General Terms and Conditions of Sale and Delivery
- Scope of application
The following General Terms and Conditions apply exclusively to the business relationship between the company Verpackungsprimus GmbH and the customer. These Conditions shall also apply to future business relations, even if they are not expressly agreed again.
All subsidiary agreements shall require written confirmation from us.
The validity of any general terms and conditions of the customer is hereby expressly excluded; moreover, any counter-affirmation on the part of the buyer with reference to their own terms and conditions of business or terms of purchase is hereby expressly refuted and excluded. In addition, the law of the Federal Republic of Germany shall apply.
- Conclusion of contract
Our offers are subject to change. We reserve the right to make changes to equipment and design, etc., insofar as the said changes are reasonable and appropriate.
Our prices quoted in the offer are based on the calculations existing at the time of submitting the offer. In the event of changes in the costs of personnel, materials and other relevant parameters up to the time of delivery, the contracting parties undertake to renegotiate the prices.
Orders are only deemed accepted once we have confirmed the order. Acceptance of an order takes place through written confirmation to the customer. Any verbal or written changes or additions to an order always require written confirmation from us. Any subsequent changes to the order by the customer shall entitle us to accordingly amend the contractual conditions thereby affected.
Orders for custom-made products that have already been confirmed cannot be cancelled once production has started.
The conclusion of the contract is always subject to correct and timely delivery by our suppliers. This shall only apply in the event that we are not responsible for the non-delivery of goods, particularly if a congruent covering transaction has been concluded with our supplier.
The customer shall be immediately informed of the non-availability of the goods.
- Providing information to the customer: Storage of the contract text
The contract text with details about the article shall be stored by the supplier. The customer shall have no access to the contract text via the Internet. However, if a user account has been created in the Internet shop of the supplier, data on the completed, open and dispatched orders can be viewed there. The text of the contract shall also be communicated to the customer in text form in the order confirmation, so that the terms of the contract can be accessed, printed out or saved in a reproducible form.
- Retention of title
We shall retain title to the goods until all claims arising from an ongoing business relationship have been settled in full.
While our retention of title is in effect, the customer is obligated to immediately inform us of any access to the goods by third parties – for example, in the event of seizure, or of any damage to, or destruction of, the goods.
The customer shall immediately notify us of any change of ownership of the goods and of any change of the place of business.
Insofar as the third party is not in a position to reimburse us for the court and out-of-court costs of legal action in the event of a seizure, the customer shall be liable for the loss incurred by us in this respect.
In the event that the customer breaches the terms of the contract, particularly in the event of default in payment, we shall be entitled to withdraw from the contract and to demand the return of the goods.
The customer shall be entitled to resell the goods in the ordinary course of business.
The customer hereby already assigns to us all claims (receivables), in the amount of the invoice amount, that accrue to them from the resale with regard to a third party. We hereby accept the said assignment.
After the said assignment to us, the customer shall be authorised to collect the claim.
We reserve the right to collect the claim ourselves in the event that the customer does not properly fulfil their payment obligations and is in default of payment.
In the event of imminent inability to pay or in the event of an application to open insolvency proceedings or in the event of insolvency, the customer shall immediately notify us of the assigned claims and their debtors, inform the debtors of the assignment and hand over to us all documents required for the collection of the claim.
- Prices / Terms of payment
All prices given are subject to change without notice, apply only to the specified quantity, and do not include packaging or the statutory value added tax. We reserve the right to increase prices if costs increase after concluding the contract, particularly due to increases in the price of materials. Fixed prices, especially in the case of contracts and call-off orders, must be expressly agreed in writing.
In principle, the bull and bear clause shall apply. All prices given are in euros, unless further details are shown.
Unless otherwise stated in the order confirmation, invoices shall be due for payment without deduction within 14 days of receipt of the goods.
Discounts and other terms of payment shall require a written agreement.
After the expiry of the aforementioned period, the customer shall be in default of payment without reminder.
From the commencement of default of payment, you shall be obligated to pay compensation for the losses or damage caused by the default (e.g., costs for reminders due to persistent default) as well as to pay default interest. During the period of default, the customer shall pay interest on the monetary debt at a rate of 6% above the base interest rate.
We reserve the right to prove and claim higher default damages, whereby the customer shall always have the opportunity to prove that we have not incurred any losses or damage or that the losses or damage are significantly lower.
Incoming payments shall be credited against the oldest claim. There shall be no obligation to accept bills of exchange.
The customer shall only have a right of set-off and a right of retention of payment if their counterclaims have been legally established or recognised by us.
A right of retention may only be exercised provided the customer’s counterclaim is based on the same contractual relationship.
Separate terms of payment are reserved for deliveries abroad.
In the event of significant changes in the customer's financial circumstances, in particular in the event of imminent insolvency, we shall be entitled to either withdraw from the contract or to demand advance payment of the purchase price.
- Postage and packaging costs
For shipment within Germany, we charge € 7.70 net shipping costs per 31 kg (parcel shipment).
For shipment to Austria, we charge € 15.90 net shipping costs per 31 kg (parcel shipping).
For shipment to the EU, a price list with the current countries is available here: International Shipping
In the case of parcel weights over 31kg, we ship with a forwarding agency.
Shipping costs within Germany are € 35.00; for shipping costs to Austria and other countries, please contact us.
For shipping to German islands, we charge an island surcharge – details available only on request.
For orders at our online shop, we offer free shipping within Germany from a goods value of € 250.00 net upwards (applies only to shop ware).
For other countries or in the case of custom-made products, details of the postage and packaging costs will be sent to you on individual request.
- Delivery
We endeavour to deliver within 3-5 working days, provided that the goods are in stock. We are entitled to make partial deliveries if necessary.
In the case of advance payment, the delivery will be dispatched immediately after receipt of payment if the goods are available.
In the case of custom-made products, please note the delivery times shown separately. We are entitled to make partial deliveries if necessary.
If delivery times are exceeded, the customer may only withdraw from the contract if they have previously given us a grace period of at least approx. 8 weeks by registered letter, unless force majeure is involved.
The assertion of claims for damages due to late delivery is hereby expressly excluded.
- Dispatch, delivery and transfer of risk
The risk of accidental loss and accidental deterioration of the goods shall pass to the buyer upon handover; in the case of dispatching sales, it shall pass upon delivery of the goods to the forwarding agent, the carrier or any other person or institution commissioned to carry out the shipment.
Unless otherwise agreed, transport insurance shall be taken out exclusively by the customer. The handover shall be deemed to have taken place if the buyer is in default of acceptance.
Unless expressly agreed, delivery periods are always non-binding.
In the event of subsequent changes to the order, we shall no longer be bound by the originally confirmed delivery date.
We shall not be responsible for delays in delivery and performance due to force majeure and due to events and circumstances which make delivery considerably more difficult or impossible for us – this shall also include any subsequent difficulties in procuring materials, operational disruptions, strikes, lack of means of transport, etc., even if they occur at our suppliers or their sub-suppliers – even in the case of bindingly agreed deadlines and dates.
Such events and circumstances shall entitle us to postpone the delivery or service for the duration of the hindrance plus a reasonable start-up time, or to withdraw from the contract in whole or in part due to of the portion of delivery not yet fulfilled. Please inform the deliverer immediately of any transport damage, visible damage or missing quantities and have any complaints confirmed in writing.
Deliveries shall be made up to the ramp.
- Warranty / Complaints
Please contact us immediately in the event of complaints.
We shall initially provide a warranty for defects in the goods, at our discretion, by either rectifying the defect or supplying a replacement.
The customer must notify us in writing of obvious defects within a period of 10 days, otherwise the assertion of warranty claims is excluded.
Timely dispatch shall be sufficient to meet the deadline.
The customer shall bear the full burden of proving all claim eligibility requirements, in particular of providing evidence of the defect itself, the time of discovery of the defect and the timeliness of the notice of defect.
Should the customer choose to withdraw from the contract due to a legal or material defect after subsequent performance has failed, they shall not be entitled to any additional claim for damages (e.g., loss of profit, covering purchase, etc.) due to the defect.
In principle, only our product description or the offer shall be deemed agreed with regard to the quality of the goods.
Improper storage by the customer shall exclude any claim.
Slight deviations in dimensions or quality are unavoidable due to the nature of the product, raw material and production and are normal in the trade.
No liability can be assumed for the adhesive strength and light resistance of the colours.
The vendor shall not be liable for minor counting errors or selection defects or for weight loss or other changes in the condition of the goods from the time of loading onwards. The customer shall not receive any guarantees in the legal sense from us.
In the production of paper and plastic packaging, the occurrence of a relatively small number of defective goods cannot be avoided. A defective portion of up to 2% of the total quantity shall be deemed to be a proper delivery.
Defects in a part of the delivery cannot be used as the basis for a complaint about the entire delivery if it is possible to separate faultless and defective goods without unreasonable effort.
All returns must be agreed with us in advance.
We ask you to ensure that returns are sent in appropriate packaging. Only faultless returns can be credited to your account by us.
Goods returned freight collect will not be accepted.
10.1. Tolerances
Weight deviations:
Deviations in the weight per unit area shall be based on the weights in the delivery conditions of the producers of the materials used.
Unless otherwise specified, the following shall apply: for plastic +/- 15%.
Dimensional deviations:
The following dimensional deviations (width and length tolerances) are considered proper delivery and cannot be objected to:
for plastics +/-5%.
for paper - and paper combinations - bags:
in length +/- 4 mm
in width for bag widths less than 80 mm +/- 3
in the width for bag widths of 80 mm +/- 2%.
The position of handles, openings and perforations is +/- 1.2 cm
The dimensional deviations also apply to the position of the print as well as to punch-outs and embossing.
Quantity deviations:
We reserve the right to deliver up to 20% more or less of the ordered quantity for all productions, thereby charging the actual delivery quantity.
10.2 Special conditions for printed products and custom-made products
We use commercially available printing inks for printing.
The abrasion resistance of the printing inks and embossing foil prints basically cannot be guaranteed. Depending on the type of ink or foil, as well as the printing substrate, abrasion may be more or less pronounced. A protective coating can improve abrasion resistance, but cannot guarantee it absolutely. The vendor shall not be liable for consequential damage due to ink abrasion.
If the colours must fulfil special requirements, such as light resistance, alkali fastness, rubbing resistance, etc., the customer must point this out in writing when placing the order.
Colour deviations within the production-related tolerances, technically necessary changes in printing status, as well as any other deviations that are caused by production technology and that are customary in the sector, are unavoidable and cannot be objected to, i.e., shall not entitle the customer to refuse acceptance of the goods or entitle them to a price reduction.
In side-by-side printing on a white background the customer may, within the scope of the usual tolerances, expect approximately the visual colour tone shown on the colour scale.
As some of the colours are highly translucent, marked visible changes in colour occur when printing on top of each other or printing on coloured substrates.
In the aforementioned cases, the buyer shall not be entitled to demand the loss of colour tone that would occur when printing on a white background.
The buyer shall likewise not be entitled to object to register differences in printing of up to 5 mm.
Prints on different materials inevitably result in different optical colour and surface effects. Therefore, a colour and visual match between printed paper carrier bags and printed plastic carrier bags, or similar products made of plastic and/or paper, is not possible even if the same printing inks are used.
We reserve the right to deviations with regard to the colouring of the raw material and the customary deviations from the sample, as well as differences between photo-technically or digitally produced test printing, press proofs and print runs due to printing technology.
If coated base papers are used to achieve high-quality printing results, a splitting open of the paper coating under stress, which is particularly noticeable on heavily printed areas, cannot be avoided.
With manually finished paper carrier bags, processing marks, glue marks and other processing features occur: these are unavoidable and therefore do not constitute grounds for complaint.
For technical reasons, depending on the type of foil, printing substrate and print image, clearly visible tear-off edges or other typical embossing phenomena cannot be avoided in the case of hot foil embossing.
For technical reasons, differences in colour tone, overall appearance and properties are unavoidable in repeat print runs.
The EAN barcode will be printed according to the state of the art and in compliance with the relevant implementation regulation of the CCG (cf. Schriftenreihe CoOrganisation, Heft 2, Der EAN-Strichcode, Eng. trans.: CoOrganisation publication series, Booklet 2, The EAN Barcode).
Any liability for defects due to reading results at retail cash registers is hereby also excluded due to possible influences on the barcodes after delivery by the customer and due to the lack of uniform measuring and reading technology.
We shall not be liable for defects caused by printing plates and artwork provided by the customer and/or their vicarious agents or assistants.
Should we discover any text or image errors during production and therefore cancel or interrupt production, the customer shall bear the additional costs associated with this, unless they can prove that we are responsible for faulty production due to gross negligence or a breach of cardinal obligations.
The printing materials provided by us, such as drafts, printing plates, films, printing cylinders and printing plates, shall remain our property even if we are reimbursed for pro rata costs by the customer.
All print templates and printing materials, including those which are the property of the customer, shall be destroyed by us after 3 years if no corresponding follow-up order has been placed in the meantime.
In the event that printed goods are taken back, for whatever reason, the vendor shall be entitled to the unrestricted right of commercial exploitation.
The customer shall be solely liable for the printed content and all legal consequences thereof: this shall particularly apply to industrial property rights and copyrights.
All print documents provided must be free of third-party rights. Should a printed image give rise to any additional costs or obligations (e.g., the Green Dot), the customer shall be solely liable for meeting them.
- Disposal and recycling
Our prices do not include any disposal costs, DSD fees or the like.
The buyer undertakes to ensure a return or recycling including proof in accordance with the Packaging Ordinance himself or to conclude corresponding agreements with a recognised disposal company (e.g., DSD).
The vendor is hereby released from all obligations, and the buyer shall be liable to the vendor for all costs arising therefrom.
- Copyright and trademark law
The contents and works created by the website operators on these pages shall be subject to German copyright law. Duplication, processing, distribution and any kind of exploitation of these outside the limits of copyright shall require the written consent of the respective author or creator. Downloads and copies of this website shall only be permitted for private, non-commercial use. Insofar as the content on this site has not been created by the operator, the copyrights of third parties are respected. In particular, all third-party content is clearly marked as such. Should you nevertheless become aware of a copyright infringement, please inform us accordingly. Should we become aware of any infringements, we will remove such content immediately.
All duplication or use of such diagrams and texts in other electronic or printed publications shall require the prior consent of Verpackungsprimus GmbH.
- Place of fulfilment and jurisdiction
In the event of disagreements and legal disputes, the law of the Federal Republic of Germany shall exclusively apply.
If the customer is a businessperson, a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from this contract shall be Berlin.
The same shall apply if the customer does not have a general place of jurisdiction in Germany or if the customer’s place of residence or habitual abode is unknown at the time the action is brought.
Should any individual provisions of the contract with the customer, including these General Terms and Conditions, be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions.
The wholly or partially invalid provision shall be replaced by a provision whose economic intention and success comes as close as possible to that of the invalid provision.
The contractual language shall be German
All previous terms and conditions of sale and delivery are hereby invalid. Berlin January 2022
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