Carmen Weith 
Marketing Kommunikation

General Terms and Conditions.

Terms and conditions of delivery and payment of Cavok Consulting s.a.r.l

I. Scope; conclusion of contract

1.     The execution of an order shall occur solely in accordance with the following terms and conditions, providing that no objection has been made by the Customer. Deviations must be acknowledged as such and be made separately by the Customer. If no objection is made, the exclusive application of the conditions is recognized.

2.     In commercial transactions, these Terms and Conditions shall apply upon acceptance of the quotation or acceptance of the service or goods delivered by the supplier.

3.     Supplementary terms shall only become part of the agreement if their validity has been expressly agreed in writing.

      

II. Price

1.     The prices stated in the offer submitted by the Contractor shall apply under the proviso that the order data underlying the submittal of quotation shall remain unchanged, however, no longer than four months after receipt of the offer by the Customer.

2.     Additional costs caused through retrospective changes at the request of the Customer shall be invoiced to the Customer.

      

III. Payment

1.     Payment has to be carried out immediately on receipt of the invoice without deduction. The invoicing shall be made on the date of delivery, partial delivery or availability of goods (liability to be discharged at the domicile of the debtor, default in acceptance). Bills of exchange are only accepted pursuant a special agreement. Bank charges shall be immediately borne by the Customer.

2.     For exceptional preliminary work, an appropriate advance payment may be required.

3.     In case of endangered fulfilment of payment after conclusion of a contract due to declined financial circumstances of the Customer, the Contractor may demand cash in advance, detain goods that aren’t shipped and cease working on present orders. The Contractor asserts these same rights if the Customer has defaulted on payments for deliveries already made and based on the same legal relationship.

4.     Upon default, interest shall be paid at the rate of two percentage points over the currently applicable base rate as published in accordance with the Discount Rate Transition Act of the Deutsche Bundesbank. The assertion of further damages arising from the default is not excluded.

      

IV. Delivery

1.     Shipment is being executed by the Contractor for the Customer with all carefulness possible. He is however only liable for willful intent and gross negligence. The risk is transferred to the Customer as soon as the shipment has been handed over to the party responsible for the transport.

2.     Delivery dates shall only be binding, if they have been explicitly confirmed by the Contractor. If the contract is made in writing, the delivery date will also be confirmed in writing.

3.     If the Contractor is in default, a reasonable grace period is to be granted. Upon expiry of the grace period, the Customer may withdraw from the contract. § 361 BGB remains unaffected.

     

V. Reservation of Ownership

1.     All goods delivered or exploitation rights assigned by the Contractor as well as layout or final drawing of any kind shall remain the property of the Contractor until payment is made in full.

All delivered goods shall remain the property of the Contractor until the Customer has paid all amounts receivable on the day of invoicing.

    

VI. Claims, Warranties

1.     The Customer shall at any event check the contractual conformity of the goods delivered and of any preliminary and interim products sent for correction. The risk of any errors transfers to the Customer when the products are declared ready to be printed provided they are not errors which emerged or could only become known in the course of production. The same applies to all other approvals by the Customer.

2.     Complaints are possible only within one week after delivery.  Hidden defects that cannot be detected after an immediate inspection may only be claimed within the legal warranty deadline.

3.     Once a claim has been satisfactorily established, the Contractor shall at their discretion either repair or replace the product. In case of justified complaints, the Contractor shall have the option, to the exclusion of all other claims, of reworking or supplying a replacement, namely to the amount of the order value, unless there is a lack of a warranted quality or the Customer or its vicarious agents are guilty of intention or gross negligence. This shall also apply in case of a justified complaint regarding the reworking or replacement delivery. However, in case of delayed, omitted or unsuccessful reworking or replacement deliveries the Customer can demand a reduction of the purchase price or rescind the contract. Defects of part of the delivered goods shall not give rise to a right to reject the whole deliver unless the partial delivery is not of interest for the Customer.

     

4.     Claims are not allowed for slight variations in color reproductions from the master copy.

 

5.     The Contractor shall only be liable for deviations in the quality of the material used up to the amount of his own claims against the respective sub-supplier. In cases of this nature the Contractor shall be released from liability if he assigns his claims against the sub-supplier to the Customer. The Contractor shall be liable as a guarantor insofar as claims against the sub-supplier do not exist through the fault of the Contractor or if such claims cannot enforced.

 

6.     The Contractor assumes no liability for the inspection of items supplied by the Customer or a third party (including data storage media).

 

7.     Excess or short deliveries of up to 10% of the ordered quantity cannot be rejected.

 

VII. Liability

1.     The Contractor is liable only for the damages caused by intentional or grossly negligent acts.

2.     Further regulations are valid for the liability of the Contractor in case of negligent acts:

1.     Claims for damages due to defective supplies and subsequent resulting damages, from positive violation from contractual duty, from fault at the time of contracting and from actionable tort shall be excluded.

2.     Claims for damages on account of impossibility or default shall be limited to the amount of the order value (own performance excluding advance layout and material).

3.     The foregoing limitations of liability shall apply to the same extent for performing and vicarious agents of the Contractor.

4.     In commercial transactions, the Contractor is liable only for the damages caused by intentional or grossly negligent acts.

5.     These restrictions shall not apply where there has been a breach of a fundamental contractual obligation where this endangers the achievement of the purpose of the contract, if a guaranteed quality is absent or in cases of statutory liability pursuant to the German Product Liability Act.

         

VIII. Copyright

1.     The Customer is exclusively liable, when third party copyrights are being violated by fulfilling his agreement. The Customer shall indemnify the Contractor from any liability against third parties produced by such a copyright violation

2.     Any images, graphics, films, texts as well as programming and web-based software solutions provided by Cavok Consulting s.a.r.l are protected by copyright and shall be available to the contractual partner for the duration of contract. You may not further use, reproduce or modify in any way copyrighted material without obtaining prior written consent of Cavok Consulting s.ar.l.

    

IX. About us

1.  The Contractor may place information about his company on the contractual products in appropriate positions with the approval of the Customer. The Customer shall only refuse consent if he has an overriding interest.

X. Place of Fulfilment, Jurisdiction, Effectiveness

1.     Place of performance and jurisdiction for all disputes arising from this contractual relationship is Landau in der Pfalz if the Customer is a fully qualified merchant, as defined by the German Commercial Code (HGB), or if the Customer has no general place of jurisdiction within Germany. The contractual relationship is governed by German law. Application of the UN Convention on Contracts for the International Sale of Goods is barred.


2.     If any provision of this agreement is prohibited by law, the provision shall be severed from this agreement without modifying the remaining provisions of this agreement.