Terms and Conditions
Terms and Conditions of tbs-pack GmbH
§ 1 General Scope
The offers of tbs-pack are solely aimed at craft and industrial traders, freelancers, sole traders and commerce. Deviating terms of the customer, which we do not expressly accept in writing, are not binding for us, even though we do not expressly object to them. Hereby, the consideration of own conditions of the customer is objected, unless it is agreed otherwise.
§ 2 Contracts & Pricing
(1) All offers submitted are non-binding. Our prices are net prices in EUR plus the respectively valid VAT on the date of delivery. Furthermore, our prices refer to delivery ex works excluding packaging, transport, training of operating personnel, initial commissioning and installation/assembly costs of the machines. We reserve the right to raise our prices to the extend that we generally raise our prices. Proper and timely self-deliveries are reserved. The price does not include the illustrated decorations. The prices of items marked or discounted as special offers can not be combined with other discounts or customer-related price agreements. Errors in descriptions and prices are reserved. Our price calculations are always subject to commodity price changes. That means, in case of a commodity price change by more than 0,10€/kg after the conclusion of the contract, we reserve the right to adapt our sales prices after consulting you. Any changes or assurances of performance and product properties, as well as the annulment of the contract require a separate written agreement. Completed blanket orders must be accepted within 12 months after order confirmation, unless otherwise specified in writing. In case of failure to comply, we are entitled to invoice the master agreements for immediate payment before we deliver the remaining blanket order. A pickup or delivery of the blanket order will be provided for the customer.
The calculation of proportionate production costs for packing machines and auxiliary manufacturing means (e.g. plates, tools, constructions, software etc.) are separately shown on the invoice than the goods to be supplied. In case of suspension, delay or termination of the cooperation between the customer and tbs-pack, the costs developed by then, as well as additional expenses such as storage costs, effort etc. will be charged to the customer. Further claims of the supplier remain unaffected.
(2) All information on physical machine- and packaging material properties, as well as parameters, particularly quality, thickness or dimensions, technical details such as output/cyclic rates, general capacity, connected load and consumption rates for air and electricity according to the offer and order confirmation are to be understood only as references and suggestions for whose correctness we do not assume liability. The data presented in brochures, data sheets, offers, order confirmations, websites, demonstration machines, descriptions, price lists and recommendations report the best available findings. They are not to be understood as guaranteed features. Claims can not be derived from them. We exclusively reserve any potential deviations due to product improvement or technological needs.
(3) A further distribution or sale of our packing machines is only permitted within the EU.
(4) Our packing machines are produced and adapted according to the customer samples / consumables (labels, films, bags, products etc.) available at the time of order completion. Any product materials and consumables not available for testing in sufficient quantities at the time of project start and also during the machine test phase / acceptance can not be considered. If no customer samples available, we manufacture the packaging machine according to our internal standards. The technical detailed descriptions / performance values refer to our general standards and can change during the manufacturing phase due to customer samples and/or additional peripheral devices (printers, dosing units, scales, etc.) in relation to machine dimensions, performance values, variety of product dimensions and output quantity. A separate order confirmation of the technical changes / performance values is not mandatory, unless this has been agreed in the order confirmation with us in advance. In order to guarantee the proper performance of our packaging machines, the continuous supply and a high quality of the products (e.g. not adhesive or clumpy) or consumables (e.g. easy-opening bags, smooth surface properties) to be packaged must be ensured by the customer. Subsequently requested new machine/product requirements, consumables or customer specifications, require a feasibility check as well as additional costs for the implementation. The assured technical details and performance values of the already confirmed order confirmation are thus null and void. In general, the output quantities per minute and connected loads are approximate average values which can vary depending on consumables, product dimensions, user machine handling and customer product- / material feed. It is not possible to combine all minimum and maximum dimensions.
We expressly recommend and request the preliminary acceptance of packing machines before delivery to the customer in one of our packing machine workshops (Cologne, Sundern, Erftstadt or Modena in Italy). If no preliminary customer inspection at our factory is desired, the machine is accepted by us on the basis of video documentation with the customer products and consumables provided. Should there be no customer products or consumables available at the time of acceptance, we will test and release the packing machine by functional testing without considering these customer products. Subsequent requests for changes or complaints regarding machine characteristics/geometries, interface implementation, output quantities or performance values are not permitted, and not in the scope of responsibility of tbs-pack GmbH. When the customer requests us to dispatch the machine, after not having attended to the pre-acceptance performed by us, the packing machine is considered to have been accepted in a positive and functional state. By approving the dispatch of the machine, we consider the machine during acceptance and its performance test to have been functional.
The final acceptance / commissioning is a functional test and customer training for the ordered packing machine accompanied by our technicians, independent of consumables and customer products to be packed. Commissioning or final acceptance of the machine is independent of any interfaces provided by the customer. If the interfaces provided by the customer are not functional at the time of final acceptance / commissioning, the functional test of the machine is considered as the final acceptance or commissioning by us. At the final acceptance / commissioning, only individual functions of the ordered machine are checked without simulating a continuous production run or a production monitoring of several hours unless this has been agreed with us in advance in writing. If requested, the final acceptance / commissioning can also be performed in advance at our factory. After final acceptance / commissioning by our technicians, the customer is obliged to pay the outstanding payments immediately according to the terms of payment.
§ 3 Shipping Terms - Transport Packaging
(1) The delivery to the customer is ex works plus postage, freight and potential packaging and insurance. Tbs-pack GmbH is entitled to make partial deliveries without additional costs for the customer. Packaging, delivery method and dispatch route are determined by us in our sole discretion. The customer accepts the liability for freight-free and distance deliveries, as soon as the goods have been handed over to the forwarding agent or when the goods have left our factory in order to be dispatched. The customer also accepts the liability, if the goods are ready for dispatch but delayed due to reasons which are beyond our control. Our prices are subject to the 5. amendment of the Packaging Ordinance and therefore do not include any disposal costs. A return of the used transport packaging must be coordinated with us in advance regarding additional costs and conditions.
(2) Upon written request of the customer, a transport insurance for shipment is concluded at his expense.
(3) Deliveries to our customers are generally performed from Monday to Friday during regular working hours. In particular, we require an acceptance of goods in the time between 7 a.m and 3 p.m. (except breaks). If the customer has limited acceptance times for goods, they are only binding for us if they have been communicated to us and have been expressly confirmed by us. Additional costs arising from the non-acceptance of the goods must be reimbursed to us by the customer.
§ 4 Conditions Of Sale & Delivery Dates
(1) Assured or confirmed delivery dates are basically approximate and non-binding. The delivery dates shall be observed as far as possible, with the exception they are expressly confirmed in writing as a fixed date. On confirmed delivery dates, the goods are dispatched. In case of force majeure such as truck suspension, weather conditions, strikes, resource scarcity, unpredictable operational interruptions, circumstances beyond our control or the control of the previous supplier the agreed delivery times extend by the duration of the obstruction. Potential delivery delays in exceptional cases are therefore reserved. In important cases, such obstructions will be communicated to the customer as soon as possible.
(2) We reserve the right to consider reasonable partial deliveries and insignificant deviations from the sample in terms of color, appearance, weight and thickness as permissible. In case of potential quantity deviations, all deliveries that are manufactured or printed must be borne by the customer. At a purchase quantity lower than 15.000 pieces +/- 30%, at 15.001-30.000 pieces +/- 20%, at 30.000 pieces +/- 10%. This claim applies also to manufactured rolled goods. For this case, we reserve the right make over- or under-deliveries of 10%.
(3) The delivery periods are generally subject to the order confirmation date and the customers performance prerequisites that have to be fulfilled in advance. They include, depending on the order agreement, advance payments, technical data to be procured, final packing patterns, consumables, layout approvals and machine acceptances which are due, as agreed after the receipt of the order.
Supplementary Conditions - Deadlines & Service Provision of the Customer
(1) The customer must ensure that the local conditions at the installation site of the machine(s) do not present any obstacles (e.g. the gate or door sizes are sufficiently dimensioned) in order to permit a proper transport and assembly.
The delivery and installation of our packaging machines is at the risk and expense of the customer. All caused expenses for travel and waiting time, overtime hours, work on Sundays and holidays and accommodation are to be reimbursed by the customer. This does not apply, if an explicit and written flat rate offer by us exists, in which the costs above are included. The hedging and due diligence to support our technicians up to the completion and commissioning of the project is at the expense of the customer.
(2) The customer commits himself to provide certified and appropriate circumstances on the building site as well as on the machine site, such as connectors for power- and pneumatic lines, consumables like air, oil, softened water and a sufficiently secured power supply for the machines at the latest until the delivery. The customer commits himself to provide at his own expense personal and functional support tools (e.g. lift trucks, electricians, technical personnel for the required assembly time, commissioning), as well as pack patterns and consumables. These support tools internally ensure the loading and transport of the machines up until the installation site.
(3) In case of non-fulfillment of the efforts described in (2) or incorrect connections by the customer, we are entitled to charge the additional expenses. Hereby our legal rights and claims remain unaffected. The customer is liable for machine damage caused by incorrect connections.
(4) In case of a written definition of the assembly deadline, the customer must ensure that these deadlines are adhered to. For our part, the assembly deadline is met, if the packing machine is ready for operation until its expiration. A liability for delay only exists in a case of proof of negligence or purpose.
§ 5 Terms of Payment
(1) Tbs-pack GmbH reserves the right to determine the type of payment. For deliveries in Germany, tbs-pack offers the following payment options:
1. Advance payment / deposit by bank transfer
(If advanced payment is agreed, the payment is due immediately after the conclusion of the contract.)
2. Delivery on account
3. Cash on pickup
4. Direct debit
A payment is only considered to be made, when tbs-pack GmbH can finally dispose of the amount. With any check or direct debit payments, the payment is affected only with the final credit on our account.
(2) Tbs-pack GmbH is not obliged to accept checks. A possible acceptance always takes place only on account of payment. Any resulting additional costs are at the expense of the customer and are due immediately. Tbs-pack does not assume any responsibility for the timely presentation or protesting.
(3) In case of a non-payment of 30 days after the delivery, the customer gets in immediate default. In case of default in payment, we are entitled to charge default interests of at the rate of 3% above the respective discount rate of the Bundesbank. The interests are to be set higher or lower if we prove a burden with a higher interest rate or the customer proves a lower burden. If the supplier has partly delivered defective goods for inexplicable reasons, the customer is still obliged to pay for the indisputably faultless part. Furthermore, the customer can only count up with legally stated and uncontested counterclaims. In case of contested counterclaims, the customer has no right of retention.
(4) Depending on the result of the credit assessment, tbs-pack GmbH reserves the right to refuse the customer the payment option "delivery on account".
(5) In case of self pickup by the customer, the supplier informs the customer that the ordered goods are ready for pickup. After receiving this message, the customer may pick up the goods at the shipping department of the supplier during the relevant opening hours( Monday - Friday 8am-12pm and 1pm to 4pm). In this case, no shipping costs will be charged.
§ 6 Default of Acceptance
(1) Tbs-pack GmbH reserves the right to withdraw from a closed contract with the customer, if the customer declines the acceptance or declares expressly in advance not to buy the ordered goods after the expiry of a previously set reasonable deadline of minimum 2 (two) weeks.The resulting damage is charged to the customer in its full contract amount. Furthermore, the customer reserves the prove of the lower damage but we reserve the prove of the higher damage.
§ 7 Reservation of Title
(1) All goods delivered by tbs-pack GmbH remain our property until all liabilities arising from the business relationship including future claims are completely fulfilled. With regard to check payments and direct debit claims, our requirements are not fulfilled until the respective amount will finally be credited to our account and no further counterclaims will be taken into consideration. The place of jurisdiction for delivery and payment in Germany is the location of the local court in Cologne.
(2) If the claims exceed the value of the securities existing for us of our total claims by more than 10 %, we are obliged to release securities of our choice at the request of the customer. The choice of the securities to be released shall be incumbent upon us alone.
(3) The resale of our goods delivered under retention of title is only expressly permitted if:
a) we have expressly agreed to the resale in writing or have sold the goods for the purpose of resale.
b) the customer is not in delay with his payment obligations to us.
c) the assignment of the claim from the customer's resale is assigned to us without restriction.
Furthermore, the customer assigns to us the claims arising from the resale and other claims against his customers with all ancillary rights, until all our claims have been fulfilled. Upon our request, the customer is obliged to supply us with all information and documents necessary to assert our claims.
(4) In the event of application or opening of insolvency proceedings or in the event of non-conforming default in payment by the customer, we are entitled, but not obliged, to take back the delivered goods. This withdrawal does not expressly correspond to a contract withdrawal, if this has not been expressly declared by us in writing. If our claim to return the goods to us is not met, we reserve the right to charge a compensation for use amounting to 5 % per month of the delay, plus the statutory value added tax applicable on the day of default. Furthermore, the assertion of a further claim by us is not excluded.
(5) In accordance with our retention of title, we are entitled to sell or have auctioned off the returned goods. The retraction of the reservation commodity takes place to the obtained proceeds, at the most however to the agreed delivery prices. Further claims for damages, and in particular for loss of profit, are reserved to tbs-pack GmbH.
(6) The customer can only assert a right of retention and a right to refuse performance if his claims are undisputed or have been established in a legally binding manner.
§ 8 Warranty - Customer's Rights in the Event of Defects
(1) The rights of the customer in the event of any defects are exclusively subject to the following provisions. Further claims of the customer are excluded.The place of performance of the warranty is Cologne or selected service points of tbs-pack GmbH according to company discretion.
(2) Complaints regarding obvious defects are only admissible within one week after delivery. The deadline calculation applies from the time of delivery to the customer, whereby the receipt of the written complaint is decisive. In addition, the statutory provisions of § 377 HGB (German Commercial Code) and the resulting inspection and notification obligations are applicable to merchants.
(3) Any reject rates below 2% will not be accepted in the case of complaints. Material marked with 1-B (colored regrind) can possibly lead to discoloration.
(4) Printed or dyed goods can be produced only approximately like samples or templates. Furthermore, no weatherproof colors are used, unless this has been expressly confirmed by us in writing. We do not give any guarantee for the non-yellowing of textiles caused by the use of our products.
(5) Unless greater tolerances are required for certain products, the supplier expressly reserves a selective thickness tolerance of 10% for polyethylene and polypropylene films and 20% for PVC, PET and polyolefin films.A positive and negative tolerance of 7 % in length and width is also reserved. We are only liable for the suitability of our packaging materials for customer machine types, machine running capabilities or machine cycles if this has been expressly warranted by us in the contract for the machine used by the customer. Furthermore, we do not guarantee any packaging appearance required by the customer, as this is always dependent on customer machines, individual perception and handling. A pre-sampling of our consumables is recommended by us and must be requested by the customer. Due to certain consumable properties, a certain adhesion, streaking and color change of the tubes, films or bags may occur without material defects, especially if the goods are stored in a packaged condition or in humid or excessively warm areas for too long. Such an appearance can not be complained. The customer should consume the expendable materials within 6 months. In the event of deviations which are insufficient for the customer, tbs-pack GmbH can not be held liable.
(6) The customer is responsible for ensuring that packing samples, information and instructions provided by him are suitable and accurately dimensioned and that these do not violate the property rights of third parties.
If this does not apply, the customer must reimburse us for the resulting additional expenses. The surrounding temperature for the operation of our machines ranges from 15°C to 38°C, the humidity lies between 40 % and 80 %.If the previously mentioned climatic conditions are either not available or fluctuate greatly at the end customer, he is obliged to inform us when placing the order. We do not assume any liability for damages and defects caused by incorrect or incomplete information or specifications by the customer.
(7) We grant a 12-month warranty on electronic machine components beginning on the date of delivery. Machine wear parts such as chains, bearings, chargers, batteries, heating elements etc. are excluded from the warranty. The warranty of the machine expires prematurely as soon as the smallest structural changes and / or interventions in the machine electrics are performed that were not previously approved by us in writing. The warranty is designed for 1-shift operation with a maximum of 2000 operating hours. The warranty also excludes technician working hours, transport costs or services. We do not assume responsibility for defects and damage liability taken over by the customer or third parties (machine acceptance, assembly, faulty commissioning) due to negligent maintenance, faulty or irresponsible operation and excessive or intended machine wear. Furthermore, we are not liable for the use of unsuitable operating materials, lubricants or covers, non-reproducible software errors, replacement materials, unsuitable construction ground, weather influences, chemical-, electrochemical- or electrical influences (e.g. power fluctuations, insufficient building protection, faulty connection lines by the customer), provided that these circumstances are not attributable to our fault.
(8) With material defects that were already in a justified, properly and punctually reported condition at the time of the transfer of risk, we will, at our discretion, provide subsequent performance by eliminating the defect or delivering a defect-free item against return of the defective delivered item.
(9) The delivery of used goods, used machines, demonstration machines and rental machines is subject to the exclusion of any warranty. Subsidiary agreements must be made in writing.
(10) The customer is permitted to assert claims for damages within the scope of statutory provisions if we have fraudulently kept a defect secret from him. Further compensation claims due to defects of the supplied item are excluded.
(11) In the absence of proof of intent against us, any defect claims of the customer expire after 12 months, counted from the transfer of risk. This limitation period applies to all claims, in particular to claims for damages for any consequential damage in connection with potential defects.
§ 9 Limitation of Liability & Compensation
(1) Unless otherwise provided in these Terms and Conditions, tbs-pack GmbH is only liable for proven intent or gross negligence. In particular, we do not assume liability for any loss of profits, loss of production, post-processing, inspection reports or other financial losses / downtimes of the customer or third parties.
§ 10 Place of Performance & Jurisdiction - Proper Law
(1) In principle, only German law applies to business and juridical relations - including foreign transactions. Place of performance and jurisdiction is Cologne.The place of performance and jurisdiction for all disputes arising between the parties from the contractual relationship is the registered office of tbs-pack GmbH in Cologne.
§ 11 Final Provisions – Partial Invalidities
(1) Should one or more provisions be wholly or partially invalid within the terms of other agreements, the validity of the remaining provisions remains unaffected. Our Terms and Conditions apply until the full completion of the business relationship.
§ 12 Privacy
(1) We adhere to all data protection requirements, in particular to the provisions of the Teleservices Data Protection Act. Personal data is stored exclusively for contract execution and order processing. Personal data will not be forwarded to third parties. Exceptions to this are service partners who require the data for contract processing and order handling and the bodies charged with the collection of debts, in the event of default in payment of outstanding invoices. We reserve the right, with regard to continuous improvement processes, to monitor the progress of online customers on the homepage in order to improve possible long loading times of certain product pages.
§ 13 Disposal
(1) The 5th amendment to the Packaging Ordinance became effective in January 2009. When purchasing goods through us, tbs-pack GmbH will not automatically pay any charges to a dual system. We therefore assume:
1. That you transfer the goods to a dual system yourself,
2. That you ensure a proper disposal.
Subject to changes!
© 2016 / V-1016 tbs-pack GmbH