General Terms and Conditions

Nordwerk Verpackungen GmbH & Co. KG, Posener Straße 32 B, 23879 Mölln, Phone +49 4542 900470, Email info@nordwerk.de

These General Terms and Conditions (GTC) consist of two parts. Part A applies to all customers. Part B contains supplementary provisions that apply only to business customers.

Part A – Provisions Applicable to All Customers

§ 1 Scope and Definitions

(1) These General Terms and Conditions apply to all contracts for goods and services between Nordwerk Verpackungen GmbH & Co. KG (hereinafter “we” or “us”) and our customers, in particular to orders placed in our online store. The version in effect at the time the contract is concluded shall apply.

(2) Customers are consumers and business owners. A consumer is any natural person who enters into a legal transaction for purposes that are predominantly neither commercial nor related to their independent professional activity (Section 13 of the German Civil Code (BGB)). A business owner is a natural person, a legal entity, or a partnership with legal capacity that, when entering into a legal transaction, acts in the course of its commercial or independent professional activity (Section 14 of the German Civil Code (BGB)).

(3) Part A applies to all customers. Part B also applies to business entities, legal entities under public law, and special funds under public law. To the extent that Part B contains a provision that differs from Part A, that provision shall take precedence.

(4) Our product line is primarily aimed at commercial customers. We offer certain services exclusively to business owners, such as free samples and prices that do not include system fees (Section 27).

§ 2 Conclusion of a Contract in the Online Store

(1) The presentation of the products in our online store does not constitute a legally binding offer, but rather an invitation to place an order.

(2) The customer adds the desired items to the shopping cart and proceeds to checkout to place the order. There, the customer enters the billing and shipping addresses and selects the shipping and payment methods. Before submitting the order, the customer reviews all details in a summary and can correct any input errors: The customer can edit information in the checkout directly in the input fields, and adjust items and quantities via the shopping cart. By clicking the “Place Order” button, the customer submits a binding offer to purchase the items in the shopping cart.

(3) We will immediately confirm receipt of the order by email (order confirmation). This email does not constitute acceptance of the offer.

(4) We may accept the offer within five business days of receiving the order, either by issuing an order confirmation in writing (for example, by email), by requesting payment, or by shipping the goods. The first of these events to occur shall be decisive. If we do not accept the offer within this period, the customer is no longer bound by their order; we will refund any payments already made without delay.

(5) If the customer selects a payment method in which payment is processed immediately upon placing the order (for example, PayPal, credit card, or Amazon Pay), we accept the offer as soon as the payment transaction is successfully completed.

(6) Printed items (§ 9) can only be ordered with a customer account. If the customer places an order without a customer account, we will create one for them at the time of the order; they will receive the login information via email.

(7) For contracts concluded outside the online store—for example, based on a customized offer—paragraph 4 applies mutatis mutandis. For business customers, § 18 applies in addition.

§ 3 Text and Language of the Contract

(1) We store the text of the contract. The customer will receive the order details and these Terms and Conditions via email. Customers with an account can also view their orders in their account. These Terms and Conditions are available on our website at any time and can be saved and printed from there.

(2) The language of the contract is German. Translations of these Terms and Conditions are provided for informational purposes only; the German version is authoritative.

§ 4 Prices and Shipping Costs

(1) The prices in effect at the time of the order apply. The prices listed in the online store are total prices that include the applicable sales tax. The option to view prices excluding sales tax is an additional view for business customers; the total price to be paid, including sales tax, is always displayed in the shopping cart and at checkout.

(2) Unless otherwise specified for a particular item, the price is based on the quantity of that item ordered (tiered pricing).

(3) Shipping costs apply in addition. The amount depends on the weight and shipping address; it is listed on the“Shipping Methods”page and is displayed at checkout before you place your order.

(4) For shipments to countries outside the European Union, customs duties, taxes, and fees may apply. The customer is responsible for these charges and must pay them directly to the relevant authorities.

§ 5 Payment

(1) The customer may pay using the payment methods offered in the online store. The checkout page displays which payment methods are available for an order; an overview can be found on the“PaymentMethods” page.

(2) In the case of payment in advance, the customer shall transfer the invoice amount to the account specified in our confirmation within seven calendar days of the conclusion of the contract. We will ship the goods upon receipt of payment.

(3) For purchases on account, the invoice amount must be paid in full within 14 days of receipt of the invoice.

(4) When paying via a payment service (such as PayPal or Amazon Pay), the respective provider processes the payment; in addition, that provider’s terms of use apply.

§ 6 Delivery and Delivery Time

(1) We deliver to the shipping address provided by the customer. Delivery areas, shipping methods, and shipping costs are listed on the“Shipping Methods”page. Pickup is available by arrangement.

(2) The delivery time is specified for each item. For prepayment, it begins on the day after the payment order is issued to the transferring financial institution; for all other payment methods, it begins on the day after the contract is concluded. For printed items, it begins only on the day after the customer approves the print (§ 9(3)). If the deadline falls on a Saturday, Sunday, or a legal holiday at the delivery location, the deadline ends on the next business day.

(3) We will make partial deliveries only if they are reasonable for the customer. We will bear any additional shipping costs resulting therefrom.

(4) If we are temporarily prevented from delivering due to circumstances beyond our control (for example, force majeure, strikes, operational disruptions at our facilities or those of our suppliers, or government measures such as a customs inspection), the delivery period shall be extended by the duration of the hindrance. We will notify the customer immediately. If the hindrance lasts longer than four weeks, either party may withdraw from the contract; we will promptly refund any payments already made. The customer’s statutory rights, particularly in the event of default or impossibility of performance, remain unaffected.

§ 7 Transfer of Risk to Consumers

If the customer is a consumer, the risk of accidental loss or accidental deterioration of the goods does not pass to the customer until the goods are delivered to him, even if we ship the goods. If the consumer himself engages a freight forwarder, carrier, or other transport provider that we have not previously designated, the risk passes upon delivery to that person. For business customers, § 22 applies.

§ 8 Retention of Title

The goods remain our property until full payment has been made. For business customers, § 23 applies in addition.

§ 9 Printed Materials

(1) Printed items are goods that we print or have printed according to the customer’s specifications, such as envelopes with a logo or printed cardboard boxes.

(2) The customer must provide the print data in the formats specified on the product page, either at the time of ordering or afterward via the customer account. We check the print data only for its technical suitability for printing; we do not verify the accuracy of the content, such as spelling, subject matter, or third-party rights. If the data is technically unsuitable, we will request new data.

(3) Prior to production, we make a press proof available to the customer in their account for review. The customer carefully reviews it—particularly the text, design, layout, and colors—and either approves it for printing or notifies us of any requested changes. We do not begin production until the press proof has been approved. The approved press proof establishes the agreed-upon quality of the print.

(4) Colors on the screen may differ from the printed result; the printed sample is authoritative. The material and substrate affect how colors appear; for example, colors appear differently on kraft paper than on white material.

(5) For an identical reprint, we will use the print data and print approval from the previous order; in such cases, we will not provide a new press proof. To this end, the customer must specify the number of the previous order when placing the order.

(6) The customer warrants that it is authorized to use the submitted content (in particular logos, trademarks, text, and images) and that the content does not infringe on the rights of third parties or violate any legal provisions. If the customer culpably breaches this obligation, it shall indemnify us against any claims by third parties, including reasonable legal defense costs. We reserve the right to reject orders containing illegal content.

(7) We will print logos of a take-back system (such as a dual system) as well as environmental, quality, or certification logos only upon express written agreement. The customer must be authorized to use the logo.

(8) We may include legally required information and labels—for example, those required by Regulation (EU) 2025/40 on packaging and packaging waste—in an inconspicuous location in addition to the design.

(9) If the customer fails to provide the print data or print approval within four weeks of the conclusion of the contract, we will send a reminder and set a reasonable grace period. If this grace period also expires, we may withdraw from the contract; we will refund any payments already made. Statutory claims for reimbursement of expenses remain unaffected.

(10) We may retain print data for reprints, but we are not required to do so.

§ 10 Right of Withdrawal

(1) Consumers have a right of withdrawal in accordance with our withdrawal policy. They may also exercise this right online by clicking the“Withdraw from Contract”button.

(2) The right of withdrawal does not apply to contracts for goods that are not prefabricated and for which the consumer’s individual selection or specification is decisive for their manufacture, or that are clearly tailored to the consumer’s personal needs (Section 312g(2)(1) of the German Civil Code (BGB)). This applies in particular to printed materials as defined in Section 9.

(3) Business owners are not entitled to a statutory right of withdrawal. Goodwill returns are governed by § 26.

§ 11 Liability for Defects

(1) The statutory rights regarding defects apply, unless otherwise provided in § 12 or, for business customers, in Part B.

(2) The customer should report any obvious damage caused during shipping to the delivery company as soon as possible and notify us. For consumers, failure to do so does not affect their statutory rights; however, notifying us helps us assert our own claims against the shipping company.

(3) We provide warranties only if we expressly designate them as such.

§ 12 Liability

(1) We have unlimited liability in cases of willful misconduct and gross negligence, in cases of injury to life, body, or health, under the Product Liability Act, in cases of fraudulently concealed defects, and to the extent of any warranty we have assumed.

(2) In the event of a breach of material contractual obligations due to slight negligence, our liability is limited to the damages typical for this type of contract and foreseeable at the time the contract was concluded. Material contractual obligations are obligations whose fulfillment is essential for the proper performance of the contract and on whose fulfillment the customer may reasonably rely. We are not liable for breaches of other obligations due to slight negligence.

(3) The limitations set forth in paragraph 2 also apply in favor of our legal representatives, employees, and agents. They apply only to claims for damages and reimbursement of futile expenses; the rights to subsequent performance, rescission, and reduction in price remain unaffected.

§ 13 Consumer Dispute Resolution

We are neither willing nor obligated to participate in dispute resolution proceedings before a consumer arbitration board.

§ 14 Governing Law

The laws of the Federal Republic of Germany shall apply. With respect to consumers, this choice of law shall apply only to the extent that it does not deprive them of the protection afforded by mandatory provisions of the law of the country in which the consumer has his or her habitual residence.

§ 15 Data Protection

Information on how we process personal data can be found in our Privacy Policy at nordwerk-verpackungen.de/datenschutz.

§ 16 Invalidity of Individual Provisions

If any provision of these Terms and Conditions is invalid, the remainder of the contract shall remain in full force and effect. The invalid provision shall be replaced by the applicable statutory provisions.

Part B – Supplementary Provisions for Business Owners

§ 17 Applicability to Businesses

(1) Part B applies in addition to Part A to business entities, legal entities under public law, and special funds under public law. It applies to all deliveries, services, and offers, including those made outside the online store (for example, based on a quote, via email or telephone, or in the case of framework and call-off orders), and to all future transactions with the customer, even if they are not expressly agreed upon again.

(2) The general terms and conditions of the customer or third parties shall not apply, even if we do not object to them in individual cases or make deliveries while being aware of such terms and conditions. They shall apply only if we have expressly agreed to their validity in writing.

(3) Individual agreements take precedence over these General Terms and Conditions. Subject to proof to the contrary, our written confirmation shall be decisive regarding their content.

(4) Any statements or notices from the customer relating to the contract (such as setting deadlines, notices of defects, and withdrawal) must be in writing.

§ 18 Offers, Conclusion of Contracts, and Quality

(1) Our offers are subject to change unless they are expressly designated as binding. We are bound by offers prepared specifically for the customer for 30 calendar days from the date of the offer.

(2) Outside of the online store, the contract is concluded upon our written order confirmation or upon delivery. Our order confirmation shall determine the scope of the delivery.

(3) Information regarding the dimensions, characteristics, and intended use of the goods is binding only if it is expressly specified in the product description, in our order confirmation, or in another written agreement.

(4) Samples serve as examples of quality, material, and characteristics. The delivered goods may differ from the samples to a minor extent customary in the trade. We ship free samples only to businesses; there is no entitlement to receive them.

(5) We manufacture using materials customary in the industry and in accordance with standard manufacturing processes, unless the customer specifies otherwise. We reserve the right to variations in quality that are customary in the trade and in line with the state of the art. In particular, with regard to recycled materials, paper, and biodegradable materials, the texture, color, purity, odor, and physical properties may vary slightly from batch to batch; this does not constitute a defect as long as the agreed-upon suitability for use is not impaired.

(6) The customer shall verify that the goods are suitable for the customer’s intended purpose. For special uses—in particular, contact with food, specific contents, or specific legal requirements—we are only obligated to ensure suitability if this is expressly stated in the product description or in a declaration issued by us, or if it has been agreed upon in writing. The customer must notify us in writing of any special properties of the contents prior to placing the order.

§ 19 Tolerances and Quantity Variances

(1) Unless specific tolerances have been agreed upon, deviations in dimensions, weight, and thickness of film products are governed by the “Testing and Evaluation Clauses for Polyethylene Films and Products Made Therefrom” of the Packaging and Packaging Films Association within the GKV, filed with the Federal Institute for Materials Research and Testing (BAM) in Berlin, in the version in effect at the time the contract is concluded. They apply mutatis mutandis to other film products. For all other products, the tolerances customary in the industry apply. We will provide the GKV clauses in writing upon request.

(2) For goods that we manufacture or have manufactured specifically for the customer (custom-made products), production-related over- or under-deliveries of up to 10% of the ordered quantity are permitted. The actual quantity delivered will be billed. This does not apply to in-stock items from the online store.

§ 20 Prices, Payment, and Setoff

(1) Outside of the online store, our prices do not include packaging, shipping, and sales tax, unless otherwise agreed. Unless otherwise agreed, the purchase price is payable in full prior to delivery.

(2) If, as agreed, delivery is not made until more than four months after the conclusion of the contract, we may adjust the price to the extent that our costs for the manufacture or procurement of the goods have changed since the conclusion of the contract, in particular due to changes in the prices of raw materials or crude oil, energy costs, customs duties, freight costs, or exchange rates. If these costs increase, we may raise the price accordingly; if they decrease, we will lower it accordingly. Upon request, we will provide the customer with verifiable evidence of the cost change and its impact on the price.

(3) If the customer defaults on payment, the statutory provisions shall apply, in particular those regarding default interest and the flat-rate default charge under § 288 of the German Civil Code (BGB).

(4) The customer may set off only undisputed or legally enforceable counterclaims. The customer is entitled to a right of retention only with respect to claims arising from the same contractual relationship. The customer’s counterclaims arising from defects or partial non-performance under the same contract remain unaffected.

(5) As long as the customer is in arrears on any payment arising from the business relationship that is due and undisputed or has been legally established, our obligation to deliver all outstanding shipments to the customer shall be suspended.

§ 21 Delivery Deadlines, Call-Off Orders, and Self-Supply

(1) Delivery times for orders placed outside the online store are agreed upon separately. For custom-printed merchandise, an agreed-upon delivery time does not begin until the customer’s print approval is received.

(2) Call-off orders must be accepted within the agreed-upon period, but no later than twelve months. The period begins on the date or upon the occurrence of the event specified in the order confirmation, or at the latest upon our notification that the goods are ready for pickup. Upon expiration of the period, we will invoice the quantities not called off; they are due for payment immediately and will be delivered to the customer or made available for pickup. If the customer defaults on acceptance, the customer shall reimburse us for any additional expenses incurred, in particular for the storage and preservation of the goods (Section 304 of the German Civil Code (BGB)).

(3) If, despite having entered into a hedging transaction in a timely and proper manner, our supplier fails to deliver, delivers incorrectly, or fails to deliver on time, and we are not at fault, we may rescind the contract. We will notify the customer immediately and promptly refund any payments already received.

§ 22 Shipping and Transfer of Risk

(1) The risk of accidental loss or accidental deterioration of the goods passes to the customer as soon as we have handed the goods over to the shipping agent, carrier, or any other person designated to handle the shipment, even if we bear the shipping costs. In the case of pickup, the risk passes to the customer upon delivery to the customer or the customer’s representative.

(2) If shipment is delayed at the customer’s request or for reasons attributable to the customer, the risk shall pass to the customer upon notification that the goods are ready for shipment.

(3) For shipments to countries outside the European Union, the customer shall bear any customs duties, import taxes, and the costs of customs clearance. The transfer of risk shall be governed by paragraph 1 unless a delivery clause in accordance with Incoterms has been agreed upon in the specific case.

§ 23 Extended Retention of Title and Print Files

(1) We reserve title to the delivered goods until all claims arising from the business relationship with the customer have been paid in full (goods subject to retention of title). In the event of a delay in payment, we may demand the return of the goods subject to retention of title; this shall not constitute a withdrawal from the contract unless we expressly declare it as such.

(2) The customer may resell and process the goods subject to retention of title in the ordinary course of business. Any processing or transformation shall always be carried out on our behalf as the manufacturer within the meaning of § 950 of the German Civil Code (BGB), without imposing any obligation on us; the processed goods shall be deemed goods subject to retention of title. If the goods subject to retention of title are processed or inseparably mixed with other items not belonging to us, we shall acquire co-ownership of the new item in the ratio of the invoice value of the goods subject to retention of title to the value of the other processed items.

(3) The customer hereby assigns to us, as security, the claims arising from the resale of the goods subject to retention of title against its customers in the amount of the invoice value agreed between us; we accept the assignment. The customer remains authorized to collect these receivables alongside us as long as the customer duly fulfills its payment obligations to us. If the customer defaults on payment or if a petition is filed to open insolvency proceedings against its assets, we may revoke the authorization to collect.

(4) In the event of attachments or other third-party interventions affecting the goods subject to retention of title or the assigned receivables, the customer shall notify us immediately in writing and provide the documents necessary to safeguard our rights.

(5) At the customer’s request, we will release collateral to the extent that its realizable value exceeds the claims to be secured by more than 10 percent; the selection of the collateral to be released is at our discretion.

(6) Printing templates (such as printing plates) remain our property until the costs of their production have been paid in full. Thereafter, we will send them to the customer upon request; the customer is responsible for the shipping costs.

§ 24 Duty to Inspect and Report Defects

(1) If the customer is a merchant, § 377 of the German Commercial Code (HGB) applies subject to the following conditions: The customer shall inspect the goods immediately upon delivery—in particular, dimensions, material thickness, tear strength, fasteners, and print quality—and, in any case, shall conduct random inspections on an appropriate scale prior to filling, further processing, or resale. The customer must report obvious defects, damage during transport, incorrect items, and quantity discrepancies within three business days of delivery, and hidden defects within three business days of their discovery. To meet the deadline, it is sufficient to send the notification in writing in a timely manner.

(2) If the customer is an entrepreneur but not a merchant, the customer must report obvious defects in writing within two weeks of delivery.

(3) If the customer fails to inspect the goods or provide notice in accordance with paragraph 1 or 2, claims arising from a defect that was not reported in a timely manner are excluded. This does not apply if we have fraudulently concealed the defect, nor does it apply to claims under § 12(1).

§ 25 Rights in Case of Defects and Statute of Limitations

(1) In the event of defects, we shall, at our discretion, provide subsequent performance by remedying the defect or by delivering goods free of defects. If the subsequent performance fails, the customer may, in accordance with statutory provisions, rescind the contract or reduce the price. Section 12 applies to claims for damages.

(2) Claims for defects are barred after twelve months from delivery. This does not apply to claims under § 12(1), nor to the cases specified in § 438(1)(1) and (2) of the German Civil Code (BGB), nor to recourse claims under §§ 445a, 445b, and 478 of the German Civil Code (BGB); in such cases, the statutory limitation periods apply.

(3) We shall not be liable for changes in quality resulting from changes in the quality of raw materials if we have selected the raw materials with the care customary in business transactions and have verified their specifications. Rights arising from defects that do not require proof of fault remain unaffected.

(4) If a notice of defect turns out to be unjustified, the customer shall reimburse us for the costs incurred as a result—such as those for inspection and transportation—if the customer knew or, through negligence, failed to recognize that no defect existed.

§ 26 Goodwill Returns

(1) If we accept the return of goods without being legally obligated to do so, we do so as a gesture of goodwill and without acknowledging any legal obligation. A return based on goodwill requires that the customer has first requested a return authorization number (RMA number) from us.

(2) We do not accept returns as a gesture of goodwill for merchandise that is not in saleable condition (for example, because the merchandise or packaging is damaged, has stickers on it, or has been labeled), has a best-by date of less than twelve months, was specially procured, manufactured, or printed for the customer, or was delivered more than four weeks ago.

(3) We may return goods that are sent back without an RMA number or in violation of paragraph 2 at the customer’s expense. We may bill the customer for any costs we incur in processing returned goods.

(4) The customer's statutory rights, particularly those arising from defects, remain unaffected.

§ 27 Packaging Law Obligations and Participation in Recycling Systems

(1) Whether the cost of participation in a system in Germany is included in the price of an item is indicated on the item page in the online store or in our offer prior to the conclusion of the contract. The invoice documents this information.

(2) Businesses that provide us with proof that, under applicable packaging law, our participation in the system is not required for the packaging delivered to them—for example, because they are responsible for it as manufacturers or because they do not make the packaging available in Germany—will receive prices that do not include system participation. Upon request, we will assign them to an appropriate customer group (for example, “self-disposers”). The assignment takes effect upon our confirmation and is not retroactive. Our own legal obligations remain unaffected.

(3) The customer is responsible for the accuracy of the documentation provided and shall notify us immediately in writing if the conditions are no longer met. For deliveries made after the conditions are no longer met, we may charge the customer the difference between the price without and with system participation. If we incur additional costs due to the customer’s culpable provision of incorrect information or failure to provide information—for example, retroactive participation fees—the customer shall reimburse us for such costs.

(4) Upon request, the customer shall provide us with the information we need to fulfill our own obligations under Regulation (EU) 2025/40 (PPWR) and the Packaging Act Implementation Act (VerpackDG), particularly with regard to packaging that we print with the customer’s brand or logo. The customer’s own legal obligations remain unaffected.

§ 28 UN Convention on Contracts for the International Sale of Goods and Jurisdiction

(1) The application of the United Nations Convention on Contracts for the International Sale of Goods (CISG) is excluded.

(2) If the customer is a merchant, a legal entity under public law, or a special fund under public law, the exclusive venue for all disputes arising from the contractual relationship shall be our registered office in Mölln. Notwithstanding the foregoing, we are also entitled to bring an action against the customer at the customer’s general venue.

As of August 12, 2026