1. Scope / formation of contract

Orders are carried out exclusively on the basis of the following terms. Any alternative arrangements require written confirmation.

2. Prices

1. The prices quoted by the contractor apply provided that the order specifications on which the quotation is based remain unchanged, and for no longer than four months after the customer receives the quotation. For orders delivered to third parties, the party placing the order is deemed to be the customer unless expressly agreed otherwise. The contractor’s prices exclude VAT and are ex works. They do not include packaging, freight, postage, insurance or other shipping costs.

2. Subsequent changes requested by the customer, including any resulting machine downtime, will be charged to the customer. Subsequent changes also include repeat proofs requested by the customer because of minor deviations from the original.

3. Sketches, designs, trial typesetting, test prints, proofs, changes to supplied or transmitted data and similar preparatory work requested by the customer will be charged. The same applies to data transfers, for example via ISDN.

3. Payment

1. Payment is due immediately upon receipt of the invoice, without deduction. Any agreed early payment discount does not apply to freight, postage, insurance or other shipping costs. The invoice is issued on the date of delivery, partial delivery or readiness for delivery where the customer is obliged to collect or is in default of acceptance. Bills of exchange are accepted only by special agreement, on account of payment and without an early payment discount. Interest and charges are payable immediately by the customer. The contractor is not liable for timely presentation, protest, notification or return of a dishonoured bill of exchange unless the contractor or its agents acted intentionally or with gross negligence.

2. A reasonable advance payment may be required for exceptional preparatory work.

3. The customer may exercise a right of set-off or retention only in respect of an undisputed claim or a claim established by a final court judgment.

4. If, after the contract has been concluded, it becomes apparent that the customer’s inability to pay jeopardises the payment claim, the contractor may require advance payment, withhold goods not yet delivered and suspend further work. The contractor also has these rights if the customer is in default of payment for deliveries arising from the same legal relationship. Section 321(2) of the German Civil Code (BGB) remains unaffected.

5. In the event of late payment, default interest of 8 percentage points above the base rate is payable. This does not exclude claims for further losses caused by the delay. If the customer fails to pay the price, including the additional costs specified in section 2 (“Prices”), within 10 days of receiving the invoice and the goods, the customer is in default without a reminder being required.

4. Delivery

1. If the goods are to be shipped, risk passes to the customer as soon as the consignment is handed to the person carrying out the transport.

2. Delivery dates are binding only if expressly confirmed by the contractor. If the contract is concluded in writing, the delivery date must also be confirmed in writing.

3. If the contractor delays performance, the customer may exercise the rights under section 323 BGB only if the contractor is responsible for the delay. This provision does not alter the burden of proof.

4. Operational disruptions, whether at the contractor’s business or a supplier’s, such as strikes, lockouts and all other cases of force majeure, entitle the customer to terminate the contract only when it is no longer reasonable to expect the customer to wait. Otherwise, the agreed delivery period is extended by the duration of the delay. Termination is possible no earlier than four weeks after the disruption described above begins. The contractor’s liability is excluded in these cases.

5. Under section 369 of the German Commercial Code (HGB), the contractor has a right of retention over printing and stamping originals, manuscripts, raw materials and other items supplied by the customer until all due claims arising from the business relationship have been settled in full.

6. The contractor accepts returned packaging within the scope of its obligations under the German Packaging Ordinance. Unless another collection or return point has been designated, the customer may return packaging to the contractor’s premises during normal business hours after giving sufficient advance notice. Packaging may also be returned to the contractor upon delivery unless another collection or return point has been designated. Packaging is accepted only immediately after delivery of the goods; for subsequent deliveries, timely advance notice and preparation are required. The customer bears the transport costs for used packaging. If a designated collection or return point is further away than the contractor’s premises, the customer bears only the transport costs that would have arisen for delivery to those premises. Returned packaging must be clean, free of foreign substances and sorted by packaging type. Otherwise, the contractor may charge the customer any additional disposal costs.

5. Retention of title

1. The goods delivered remain the contractor’s property until all claims against the customer existing on the invoice date have been paid in full. The customer may resell the goods only in the ordinary course of business. The customer hereby assigns its claims arising from resale to the contractor, who accepts this assignment. At the latest in the event of default, the customer must identify the debtor of the assigned claim. If the total value of the contractor’s security exceeds its claims by more than 20%, the contractor must, at the request of the customer or a third party adversely affected by the excess security, release security of the contractor’s choice to that extent.

2. Where goods supplied and owned by the contractor are processed or worked on, the contractor is deemed the manufacturer under section 950 BGB and retains ownership of the products at every stage of processing. If third parties are involved in processing or working on the goods, the contractor’s ownership is limited to a co-ownership share corresponding to the invoice value of the goods subject to retention of title. Ownership acquired in this way is also subject to retention of title.

6. Complaints / warranty

1. The customer must promptly check in every case that the goods and any preliminary or intermediate products sent for correction comply with the contract. Approval for printing or production transfers the risk of any errors to the customer, except for errors that arose or could only be detected during the production process following approval. The same applies to all other approvals given by the customer.

2. Obvious defects must be reported in writing within one week of receipt of the goods, and hidden defects within one week of discovery. Otherwise, warranty claims are excluded.

3. In the event of a justified complaint, the contractor is initially entitled and obliged, at its own discretion, to remedy the defect and/or provide a replacement. If the contractor fails to fulfil this obligation within a reasonable period, or if remediation fails despite repeated attempts, the customer may request a reduction in payment or rescission of the contract.

4. Defects in part of the goods delivered do not entitle the customer to reject the entire delivery unless the partial delivery is of no use to the customer.

5. Minor deviations from the original in colour reproductions, regardless of the production method, do not constitute grounds for complaint. The same applies to comparisons between other originals or proofs, such as digital proofs or press proofs, and the finished product. Liability is also excluded for defects that do not, or only insignificantly, affect the value or fitness for use.

6. The contractor’s liability for variations in the properties of the material used is limited to the order value.

7. The contractor is not obliged to check items supplied by the customer or a third party engaged by the customer, including data carriers and transmitted data. This does not apply to data that is clearly unusable or unreadable. Before transmitting data, the customer must use up-to-date antivirus software. The customer alone is responsible for backing up data. The contractor may make a copy.

8. Deliveries of up to 10% more or less than the ordered print run do not constitute grounds for complaint. The quantity delivered will be invoiced. For deliveries involving specially manufactured paper, this percentage increases to 20% for quantities below 1,000 kg and to 15% for quantities below 2,000 kg.

7. Liability

1. Claims by the customer for damages or reimbursement of expenses are excluded, irrespective of their legal basis.

2. This exclusion of liability does not apply

to damage caused intentionally or through gross negligence;
to a slightly negligent breach of essential contractual obligations, including by the contractor’s legal representatives or agents; in such cases, liability is limited to the direct, average loss typical of the contract and foreseeable for the type of product;
to culpable injury to the customer’s life, body or health;
to fraudulently concealed defects or where a guarantee has been given as to the quality of the goods;
to claims under the German Product Liability Act.

8. Limitation period

The customer’s warranty and damages claims under sections 6 and 7 become time-barred one year after delivery of the goods, except for the damages claims specified in section 7.2. This does not apply where the contractor has acted fraudulently.

9. Trade practice

In commercial transactions, the customary practices of the printing industry apply unless otherwise instructed. For example, there is no obligation to hand over intermediate products such as data, lithographic films or printing plates created to produce the agreed final product.

10. Archiving

Products belonging to the customer, particularly data and data carriers, will be archived by the contractor beyond delivery of the final product to the customer or its agents only by express agreement and for a separate fee. If these items are to be insured, the customer must arrange this in the absence of an agreement.

11. Recurring work

Contracts for regularly recurring work may be terminated at the end of a month with at least three months’ notice.

12. Industrial property rights / copyright

The customer alone is liable if carrying out its order infringes third-party rights, particularly copyright. The customer must indemnify the contractor against all third-party claims arising from such an infringement.

13. Place of performance, jurisdiction and validity

1. 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, the contractor’s registered office is the place of performance and jurisdiction for all disputes arising from the contractual relationship, including proceedings involving cheques, bills of exchange and documentary evidence. German law applies to the contractual relationship. The UN Convention on Contracts for the International Sale of Goods is excluded.

2. If one or more provisions are invalid, the validity of the remaining provisions is unaffected.