general terms and conditions of sale

1. Scope of validity

  1. The following General Terms and Conditions (GTC) shall apply to all business transactions with us, even if they are not made the subject of individual transactions. Individual agreements made in individual cases shall always take precedence over these General Terms and Conditions. Subject to evidence to the contrary, the content of such agreements shall be governed by a written contract or our written confirmation. They shall apply to all goods that the customer obtains from us as part of the delivery. This shall also include containers and transport aids etc. used by us.
  2. 1.2 These General Terms and Conditions shall apply exclusively to entrepreneurs, legal persons under public law or special funds under public law within the meaning of § 310 (1) BGB. If the customer is a consumer, separate terms and conditions shall apply.
  3. Deviating, conflicting or supplementary terms and conditions of a customer shall only become an integral part of the contract if and to the extent that we have expressly agreed to their validity. This requirement for consent shall apply in all cases, even if we carry out deliveries to the customer without reservation in the knowledge of conflicting terms and conditions of a customer.

2. Offers and conclusion of contract, prices, and payment

  1. If an order is to be regarded as an offer according to § 145 BGB, we can accept it within two weeks.
  2. If no prices have been agreed in writing, the prices of the seller valid on the day of delivery shall apply.
  3. Unless otherwise agreed in writing, our prices shall apply ex works excluding packaging and excluding VAT in the amount valid in each case. Costs for packaging will be invoiced separately.
  4. Payment of the purchase price must be made exclusively to the account indicated overleaf. The deduction of a discount shall only be permitted with a special written agreement. An agreed discount always refers only to the invoice value ex-cluding freight and assumes the complete settlement of all due liabilities of the buyer at the time of the discount.
  5. Unless otherwise agreed, the purchase price is to be paid within 30 days of invoicing. Default interest is calculated at a rate of 8%1 above the respective base interest rate per annum. The assertion of higher damages for delay shall remain reserved. The payment period shall always start on the invoice date, regardless of the duration agreed.
  6. If the customer defaults on payment with other payment obligations toward us or otherwise behaves in breach of the contract, all claims shall become due for payment immediately. In this case, goods that have not yet been delivered can be retained until payment has been made and further work on orders that are still in progress can be stopped.
  7. Unless a fixed price agreement has been reached, reasonable price changes due to changes in wage, material, energy, and distribution costs are reserved for deliveries made three months or later after the conclusion of the contract.
  8. We shall be entitled to invoice partial deliveries and partial services immediately upon delivery.
  9. Issued account statements and other statements are deemed approved if the customer does not object within four weeks of the date of the statement. At the beginning of the period, we will provide written information that silence after the period expires shall be considered an approval.
  10. If the financial situation of the buyer deteriorates or if there is no release of the credit insurance, the seller can demand real or personal security or, if it is not provided, advance payment. In the event of default in payment or deterioration of the financial situation of the buyer, the seller may, in the case of orders which, due to special characteristics required by the buyer, could not be used by other buyers or could only be used with difficulty, make the commencement or further execution of these orders dependent on the provision of real or personal security or, if this is not provided, on payment for the goods. If the buyer does not fulfil the above obligations, the seller shall have the right to refuse the deliveries and to withdraw from the contract and to demand compensation.

1 From the beginning of the delay, the buyer shall owe the seller default interest in addition to the purchase price. If a consumer is involved in the purchase contract, either as a buyer or as a seller, the interest rate shall be 5% above the base rate. In the case of purchase contracts between entrepreneurs, the reform of the law of obligations raises the interest rate to 8% above the base rate.

3. Rights of retention / offsetting

  1. The customer shall only be entitled to exercise a right of retention insofar as his counterclaim is based on the same contractual relationship.
  2. The customer cannot offset his own claims unless these are undisputed, acknowledged or legally established by us. In the event of defects in the delivery, the customer’s counterrights shall remain unaffected.

4. Delivery, delivery time, delays, and force majeure

  1. The dispatch of goods is at the risk of the customer unless the transport is carried out by our own vehicles. The risk shall transfer when the loading process is complete. We shall reserve the right to make partial deliveries. The day of delivery shall be the day of dispatch or collection of the goods from us.
  2. The commencement of the delivery period specified by us assumes the timely and proper fulfilment of the obligations of the customer, such as the approval of the print or other documents received by us in writing. We shall not be obliged to subject the components provided by the customer to produce an order, such as data, press sheets and die-cutting dies, etc., to a prior inspection.
  3. If an agreed delivery period is not complied with for reasons for which we are responsible, the customer shall have the right to withdraw from the contract after the fruitless expiry of a reasonable grace period set in writing. Claims for dam-ages due to delayed delivery are excluded unless they are based on intent or gross negligence.
  4. Goods purchased on demand must be accepted within four months. In the event of non-timely acceptance, we shall be entitled to store the goods ready for dispatch at the cost and risk of the customer and to invoice them as delivered, at the expense of all costs incurred. In the event of a delay in acceptance beyond the aforementioned 4-month period, we shall also be entitled to withdraw from the contract and, notwithstanding further claims, to demand a 20% cancelation fee from the customer. The objection to the non-performance of the contract shall remain reserved.
  5. 4.5 If the customer is in default of acceptance or culpably violates other cooperation obligations, we shall be entitled to demand compensation for the damage incurred by us in this respect, including any additional expenses. Further claims shall be reserved. Insofar as the above conditions are met, the risk of accidental loss or accidental deterioration of the purchased item shall pass to the customer at the time at which the customer is in default of acceptance or payment.
  6. Our delivery obligations shall be subject to complete and timely self-delivery unless we are responsible for incomplete or delayed self-delivery.
  7. Delivery impediments due to force majeure or due to unforeseen events or events for which we are not responsible, such as operational disruptions, industrial disputes, strikes, lockouts, official orders, pandemics and epidemics, gas shortages, the subsequent elimination of export and import possibilities, unrest, acts of war or terrorism and blockades of transport routes shall release us from the obligation to comply with agreed delivery times or delivery quantities for the duration and to the extent of the delivery impediments.
  8. As far as possible, we will inform the customer of the reason, the expected scope, and the expected duration of the delivery delay. In such cases, we shall be entitled to adjust the scope of delivery and/or the time of delivery.
  9. If the impediment to delivery is due to incomplete or delayed self-delivery or if the impediment to delivery or its effects cannot be remedied for the foreseeable future and we are not responsible for the reason for the impediment to delivery, both parties have the right to extraordinary termination.

5. Reservation of ownership

  1. Until full payment of the purchase price and any other due claims, the delivered goods shall remain our property. This shall also apply to all future deliveries, even if we do not always expressly refer to this condition.
  2. The customer shall be entitled to resell the goods in normal business transactions – as long as we do not object. Claims arising from resale shall be assigned to us upon their creation. We hereby accept the assignment. We shall be entitled to notify third parties, the customer shall be obliged to name them, of the assignment and to assert the assigned claim in our own name.
  3. If the terms and conditions of purchase of the third party contain a restriction on the right of assignment or if the as-signment of the claim is made subject to consent, the consent of the third party must be submitted to us in writing prior to delivery. If the delivery nevertheless takes place, we shall be irrevocably authorised to collect the claim arising from the resale of the reserved goods in the name and for the account of the customer. At the same time, the customer shall ir-revocably issue a payment order to the third party in our favour.
  4. If the realisable value of a security transferred to us exceeds our claims by more than 20%, we shall release the additional securities upon request; we shall be responsible for selecting several securities. We can waive securities at any time.
  5. As long as ownership has not yet transferred, the customer must notify us immediately in writing if the delivered goods are seized or exposed to other interventions by third parties. Insofar as the third party is not able to reimburse us for the judicial and extrajudicial costs of an action in accordance with § 771 ZPO, the customer shall be liable for the loss in-curred by us.
  6. The processing or transformation of the delivered goods by the customer shall always be carried out in our name and on behalf of us. In this case, the customer’s expectancy right to the goods shall continue in the transformed item. Insofar as the goods are processed with other items not belonging to us, we shall acquire co-ownership of the resulting items in the ratio of the invoice value of our goods to the objective value of the other processed items at the time of processing. The same shall applies in the case of mixing. Insofar as the mixing takes place in such a way that the object of the cus-tomer is to be regarded as the main object, it shall be deemed to be agreed that the customer transfers proportional co-ownership to us and stores the resulting sole or co-ownership for us.

6. Liability

  1. We shall be liable without limitation, irrespective of the legal grounds, in the event of breach of a guarantee or injury to life, limb or health. The same applies to intent and gross negligence on the part of executive bodies and senior executives. Liability for simple vicarious agents (§ 278 BGB) is excluded to the extent permitted by law.
  2. Subject to the provision in paragraph 1, we shall only be liable for slight negligence if cardinal obligations are breached. Cardinal obligations are those whose fulfillment is essential for the proper execution of the contract and on whose compliance the contractual partner regularly relies and may rely.
  3. In cases of a negligent breach of a material contractual obligation, the amount of compensation shall be limited to the damages foreseeable at the time of conclusion of the contract and typical for the contract. Compensation for loss of production, consequential damages and/or loss of profit is excluded in cases of simple negligence. This limitation of liability shall apply accordingly to the conduct of our vicarious agents and assistants.
  4. The amount of any damage – except in the case of intent, gross negligence or injury to life, limb or health – shall be limited to 50% of the order value per damaging event.
  5. Should we be unable to meet an agreed delivery deadline, our liability shall be limited, subject to paragraphs 1 to 3, to a maximum of 5% of the agreed net price for any damage incurred by the customer as a result of the delay. We reserve the right to claim further damages from the customer and to provide evidence of lower damages.

7. Warranty

  1. Claims for defects do not exist in the case of only insignificant deviations from the agreed quality or in the case of only insignificant impairment of usability.
  2. In particular, claims for defects shall not exist if the delivery is within the tolerances resulting from the General Conditions of Sale of Paper and Board Manufacturers in the European Community (CEPAC). In the case of raw materials consisting entirely of recycled materials, deviations in color, appearance, quality and odor from the general standard in particular are due to this and are therefore no reason for a complaint.
  3. The customer’s warranty rights also presuppose that he has complied with his statutory inspection and complaint obligations (§§ 377, 381 HGB), in particular that he inspects the delivered goods immediately upon receipt and immediately notifies us in writing of obvious defects and defects that were recognizable during such an inspection. The customer must notify us in writing of any hidden defects as soon as they are discovered. The notification shall be deemed to be immediate within the meaning of sentences 1 and 2 if it is made within 5 working days, whereby receipt of the notification by us shall be decisive for compliance with the deadline. If the customer fails to properly inspect the goods and/or report defects, our liability for the defect in question shall be excluded. The customer must describe the defects detected to us in writing in the notification. If a complete inspection of the goods is not feasible within the meaning of Section 377 para. 1 HGB (German Commercial Code) or cannot reasonably be expected of the customer due to the circumstances of the specific case, a representative random sample, i.e. one that is carried out in an appropriate number, with sufficient distribution and with professional care, is sufficient for the inspection. Claims for subsequent performance are excluded in the case of minor deviations that are reasonable for the customer.
  4. We must be given the opportunity to inspect any defects in the delivery at the place where the goods are located. Our consent must be obtained before any goods are returned.
  5. If, despite all due care, the delivered goods have a defect that already existed at the time of the transfer of risk, we shall, at our discretion, either repair the goods or deliver replacement goods, subject to timely notification of defects. We must always be given the opportunity for subsequent performance within a reasonable period of time. Recourse claims remain unaffected by the above provision without restriction.
  6. If the subsequent performance fails, the customer may – without prejudice to any claims for damages – withdraw from the contract or reduce the remuneration.
  7. Warranty rights do not exist for defects that (i) arise after the transfer of risk as a result of improper handling, storage or care or excessive strain or use, or (ii) which arise due to force majeure, special external influences which are not assumed under the contract or due to the use of the goods outside the use assumed or customary under the contract or (iii) those caused by natural wear and tear.
  8. In the event of an unjustified notice of defects, the customer shall reimburse us for the expenses incurred, unless he can prove that he is not at fault with regard to the unjustified notice of defects.
  9. We are not liable for defects that are based on the customer’s specifications for processing or choice of material. We shall not be obliged to subject the components provided by the customer to produce an order, such as data, press sheets and die-cutting dies, etc., to a prior inspection.
  10. In all cases, the special statutory provisions remain unaffected in the case of final delivery of the unprocessed goods to the consumer, even if the consumer has further processed them (supplier recourse pursuant to § 478 BGB). Claims arising from supplier recourse are excluded if the defective goods have been further processed by the customer or another entrepreneur, e.g. by installation in another product.
  11. Claims of the customer for expenses incurred for the purpose of subsequent performance, in particular transport, travel, labor and material costs, including any dismantling and installation costs, are excluded insofar as the expenses increase because the goods delivered by us have subsequently been moved to a location other than that agreed for delivery by us.
  12. Recourse claims of the purchaser against us shall only exist insofar as the purchaser has not made any agreements with his customer that go beyond the statutory mandatory claims for defects.

8. Statute of limitations

  1. The limitation period for the customer’s claims for defects shall, in deviation from § 438 para. 1 No. 3 BGB 12 months and begins with the delivery of the goods. The limitation period shall also commence upon the customer’s default of acceptance. If acceptance has been agreed, the limitation period shall commence upon acceptance. This period shall also apply to claims in tort based on a defect in the goods.
  2. The limitation period shall not recommence as a result of subsequent performance. A statement on an asserted claim for defects shall not be deemed to constitute entry into negotiations on the claim or the circumstances giving rise to the claim if the claim for defects is rejected by us in its entirety.
  3. The statutory limitation period shall apply to claims for damages in cases of intent and gross negligence as well as in cases of injury to life, limb and health which are based on an intentional or negligent breach of duty attributable to us.
  4. Insofar as the law pursuant to § 438 para. 1 No. 2 BGB (buildings and items for buildings), § 445 b BGB (right of recourse) and § 634a para. 1 BGB (construction defects) prescribes longer periods, these periods shall apply.
  5. The above limitation periods of the law on sales shall also apply to contractual and non-contractual claims for damages of the customer based on a defect of the goods, unless the application of the regular limitation period (§§ 195, 199 BGB) will lead to a shorter limitation period in individual cases.
  6. Negotiations on claims for material defects or other claims for damages shall only be deemed to be pending if the parties have declared that they will negotiate such claims.

9. Data protection

  1. When handling personal data, we comply with the statutory provisions on data protection. We process the customer’s personal data insofar as this is necessary for the establishment, execution or termination of a contractual or quasi-contractual relationship, including pre-contractual measures, or is in our legitimate interest. Further data protection information, in particular on the rights of data subjects, the complaints office and the data protection officer, can be found in accordance with Art. 13, 14 GDPR under Privacy Policy.
    This notice is deemed to be a notification pursuant to Section 33 para. 1 BDSG.

10. Transport packaging

  1. According to § 15 Abs. 1 sentence 1 of the Packaging Act, manufacturers and distributors of transport packaging (No. 1), sales and secondary packaging that does not typically accumulate as waste with private final consumers after use (No. 2) or reusable packaging (No. 5) are obliged to take back used, completely empty packaging of the same type, shape and size as the packaging they put into circulation at the place of actual delivery or in its immediate vicinity free of charge in order to reuse or recycle it. Unless otherwise agreed, the customer shall assume our take-back obligations in accordance with Section 15 of the German Packaging Act and shall ensure that the packaging is taken back and properly and professionally recycled. The costs incurred for taking back and recycling shall be borne by the customer. Unless otherwise agreed, we shall ensure that the packaging delivered by us is taken back and properly and professionally recycled by the customer in order to fulfill the take-back obligations pursuant to Section 15 of the German Packaging Act. The packaging shall be taken back by a third party to be commissioned by us at the request of the customer. The returned packaging must be clean, free of foreign matter and sorted according to the different types of packaging. Otherwise, we shall be entitled to demand from the customer the additional costs or reduced profit arising from the disposal. If the packaging delivered by us is not returned in accordance with this provision, the customer shall be responsible for the professional and proper recycling of the packaging at its own expense. In this case, we shall be entitled to financial compensation from the customer for the loss of utilization profit. It is calculated at a flat rate of 75% of the waste paper price quoted by DIE PAPIERINDUSTRIE. Higher or lower damages may be proven by the customer or by us, as the case may be.
  2. If the purchaser is the final distributor within the meaning of § 3 para. 13 of the Packaging Act, it shall be liable pursuant to § 15 para. 1 sentence 5 of the Verpackungsgesetz (Packaging Act) to inform end consumers to an appropriate extent by means of suitable measures about the possibility of returning packaging within the meaning of § 15 para. 1 sentence 1 nos. 1 to 5 of the Packaging Act and their meaning and purpose.
  3. If lattice boxes or Euro pallets are used for delivery, the customer must return the same number of these to us. The return shipment shall be made at our discretion via our forwarding agent or in any other way within a reasonable period of time in perfect condition free domicile.

11. Secrecy

  1. The customer is obliged to keep confidential for an unlimited period of time all information that becomes accessible to him through us and that is designated as confidential or is recognizable as business or trade secrets (BuG) according to the other circumstances, and to neither record nor pass it on or exploit it. Individually negotiated and agreed prices are always to be treated as BuG.
  2. The customer shall ensure through suitable contractual agreements with the employees and agents working for him that they also refrain for an unlimited period of time from any exploitation, disclosure or unauthorized recording of such business and trade secrets.
  3. We reserve the property rights and copyrights to all documents provided to the customer in connection with the order placement – also in electronic form – such as calculations, drawings etc.. These documents may not be made accessible to third parties unless we give the customer our express written consent. If no contractual relationship is established, these documents must be returned to us immediately.

12 Applicable law; place of jurisdiction

  1. The law of the Federal Republic of Germany shall apply to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods (CISG).
  2. The courts at our registered office shall have exclusive jurisdiction to decide on disputes, including those arising from bills of exchange, checks or other securities – this provision only applies to the persons named in § 38 I ZPO. In addition, the courts at our registered office shall also have jurisdiction if the customer moves his domicile or usual place of residence abroad after conclusion of the contract or if his domicile or usual place of residence is not known at the time the action is brought. We are also entitled to take legal action at other places of jurisdiction.

13. Other

  1. The transfer of rights and obligations of the customer to third parties is only possible with our prior written consent.
  2. Our registered office, Grünstraße 4, DE-77723 Gengenbach is the place of performance for all services, both ours and those of the customer, unless otherwise agreed.
  3. Amendments and supplements to these GTC must be made in writing. This also applies to this written form requirement. This requirement shall not affect the validity of post-contractual verbal ancillary agreements that do not relate to the provisions of these GTC.
  4. Should any of the above provisions be or become invalid or unenforceable in whole or in part, this shall not affect the validity of the GTC and the contract as a whole. The parties are obliged to replace the invalid or unenforceable provision with a provision that is as similar as possible in economic terms, taking into account the interests of both parties. The same applies to regulatory gaps.

Status March 2026