Terms of Service

General Terms and Conditions of Business for "Company Name".

§ 1 General & Scope of Application
1. Our General Terms and Conditions of Sale shall apply exclusively; any terms of the Customer that are contrary to or differing from our General Terms and Conditions of Sale are not valid, unless we have expressly agreed to their validity in writing. Our General Terms and Conditions of Sale also apply  if we deliver to the Customer without reservation in the full knowledge that the Customer's terms are contrary to or differing from our General Terms and Conditions of Sale.
2. All agreements made between us and the Customer for the purpose of execution of this Contract, are stipulated in writing in this Contract.
3. Our General Terms and Conditions of Sale only apply vis-à-vis businesses for the purpose of § 310, para 1 of the BGB (German Civil Code).

§ 1.1 Personal data within the meaning of the GDPR
In this section, we give information about the collection of personal data, which we need for the execution of a contract.
 Personal data are all data that are personally referable to you, so for example, name, address, email addresses, telephone number.
The data will be processed for the purpose of implementing the Contract. Your data will be processed for possible contract implementation or for promotional use after your consent or for a legitimate interest.
Our legitimate interests consist in an expansion of our work together and the proper transmission of information to maintain the business relationship.

For further information, please see our detailed privacy policy at: https://bk.die6.de/de/4/impressum/datenschutz.

§ 2 Offer - Offer documents - Conclusion of Contract
1. If the order amounts to an offer in accordance with § 145 BGB (German Civil Code), we can accept this offer within 2 weeks.
2. All of our offers are subject to confirmation. Declarations of acceptance and orders require our written confirmation in order to be legally valid. The details in the order confirmation as to delivery scope, appearance, performance, dimensions and weights are to be considered as approximate and do not represent guaranteed characteristics.
3. The property rights and copyrights of illustrations, drawings, calculations, tools, printing documents, templates, samples and other documents are retained by us and our suppliers, even if the costs for the preparation of these documents and tools are charged to the Customer. This also applies to those written documents that are designated as “confidential”. They may not be passed on to third parties without our express written consent.
4. The Customer has exclusive responsibility for customer-provided artwork, films, plates and other documents.

The Seller shall send the Customer a proof, together with the request to return the proof within a notified period with any necessary changes, where applicable. An approval for printing by the Customer is binding. If no deadline is stated when the proof is sent, the changes must be returned no later than 3 days after receipt of the proof. If the proof is not returned to the Seller at the end of the period, the proof sent by the Seller shall be deemed to have been approved.
5. The Customer is responsible for ensuring that the documents made available by him are free of third party rights. We have no duty of verification. By placing an order, the Customer grants us exemption from liability for all claims that may be brought against us for any legal infringements. We are not obliged to accept orders or we may withdraw from contracts that involve a breach of the rights of third parties or run the risk of such a breach.
6. We are entitled to make excess or short deliveries of up to 10 percent of the goods ordered. When ordering less than the minimum quantities as specified in catalogues or brochures, we reserve the right to charge a separate handling fee or a small order surcharge. We are entitled to make partial deliveries as far as these are reasonable for the Customer.
7. If the exporter/supplier fails to make a delivery for which the Seller is not responsible, the Seller does not have to make the delivery itself. The supply/order contract is cancelled in such a case. The Seller is not liable for damages if he himself was not supplied. He undertakes to inform the Customer immediately and to reimburse any down payments made by the contractual partner immediately.
8. The Customer is obliged to specify in the order, if he intends to resell the goods to a final consumer. In the event of a breach of this obligation or in the event of a sale of the goods to an end consumer contrary to the information provided at the time of ordering, the rights under § 478 BGB (German Civil Code) shall be deemed to have been assigned.
9. When using our Customer Online Portal e-commerce solution, the Customer is obliged to fulfil the contractually fixed points after signing the user agreement. Any illegal use of this system, which is protected by copyright, will be prosecuted by us and claims for damages will be asserted.

§ 3 Prices and payment terms
1. Unless the order confirmation states otherwise, our prices are "ex shipping point", excluding packaging, freight, postage, insurance and other shipping costs; these are charged separately.
2. Our prices are excluding VAT, which will be separately specified on the invoice at the statutory rate applicable on the day of invoicing.
3. Unless otherwise stated in the order confirmation, the purchase price is due for payment within 10 days with 2% discount or net (without deduction) within 30 days from the invoice date. The statutory provisions governing the consequences of late payment shall apply.
4. Unauthorised cash discount deductions on the part of the Customer will not be accepted and will be reclaimed by us.

5. Rights of set off arise only if counterclaims have been legally established, or are undisputed or recognised by us. In addition, a right of retention may only be exercised its counterclaim is based on the same contractual relationship.
6. We reserve the right to make delivery to new customers subject to advance payment. If deliveries or partial deliveries are not paid for on time, we reserve the right to postpone the delivery of current orders or new orders or to make them subject to prepayment.
 7. If the Customer does not accept goods that have been properly ordered and are standing ready to be delivered, even after a reasonable period has been set, we are entitled at our discretion to require performance of the Contract or to cancel the Contract   and to claim damages for non-performance amounting to 25 percent of the Contract value (incl. tax). The Customer retains the right to prove lower damages.
8. In the case of unforeseeable (at the time of order) changes in customs duties, sales tax, foreign exchange rates, freight charges, insurance premiums and other applicable charges, we are entitled to change the price according to the change, to the benefit and to the detriment of the Customer, without thereby triggering any right of withdrawal.

§ 4 Delivery time
1. The start of a delivery period determined by us shall only commence after all technical questions have been resolved. In particular, delivery time specifications apply only after receipt by us of the complete documents, data and other services to be provided by the Customer.
2. Compliance with our delivery commitment is further subject to the timely and orderly completion of the obligations of the Customer. We reserve the right to refuse/suspend performance of the unfulfilled Contract.
3. If the Customer falls into default of acceptance or if he culpably breaches other duties of cooperation, we shall be entitled to demand compensation for the loss resulting to us in this respect, including any extra expenditures. The right to make further claims is reserved.
5. If the requirements of para. (3) apply, the risk of accidental loss or accidental deterioration of the goods passes to the Customer at the point in time that the latter is in default of acceptance or payment.
6. We are liable according to the legal provisions, as far as the underlying sales contract is a fixed date deal in the sense of § 286, para. 2, No. 4 BGB (Civil Code) or § 376 HGB (Commercial Code). We are also liable in accordance with the legal provisions if, due to a default in delivery for which we are responsible, the Customer is entitled to assert that his interest in any fulfilment of the Contract has been discontinued.
7. We are liable in accordance with the statutory provisions if the delay in delivery results from a wilful or grossly negligent breach of contract for which we are responsible or is based on a significant breach of contract; a fault of one of our representatives or vicarious agents is our responsibility. If the default in delivery does not arise from a breach of contract for which we are wilfully responsible, our liability is limited to the foreseeable or typical damages.

8. We are also liable in accordance with legal provisions if the default in delivery for which we are responsible arises from our culpable breach of an integral provision of the Contract, in which case our liability shall, however, be limited to the foreseeable or typical damages.
9. In the case of special religious and national holidays, as well as plant holidays in the countries of production, and in the event that we are hindered in the performance of the contract by procurement, manufacturing or delivery disturbances at our premises or at our suppliers, e.g. by war, internal unrest, confiscation, lack of energy, traffic disruptions, strike, lockout, lack of materials, import restrictions, bans on delivery due to copyright or other causes for which we are not responsible, the delivery period shall be extended accordingly if the production falls within this period. The same applies to sudden events such as shortages of energy and raw materials.
10. If we are more than two weeks in arrears with the meeting of a binding delivery date, the Customer can demand a lump-sum compensation for delay of a maximum of 15% of the delivery value, provided he can credibly prove that he has suffered damage as a result. This shall be in full and final settlement of any claims for damages arising from the Contract. We shall not assume any further liability in the event of default. This does not apply if liability is mandatory in cases of intent or gross negligence. Nor does this entail a change in the burden of proof to the detriment of the Customer.
11. If the delivery is not possible, the Customer is entitled to claim damages, unless we cannot be held responsible for the impossibility. In this case, the compensation for the Customer is limited to 10 % of the value of that part of the delivery that could not be delivered due to the impossibility. This does not apply if liability is mandatory in cases of intent or gross negligence. Nor does this entail a change in the burden of proof to the detriment of the Customer.

§ 5 Transfer of Risk - Packaging Costs - Shipping
1. Unless the order confirmation states otherwise, delivery is agreed "ex shipping point".
2. If, at the request of the Customer, the goods are delivered to a place other than the place of performance of the Seller, the risk passes upon delivery of the goods to the forwarding agent, carrier or other person designated for the dispatch.
3. The Customer is obliged to check immediately for packaging damage and freedom from defects of the goods.
4. Transportation and other packaging in accordance with the packaging regulations are not returnable, except for pallets. The Customer is obliged to arrange for disposal of the packaging at his own expense.
5. If the Customer wishes, we will cover the delivery with a transport insurance; the cost of this shall be borne by the Customer.
6. The choice of the shipping route and method of shipment shall be made by us according to the best economic conditions, without an obligation to use a cheaper shipping method. Special delivery methods must be notified in writing by the Customer.

7. The condition of delivery is carried out in standard packaging units and standard packaging. Special packaging or packaging units require prior discussion and written agreement.

§ 6 Liability for defects
1. Claims of the Customer based on defects shall only exist, if the Customer has properly met his duties to examine and to make complaints in respect of defects, in accordance with § 377 HGB. The period for giving notice of complaints about visible defects is a maximum of 3 working days after receiving the goods. In the case of improper storage of the delivered goods by the Customer, any warranty is excluded.
2. We deliver the ordered goods in commercial quality. In the case of a purchase based on a sample, the final goods shall match the quality of the sample. Where they arise through technical innovation or development and through production conditions, reasonable changes are to be approved by the Customer as being in accordance with the Contract. Deviations from the sample and between the goods produced may occur, especially in the case of handmade production. These deviations do not constitute a reason for complaint.
3. If there is a defect in the item purchased, the Customer is entitled to choose supplementary performance in the form of repair or the supply a new defect-free item. In case of repair, we are obliged to bear all costs required to remedy the defect, in particular transport, travel, labour and material costs, provided these are not increased by the fact that the goods have been transported to a place other than the place of performance.
4. If subsequent performance fails, the Customer is entitled at his option to
require reduction of the purchase price or the cancellation of the Contract. The return of rejected goods requires our prior consent.
5. We are liable in accordance with legal provisions, insofar as the Customer claims for damages arising from intention or gross negligence by our representatives or vicarious agents. Insofar as the Customer does not assert any wilful breach of contract on our part, our liability is limited to foreseeable or typical damages.
6. We are liable in accordance with statutory provisions if we culpably infringe any essential contractual obligation; in this case also, the liability for damages is limited to foreseeable, typically occurring damage.
7. Liability for culpable injury to life, limb or health remains unaffected. This also applies to mandatory liability under the Product Liability Act (Produkthaftungsgesetz).
8. Unless otherwise agreed in the above, any liability is excluded.
9. The right to make claims for defects expires 12 months after risk has been transferred to the Customer.
10. In the case of Far East goods and so-called penny-articles, the warranty period is limited to the normal useful life of the article not exceeding 12 months from transfer of risk.
11. The limitation period in the case of recovery from the supplier pursuant to § § 478, 479 of the German Civil Code remains unaffected; it is five years from the delivery of the defective item.
12. In the event of a sale to an end consumer within the meaning of the German Civil Code (BGB), the statutory provisions in respect of liability for defects shall apply.

§ 7 Total liability
1. Any further liability for damages other than that provided for in § 6 is excluded - irrespective of the legal nature of the asserted claim. This is in particular valid for compensation claims due to faults on the occasion of the conclusion of the Contract, due to other violations of duty, or due to tortuous claims for compensation for damage in accordance with § 823 of the German Civil Code (BGB).
2. The limitation in accordance with para. (1) also applies if in lieu of a claim for damages the Customer demands the reimbursement of useless expenditures.
3. Insofar as our liability for damages is excluded or limited, this shall also apply to the personal liability for damages of our employees, workers, staff, representatives and vicarious agents.

§ 8 Retention of title
1. We reserve the ownership of the object of sale until all payments arising from the delivery contract have come in. In the case of breach of contract by the Customer, especially in the case of default in payment, we are entitled to take back the goods. The taking back of the goods by us does not constitute withdrawal from the Contract, unless we have expressly declared so in writing. The court-ordered distraint of the goods by us shall always constitute a withdrawal from the Contract. We are entitled to dispose of the goods after their return, the proceeds of sale shall be deducted from the Customer's liabilities - minus reasonable realisation costs.
2. In the event of distraint orders or other interventions by third parties, the Customer must notify us in writing forthwith, so that we are able to bring suit in accordance with § 771 ZPO (code of civil procedure). If the third party is unable to reimburse us for the judicial and extrajudicial costs of a lawsuit pursuant to § 771 ZPO (Code of Civil Procedure), the Customer is liable for the losses incurred.
3. The Customer is entitled to resell the goods in the ordinary course of business; he assigns to us all receivables in the amount of our receivable from the final invoice (including VAT.), which arise from the resale to his customers or third parties, regardless of whether the goods were resold without or after processing. The Customer is authorised to receive these amounts on our behalf. This is without prejudice to our right to collect such receivables ourselves. However, we are hereby contractually bound not to collect such receivables if the Customer is not in default of payment of the received proceeds, is not in default of payment in general and, in particular, no petition for the initiation of insolvency proceedings has been made and no cessation of payments has occurred. If this is the case, we can demand that the Customer inform us of the assigned receivables and their debtors, provide all information necessary for collection, hand over the relevant documents, and inform the debtors (third parties) of the assignment.
4. We undertake to release the securities due to us at the request of the Customer insofar as the realisable value of our securities exceeds the secured receivable by more than 20%; we retain the right to choose the securities to be released.

§ 9 Miscellaneous
1. We and our suppliers are entitled to display on the delivered goods our company logo or our company name and to use the goods delivered by us for promotional purposes, in particular for exhibition in our business premises and for illustration in catalogues and brochures of all kinds.
2. The processing of personal data on our part is carried out in accordance with the order-related data processing provisions of the Federal Data Protection Act (Bundesdatenschutzgesetzes). The Customer guarantees that all obligations under the Federal Data Protection Act have been complied with. Should the data subject make a claim against us for non-compliance with these provisions, the Customer shall indemnify us from all resulting damages.
Should any provision of these General Terms and Conditions be or become invalid, this shall not affect the validity of the remaining provisions or the underlying Contract. The wholly or partially invalid provision is to be replaced by whatever provision comes closest to the business purpose of the invalid provision.

§ 10 Jurisdiction and Place of performance
If the Customer is a registered trader, our place of business is the place of jurisdiction; however, we are entitled to sue the Customer at his place of residence.
2. The law of the Federal Republic of Germany, excluding the UN Sales Convention, applies.
3. Unless otherwise stated in the sales confirmation, the place of performance is the location of our business premises