GENERAL TERMS AND CONDITIONS

General Terms and Conditions of Bleispitz GmbH
GENERAL TERMS AND CONDITIONS OF SALE AND DELIVERY

This English version is provided for convenience only.
In the event of any inconsistency or discrepancy, the German version shall prevail.

1. GENERAL

The following General Terms and Conditions of Sale and Delivery shall exclusively govern the delivery of our products, unless another agreement has been made by us in writing or confirmed by us in writing. These terms and conditions shall apply to our entire business relationship.

General terms and conditions of the purchaser conflicting with the General Terms and Conditions of Sale and Delivery of Bleispitz GmbH shall not be recognized. Their validity is hereby expressly rejected. Our silence in response to the transmission of the purchaser’s general terms and conditions shall not be deemed consent to their inclusion. Where these terms and conditions have once been validly agreed, our General Terms and Conditions of Sale and Delivery, as amended from time to time, shall also become part of all future contracts within ongoing business relationships without the need for an express reference in each individual case, even if these terms and conditions should exceptionally be wholly or partially inapplicable to individual transactions because deviating agreements have been made for such transactions. These terms and conditions shall also apply to transactions and sales abroad.

2. OFFERS

Our offers are non-binding. We shall only be bound by oral agreements after further written confirmation. Declarations by our employees, travelling representatives or commercial agents shall require our written confirmation in order to be effective.

3. PRICES / MINIMUM ORDER VALUE

Unless otherwise agreed in writing, exclusively our prices valid on the day of the order shall be decisive. The validity of prices shall expire upon issuance of new prices. All our prices are net prices and are subject to statutory value added tax. They apply ex warehouse and do not include transport and packaging costs.

4. TERMS OF PAYMENT

Unless otherwise agreed, our general terms of payment shall apply:

within 10 days from invoice date with 2% discount or 30 days net.

In the case of initial transactions or deliveries abroad, we reserve the right to require advance payment.

All expenses incurred shall be borne by the purchaser. Acceptance of a bill of exchange after maturity or its prolongation shall not constitute a deferral. We reserve the right to return bills of exchange or cheques at any time. If the purchaser is in default of payment, we shall be entitled, without special proof, to claim default interest in the amount of 9 percentage points above the base interest rate applicable at the time of default (§ 247 BGB) and to charge reminder fees of EUR 5.00 for each reminder after the occurrence of default. The assertion of further damages for default in individual cases remains reserved. If the purchaser fails to fulfil its payment obligations or if a bill of exchange or cheque is protested or if other circumstances become known which appear to endanger fulfilment of the purchaser’s obligations towards us, all our claims arising from deliveries already effected shall become immediately due and payable irrespective of previously agreed terms of payment. Deliveries still outstanding may then be effected cash on delivery or made dependent upon the provision of suitable security; until such security is provided, our obligation to deliver shall be suspended. The purchaser shall be entitled to make advance payment instead of providing suitable security. If the requested security is not provided before expiry of one week, we shall be entitled to withdraw from the contract. Where instalment payments have been agreed, the respective remaining balance shall become immediately due if receipt of an instalment is delayed contrary to agreement by more than 10 days. Payments to third parties, in particular to commercial agents or travelling representatives, shall not be recognized unless such persons are expressly authorized to collect payment.

5. SET-OFF, RIGHT OF RETENTION

Set-off against our claims shall only be permissible with claims of the purchaser which have been expressly acknowledged by us as justified or have been finally adjudicated. Any right of retention based on claims of the purchaser against us not arising from the same contractual relationship is excluded.

6. DELIVERY TIMES, DELIVERY QUANTITIES, PACKAGING

Indications of delivery periods are non-binding unless an express agreement on a fixed date has been made in writing. Furthermore, our delivery periods are subject to correct and timely self-supply, availability of delivery and intermediate sale. The delivery period shall commence on the day of acceptance of the order by us, however not before complete clarification of all execution details and print approval.

The delivery period shall be deemed complied with upon timely notification of readiness for dispatch if dispatch is impossible through no fault of our own. The delivery day shall be the day of dispatch; in the case of agreed collection, the day of dispatch of the notification of readiness for dispatch. If we exceed a non-binding delivery date or non-binding delivery period for ordered goods by more than 14 days, the purchaser shall have the right to grant us a reasonable grace period for delivery in writing. Upon such notice, we shall be in default. Events of force majeure, industrial disputes at our premises or at our suppliers, and comparable unforeseeable obstacles over whose occurrence or removal we have no influence shall extend agreed delivery periods by the duration of the hindrance, but no longer than four weeks. If in such case the delayed delivery is of no interest to the purchaser, it shall be entitled, after expiry of a grace period of 28 days to be set in writing with notice of refusal, to withdraw from the contract. Claims for damages due to non-performance or delayed delivery are excluded unless intent or gross negligence exists on our part or on the part of our vicarious agents. For technical reasons, under- or over-deliveries of up to 10% of the quantity of the respective type of goods are reserved. In the case of purchase of unprinted goods, only full packaging units may be delivered. In the case of printed goods, the number of units in the respective sub-packaging may in individual cases deviate from the notified packaging unit without affecting the total quantity of goods. If the expressly requested packaging unit deviates from our customary packaging unit, the additional packaging costs incurred shall be charged.