Terms & Conditions

1. Contracting Party

1.1. The contracting party is PPV – Papier- und Pappenverarbeitung UG (limited liability), Biebermühle 5, 66978 Donsieders, Germany (hereinafter "PPV" or "Contractor").

2. General

2.1. These General Terms of Delivery and Payment apply unless expressly agreed otherwise.

2.2. General terms and conditions of the customer that conflict with our General Terms of Delivery and Payment apply only insofar as we have expressly agreed in writing. This also applies if we execute delivery with knowledge of the customer's terms and conditions.

2.3. The contract is concluded only upon written order confirmation by the contractor or upon delivery of the goods.

2.4. Agreements, in particular oral side agreements, promises, guarantees and other assurances by sales staff, become binding only upon written confirmation.

3. Prices

3.1. A binding price determination is made only by written order confirmation by the contractor and subject to the order data on which the confirmation is based remaining unchanged.

3.2. Unless otherwise agreed in individual cases, our prices valid at the time of contract conclusion apply in EUR ex works (EXW).

3.3. All prices are net prices excluding VAT, which the customer must pay additionally at the statutory rate.

3.4. Packaging, postage, insurance and other shipping costs are not included and will be charged additionally.

3.5. PPV takes back the packaging delivered by it if it is returned carriage paid (CPT) by the customer.

4. Delivery and Acceptance

4.1. Deliveries are made ex works (EXW according to Incoterms 2010).

4.2. Delivery times stated by the contractor refer to the shipping date of the goods. Only business days count as delivery time.

4.3. We have a right of retention if the customer is in default.

4.4. We are entitled to partial deliveries and partial performance if this is reasonable for the customer.

4.5. Standard commercial over- and under-deliveries as well as size deviations of up to 10% are permissible and do not entitle the customer to complain.

4.6. The customer is entitled to withdraw from the contract after two unsuccessful grace periods.

4.7. If the customer has a contractual or statutory right of withdrawal and we set a reasonable period for exercising it, the right of withdrawal expires if the withdrawal is not declared before the period expires.

4.8. If the products are non-fungible and/or individual (custom-made, individual size, etc.), a right of return is excluded.

4.9. Force majeure, operational disruptions and similar unforeseeable circumstances for which PPV is not responsible, insofar as they demonstrably have a significant impact on the production or delivery of the delivery item, extend the delivery period accordingly. This also applies if the circumstances occur at upstream suppliers. In such cases, the customer is not entitled to withdraw from the contract and/or claim damages.

4.10. Upon handover of the goods to a freight forwarder or carrier, at the latest upon leaving the warehouse or – in the case of drop shipments – the plant, the risk passes to the buyer for all transactions, including free-house deliveries. Unloading duties and costs are borne by the buyer. PPV provides insurance only on instruction and at the buyer's expense.

4.11. In the case of call-off orders, PPV is entitled to manufacture the entire order quantity in one batch. Any change requests can no longer be considered after the order has been placed unless expressly agreed. Call-off dates and quantities can only be met within our delivery and production capabilities if no fixed agreements were made. If the goods are not called off in accordance with the contract, PPV is entitled to invoice them as delivered after the expiry of a reasonable grace period.

4.12. Parcels are shipped up to 160 cm/30 kg with DPD. Domestic prices: up to 10 kg: EUR 19.50, up to 20 kg: EUR 22.50, up to 30 kg: EUR 25.50. Larger parcels and pallets are shipped by freight forwarding.

4.13. For orders placed with us, a copy of our order must be returned as order confirmation within 3 days. If this is not the case, deviating billing cannot be accepted and we must return the invoice.

4.14. You agree that we may pass your data on to our shipping service providers (DPD, DHL, Deutsche Post, freight forwarder).

4.15. Parcels shipped with DPD may include the Predict service. For this purpose, your email address is passed on to DPD. If you do not agree, please object in writing.

5. Payment Terms

5.1. Payments must be made within 30 calendar days of the invoice date. A cash discount is only possible if expressly stated on the invoice. Timely payment is determined by receipt of payment in the account specified by us. In the event of default, the statutory regulations apply.

5.2. If the customer is in default of payment, PPV is free to refuse further performance of the contract.

5.3. If there is a significant risk to the payment claim, the contractor is entitled to demand advance payments or sufficient security.

6. Retention of Title

6.1. All delivered goods remain the property of PPV (retained goods) until all claims arising from the business relationship have been fulfilled, regardless of the legal basis, including future or contingent claims.

6.2. In the event of processing or treatment of the retained goods, PPV retains (co-)ownership in the value of the state of the retained goods prior to processing in the resulting item.

6.3. The retained goods may be sold only in the ordinary course of business of the customer, on its normal terms and conditions and as long as it is not in default. If the customer sells the retained goods, it assigns the claim against the purchaser to the contractor at the time of sale. The customer must oblige the purchaser to pay the contractor directly in the context of the payment obligation resulting from the resale. Exceptions require prior written agreement between the contractor and the customer.

6.4. Otherwise, dispositions of the retained goods are prohibited, in particular transfer by way of security or pledging.

6.5. If enforcement occurs against the customer's assets and the retained goods are affected, this must be reported to the contractor immediately in writing, stating all necessary data (enforcement body, file number) and, if applicable, enclosing enforcement records.

6.6. Items provided by the contractor to the customer that are not part of the work as such (e.g., designs, construction drawings, tools, etc.) remain the property of the contractor.

6.7. In the event of a breach of contract by the customer, in particular in the event of default in payment, we are entitled to withdraw from the contract in accordance with statutory provisions and to demand return of the goods due to retention of title and withdrawal.

7. Breach of Duty

7.1. In the event of a breach of duty, in particular in the case of delivery of defective products or tort, we are liable for damages and expenses only in the case of intent and gross negligence, subject to further contractual or statutory liability requirements. In the case of slight negligence, we are liable only for damages resulting from injury to life, body or health as well as in the event of breach of an essential contractual obligation (an obligation whose fulfillment enables proper performance of the contract in the first place and on whose compliance the customer regularly relies or may rely). In the case of a slightly negligent breach of an essential contractual obligation, our liability is limited to the foreseeable, typical damage at the time of contract conclusion.

7.2. For damages caused by delay, we are liable in the case of slight negligence only up to 5% of the net price agreed with us for the delayed goods.

7.3. The contractor has the duty to inform the customer without delay of the impossibility of delivery, insofar as this is recognizable.

8. Copyrights

8.1. Documents handed over to the customer may not be made accessible to third parties, reproduced or used for purposes other than those agreed.

8.2. Information submitted to us in connection with orders is not deemed confidential unless confidentiality is obvious or was expressly declared by the customer.

9. Warranty/Liability

9.1. We warrant that the delivered goods are free of defects at the time of transfer of risk.

9.2. The customer must inspect the goods for defects immediately upon delivery. Obvious defects must be reported to PPV in writing immediately, at the latest 2 weeks after receipt of the goods. If obvious defects are not reported, not reported in time or not reported in proper form, the warranty for these defects is excluded.

9.3. The contractor is entitled to choose the form of subsequent performance. This means that PPV decides whether, with due regard to the interests of the customer, a remedy of defects or a replacement delivery will be carried out.

9.4. If subsequent performance fails, the contractor is entitled to perform subsequent performance again. Even in the case of repeated subsequent performance, the contractor decides between replacement delivery or remedy of defects.

9.5. The customer is then entitled to withdraw from the contract and/or claim damages if subsequent performance has repeatedly failed. A claim for damages exists only insofar as PPV is responsible for gross negligence or intent. In any case, damages are limited to the negative interest. Damages for consequential defects are excluded unless based on intent.

10. Jurisdiction

10.1. The court with jurisdiction is the court competent for the seat of PPV. However, PPV is also entitled to bring action at the customer's principal place of business. If deliveries and services are to be rendered outside the territory of the Federal Republic of Germany, German law also applies. The application of the UN Convention on Contracts for the International Sale of Goods (CISG) is excluded.

11. Returns

11.1. A return of individual products (custom-made, cut-to-size, etc.) is excluded.

11.2. Refunds are made in the form of a credit note that can be offset against future orders. Payment in cash is excluded.

12. Final Provisions

12.1. The invalidity of individual provisions does not affect the validity of the remaining provisions. The invalid provision shall be replaced by an economically equivalent provision.

12.2. All declarations affecting the validity of the contractual relationship must be made in writing. Any change to the requirement of written form must itself be made in writing.