling and installation costs, shall be excluded insofar as the expenses increase because the goods delivered by us have subsequently been taken to a location other than the customer's branch office, unless the transfer is in accordance with their intended use.
The Purchaser's right of recourse against us shall exist only to the extent that the Purchaser has not entered into any agreements with its customer exceeding the statutory mandatory claims for defects. Furthermore, paragraph 6 shall apply mutatis mutandis to the scope of the Purchaser's right of recourse against the Supplier.
§ 8 - Miscellaneous
This contract and the entire legal relationship between the parties shall be governed by the laws of the Federal Republic of Germany to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
All agreements made between the parties for the purpose of executing this contract are set out in writing in this contract.