General Terms and Conditions of Sale of SAMSTAG Werbemittel GmbH
Section 1 Scope, form
These General Terms and Conditions of Sale (hereinafter: “GTCS”) apply to all our business relationships with our customers (hereinafter: “Customer”). Our offer is directed exclusively at entrepreneurs (Section 14 German Civil Code (BGB)), legal entities under public law, or special funds under public law, which the Customer must provide evidence of upon our request.
The GTCS apply in particular to contracts for the sale and/or delivery of movable items (hereinafter: “Goods”), regardless of whether we manufacture the Goods ourselves or purchase them from suppliers (Sections 433, 650 BGB). Unless otherwise agreed, the GTCS in the version valid at the time of the Customer’s order, or in any case in the last version incorporated, shall also apply as a framework agreement to similar future contracts without us having to refer to them again in each individual case.
Our GTCS apply exclusively. Deviating, conflicting or supplementary general terms and conditions of the Customer shall become part of the contract only if and to the extent that we have expressly agreed to their applicability. This requirement of consent applies in all cases, for example even if, in knowledge of the Customer’s terms and conditions, we carry out delivery to the Customer without reservation.
Individual agreements made with the Customer in individual cases (including ancillary agreements, supplements and amendments) shall in all cases take precedence over these GTCS. Subject to proof to the contrary, a written contract or our written confirmation shall be decisive for the content of such agreements.
Legally relevant declarations and notices by the Customer in relation to the contract (e.g. setting a deadline, notice of defects, withdrawal or reduction) must be made in writing, i.e. in written or text form (e.g. letter, email, fax). Statutory form requirements and further evidence, in particular in case of doubts about the authority of the person making the declaration, remain unaffected.
References to the applicability of statutory provisions are for clarification purposes only. Even without such clarification, the statutory provisions shall therefore apply unless they are directly amended or expressly excluded in these GTCS.
Section 2 Conclusion of contract
Our offers are subject to change and non-binding. This also applies if we have provided the Customer with catalogues, technical documentation (e.g. illustrations, drawings, plans, calculations, costings, samples, print templates), other product descriptions or documents – also in electronic form – to which we reserve ownership and copyright.
The Customer’s order of the Goods shall be deemed a binding offer to conclude a contract. Unless otherwise stated in the order, we are entitled to accept this offer within 2 weeks of its receipt by us.
Acceptance may be declared either in writing (e.g. by order confirmation) or by delivering the Goods to the Customer.
If an order is placed via one of our online shops:
- The presentation of the Goods constitutes a legally binding offer. By clicking “Place order with obligation to pay”, the Customer accepts the offer.
- In the shopping cart, the Customer may make changes at any time or cancel the process.
- The contractual provisions will be sent by email.
Section 3 Print approval and Customer cooperation
The Customer is obliged to grant print approvals within the deadline or to reject them stating reasons. Approval shall be deemed granted if the Customer does not object to the proof sent within three working days.
The Customer shall provide all data required for performance in the agreed format and shall be responsible for its content.
The Customer grants us all rights of use necessary for processing and guarantees that no third-party rights are infringed. In the event of legal infringements, the Customer shall indemnify us.
Section 4 Delivery period and delay in delivery
The delivery period is agreed individually. It applies only if the Customer has fulfilled all cooperation obligations.
If performance is not available, we will inform the Customer without undue delay. If delivery is permanently impossible, we may withdraw from the contract.
Section 5 Delivery, transfer of risk, acceptance, default of acceptance
Delivery is ex works. In the case of shipment, the risk shall pass to the Customer as soon as the Goods have been handed over to the transport service provider.
The Customer shall be in default of acceptance if they do not accept delivery in due time. Any costs arising from this shall be borne by the Customer.
Section 6 Prices and payment terms
All prices are ex works plus statutory VAT. Transport costs shall be borne by the Customer.
Payment terms: 10 days with 2% discount or 30 days net.
In the event of late payment, statutory default interest shall apply.
Section 7 Retention of title
We retain title to the Goods until full payment of all receivables.
Further processing or resale is permitted only in the ordinary course of business. Claims arising from resales shall be deemed assigned to us.
Section 8 Claims for defects
The statutory rights in respect of defects shall apply. The Customer is subject to inspection and notification obligations.
At our discretion, we shall provide subsequent performance by repair or replacement delivery.
In the case of unjustified complaints, inspection costs may be charged to the Customer.
Section 9 Liability
We shall be liable in cases of intent and gross negligence as well as in the event of injury to life, body and health.
In cases of simple negligence, we shall be liable only for breach of material contractual obligations.
Section 10 Limitation period
Claims for defects shall become time-barred 12 months after delivery, except for construction services.
Section 11 Data protection
Personal data is processed exclusively for the performance of the contract.
Section 12 Advertising and references
We may use our logo and the delivered Goods for advertising purposes.
The Customer’s name and logo may – unless otherwise agreed – be used for reference purposes.
Section 13 Choice of law and place of jurisdiction
German law shall apply. Place of jurisdiction is Bensheim.
