General Terms and Conditions
General Terms and Conditions harder GmbH online
§ 1 Validity VOP
- For any business relations between companies harder online GmbH, hereinafter harder online, and the purchaser or purchaser entity, hereinafter referred to as the Client apply in addition to other contractual agreements exclusively to these Terms. Other conditions harder online company does not recognize - even if the transactions without or receipt of payment - unless the company online will be harder to have expressly agreed in writing.
- These Terms also apply to all future business relations, without it was necessary to refer to them repeatedly, to issue new GTC company harder online.
§ 2 Consultation
The Company will provide the Client harder online consultation only at the express wish. Omission of the notice shall not be considered konzultace.Konzultace provided by harder -line based solely on empirical values of their own business and include state of the art only nezávazně.Konzultace provided by harder -line relates exclusively to the properties of its own products, however, do not apply to their use in customer or other customers; advice on the application by the customer, which will be offered however, is not binding. Consultations provided by harder to apply online as advice relating to products and performance exclusively on products made by harder online. Do not apply to independent advice on the contract, that the explanations given without the provision of benefits by harder online.
§ 3 Conclusion of Contract
- harder Company offers online are not binding, they are regarded as an invitation to make an offer. The data in brochures, catalogs and technical documentation are not binding ; They do not absolve the customer from own examinations.
- The order granted the ordering principle constitutes an offer to contract. The order must contain all information necessary for the implementation of the order. This applies to all goods, services and work harder performance of the company online. These include in particular, but not limited to, information on the product name, quantity, size, material, material composition, pretreatment, processing specifications, regulations for handling, storage, standards, and all other technical parameters and physical data. Missing, incorrect or incomplete data are considered to be expressly agreed upon, and will not constitute obligations of the company harder online, or in terms of performance claims and warranties, or for the purposes of claims for compensation škody.Jestliže the order is granted by the customer departs from the Company offers harder online, the customer must deviations separately identified.
- the harder online is entitled to request information for the proper execution of the order.
- orders will be granted in writing ; by telephone or otherwise electronically submitted orders will be executed at the risk of the customer.
- If the customer cancels the order granted, the Company harder online, notwithstanding the possibility of applying higher actual damages, charging 10 % of the delivery or performance of the costs resulting from the processing contract and lost profits. The Customer shall reserve the right to prove lower damages.
- The order will be received within 10 working days after receiving the order, if not for the adoption of a longer period.
- The performance of online harder arise from confirmation of order.
- the harder online reserves the right to perform or have performed the treatment of subjects delivery or of performance without additional costs to the buyer in another operation.
§ 4 Order Changes
- If you will be ordering the contract wish to change the course of delivery or of performance, it requires a special contractual agreement.
- Additional changes to the initiative of the customer, including machine downtime, which will be caused by, the billed to the customer. For additional changes are also considered repeat test prints required by the customer due to a slight deviation from the original.
- The harder online reserves in case of missing or erroneous information reasonably change the subject of delivery or of performance. Injury on the basis of missing or erroneous information, particularly additional costs or damage shall be borne by the buyer.
- Technical changes subject of delivery or of performance that does not endanger the contractual purpose, remain reserved.
§ 5 Delivery time
- If the agreed period of delivery or of performance commences sending an order confirmation, but not before complete clarification of all details of the order and the proper fulfillment of all obligations of the client to cooperate ; analogy to apply to the terms of delivery or of performance. In the case of amendments subject of the order by mutual agreement should be time limits for delivery or performance dates and arrange a delivery or of performance again. This is also true if the subject of the order will be after the contract renegotiation, without a change was made the subject of the order.
- The periods of delivery or of performance and terms of delivery or performance shall apply subject that will be perfect and timely a previous delivery, unless an unforeseen manufacturing fault.
- the period of delivery or of performance is maintained in the event that the object of delivery or of performance leaves to its expiration plant of harder or online company announces completion of online harder to pick.
- If the purchaser to delay delivery or performance, the company can charge a harder line for each month of storage costs of 0.5 %, but up to 5% of the total price of delivery or of performance. Parties may prove higher or lower storage costs. Company harder online is justified on cost and risk of the customer to determine the appropriate place to store items and delivery or performance to insure.
- The harder online is entitled to the agreed delivery or of performance before the agreed time.
- Partial deliveries or performance are acceptable and may charge separately.
- Products belonging to the Client, in particular the data and data carriers, the company will be harder online after the time of delivery of goods archived only by express agreement for a separate fee.
§ 6 Higher Power
In cases of force majeure to extend the period of delivery and fulfillment company harder line on the duration of impossibility of performance. This also includes, but not limited to business interruption, strikes, lockouts, transport disruptions, official of the company harder online or subcontractors. This also applies if the company is harder online already found in default when these circumstances occur. The beginning and end of such obstacles to the Company harder online immediately objednavateli.Jestliže delivery or performance will be delayed by more than six weeks, both the customer and the company harder online permission to withdraw from the contract within the scope of performance of the impossibility of performance.
§ 7 Prices, payment
- Unless agreed otherwise, the agreed price in Euros clause EXW ( ex works ) INCOTERMS 2000 plus value added tax, freight, packing and insurance costs of transport and other shipping costs. Company harder online insure goods sent only at the express written request and expense of the customer.
- The harder online is reasonably entitled to change the agreed price if the contract will increase costs, particularly on the basis of collective agreements, changes in prices material or energy.
- the harder online is reasonably entitled to change the agreed price, if before or during the contract changes occur because the data made client and provided documents will be wrong or the customer will ask for changes.
- sketches, designs, test rate, test prints, correcting proofs, supplied or change data transferred and similar preparatory work caused by the client and the data transfers will be charged separately.
- the harder online is entitled to request at the conclusion of contracts adequate backup. Interest for this purpose will not be paid.
- Invoices are due immediately after the Client receives. They will be paid without deductions. In the event of default, the purchaser gets to maturities without further delay, to remind us. Discounts and rebates will be provided.
- The harder online expressly reserves the acceptance of bills of exchange or checks. Bills of exchange and checks will be accepted, subject to the consent of harder online just for filling and are considered only after the unconditional payment is credited to the good.
- If there will be more outstanding debts harder line against the company and the purchaser if payment is not made ordering to a certain amount, it is harder online company may determine which of outstanding debts payment was made.
- in the event of late payment, delay or partial payment by online harder entitled to interest on arrears amounting to 8 % pa above the current base rate and suspend performance until settled all due invoices. Demonstrating higher damage is reserved.
- In the event of justified doubts about the solvency of the customer or úvěryhodnosti is harder online company is entitled to require payment in advance or appropriate performance guarantee that the Client will perform. If the customer is not willing to make the payment in advance, or guarantee, the company is harder authorized online after setting a reasonable grace period to withdraw from these contracts and to claim damages for non-performance.
- provided the maturity and there are no outstanding debts are immediately payable in the event of that will be filed for insolvency proceedings on the assets the customer or the customer providing incorrect information on their úvěryhodnosti or for other justified doubts about the solvency of the customer or úvěryhodnosti.
- the rights of set-off against claims for the Client company harder online only if the counterclaim is recognized or a final decision. The assignment of receivables, which will have the Client to the Company harder online, you need permission from harder online.
- Right on customer retention exists only in the event that a counterclaim is based on the same contractual relationship and will be recognized or enforceable decision or if the company significantly harder online breaches its obligations from the same contractual relationship despite a written warning and will not offer adequate protection. If the performance of the company harder online unquestionably defective, the customer is entitled to a detention only to the extent to which the seized amount proportionate to the fault and the likely cost of removing defects.
- The payment periods are preserved also in the case that the delay in delivery occurs through no fault of society harder online.
- the harder it is for the first online procurement entitled to charge in addition to the contractually agreed prices for a supply of reasonable and customary one-off costs of programming and training.
- § 8 Place of performance, acceptance, transfer of risk, OBAL1. The place of performance of these procedures is harder facility of online. Unless otherwise agreed in writing, assume there ordering goods, once informed of its completion.
- The customer is obliged to acceptance when it will be harder online company to inform the completion of these transactions. If the Client fails to fulfillment within 2 weeks after notification, inspection considered to be made.
- The risk of any errors goods passes to the Purchaser a certificate of approval to print, if not the errors that arise only in the production follow-up to the Declaration of approval for printing or to be recognized.
- the risk of death, loss or damage to the goods passes to the customer notice of finished goods. If he agreed to send, the risk of sending or forwarding goods entrusted to the carrier.
- Unless otherwise agreed, the Company harder line type and scope of the package. Disposable packaging discarded by the buyer.
- If the goods will be sent in returnable containers must be prepaid, return within 30 days after receipt of delivery. For any loss or damage of returnable packaging corresponds to the buyer. Reusable containers must not be used for other purposes or to store other items. They are intended solely for the carriage of the goods delivered. Descriptions must not be removed.
- In case of damage or loss of goods in transit must immediately arrange for the goods to determine the state of a society harder line on this issue. Claims of possible damages during transit must immediately apply the customer with the carrier.
§ 9 Delivery of goods, incoming inspection conducted by Harder online
- for damages caused by incorrect or inaccurate description and designation of the goods or other subcontracting company is not liable harder online. Goods and other subcontracting Purchaser or its authorized third party, notably including data carriers and data transfer charges are not subject to control by the Company harder online.
- The harder online, make sure that the processed goods for visible damage. Company harder online is not required to carry out checks in excess of this range. Detected faults will be reported to the purchaser within 10 working days after discovery of the defect.
- The customer is obliged to compensate all damages, including lost profits, arising harder online company providing nezpracovatelného material.
- Companies harder for the online to the print and razítkovým templates, manuskriptům, raw materials and other objects supplied by the customer lien under § 369 OZ until completely fulfilled all payable claims from the business relationship.
§ 10 Obligation to control a complaint
- Supplies, notably including basic and semi finished products sent to the proof, the customer must immediately be checked and in case of failure, immediately claimed. The rules of § 377 of the Civil Code and comparable international regulations. For services and performance of contracts for work applies § 377 OZ analogy. Complaints must be in writing.
- The use of defective supplies or performance is unacceptable. If it is not possible to detect a defect upon receipt of the goods or performance, it must be in its findings immediately discontinue any further use of the article of delivery or of performance. The burden of proof for the fact that it is a hidden defect shall be borne by the buyer.
- The client company has it harder complaint online catalog and give him the time needed for verification of the claimed defect. In the event of unjustified claims the company harder online reserves the right to load the ordering underlying costs of screening. 4th The complaint does not relieve the customer complying with its payment obligations.
- The defects of the delivered goods do not entitle the customer for complaining the whole delivery, unless the purchaser will have no interest in a partial delivery.
- For color reproduction in all production processes can not be claimed by minor differences from the original. The same applies to the comparison between other templates (eg proofs, proofs ) and the final product.
§ 11 Warranty
- If a fault occurs in subjects delivery or of performance conducted by Harder online is harder online company of their choice authorized to remove the defect, supply replacement or credit.
- The correction may, after consultation with Harder also make ordering online. Claims from clients in costs that will be needed for additional benefits, mainly transport, travel, labor and material costs are excluded if the costs increase because the goods will subsequently moved to another location than the place of business of the customer.
- delivery of the agreed framework and incomplete deliveries to 10 % of the ordered goods can not be claimed. Quantity supplied will be charged. For supplies custom manufacturing of paper not exceeding 1.000 kg, the percentage rate increases to 20 %, not exceeding 2.000 kg at 15 %.
- The liability for defects which do not reduce or only slightly reduce the value or suitability for use, is excluded.
§ 12 Legal defects property rights
- Contracts in accordance with drawings, sketches or other data submitted to the Company harder online will be carried out at the risk of the customer. If the company will be harder online through the implementation of such orders to intervene in the foreign trade rights, freeing the customer company harder online from claims of owners of these rights. Other damages incurred shall be borne by the buyer.
- The liability of online harder for any infringement of property rights associated with the use or performance of supply items or joining or using items of delivery or of performance with other products is excluded.
- in the case of legal defects is harder online company of their choice approved: - obtain the necessary licenses for the protection of the violated legal or eliminate defects in the course of delivery or of performance by providing the subject of delivery or of performance changed within the range acceptable to the buyer.
- liability of online harder for violation of foreign trade rights otherwise applies only to property rights registered and published in Germany.
§ 13 Liability
- The harder online liable in the case of simple negligence only for breach of a material contractual obligation. For grossly negligent fault, you warrant harder online also in violation of immaterial contractual obligations. Liability in the above mentioned cases, limited to the foreseeable damage typical for the contract.
- Claims for damages due to willful breach of contractual obligations by harder online, claims for damage to health and the demands of the law on product liability are subject to statutory provisions.
- for tort claims company liable harder line in contract liability.
- liability for damages exceeding the previous adjustment is excluded.
- customer claims of recourse against the company harder online only exist in the extent to which your customer entered into an agreement in excess of the statutory claims for defects and damages.
- liability is harder online is excluded, unless the client on his side has effectively limited liability to its customers.
- If the liability of online harder excluded or limited, this also applies to the personal liability of staff, employees, agents, support staff in the performance and implementation.
- If liability under the preceding excluded or limited, the Client shall exempt companies online harder at first also prompted by claims of third parties. 9th In other respects the statutory provisions.
- The customer is obliged to immediately notify the Company in writing harder line on potential claims raised by third parties and reserve online company harder all defensive measures and settlement negotiations.
§ 14 Limitation
- The limitation period for claims and rights due to defects in products, services and working harder line performance of the company and that damages is one year. The beginning of the limitation period is governed by the statutory provisions. This does not apply if the law in cases of § 438 paragraph 1 No. 2, 479 and 634, paragraph 1 and 2 of the Civil Code prescribes a longer period.
- The limitation period under the preceding paragraph 1 shall not apply in case of intent, if the company harder line defect cunningly concealed, in the case of claims for damages for personal injury or liberty of a person, if the claims of the law on product liability in the case of a grossly negligent breach of duty.
- for additional performance measures suspensive effect of the limitation period applicable to the original provision of benefits or limitation does not begin to run again.
§ 15 Acquisition, retention of title, lien
- The harder online reserves ownership of all contractual subjects to complete settlement of all claims pertaining to the Company harder online from the business relationship with the customer. Company harder online reserves all ownership and copyrights to the representation given up, drawings, calculations and other ( technical ) substrates.
- If the ownership of harder -line processing, combined or mixed with foreign ownership, the company becomes harder online ownership of the new object under § 947 of the Civil Code.
- If the processing, connection or mixing done so, it will be necessary for the performance of foreign regarded as the main thing, it becomes harder online company owned by the ratio of the value of performance of the company harder online performance to an alien at the time of processing, combination or mixing.
- If the company completing its online harder to come into the ownership of, the company reserves the harder online property on the matter until they settled all existing claims from the business relationship with customer.
- the customer is obliged reserved goods carefully stored and, if needed, in a timely manner to carry out at its own expense, maintenance and repair work. The customer has the reserved goods at their own cost to insure against loss and damage. Claims arising from reinsurance in the event of loss reinsurance ceded to be harder online.
- The customer is entitled matter located in the ( co-) ownership of the company harder to sell online business beyond the ordinary procedure if they fulfill their obligations from the business relationship with the company harder online. In this case, the claims arising from the sale considered for transfer by harder -line in the ratio in which the value of a company's performance harder online secured property, subject to the total value of goods sold. The customer remains entitled to collect the claim even after assignment. The competence of the online harder to collect the receivable remains unaffected.
- The right to dispose of the goods the customer is situated below the Subject property of harder and online debt collection company ceded harder online terminated when no longer fulfill its payment obligations or will be filed petition to open insolvency proceedings. In these cases above and in the case of any other meeting customer contrary to the agreement, the Company authorized online harder to remove the goods delivered under retention of title without reminders back.
- The client company will be harder online immediately inform if there will be risks to its property, subject, especially in the case of insolvency, insolvency and enforcement measures. On request, the company will provide online ordering harder all the necessary information about the status of goods in ownership (co-ownership ) companies online harder and harder Claims ceded company online and the assignment will inform its customers. The customer support online company harder when all the measures that will be necessary for the protection of property ( ownership ) of the company harder online, and bear the resulting costs.
- With respect to all claims under the contract for the company's online pledge harder to ordering things that are under contract came into ownership of harder online. The lien may also be applied with regard to the claims of earlier delivery and performance if they agree with the subject of delivery or of performance. For other claims from the business relationship is valid lien, if deemed or final decision. § 1204 et seq. Civil Code and § 50 paragraph 1 of the Insolvency Regulations shall apply by analogy.
- If the realizable value of the securities exceeds the claims of harder -line by more than 10 %, the company released online harder to the extent that warranties on request by the customer 's own choice.
§ 16 Confidentiality
- The Client agrees that all aspects of a business relationship necessary protection will be treated as confidential. In particular it will treat all nezjevnými commercial and technical details that learns of a business relationship, as a trade secret. Under the obligation of professional secrecy or information not covered aspects of the business relationship, which was at the time the notice is already publicly known, and such information or aspects of a business relationship that were party to the contract clearly known before the announcement, harder online. The customer will see to it that his staff also defended the legitimate interests of the Company harder line on secrecy.
- Reproduction of documents transferred by the customer is only permitted within the operational needs of a copyright provisions.
- All documents shall not, without the written permission of harder online completely or partially accessible to third parties or used for any purpose other than the purpose for which it was handed over to the purchaser.
- the partial informing third parties about the business relationship with the company online can be harder only with the prior written permission of harder online; Client undertakes to third parties in the context of a similar agreement also to secrecy. The customer may only information about the business relationship with the company online harder to use for promotional purposes only with the prior written consent.
- The customer is obliged to confidentiality even after termination of their business relationship.
- The client undertakes it will not directly or indirectly enter into the harder customers online stores corresponding object of delivery and fulfillment.
§ 17 Applicable law
- is subject to jurisdiction selected by the Company harder online court jurisdiction over trade company headquarters harder online or jurisdiction of the customer.
- The place of performance for all payments from the business relationship of the companies is harder online business company headquarters harder online.
- For business relationship with the customer is exclusively applicable laws of the Federal Republic of Germany. Applicability of the CISG - "Vienna Convention on the International Sale of Goods " - is excluded.
- If the individual parts of the VDP ineffective, this shall not affect the validity of the remaining provisions. The Parties shall endeavor to replace the ineffective clause of another clause, which will be as close as possible to the economic purpose and legal effect of the original formulation.