§ 1. Area of application

§ 1.1 All of our deliveries, services and offers are solely subject to our General Terms and Conditions of Business. We contradict herewith any contrary confirmations from the purchaser’s side.

§ 1.2 Any exceptions to our General Terms and Conditions of Business shall be valid only if we approve in writing.

§ 2. Offers and conclusion of contracts

§ 2.1 Our offers are subject to alteration without notice and without engagement. Any declarations of acceptance and any orders from the purchaser’s side require our confirmation in writing to be legally binding. The same for any additions, modifications or collateral agreements.

§ 2.2 The liability of drawings, pictures, proof sheets, films, measures, patterns, any necessary tools required for the production, master stamps, and so on for special designs of all kind, weights or any other units of performance are subject to an agreement in writing.

§ 2.3 Our offers are exclusive freight costs and film costs, unless agreed to in written form.

§ 2.4 In case of insolvency or credit-unworthiness of the purchaser or severe violations of his contractual obligations we have the right to completely or partially with draw from the contract, unless the purchaser effects an appropriate payment in advance.

§ 3. Samples

§ 3.1 We have the copyright and intellectual ownership of all product samples sent to the purchasers. This is also the case if the purchaser buys the samples.

§ 3.2 If the purchaser executes the order with another producer after having received our product samples for approval, the purchaser agrees to compensate us for the damage. We reserve the right to apply for injunction.

§ 4. Tools of all kinds, moulds, films, drawings, clichees

§ 4.1 Tools of all kinds, moulds, films, drawings, any necessary tools required for the production, master stamps, and so on for special designs of all kind and clichees remain our property – even if the purchaser contributes to the production costs.

§ 4.2 The tools of all kinds, moulds, films, drawings, tools for production and crafts work, master stamps, and so on for special designs of all kind and clichees will not be used for other purchasers for 5 years from delivery date of the order.

§ 4.3 The moulds and clichees are stored for 5 years from date of invoice for the order. Digital data we receive e. g. via ISDN will be erased after 12 months. This does not require the purchaser’s agreement.

§ 5. Proof Sheets, print

§ 5.1 The production starts when the purchaser approves the proof sheet. Any later claims are excluded.

§ 5.2 The printing techniques used are Flexo printing (for flexible packagings), Pad printing (metal boxes), Offset and Silk Screen printing. Slight deviations from the print positioning are not avoidable on technical grounds and have to be accepted by the purchaser as part of the contract. The print colours solely used are HKS or Pantone colours. RAL colours can be reached only approximately. The purchaser must accept slight deviations in the RAL colours and any claims from the purchaser’s side shall be excluded.

§ 6. Prices

§ 6.1 Provided that no other agreements have been made, we keep to the offered prices for 30 working days from date of the offer. The prices mentioned in the order confirmation shall prevail.

§ 6.2 Prices are ex works. The V.A.T. valid on the day of delivery is added to the prices.

§ 6.3 Prices are exclusive packaging, freight costs, moulding costs, costs for films, for drawings, for clichees, costs for any necessary tools required for the production, costs for master stamps, for special designs of all kinds, except if otherwise agreed to in writing.

§ 6.4 Prices do not contain any design costs. Costs for design proposals, layouts, and so on have to be agreed to before placement of order. We reserve the right to invoice for design and layout costs.

§ 6.5 We have the copyright and intellectual ownership of all design and layout proposals, even if the purchaser’s logo has been used. In case the purchaser performs the order with another supplier by using our design and layout proposals the purchaser agrees to compensate us for the damage. We reserve the right to apply for injunction. We are not obliged to hand out our designs and layouts.

§ 6.6 If the purchaser orders less than the quantity we had offered we have the right to add 10 % to the net price for this shortage.

§ 6.7 The purchaser has to accept a tolerance of +/- 10 % to the ordered quantity, without change to the agreed prices. Quantity deviations may occur on technical grounds and do not give the purchaser the right to any supplementary deliveries.

§ 7. Time of delivery and service

§ 7.1 Any mentioned dates and time limits are subject to change, except if otherwise agreed.

§ 7.2 We do not warrant for any delays regarding delivery and service even if dates and time limits had been agreed due to Force Majeure or occurrences which severely impede or make delivery impossible – this also includes difficulties in gaining raw materials, breakdowns, strike, lock-out, official instructions and so on, even if they occur with our suppliers or subcontractors. We are allowed to postpone the delivery or service for the time of impediment plus a suitable initial time or to withdraw partially or completely from the contract for the up to that time unfulfilled delivery or service.

§ 7.3 In case the impediment lasts more than 3 months after the suitable additional time the purchaser may withdraw from the unfulfilled part of the contract.

§ 7.4 We are authorized to make partial deliveries and perform partial services at any time.

§ 8. Risk transmission

§ 8.1 The risk goes over to the purchaser as soon as the merchandise has been handed over to the forwarding agency or has left our warehouse to be forwarded. If shipment is impossible through no fault of ours, the risk goes over to the purchaser with the information that the goods are ready for shipment. The purchaser is free to nominate a forwarding agency. If this is not the case we are authorized to nominate the forwarding agency who work for us. If the transport costs of our forwarder are higher compared to other forwarding agencies the purchaser has to pay these costs.

§ 9. Warranty

§ 9.1 The merchandise we supply is perishable. Fresh products are solely delivered. The purchaser must consult us for the shelf life of the individual products. The minimum shelf life we state applies only if the goods are properly stored.

§ 9.2 Complaints must be asserted in writing through registered letter or by fax and shall be acknowledged only within 3 days after receipt of the merchandise. In case of justified complaints we are authorized to either deliver proper goods or to reduce the purchase price. Any further claims are excluded. The proper goods are delivered to the purchaser without delay at our expenses. The price reduction is determined by us.

§ 9.3 The stipulations above contain the entire warranty for our products and exclude any other warranty claims of any type.

§ 10. Payment

§ 10.1 Provided that no other provisions have been agreed upon, our invoices are payable within 30 days after issue without any deduction.

§ 10.2 Payment is considered as having been made only when we have the amount at our disposal. In the case of payment by cheque payment is considered as having been made only when the cheque has been definitely credited to our account.

§ 10.3 If the purchaser should fall into arrears of payment, we shall be entitled to add interest at a rate of 5 percentage points above the relevant basic discount rate.

§ 10.4 If the purchaser does not meet his liability to pay or if conditions become known which throw doubt on the credit-worthiness of the purchaser the entire remaining debt of the purchaser shall immediately become due for payment, even if cheques had been accepted. In this case we are furthermore entitled to demand payments in advance or security deposits.

§ 10.5 The purchaser is entitled to claim offsetting, retention or diminution, even when complaints or counter-claims have been raised, only if we have given our express consent in writing or if the counter-claims have been established as final.

§ 11. Place of execution and jurisdiction, partial invalidity

§ 11.1 These Terms and Conditions of Business and the whole legal relationship between us and the purchaser shall apply to German law.

§ 11.2 As far as legally authorised the place of execution and jurisdiction for any disputes that may arise between the parties out of their contractual relationship shall be Fürstenfeldbruck, Germany.

§ 11.3 Should any provision of these Terms and Conditions of Business or of any other agreement prove to be invalid, this shall not affect the validity of the other provisions or agreements.

§ 11.4 The purchaser gives his consent to the storage of his data in our EDV system and to the utilization of these data for the execution of the contract and the customer service.