Business and delivery conditions
The General Terms and Conditions of Delivery and Business of Nordwerk Verpackungen GmbH & Co.KG
§1 Scope of Application
1) The deliveries, services and offers of Nordwerk Verpackungen GmbH & Co.KG (hereinafter referred to as "us", "we" or NORDWERK) shall be made exclusively on the basis of these Terms and Conditions. These shall therefore also apply to all future business relations, even if they are not expressly agreed again.
2) General terms and conditions of the Buyer or third parties that deviate from these General Terms and Conditions or from special agreements shall not be binding on us even if the Buyer refers to them and we have not expressly objected to them in the individual case unless we have expressly agreed to their validity in writing.
3) The contracting parties shall submit to the GKV testing and evaluation clause for polyethylene films and products made from them, drawn up by the Fachverband Verpackung und Verpackungsfolien (Packaging and Packaging Films Association) in the GKV in the latest version in each case, deposited with the Bundesanstalt für Materialprüfung (Federal Institute for Materials Testing) in Berlin. The GKV testing and evaluation clause shall be agreed accordingly in its validity also for other film products. The provisions shall be handed over to the Customer in text form upon request.
§ 2 Offer and Scope of Services
1) Information in catalogs, on the Internet or other media shall not constitute a binding offer; the contract shall only come into existence upon acceptance (order confirmation) by us. Our order confirmation shall be exclusively authoritative for the scope of the contractually owed performance.
2) Offers on our part are always subject to change. A specific quality of the goods shall only be agreed if this has been expressly declared as such by us or if it is clear from the nature of the item. §3 shall also apply here. Nordwerk Verpackungen GmbH & Co.KG shall be bound by specially prepared offers for 30 calendar days.
3) Orders require the written confirmation of the company Nordwerk Verpackungen GmbH & Co.KG to be legally effective.
4) All agreements made between Nordwerk Verpackungen GmbH & Co.KG and the Buyer for the purpose of executing this contract must be recorded in writing.
5) We shall only produce printing with the company or brand name or a sign of a self-disposal system after express written agreement. The customer assures that he is in possession of the corresponding licenses and, in the event of a claim, indemnifies us against all claims arising from the use of these signs.
§ 3 Tolerances
1) With regard to deviations in dimensions or weight, the "Provisions of the GKV Testing and Evaluation Clauses for Polyethylene Films and Products Made Therefrom" of the Association of Packaging and Packaging Films in the GKV, as amended from time to time, deposited with the Federal Institute for Materials Testing in Berlin, shall apply unless specific tolerances have been agreed in individual cases.
2) Samples provided by us shall be deemed to be examples of the quality, material and properties of a product. Our end products may deviate insignificantly from them. Information provided by us regarding dimensions, properties and intended use of the products shall not be binding unless they have become part of the contract in writing and shall not constitute warranted properties. §9.5 shall apply.
3) Subject to special instructions of the customer, the execution shall be carried out with materials customary in the industry and according to the usual and known manufacturing processes. For all plastic products, we reserve the right to quality variations in accordance with the state of the art and customary in the trade.
4) The customer must expressly point out the use of the packaging for foodstuffs. If he fails to do so, he shall not be entitled to assert any claims for defects in this respect.
5) Recycled raw materials or degradable films may show slight variations in quality, color, purity, odor and physical properties from batch to batch. Such deviations do not entitle the customer to a notice of defects.
6) We reserve the right to over- or under-deliver to the extent of 10%. The customer will be invoiced for the actual delivery quantity. A subsequent delivery of the difference in quantity in the case of under-delivery cannot be demanded; likewise a return of the difference in quantity in the case of over-delivery.
§ 4 Prices, Price Reservation and Terms of Payment
1) Our prices are exclusive of the costs of packaging and transport as well as the respective legally owed value added tax, unless otherwise agreed.
2) In the absence of any special agreement, payment shall be made free of charges and in full prior to delivery of the goods without any deductions upon receipt of the request for payment.
3) We reserve the right to increase our prices appropriately if cost increases occur after the conclusion of the contract, in particular due to changes in the price of crude oil, customs duties or freight costs as well as the exchange rate. We shall provide evidence of such increases to the customer upon request.
4) We shall be entitled, despite any provisions of the Buyer to the contrary, to set off payments first against the Buyer's older debts and shall inform the Buyer of the nature of the set-off effected. If costs and interest have already been incurred, we shall be entitled to set off the payment first against the costs, then against the interest and finally against the main performance.
§ 5 Delivery period and call-off
1) The delivery period shall be agreed separately. In the case of individually printed goods, an agreed delivery period shall only commence upon receipt of the customer's print approval.
2) In the event of unforeseen impediments to performance for which we are not responsible, such as cases of force majeure, strikes, operational disruptions in our own operations or those of our suppliers, transport difficulties or similar, as well as official measures such as customs inspections, the delivery period shall be extended by the duration of the impediment to performance if we are prevented from fulfilling our obligations in a timely manner as a result. We shall provide evidence of this to the customer upon request.
3) Orders on call (annual call-off) must be accepted within the agreed period; after expiry of this period, quantities not yet accepted will be invoiced and are due for payment. The maximum period is 12 months.
§ 6 Shipment and Transfer of Risk
1) The risk of accidental loss and accidental deterioration of the purchased goods shall pass to the customer as soon as we have handed over or delivered the purchased goods to the forwarding agent, the carrier or any other person or institution designated to carry out the transport/shipment. If the shipment is delayed at the request of the Buyer, the risk shall pass to the Buyer upon notification of readiness for shipment.
2) As long as the buyer is in arrears with an obligation, our obligation to deliver shall be suspended.
§ 7 Retention of Title/ Artwork
1) We retain title to the purchased item until the purchase price has been received in full. We shall also be entitled to exercise the rights of retention of title without withdrawing from the contract.
2) Printing templates (clichés) shall be sent to the customer at the customer's request after full settlement of the expenses incurred by us for their production; the customer shall bear the shipping costs.
§ 8 Examination of the purchased goods / Notification of defects
1) The examination of the suitability of the ordered goods for the purpose intended by the customer is the responsibility of the customer. We can only take into account specific requirements for the ordered goods based on laws and/or regulations if the customer has notified us of these in writing at the latest when placing the order.
2) The Customer shall inspect the purchased goods within 48 hours of receipt for any damage or other defects in transit and shall notify us of such damage or defects within a further 24 hours; the size, thickness and tear strength of the purchased goods and the printed image shall be inspected. Defects discovered later must also be reported within 24 hours. For the timeliness of the complaint it is sufficient to send the complaint in time by letter (decisive postmark) or fax (decisive fax identification) or eMail.
§ 9 Defect Rights/Liability
1) The customer's statutory defect rights presuppose that the customer has properly fulfilled its inspection and complaint obligations as defined in § 8. Otherwise, any rights based on defects shall be excluded.
2) We shall be liable for damages in accordance with the statutory provisions as follows: (a) in the event of culpable breach of a material contractual obligation, liability for damages shall be limited to the foreseeable damage typical for the contract, unless the breach of contract was intentional. (b) in the case of other breaches of duty, we shall only be liable for intent or gross negligence, including intent and gross negligence on the part of our representatives and vicarious agents. In the case of only gross negligence, liability shall be limited to the foreseeable damage typical for the contract.
3) Liability for culpable injury to life, limb or health shall remain unaffected; this shall also apply in the event of liability under the Product Liability Act.
4) The quality of the raw materials delivered to us influences the quality of the product manufactured by us. Quality changes as a result of changes in the quality of the raw materials are therefore beyond our control and responsibility.
5) Complaints cannot be made with regard to the behavior of the packaging material to the filling material and vice versa if the buyer has not expressly drawn our attention to special properties of the filling material before placing the order and has not given us the opportunity to comment. Any liability for the suitability of the films and the articles manufactured from them for specific purposes is excluded. The purchaser is responsible for the suitability of the filling material.
6) The amount of liability for damages is limited to the value of the goods ordered.
7) Unless otherwise provided above, liability is excluded.
8) Defect rights and liability do not exist if the goods have been printed at the request of the customer and the color, print image, etc. correspond to the sample released by the customer or specified by the customer.
9) The limitation period for the customer's rights in respect of defects is 12 months, calculated from receipt of the purchased goods.
§ 10 Final Provisions
Should any provision of these special conditions, for whatever reason, be or become void, the validity of the remaining provisions shall remain unaffected. The contracting parties shall be obliged to replace the invalid provision by a provision which corresponds to the purpose of the invalid provision, in particular with regard to its economic success.
If we take back goods without being legally obligated to do so, this is done merely as a gesture of goodwill and without recognition of a legal obligation. We expressly reserve the right to return goods sent back to us, which we are not obliged to take back, to the customer at the customer's expense or to charge the customer for costs incurred by us in handling these goods.
Goods, which we are not obliged to take back, will not be accepted by us in any case, if the goods are
- has been sent in without an RMA number previously requested from us,
- is not saleable, because the goods and/or their packaging are e.g. damaged, pasted or labeled,
- has a best-before date of less than twelve months,
- has been purchased especially for the customer or
- was delivered to the customer more than 4 weeks ago.
§ 11 Applicable Law
German law shall apply; the application of the UN Convention on Contracts for the International Sale of Goods is excluded. The exclusive place of jurisdiction shall be Mölln if the Buyer is a merchant. The contract language is German.