General Terms and Conditions of SCREEN AND MORE Gesellschaft für Presentationsmedien und -konzepte mbH

(hereinafter: SCREEN AND MORE GmbH)

1. General
Our services and deliveries are made exclusively on the basis of our terms and conditions and in accordance with the law on contracts for work and services according to the German Civil Code.
Verbal agreements must be in writing to be legally binding. Terms and conditions of the customer that deviate from the terms and conditions are ineffective if SCREEN AND MORE GmbH does not recognize them before the contract is concluded. Your acknowledgment is either to be assumed from an earlier business condition or to be assumed to be known by being able to read these at any time on the homepage of SCREEN AND MORE GmbH. They therefore also apply in the event of non-delivery.

2. Quotation and Order Confirmation
All offers are non-binding and subject to change unless otherwise stated in writing.  Agreements are only binding with our written confirmation. Orders are only valid after our order confirmation. Additional services that go beyond the order require a written order.

3. Prices
Our prices are based on manufacturing or service costs at the time the offer is submitted. Unforeseen price increases, whether due to tariff changes or price increases by our suppliers, must be paid for with proof and approval. Additional design services, planning, sample creation will be charged according to offer or expenditure.

4. Intellectual Property Rights
Drafts, plans, models or work and assembly drawings created by SCREEN AND MORE GmbH or via SCREEN AND MORE GmbH remain the property of SCREEN AND MORE GmbH with all rights. The transfer of property rights and copyrights must be in writing. Unless otherwise agreed, we are entitled to advertise our service. The client guarantees that our execution of the order does not infringe the rights of third parties.
The customer undertakes to indemnify SCREEN AND MORE GmbH immediately from all possible claims for damages by third parties and to pay adequately for damages resulting from an infringement of property rights.

5. Delivery and Delivery Period
The delivery date and the scope of the delivery are exclusively regulated by the information provided in the order confirmation from SCREEN AND MORE GmbH. Events of force majeure such as labor disputes, sovereign measures, traffic disruptions, storms, catastrophes or similar, which prevent the scheduled execution, release us from the fulfillment of the contract for the duration of the hindrance, even if they act on behalf of our subcontractors and suppliers. In such cases, the customer is neither entitled to withdraw from the contract nor to assert a claim for damages.
Delivery takes place from the place of performance.
Additional expenditure on wages and material due to a hindrance that can be proven through no fault of their own must be reimbursed by the client at cost. This also applies to additional work as a result of changed specifications, unprofessional advance work by third parties, implementation difficulties, etc. If special measures are necessary to meet the completion date or to eliminate the hindrances during assembly and dismantling, SCREEN AND MORE GmbH is entitled to take these at the expense of the to seize the client.

6. Warranty
Upon acceptance of our service, obvious defects must be reported in writing immediately. The service is deemed to have been rendered and accepted by putting it into use and use. Defects that occur later must be reported in writing. The client must enable us to examine the complaint. If this is justified, we shall provide a warranty, at our discretion, by rectification or new production. If we seriously and finally refuse performance, refuse to remedy the defect and subsequent performance because of disproportionate costs, the subsequent performance fails or it is unreasonable for the customer, the customer can only choose to reduce the remuneration (reduction) or cancel the contract (withdrawal). and demand compensation  within the framework of the limitation of liability (see No. VII of our General Terms and Conditions) instead of performance. The customer can only demand these claims after the unsuccessful expiry of a reasonable deadline set by him, together with the declaration that he will refuse to remedy the defect after the expiry of the deadline, unless the setting of a deadline is dispensable according to the statutory provisions.
If the breach of contract is only minor, in particular if the defects are only minor, the customer has no right of withdrawal. If we are not responsible for the breach of duty resulting from a defect, the customer is not entitled to withdraw from the contract. The customer's rights due to defects that do not relate to a building or a work that consists of the provision of planning and monitoring services for this purpose expire one year after acceptance of the work or after delivery of the item.
The short limitation period does not apply if we can be accused of gross negligence, or in the case of attributable bodily harm or damage to health or loss of life on the part of the contractor.
Liability under the Product Liability Act also remains unaffected. In the event of fraudulent concealment of defects or the assumption of a guarantee for the quality, further claims remain unaffected. The client does not receive any guarantees from us in the legal sense.

 

7. Liability and Insurance
In the case of slightly negligent breaches of duty, our liability is limited to the foreseeable, contract-typical, immediate average damage according to the type of work. This also applies to slightly negligent breaches of duty by our legal representatives or vicarious agents. We are not liable to entrepreneurs for slightly negligent breaches of insignificant contractual obligations.
The above limitations of liability do not affect the customer's claims from product liability. Furthermore, the limitations of liability do not apply to bodily injury or damage to health that is attributable to us or to the loss of life of the customer that is attributable to us.
The customer is liable for all materials provided to him on a rental basis up to the amount of the replacement value. The client is obliged to insure our property against loss and damage. The temporary takeover of property and associated values requested by the customer can only take place if this is legally permissible for us. The customer arranges for the necessary insurance, unless another regulation is part of the order.

8. Terms of Payment
Unless otherwise agreed, 50% of the order amount is to be paid when the order is placed and 50% when it is handed over. In the case of complaints that have been recognized by us, payment may only be withheld to the permissible extent. If the aforementioned or contractual terms of payment are exceeded, we are entitled to demand default interest of 8% above the base rate from the due date for entrepreneurs and default interest for consumers at a rate of 5% above the base rate. Further damage caused by default can be asserted. If the customer does not meet his payment obligations or if we become aware of circumstances which, according to our best commercial judgement, are likely to call his creditworthiness into question, all our claims, including those that we have accepted bills of exchange, become due immediately. In this case, we are only obligated to further terms of delivery if the customer pays in full in advance.
Invoices with an incorrect tax rate can also be corrected later by SCREEN AND MORE. A subsequent tax payment or refund resulting from this can be charged or credited to the customer.

 

9. Cancellation
A cancellation is defined as the cancellation of an event for the planned date, regardless of the reason for the cancellation and whether this cancellation was made by the client or a third party. It is irrelevant whether this event is held at a different time.
If an order that has already been placed is canceled, all costs incurred up to that point will be charged, regardless of the time of cancellation. This includes in particular the costs for organization, planning, material performance and compilation. Parts that have already been produced will be charged, as will cancellation fees for trips, flights, hotels, vehicles and freight forwarders and other services that have already been booked.
If an order is canceled up to 6 months before the start of the service, the cancellation costs are 50%,  up to 3 months before the start of the service 65%, up to four weeks before the start of the service 80% and with less than four weeks 100% of the order total . The start of service is defined as the day on which the material to be used is loaded at SAM.

 

10. Retention of Title
In the case of contracts with consumers, we reserve title to the goods until the agreed remuneration has been paid in full. In the case of contracts with entrepreneurs, we reserve title to the goods until all claims from an ongoing business relationship have been settled in full. The customer is obliged to treat the goods with care.
The customer is obliged to notify us immediately of third-party access to the goods, for example in the event of seizure, as well as any damage or destruction of the goods. We are entitled to withdraw from the contract and to demand the return of the goods in the event of breach of contract by the customer, in particular default in payment or violation of an aforementioned obligation.
The entrepreneur is entitled to resell the goods that have been transferred to him in the ordinary course of business. He already assigns to us all claims in the amount of the invoice amount that accrue to him through the resale to a third party. We accept the assignment. After the assignment, the entrepreneur is authorized to collect the claim. We reserve the right to collect the claim ourselves as soon as the entrepreneur does not properly meet his payment obligations and defaults on payment.
The treatment and processing of the goods by the entrepreneur always takes place in our name and on our behalf. If processing takes place with items that do not belong to us, we shall acquire co-ownership of the new item in relation to the value of the goods delivered by us to the other processed items. The same applies if the goods are mixed with other items that do not belong to us.

11. Place of Performance and Jurisdiction
It is only the law of the Federal Republic of Germany. Place of performance for all services is our company headquarters. The exclusive place of jurisdiction for all disputes arising from this contract is the location of our company headquarters. This place of jurisdiction agreement only applies if the contracting parties are merchants, legal entities under public law or special funds under public law.
Should individual provisions of the contract, including these General Terms and Conditions, be or become wholly or partially invalid, this shall not affect the validity of the remaining provisions. The wholly or partially ineffective regulation should be replaced by a regulation whose economic success comes as close as possible to that of the ineffective one.


SCREEN AND MORE, September 2019