VERTICAL VISION

GTC

GENERAL TERMS AND CONDITIONS

Foundations for successful cooperation
– good to know!

DOWNLOAD GTCs

For a better overview, our TERMS AND CONDITIONS are available here in PDF format.

 

VERTICAL VISION GMBH & CO. KG

Romaneystr. 4    
D-51063 Cologne   
Tel: +49 (0)221 88896-0
Fax: +49 (0)221 88896-4101    
germany@verticalvision.com

General Terms and Conditions of  
vertical vision GmbH & CO. KG
Status August 2016

 


§1 Payment and Transaction Conditions
These general terms and conditions are components of every contract concluded with us, to the extent that nothing to the contrary is arranged in
writing. All requirements and conditions that are made in the other portion of the contract and do not agree with our general terms and conditions are
only valid if they are acknowledged explicitly in writing; they apply only to the contract for which they were agreed upon. In other cases such
requirements and conditions are not binding for us even if we do not reject them. Contracts and our general terms and conditions are still binding
even if individual points prove legally unenforceable. In place of any unenforceable provisions, it is agreed that provisions which will best serve the
financial objective of the unenforceable clause will be adopted.

 

§2 Offer
The prices stated in our offer apply under the reservation that the order data that formed the basis for the offer remain unchanged. Our prices do not
include any VAT. They apply ex works, Cologne. Packaging, freight and shipping are not included in the price and will be arranged optionally. Costs
that arise due to changes made by the customer after the fact, especially those incurred from any idling in production that is caused thereby will be
borne by the customer. Repetitions of proofs and /or test prints are also deemed changes if they are demanded by the customer on the basis of
slight deviations from the template. Samples, drafts, test prints and other preliminary work that the customer initiates must be paid for by the
customer even if the order is not issued.

 

§3 Issuing the Order
The customer is bound by the order as issued. Only the written order from the customer or our written confirmation of the order is binding for the
execution and delivery of the order.

 

§4 Delivery
The delivery period begins on the first working day after receipt of the written issue of the order and all related documents necessary for production,
provided we receive them by 9:00 AM. We will state the delivery period in working days or calendar weeks. Working days are Monday through Friday,
excluding holidays. We will carry out shipping for the customer with all due diligence. We are only liable for defects in the case of malicious intent or
gross negligence. The goods will be shipped only according to a written shipping order from the customer that must be in our possession at the time
the order is issued. The delivery period is deemed met if the object of delivery has left our works by the expiration of the delivery period or the
readiness for shipping has been communicated. If delivery is delayed beyond the agreed-upon deadline, the customer must first grant an appropriate
grace period in writing. Once this grace period has expired without performance, the customer can withdraw from the contract unless this period
expires for reasons for which we cannot be held responsible; these are specifically labour unrest (strikes, lock-outs), force majeure as well as
unforeseen hindrances that we did not intend and to the extent that these hindrances have a demonstrably significant influence on the completion or
shipping of the object of delivery. This also applies if the conditions affect one of our sub-suppliers. If the customer suffers a loss due to a delay that
occurs as a result of our culpable actions, the customer is entitled under exclusion of other claims to demand compensation for default. This amount
will come to 0.5% of the value of the portion of the total shipment that cannot be used on time or in conformity with the contract as a result of the
delay, for each full week of delay, up to a maximum of 3.5%. If shipping is delayed at the customer’s, the latter will be charged the costs accrued for
storing the goods, beginning one month after readiness for shipment is reported, with a minimum of 3.5% of the billed amount for the each month of
the delivery requested. Fixed delivery deadlines (§ 361 BGB [Civil Code]) are only binding if we have confirmed them in writing as being of binding
nature. Compliance with the delivery deadline assumes the customer’s fulfilment of its contractual obligations.

 

§5 Damages and Losses, Transfer of Risk
The risk is transferred to the customer at the latest with the shipping of the object of delivery. This also applies if partial shipments are done or if we
have also taken on other services such as shipping costs or transport and set-up. Upon request by, and at cost to the customer, we will have the
shipment insured against theft, breakage, transport damages, fire damages or water damages as well as other insurable risks. If shipping is delayed
due to conditions for which we cannot be held responsible, the risk transfers to the customer on the day the goods are ready for shipping. Any
liability on our part prior to transfer of risk for damages or losses that affect the property of others that is in our possession for whatever reason,
whether from theft, fire, water or other hazards, only exists in the case of malicious intent or gross negligence. These liability restrictions apply
especially to subsequent damages regardless of their nature.

 

§6 Complaints
The customer is required to check immediately the preliminary and intermediate products provided for correction, to check their conformity with
contractual specifications and to register any complaints at once in writing. On release for printing the risk for any errors shall be transferred to the
customer provided that these are not errors that only occur during the production following release for printing or could only be detected then. The
same applies to all other release declarations from the customer for continued production or through shipping. Complaints must be registered
immediately but at the latest within a week of receipt of goods and must be specified as exactly as possible. Oral or telephone complaints must be
confirmed in writing immediately. The customers’ right to assert claims deriving from defects in all cases expires 6 months from the date of the timely
reporting of the complaint. If the complaint of defect is justified or if promised characteristics are absent, we can, at our discretion and under
exclusion of other claims, perform remedial work or provide a replacement shipment up to the full value of the order. The like applies in the event that
there is a justified complaint regarding the remedial work or replacement shipment. In the event of delayed, neglected or unsuccessful remedial work
or replacement shipment, the customer can withdraw from the contract. Any additional claims on the part of the customer, especially any claim on
compensation for damages that did not actually affect the object of delivery itself are excluded. If the order was placed for contracted processing or
other processing, we are not liable for any detriment caused to the products to be improved or processed to the extent that the damage was not
caused through gross negligence or malicious intent. If a portion of the shipment evinces defects, this does not justify a complaint encompassing the
entire shipment. We basically accept no liability for damages that arise from the following grounds: Unsuitable or improper use, natural wear and tear,
deficient or careless handling, slight deviations from the original in colour reproductions, especially slight colour differences between the individual
sheets of multi-part posters, slight differences between proofs and full production prints. If we are required to use external products for the
contractually specified works, our liability with respect to the external products is restricted to the assignment of the liability claims that we would
hold against the supplier of these external products or the external service. Excess shipments or shipments with insufficient quantities of up to 10%
of the ordered print runs cannot be subject of complaints. The delivered quantity will be calculated.

 

§7 Archiving
Templates, digital data, print substrates and other objects needed for re-use as well as semi-finished and finished products will only be kept on
condition of prior arrangement and in return for a specified compensation. The objects named above will be treated with due care until the date of
shipment, to the extent that they are provided by the customer. We are only liable for damages in cases of gross negligence or malicious intent.
Should any of the aforenamed objects be insured, this will need to be done by the customer.

 

§8 Default of Acceptance, Storage of Finished Goods
The customer enters into default if he does not accept the goods completely within a week of our request. Paid but not accepted finished goods will
be disposed of at the customer’s expense at the latest 6 months after the customer enters into default. In case of default, a default interest of 8%
p.a. over the base rate will be charged. The assertation of a further claim for damages caused by default is hereby not excluded.

 

§9 Reservation of Title
The delivered item remains the property of the user until it is paid in full. Between merchants and/or in the case of deliveries for use in the recipient’s
business operations, the delivered goods will remain the property of the user until the complete payment of all claims of the user against the
customer existing at the date of invoicing. If the customer is an entrepreneur, then he/she is only entitled to re-sale in a regular business transaction.
The customer herewith assigns his claims from the re-sale to the user. The user accepts this assignment. At the latest in the case of default, the
customer is obligated to name the debtors owing the assigned claims. If the value of the securities existing for the user exceeds the claims total by
more than 20%, then the user is to that extent obligated, on request from the customer or a third party harmed by the excess of security, to release
securities of his own choice.
If the customer is an entrepreneur, then during the processing or working of goods delivered and owned by third parties, the user is to be treated
as a manufacturer as defined under § 950 BGB (Civil Code) and will retain at that time of processing ownership of the products. If third parties are
involved in processing or working, the user is restricted to a partial co-ownership in the amount of the invoiced value of the good standing under
reservation of title. Ownership obtained in this manner is deemed reservation of title.

 

§10 Concluding Provisions
The court of jurisdiction for all legal disputes arising out of the contractual relationship is Hamburg. The enforceability of the remaining provisions of
the contract is not affected by any unenforceability of one or more provisions of these General Terms and Conditions. In cases of unenforceability of
these General Terms and Conditions, any unenforceable provision will always be replaced by one that most closely approximates the commercial
sense of the unenforceable one but that is legally enforceable.