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) Further distribution or sale of our standardised packaging machines is only permitted within the EU or after written confirmation by tbs-pack GmbH.
(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. We expressly reserve the right to any quantity, weight, production, output and printing tolerances of the customary commercial standard.
Customer products or consumables sent to us after receipt of the order confirmation may be taken into account depending on their quality, but are not part of the contract and therefore not binding with regard to their processing. We exclusively reserve the right to assert additional costs for additional components and conversions as well as extended delivery times. The products made available to us by the customer are generally not to be regarded as a blanket release for machine use and processing on our machines, peripherals and additional components due to the most varied properties. The customer shall be responsible for ensuring that the customer's products or consumables (films, cartons, labels, etc.) are mechanically processed on our packaging machines and peripherals. Furthermore, there is no contractual commitment or acceptance on our part for processing on our packaging machines when requesting and transmitting the customer products to be packaged. Unless this has been agreed with us in advance in writing and as an addition to the order confirmation, the properties of each individual product have been defined contractually in advance by means of a specification sheet. Due to the different properties of product and consumable materials, a binding commitment to the machine use of the customer's own products or consumable materials (films, paper, cardboard etc.), as well as output quantities, can only be defined after completion of the ordered packaging machine in subsequent test trials. In order to guarantee the processing of customer products, consumables (films, paper, labels, cartons, etc.) not available at the time of order confirmation / order completion, additional components and conversions of the packaging machine may be required for a fee. A promise for a certain quality related to the print quality as well as the optical holistic print image when using our or the customer's printers are generally not part of the contract, due to personal perception and sensation. A defect as well as the liability regarding the optical quality of the produced print image, as well as the integration and use of the printer software at the customer's site is generally excluded, unless this was contractually defined with us in a specification sheet.
The customer product samples made available to us are generally not to be regarded as approval for machine processing or a specific technical agreement with regard to quantity or visual packaging image, unless we have confirmed in writing binding commitments with regard to product suitability and cycle performance by means of a fixed specification sheet. Due to the different nature of the product and consumable materials, a binding commitment for machine use and output quantity can only be defined after completion and test trials of the packaging machine. This may result in additional components or modifications of the packaging machine which are subject to a charge.
The detailed technical descriptions, components, performance values refer to our general standards and may change during the production phase due to the customer products / consumables and/or additional peripheral equipment (printers, dosing units, scales, etc.) available to us on site with regard to machine dimensions, performance values, variety of product dimensions to be packed and output quantities. A separate order confirmation or layout transmission regarding the technical changes and performance values is not mandatory, unless this has been agreed with us in writing in advance at the time of order confirmation. In order to ensure a proper performance of our packaging machines, a continuous feeding as well as a very good quality of the products to be packaged (e.g. non-adhesive, non-clumping, geometrically homogeneous etc.) or consumables (e.g. easy to open bags, smooth surface properties, no wavy bags, or fluctuating film thicknesses/dimensions, unshaped bags/film rolls, poor surface quality etc.) must be ensured by the customer. In general, we expressly reserve the right to any quantity, weight, production, output and printing tolerances of the customary commercial standard.
Subsequently requested new machine / product requirements as well as consumables or general new customer requirements after order confirmation require a feasibility check and written confirmation for use by us to the customer. The guaranteed technical details and performance values of the already confirmed order confirmation are therefore null and void.
In general, the output quantities per minute are related to the maximum mechanical cycle performance of the packaging machine. Furthermore, it is not possible to combine all mini and maximum dimensions of the products. The connected loads are approximate guide values. The information regarding cycle performance or output quantities and connected loads can vary, depending on consumables and their technical properties, product dimensions, product properties, product geometries, users, machine handling and customer-side product / material feeding.
All components shown on the final signed layout are not necessarily included in the scope of delivery, the order confirmation applies. We expressly reserve the right to make any technical changes to the assemblies and dimensions during the construction phase. The signed layout serves exclusively for general visualization and determination of maximum limit dimensions.
The packaging machines preliminary acceptance by the customer in our packaging machine workshops (Erftstadt or Modena in Italy) before delivery, is expressly recommended and required by us. The costs incurred for this shall be borne by the customer/orderer. These expense costs (hotel, flight, etc.) cannot be deducted, even in the case of subsequent adjustments or changes to the packaging machine ordered. If no preliminary acceptance by the customer has taken place in our workshop or factory, the machine will be accepted by us on the basis of video documentation. The products to be packed and consumables to be provided by the customer which were available at the time of the transmitted order confirmation / conclusion of order are used for this purpose. Customer products or consumables sent to us after receipt of the order confirmation may be taken into account, but are not part of the contract and therefore not binding with regard to processing and quality. We exclusively reserve the right to charge any additional costs for supplementary components and modifications as well as extended delivery times. If no customer products are available to us at the time of acceptance, the packaging machine will be tested and released by us by means of a technical function test without customer products. Subsequent modification requests or complaints from the customer regarding machine conditions/geometries, interface implementation or output quantities or performance values are not permitted and are not within the area of responsibility of tbs-pack GmbH. If the customer demands the machine delivery from us, without perceiving the machine acceptance at our workshop or factory, the machine acceptance carried out by tbs-pack GmbH is considered to be approved as free of defects. By the release of the customer for the dispatch of the packaging machine, the machine acceptance and its performance test is considered to be accepted by us as fully functional.
The final acceptance / commissioning is a functional test and customer training of the ordered packaging machine, supervised by our technicians and independent of consumables and customer products to be packed. The commissioning or final acceptance of the machine is independent of customer interfaces. If the customer's interfaces are not functional for final acceptance / commissioning, the functional test of the machine is considered by us as final acceptance or commissioning. At the final acceptance / commissioning, only the individual functions of the ordered machine are tested and no continuous production run or production monitoring with several hours is simulated, unless this has been agreed with us in writing in advance. If desired, the final acceptance / commissioning is also to be carried out in advance at our factory. After final acceptance / commissioning by our technicians, the customer is obliged to pay immediately according to the terms of payment.
Supplementary conditions for machines - deadlines & service provision of the purchaser
(1) Spatial conditions at the installation site in relation to maximum space limitations or other special features such as unloading, internal transport, safety regulations etc. must be specified by the customer in the order as well as in the order confirmation or specification sheet with us in writing. The recordings of videos, photos, documents, etc. are completely ceded to us by the customer for free use, unless this has been neglected by us in writing. Otherwise, we cannot take these special features into account due to the possible diversity and they are associated with additional costs on the part of the customer for necessary adjustments.
The customer must ensure that the local conditions at the place of installation of the machine(s) do not present any obstacles, such as, for example, that the gate or door sizes are sufficiently dimensioned so that transport and installation can be guaranteed. The delivery and installation of packaging machines to be supplied by us is at the risk and expense of the customer. All expenses incurred by us as a result of this for travel and waiting time, overtime, work on Sundays and public holidays, as well as overnight expenses shall be reimbursed by the customer. This shall not be the case if we have expressly submitted a flat-rate price offer in writing, in which the above costs are included. The security and due diligence for the support of our technicians is subject to the customer at his own expense until completion and commissioning of the project by our technicians.
(2) The customer is obliged, at the latest by the time of delivery, to provide the appropriate connectors for power and pneumatic lines as well as for the correct consumables required for the machine, such as dry air, oil lubricants, decalcified water and a sufficiently fused power supply system, both on the building side and on the machine side, which must have been professionally tested. The customer undertakes to provide personnel and material support aids (e.g. forklift trucks, electricians, specialist assistants for the necessary assembly and installation time, commissioning) at his own expense, to ensure the loading and transport of the machines within the company to the installation site, and to provide packing samples and consumables.
(3) In the event of non-fulfilment of the services as described in (2) or faulty connections by the customer, we shall be entitled to invoice the additional expenditure incurred. This shall not affect our statutory rights and claims. The customer shall be held liable for damage to machinery caused by faulty connection installations.
(4) If assembly deadlines are set in writing, the customer shall ensure that they are observed. The assembly deadline shall be deemed to have been met on our part if the packaging machine supplied by us is ready for operation by the time it expires. Liability in the event of delay shall only exist if negligence or intent can be proven. In addition, our General Terms and Conditions of Business shall apply.
§ 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.
§ 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 / Erftstadt, 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.If the customer samples are not reclaimed within 3 months, we are entitled to dispose of them or return them to the customer. A general customer claim against us for payment or compensation of the customer samples sent to us is completely excluded.
(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 business. 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.
These general terms and conditions are subject to changes!
© 2016 / V-1016 tbs-pack GmbH