Terms of Service
General – Scope of application
Our terms and conditions of sale and delivery shall apply exclusively, unless we have expressly agreed to their validity in writing, we shall not accept any terms and conditions of the customer which differ from our conditions. Our terms and conditions shall also apply if we carry out the delivery to him unconditionally in the knowledge of conflicting or deviating conditions of the customer. Our terms of sale and delivery also apply to all future transactions with the purchaser.
Orders and offers
The offer prices are net price travel and do not contain value added tax, which is to be added according to the currently valid legal regulations.
The quotation quotations are based on the values of the request or the details of the buyer. Should these prove to be incorrect in the case of order distribution or due to later translated samples, the Seller reserves the right to make price changes on the basis of the new data.
The concluded contract is subject to these terms and conditions as far as no other agreements have been confirmed in writing by the seller. These terms and conditions are also valid if a current transaction is not based on a written offer or an order confirmation. This also applies if the buyer is aware of the seller’s terms of business from a previous legal transaction.
The current price lists of the seller shall always apply if Bagobag GmbH has taken price lists as the basis for the conclusion of the contract, even if the purchaser has not requested these prior to placing an order and therefore has no knowledge of its content.
Verbal or verbal agreements are only binding if confirmed by the seller in writing. This is usually done by submitting a written offer in the form of an e-mail, letter or fax.
In the case of foreign transactions, the seller is entitled to postpone orders which have not yet been processed in the event of depreciation of the foreign currency which has occurred in the meantime, to the extent that the value of the goods on a € basis after the depreciation corresponds to the value of the order.
Declarations by e-mail are mutually recognized as legally valid without the need for an electronic signature according to § 126a BGB (German Civil Code). However, this does not apply to contract terminations and major order changes. Significant changes are in particular if the order volume changes by at least 30% or ordered goods are replaced by others. In such cases, a written confirmation of the purchaser is necessary to the legal effect.
The assumption of guarantees requires an express written agreement defining the type and scope of the guarantee.
All prices are net, plus VAT in Germany.
Delivery of printing documents
If the print documents required for the order are not in your hands or you are no longer completely available, please let us know. We are able to quickly and cheaply solve any problems of this kind. Please provide fonts, pictures and a mismatched print with delivered files.
Unless otherwise agreed in writing in the offer, deliveries shall be made at the account and risk of the Purchaser. As a rule, the shipping costs are included in the delivered price. This is different for airfreight shipments. Forwarding costs in Germany or in Europe or elsewhere, unless otherwise stated, are always borne by the Contractor and can be recalculated. Even in the case of orders below a possibly agreed freight clearance, the choice of the shipping method and the shipping route will be left to the seller in the absence of any agreements, without liability for fastest routes and cheapest transportation.
Free-house delivery is in any case only on truck occasion exclusively to a buyer address in the Federal Republic of Germany and not to several. EU-wide deliveries require a written regulation, are otherwise not free.
If freight-free delivery has been agreed without the consignor being released from the seller, the buyer has to provide the freight documents and proof of the receipt of the goods and will receive freight remuneration in return.
If goods are stored from the seller’s warehouse at the exclusive disposal of the purchaser or sold for the purpose of making the goods without dispatch, the buyer has to accept delivery within the agreed maximum periods. After the expiry of this period, immediate delivery may be made without the seller’s is being indicated.
For deliveries of goods to EURO pallets, the buyer must return a corresponding number of EURO pallets in exchange. If EURO pallets are not returned, a calculation is made according to our conditions valid at the time of delivery.
With the signing of the delivery note by the buyer or a fulfillment aid, the consignment is deemed to be complete and correct, even if only with reservation has been accepted.
In the event of default of acceptance by the purchaser, the latter must compensate the seller for the expenses incurred. In this case, the seller is entitled, at his discretion, either to dispose of the delivery item or to provide the buyer with a reasonable new deadline, and either after the unsuccessful determination of a reasonable deadline for acceptance. Upon the occurrence of the acceptance or debtor default, the risk of accidental deterioration and accidental loss will pass to the buyer.
Seller’s delivery dates are not binding.
If fixed dates are explicitly agreed for the delivery, the delivery period starts with the day of the dispatch of the order confirmation or order acceptance. If the purchaser subsequently makes any changes which influence the period of production, the delivery period begins with the confirmation of the change by the seller.
If the seller is culpably in default with the delivery, the rights of the buyer are limited to the withdrawal from the contract, but this only if the agreed delivery period is exceeded by more than 1/3, but at least by 5 working days.
If goods are not manufactured by the seller himself, he is not in default before he has been supplied. In addition, he / she is entitled to rescind the obligation to fulfill the contract in case of non-availability of the goods provided that he / she notifies the buyer without delay of non-availability and immediately reimburses any consideration already paid by the buyer.
Defects of delivery
According to §377 HGB, the purchaser’s duties of investigation and complaint are determined.
After the use or processing of the supplied goods by the buyer, all liability of the seller is excluded.
In the case of defective goods, the purchaser may demand a reduction of the purchase price or delivery of a defect-free product, with the exclusion of all other claims, with return of the delivered goods. The seller determines whether the option reduction of the purchase price or the option delivery of defect-free goods comes into effect in the given case. The seller can rely on the refusal of the supplementary performance according to the legal regulations. The Purchaser shall grant the Seller a reasonable period of time upon request of the subsequent performance. Prior to this, the Seller shall be given the opportunity to establish the deficiencies indicated at a location determined by him or on the spot. The seller has the right to retrieve the goods, as well as the right to determine the place of the defect inspection.
If the goods are not manufactured by the seller itself, the seller is only liable within the framework of the rights against the sub-supplier.
Impossibility of delivery
The Seller may demand a reasonable extension of the delivery period or withdraw from the contract in full or in part, provided that the Supplier is unable to comply with the delivery period for reasons beyond its sphere of influence (e.g. material shortages, strikes, machine damage, natural disasters, fire, impossibility of delivery of the Supplier) Is unable to deliver at a reasonable later date.
The seller must notify the purchaser of such circumstances without delay and to reimburse the customer if necessary.
Terms of payment
Unless a different payment agreement has been made, a deposit of 50% of the invoice price is due after issuance of the printing approval. The remaining 50% at the time of the delivery of the merchandise.
If the buyer proves that an invoice has not been received by him within 3 days after the creation, the deadlines are extended accordingly.
If a discount agreement exists with the buyer, a discount deduction is only entitled if no other invoices are open at the time of expiry of the discount period, for which the payment period of 14 days has already been exceeded.
In the event of a payment overshoot, the seller is entitled to demand interest on arrears in the amount of 5% above the base rate.
Rebates, bonuses and freight rebates, for example, are lost in court or out-of-court settlement proceedings, insolvency or default of payment (§ 286 BGB) and in court proceedings. The same legal consequences occur on the 15th day after the invoice is due.
Payment methods other than cash, bank transfer or checks will only be accepted upon express agreement. The buyer bears the costs for the collection of bills of exchange as well as the discount charges. These must be paid in advance. Financial exchange is not accepted in principle. A payment is only deemed to have taken place if the seller can dispose of the amount. In the case of check payments, the payment is deemed to have been effected only if the check is credited after immediate submission.
In the event of several claims, the vendor is entitled to offset payments of the buyer with his claims in the order of maturity. The right of determination of the debtor pursuant to Art. § 366/1 BGB is hereby excluded.
Retention of title
The delivered goods (= reserved goods) remains the property of the seller until payment is complete.
The buyer is entitled to resell and / or use the goods within the framework of a regular business operation, as long as he is not in arrears with payment. In this case, the claim resulting from the resale shall be replaced by the reservation of title. In the case of processing (§ 950 BGB), the new product replaces the delivered goods. In the case of a connection (§ 947 BGB) and mixing (§ 948 BGB), the seller retains co-ownership in proportion to the proportion of the value of the goods at the time of the connection (extended retention of title).
The retention of title as well as the surrogates replaced in its place only after all claims of the seller from the business relationship are settled (current account reservation).
If the value of the goods to be secured exceeds the seller’s total claim by more than 20%, the seller shall be obliged to release at the purchaser’s request.
As long as the retention of title exists, the buyer is not authorized to pledge or to assign a security. If the buyer acts contrary to and third parties in good faith to the seller’s reserved property, the buyer is obliged to the seller for damages.
In the case of payment by check or bill of exchange, the property shall be transferred to the buyer only with credit to the seller.
Ensuring the seller
If the liquidity difficulties of the buyer are known or if the buyer is in arrears with a payment, the vendor is entitled to demand immediate payment of all outstanding invoices, including invoices not yet due, and to demand cash payment before delivery of the goods for all outstanding deliveries.
Before full payment of the invoice amounts, including default interest, the seller is not obliged to make any further delivery from any current contract. Any resulting delivery time overruns do not entitle the buyer to rescind the order or claim damages.
The right of the buyer to set-off is limited to uncontested and legally binding counterclaims. Furthermore, the buyer is not entitled to withhold or reduce the payment of due invoice amounts from other deliveries to the final clarification of the matter in case of objections to delivered goods.
Please note the legal requirements regarding the fees.
Other claims for damages
In case of breach of contractual obligations the liability of the seller is limited to intent and gross negligence.
In addition, the seller is only liable for the damages which are typically foreseeable, and not for loss of profit, consequential damages or loss of production.
These liability provisions shall also apply to the tort liability as well as to the seller’s fulfillment and execution aid.
Claims for damages, whether or not based on a defect in quality, and for which a limitation of the limitation periods is permissible, become statute barred within one year from the end of the calendar year in which the claim arose and the injured party became aware of the circumstances justifying the claim or without gross negligence.
Intellectual Property and Circulation Law
In the case of the use of samples and print copies of the buyer, the latter is responsible for the fact that no copyrights and / or industrial property rights of third parties are infringed. Accordingly, he shall also indemnify the Seller against all claims of third parties. If, through the development and execution of an order, the seller has protective rights, these are not transferred by the sale of the item.
If the purchaser violates the provisions of the German Circulation Administration Act or the Packaging Ordinance, and if the seller is used, the buyer is obliged to release the seller from all claims against him and to replace all expenses incurred in this connection. If a customer infringes the laws and regulations of other states which are in accordance with the German Circulation Administration Act or the Packaging Ordinance, and if the seller is therefore used, this regulation applies analogously.
The goods delivered by the seller may contain a company imprint.
In the case of print orders, accrued set costs, prototypes and prototype costs such as proofing are invoiced, even if the order should not be issued subsequently.
The printing materials provided by the purchaser, such as designs, drawings, clichés, films, printing cylinders and plates, remain the property of the seller even if the buyer has paid pro rata costs. If the purchaser reimburses the entire costs, he has the right to reclaim the aforementioned printing documents.
Furthermore, the seller reserves the right to make deviations in the case of orders according to color charts or with fixed color indications since technical color deviations are unavoidable in some printing processes; this also applies to different carrier materials such as paper and plastic.
In the case of plastic products, the seller cannot guarantee the migration of additives or similar migration phenomena and the resulting consequences. This shall not affect claims for damages due to gross negligence or intent.
The seller uses standard printing inks for printing. When particular requirements such as e.g. light stability, etc., the customer must state this in writing when placing the order.
In case of coding and / or numbering, the graphic must be coordinated with the contractor for technically necessary production possibilities. The client is responsible for the correctness of the code arrangement and placement. The seller does not guarantee the provided coding templates. In particular, due to the inconsistent reading technique, no guarantee can be given for the readability at the cash desks of the trade.
Excess and short deliveries, minor defects
The Contractor shall have the right to excess and short deliveries of up to 10% of the ordered quantity for all productions (for quantities of less than 50,000 pieces) and in the case of collective packs with pressure changes within the run, as well as for sales by weight (for weights less than 500 kg), the product tolerance is up to 20% of the quantity ordered. The delivery takes place with the full delivery of the actual quantities.
In the production of paper and plastic packaging, a relatively small number of defective goods are technically unavoidable and a proportion of up to 5% of the total quantity cannot be objected, irrespective of whether the defect is in processing or in pressure. Defects of a part of the delivery cannot lead to the complaint of the entire delivery if a separation of faulty and non faulty goods is possible with reasonable means, or is carried out by or at the expense of the supplier.
Variance of +/- 5% does not entitle the customer to a complaint. The material thickness tolerance is +/- 5% for paper. For plastics, the following tolerance ranges apply:
Folio thickness, material thickness tolerance:
<= 15 μm +/- 25%
15 μm <25 μm +/- 15%> 25 μm +/- 13%.
A counting difference of up to 3% is generally permissible.
Variations in the surface finish, color, purity and physical values are not to be avoided and therefore do not entitle the customer to a complaint.
The buyer shall be entitled to process the data concerning the business relationship or the data obtained in connection with the business relationship, whether the buyer itself or third parties, within the meaning of the Data Protection Act.
Should one of these provisions of the above conditions be invalid in whole or in part, the validity of the remaining provisions shall remain unaffected. In lieu of the invalid provisions, the regulation which comes closest to the intended economic purpose in a legally effective manner occurs.
These terms and conditions shall be binding on the Purchaser as soon as he has been aware of them or has been given the opportunity to obtain knowledge. In principle, the current version is valid. If this has not yet been notified to the Purchaser and he has not had the opportunity to obtain knowledge, the version of his knowledge shall also be deemed to be replaced.
If the ordered declares the order without the fault of Bagobag GmbH, the services already provided by us are to be billed proportionally and paid by the customer. With regard to the services not rendered, we are entitled to a lump sum claim for damages amounting to 15% of the contract value, with the exception of termination for important reasons. The proof of a higher or lower damage remains reserved.
Place of performance, jurisdiction and applicable law
Place of performance and jurisdiction for deliveries and payments (including checks and bills of exchange) as well as all disputes arising between the contracting parties from the contracts concluded between the parties is the place of business of the seller (Berlin, Federal Republic of Germany).
It is only the law of the Federal Republic of Germany.
The applicability of the United Nations Convention on Contracts for the International Sale of Goods and any Uniform Laws on the International Purchase of Movable Goods is excluded.