CONDITIONS

General terms and conditions of business
1. General
2. Pricing
3. Packaging
4. Time of Delivery
5. Transfer of risk
6. Assembly
7. Warranties
8. Terms of Payment
9. Cancellation / Exchange / Return
10. Retention of title
11. Copyright and License Protection Rights
12. Personal scope
13. Invalidity of individual provisions
14. Place of performance and jurisdiction

1. General
1.1 The following terms and conditions of B&W Grafikservice GmbH apply to all transactions, unless otherwise agreed in writing. The purchaser’s terms and conditions only apply if they have been accepted in writing by B&W Grafikservice
GmbH. Any counter-confirmation from the purchaser with different conditions is hereby contradicted.
1.2 Offers from B&W Grafikservice GmbH are non committal and subject to change. A contract is only concluded through a written order confirmation or through execution of the order. The content of the contract is in writing Order confirmation or, in the absence thereof, our offer prevails.

2. Pricing
The prices are for deliveries ex works in Hanover. The costs for packaging and shipping plus applicable sales tax and import duties are not included in the costs. Further costs relating to the purchaser’s delivery location are also not included.

3. Packaging
Packaging will be charged at cost price and will not be refunded.

4. Time of Delivery
4.1 The stated delivery times are considered to be approximately within the scope
of the given production possibilities and are non committal.
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In general, they only begin once the order has been clarified and the required deposit has been received. Fixed dates can also be postponed due to delays for which the purchaser is responsible. Any form of order change by the purchaser has a delay in delivery on regular or fixed dates, and cumulatively if there are several order changes to an order.
4.3 In case of force majeure, strikes, lockouts or other reasons for which B&W Grafikservice GmbH is not responsible, the delivery time will be extended appropriately. In this case, B&W Grafikservice GmbH is entitled to withdraw from the contract in whole or in partly.
4.4 B&W Grafikservice GmbH is not responsible for the circumstances mentioned even if they occur at suppliers or arise during a delay that has already occurred.
4.5 Claims for damages by the customer or third parties against B&W Grafikservice GmbH are excluded.
5. Transfer of risk
5.1 The risk is transferred to the customer at the latest when the goods are dispatched. The purchaser must report any transport damage or loss to the transport authorities. For collections by the customer or their representatives, the
transfer of risk applies from handover.
5.2 If shipping is delayed due to circumstances for which B&W Grafikservice GmbH is not responsible, the risk passes to the purchaser from the day the shipment is notified (ready for shipping).
6. Assembly
Unless otherwise agreed, commissioning and assembly costs on site will be charged separately, taking travel costs into account. The purchaser ensures free access to the assembly site on site and that the assembly site is in the agreed
condition. The purchaser is liable for delays and/or costs resulting from unusable conditions at the assembly site.
7. Warranties
7.1 Damages that concern visible defects must be reported to B&W Grafikservice GmbH by telephone immediately after receipt of the goods with subsequent written confirmation within three days, otherwise the goods are deemed to have been approved.
7.2 After the goods have been used as intended, complaints are excluded, even if they concern visible defects.
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7.3 Goods that demonstrably become unusable within the warranty period as a result of a circumstance that occurred before the transfer of risk or whose usability has been significantly impaired must be repaired or re-delivered free of charge at the discretion of B&W Grafikservice GmbH.
7.4 If the repair or replacement delivery fails, the customer can demand a reduction in price or cancellation of the contract. If it is a contract in accordance to No. 12, the right of conversion is excluded.
7.5 The customer has no further claims, in particular for compensation for damage that did not occur to the delivered goods. The purchaser indemnifies B&W Grafikservice GmbH from third-party claims. The customer is liable for errors in
hearing or interpreting telephone instructions. The business language for all processes is German.
8. Terms of Payment
8.1 With the order confirmation, the customer receives a deposit invoice amounting to 50% of the order total. This is payable immediately without deductions. Production only begins upon receipt
8.2 The manufacturer is not liable for delivery delays resulting from delayed deposit payments. Invoices for services are payable immediately without deductions.
8.3 For all productions, a final invoice will be issued after completion, which will be payable without deductions upon notification by B&W Graphicservice GmbH to the purchaser that it is ready for shipping.
8.4 Productions of any kind will only be dispatched after receipt of the final invoice amount. As a rule, this is the second half (remaining 50%) of the order value. In exceptional cases, full advance payment or payment upon delivery may be
required. If the target is exceeded, all open items are considered due.
8.5 For contracts in accordance to No. 12, in the event of late payment, even without a reminder, B&W Grafikservice GmbH is entitled to charge default interest of 2% above the current discount rate of the Deutsche Bundesbank from the due date, unless the damage can be proven to be lower.
8.6 For other contracts, the stated interest claim only exists in the event of default and is reduced if the damage can be proven to be lower. The assertion of further damage is not excluded.
8.7 In the case of contracts in accordance to No. 12, we are entitled to withdraw from the contract without setting a grace period if the purchaser’s ability to pay significantly or if the purchaser is in arrears with the payment of previous deliveries. Offsetting against claims of B&W Grafikservice GmbH is only permitted with legally established or undisputed claims.
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8.8 In the case of contracts in accordance to No. 12, the purchaser has no right of retention. B&W Grafikservice GmbH is entitled to sell receivables to factoring companies.

9. Cancellation / Exchange / Return
9.1 If an order is canceled between the date of order confirmation and the start of production, a cancellation fee will be due. This amounts to at least 30% of the order value. For one-of-a-kind creations, the amount depends on the processing status.
9.2 The exchange or return of a unique product is excluded, regardless of the reason, with the exception of the warranty regulations in accordance to No. 7.
9.3 Recycling a product is subject to a fee and is processed like an order. The client bears the recycling fee plus additional costs such as transport, customs or other official fees. A refund of residual and metal values is excluded.

10. Retention of title
10.1 The delivered goods remain the property of B&W Grafikservice GmbH until all claims arising from the business relationship with the customer have been fulfilled. The same applies if individual claims are included in a current invoice and the balance is drawn and recognized.
10.2 The customer may only resell delivered goods after all claims from B&W Grafikservice GmbH have been paid in full. Otherwise, the customer’s order requirement will be assigned in full to B&W Grafikservice GmbH. Ownership of
unpaid goods from B&W Grafikservice GmbH cannot be acquired by third parties, even if the customer acted on behalf of a third party towards B&W Grafikservice GmbH.
10.3 The customer may neither pledge the goods nor assign them as security.

11. Copyright and License Protection Rights
11.1 If an order is placed that completely or partially affects intellectual property rights of some kind, B&W Graphicservice GmbH assumes that the customer is in possession of the usage rights. The customer must indemnify B&W Grafikservice GmbH from any third-party claims.
11.2 Products manufactured by B&W Grafikservice GmbH may be published as a print version or on the Internet for our own advertising. If the purchaser does not prohibit this in writing during the ordering process, B&W Graphicservice GmbH’s consent to their own use for advertising purposes is assumed. Claims arising from
this are excluded.
11.3 B&W Graphic Service GmbH ensures that customer data or templates are only used or adapted for production by B&W Graphic Service GmbH and are only passed on to suppliers for this purpose.
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11.4 A duty of confidentiality and project protection applies within the sphere of activity of B&W Grafikservice GmbH and the EU data protection regulations apply.

12. Personal scope
Insofar as the above conditions refer to this number, they only apply to contracts that are concluded with merchants and are part of the operation of their commercial business.

13. Invalidity of individual provisions
The ineffectiveness of one or more of the above provisions does not affect the effectiveness of the remaining provisions. The ineffective provision must be replaced by an effective one that achieves the economic purpose it pursues as far
as possible.

14. Place of performance and jurisdiction

Place of fulfillment for delivery and payment is Hanover.
The place of jurisdiction is Hanover.
B&W Grafikservice GmbH, Zeißstrasse 63, 30519 Hanover / Germany
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