General Terms and Conditions - as of 2025
1. sketches, drafts, test typesetting, test prints, samples, proofs and similar preparatory work initiated by the customer shall be invoiced. Artists' social security contributions, customs duties or other subsequent charges are not included in our prices.
2 The following terms and conditions of business and delivery shall apply to business transactions with entrepreneurs within the meaning of § 14 BGB (German Civil Code), unless expressly stated otherwise. Our General Terms and Conditions of Business and Delivery shall also apply even if no express reference is made to them in individual cases in the future. Our General Terms and Conditions of Business and Delivery apply to the contract in question and to all contracts, deliveries and other services, including consultancy services.
The validity of other terms and conditions, in particular the customer's terms and conditions of purchase, is hereby rejected. These shall only apply if they are agreed with our express written consent. Our offers are subject to change. Orders are only binding for us when they have been confirmed in writing, in text form or by fax or when execution has commenced. Agreements from previous orders shall not be taken into account if they are not agreed again in writing.
The customer shall further ensure that all documents necessary for the fulfillment of the order are submitted to us in a timely manner, even without our express request, and that we are informed of all processes and circumstances that are of significance for the execution of the order. This also applies to all documents, processes and circumstances that only become known during the fulfillment of the order.
The client shall ensure that the organizational framework conditions for fulfilling the order allow work to proceed as undisturbed as possible and promote the rapid progress of the conception, design and execution work. The prices quoted in our printed catalogs and on our website are subject to change. We reserve the right to make printing errors, technical changes in form and color and/or weight within reasonable limits. The prices quoted are net prices, meaning that the applicable statutory value added tax must be added.
Unless otherwise agreed, our prices are ex works. They do not include packaging, freight and insurance. Subsequent changes or additional services at the request of the customer shall be charged to the customer. Subsequent changes shall also include repetitions of test proofs requested by the customer due to minor deviations from the original.
3. goods delivered by us will only be taken back after prior written agreement. Goods that have been provided with advertising cannot be taken back. Unpaid returns will not be accepted. Sample returns will not be credited. Samples ordered by the customer will be invoiced to the customer at cost price. The costs of the return shipment shall be borne by the customer. Returns not made for warranty reasons will be charged at 10% of the net value of the goods. There is no entitlement to reshipment.
4. templates and drafts provided by us are only binding in terms of color, image or sound design if their corresponding realization possibility is confirmed by us in writing. If we culpably default on a binding delivery date, we must first be granted a reasonable grace period. If this period expires without result, the customer may withdraw from the contract. However, he may only demand compensation for the damage caused by the delay up to the value of the order. Delivery periods are non-binding and begin on the date contained in the order confirmation, but not before all contractual provisions have been clarified. It ends on the date of dispatch by us, unless the written order confirmation contains an assurance of the date.
In the event of changes or additional services requested by the customer, the start of the delivery period shall be determined by the date of the confirmation of change. Order and change confirmations shall be issued by us without delay. If delivery dates are guaranteed, these are only binding if the customer has properly fulfilled any obligations to cooperate, for example the procurement of documents.
Delivery times and deviations for digital products
The delivery of digital products such as monitors, steles and similar technical devices may be subject to delays due to material availability, production bottlenecks or unforeseeable supply chain disruptions. The stated delivery times are therefore to be understood as approximate guide values and are not binding.
We reserve the right to adjust confirmed delivery dates appropriately if there are delays in production or logistics. In such cases, the customer will be informed immediately of the changed delivery time. Withdrawal from the contract due to a delayed delivery is only possible if a reasonable grace period has been set and this expires without delivery.
Claims for damages due to delayed delivery are excluded unless the delay is due to gross negligence or intent on our part.
5. inspections are only our responsibility if this has been expressly agreed. The customer shall be solely liable if rights, in particular copyrights of third parties, are infringed by the execution of his order. The customer shall indemnify us against all third-party claims arising from such an infringement. The customer warrants that no copyrights of third parties are infringed by the execution of the order and that we are not subject to any duty of verification.
(6) Operational disruptions under competition law both in our company and in that of a supplier, in particular strikes, lockouts and all other cases of force majeure, shall not entitle the customer to terminate the contractual relationship.
7. shipment shall be made from our warehouse at the customer's expense and risk. The risk shall pass to the customer as soon as the consignment has been handed over to the person carrying out the transportation. We shall undertake shipment with due care, but shall only be liable for intent and gross negligence. This shall also apply if free delivery has been agreed or other types of shipment or delivery have been agreed.
8. the customer must in all cases immediately check that the goods and the preliminary and intermediate products sent for correction conform to the contract. The risk of any errors shall pass to the customer upon release of the preliminary sample as soon as advertising has been applied. The same applies to all other declarations of approval by the customer. The customer is obliged to inspect the delivered goods immediately after delivery for deviations in quality and quantity. Obvious defects must be reported in writing within a period of one week from receipt of the goods. Hidden defects must be reported within one week of becoming aware of the defect. Otherwise the assertion of warranty claims is excluded. If the customer's complaint is justified, we shall be obliged and entitled to repair and/or replace the goods at the customer's discretion, whereby this claim shall be limited to the amount of the order value. If we do not fulfill this obligation within a reasonable period or if the rectification of defects fails despite repeated attempts, the customer may demand a reduction in payment or rescission of the contract. Defects in part of the delivered goods do not entitle the customer to complain about the entire delivery, unless the partial delivery is of no interest to the customer. Minor deviations from samples or templates cannot be objected to. Furthermore, liability for defects that do not or only insignificantly impair the value or usability is excluded.
We shall only be liable for deviations in the quality of the material used up to the amount of the order value. Deliveries, which also include data carriers or transferred data by the customer or by a third party engaged by the customer, are not subject to any inspection obligation on our part. This does not apply to data that is obviously unprocessable or unreadable. In the case of data transmission via the Internet, the customer must use the latest state-of-the-art protection programs for computer viruses prior to transmission. Data backup is the responsibility of the customer. In this respect, we are entitled to make a copy. In the case of printed products in all manufacturing processes, deviations from the original cannot be objected to. This applies in particular to color deviations and size tolerances, especially in the case of different printing techniques, printing materials and printing properties as well as new editions of an order. The same applies to the comparison between other templates and the final product for technical reasons. Claims for damages and reimbursement of expenses by the customer are excluded. This exclusion of liability shall not apply to damage caused intentionally or by gross negligence. In the event of negligent breach of material contractual obligations, liability shall be limited to the value of the order.
We grant a 12-month guarantee on our products (advertising products, signs, pylons, steles, digital technology). This guarantee is a voluntary additional service and does not replace the buyer's statutory warranty claims. It comes into force upon delivery (date of delivery bill) and covers all technical components of the device with the aim of restoring full functionality. The warranty only covers defects that have not been caused by improper handling, lack of maintenance, care in accordance with the operating instructions or external influences such as vandalism.
In the event of a fault, the purchaser undertakes to actively cooperate with our support team in diagnosing the fault and solving the problem, preferably by remote analysis. In the event of a functional fault, the supplier shall provide defective components and spare parts free of charge, but these must be installed on site by an authorized specialist. If the fault persists despite the replacement of the parts, we reserve the right to replace the device and supply a comparable model. If an appliance is delivered by a forwarding agent, the replacement will be carried out to the kerbside.
The defective device must be prepared for collection by the customer in the newly delivered wooden crate of the replacement device and reported to the provider for collection. Excluded from the warranty are all additional costs incurred in connection with the warranty processing, such as shipping costs, travel costs or on-site support services. In the case of delivery with installation services and commissioning by us, the defective device will be repaired by our support team or replaced directly at the installation site.
9. all copyrights and any existing industrial property rights to the delivered goods or services shall remain with us. After full payment of the agreed remuneration, we shall transfer to the customer all rights of use required for the use of our work to the extent agreed for the order or resulting from the recognizable circumstances of the order. However, this does not apply to acquired licenses and license rights. In case of doubt, we shall fulfill our obligation by granting non-exclusive rights of use to the delivered end products in the territory of the Federal Republic of Germany for the period of use of the advertising material. Any use beyond this, in particular processing, requires our consent. Unless expressly agreed otherwise in writing, the customer is obliged to check the material provided for the processing of the orders for any existing copyrights or patent rights and to obtain any necessary permissions for their use. Any claims due to infringements of property rights shall be borne by the customer. The customer shall bear the responsibility for publications. Furthermore, the customer shall indemnify us against all claims made against us by third parties insofar as the customer is responsible for the cause under this contract. The customer shall also bear the costs of any legal action.
10 Our invoices are payable within 14 days of the invoice date without any deductions. Bills of exchange or checks shall only be considered as payment after they have been honored. If payment is overdue, default shall occur without a reminder. In the event of late payment, interest on arrears shall be payable at a rate of 8% above the respective prime rate. They shall be set higher or lower if we can prove a charge with a higher interest rate or the customer can prove a lower charge. A reasonable advance payment may be demanded in the case of extraordinary advance payments. We reserve the right to issue partial invoices for long-term projects. These shall be used to delimit the services rendered to date. The customer may only offset against an undisputed or legally established claim. The same applies to the right of retention. Objections to our invoices must be raised immediately after receipt of the invoice, but no later than two weeks after the invoice date, without affecting the due date. Failure to raise an objection in good time shall be deemed approval. In the event of default of payment of a not insignificant part of the invoice amount or if our claim is jeopardized, if it becomes apparent after conclusion of the contract that the claim to counter-performance is jeopardized by the other party's inability to pay, we shall be entitled to declare all claims due immediately.
11. we reserve ownership of the delivered goods and co-ownership of items, insofar as these have been obtained through processing, until receipt of all payments from the business relationship with us. The customer is entitled to resell delivered goods in the ordinary course of business. However, he assigns to us already at this point in time all claims in the amount of the invoice/final amount including VAT which accrue to him from the resale, irrespective of whether the item has been resold without or after processing. The customer shall remain authorized to collect the claim even after assignment. Our authorization to collect the claim ourselves remains unaffected by this. We undertake not to collect the claim as long as the customer meets his payment obligations from the proceeds received, is not in arrears with payment and, in particular, has not filed an application for the opening of insolvency proceedings or has not suspended payments. If this is the case, however, we may demand that the customer discloses the assigned claims and their debtors, provides all information necessary for collection, hands over the relevant documents and informs the third party of the assignment. We undertake to release the securities to which we are entitled at the customer's request to the extent that the realizable value of the securities exceeds the claim to be secured by more than 10%. We shall be responsible for selecting the securities to be released. As long as ownership has not yet been transferred, the customer must inform us immediately in writing if the delivered item is seized or exposed to other interventions by third parties. If the third party is not in a position to reimburse us for the judicial and extrajudicial costs in accordance with § 771 ZPO, the customer shall be liable for the loss incurred by us.
12. if the customer withdraws from a placed order without justification, we may demand 15% of the order value for the costs incurred by the processing and for loss of profit, without prejudice to the possibility of asserting a higher claim for remuneration. The customer reserves the right to provide evidence of lower damages.
13. we would like to point out that the customer's data is stored (§ 26 para. 1 BDSG). We reserve the right to use and publish our ideas, projects and services in connection with our customer orders as a reference or for self-promotion on the Internet if no express agreement to prohibit this has been made with the customer.
14 The place of performance and jurisdiction for all disputes arising from the contractual relationship, including proceedings involving checks, bills of exchange and documents, shall be our registered office. The contractual relationship shall be governed exclusively by German law. The application of the UN Convention on Contracts for the International Sale of Goods is excluded. Our right to assert claims against the customer at another place of jurisdiction shall remain unaffected; deviations from the agreement must be made in writing.
15 If the customer is a consumer within the meaning of Section 13 BGB, the following shall apply in addition: If the contract with the consumer is a distance selling transaction, the consumer has a two-week right of withdrawal. The following withdrawal instructions are provided for this purpose: Right of revocation You may revoke your contractual declaration within 14 days without giving reasons in writing (e.g. letter, fax, e-mail) or - if the goods are delivered to you before the deadline - by returning the goods. The period begins after receipt of this instruction in text form, but not before receipt of the goods by the recipient (in the case of the return of dissimilar goods, not before receipt of the first partial delivery) and also not before fulfillment of our information obligations under Article 246 § 2 i.V.m. § 1 para. 1 in 2 EGBGB, but not before fulfillment of our obligations according to § 312 e para. 1 sentence 1 BGB i.V.m. Article 246 § 3 EGBGB. Timely dispatch of the revocation (or the goods) is sufficient to meet the revocation deadline.
The revocation is to be sent to: W.P. highlights GmbH & Co. KG, Bahnhofstr. 29, D-26871 Papenburg, T. +49 (0) 4961.9292-0, info@wp-highlights.de
