General Terms and Conditions

Scope

The following terms and conditions apply to all contracts closed between you (hereinafter referred to as "Purchaser") and us (Werbe-Zirkus OHG, 56470 Bad Marienberg, Germany) as Webshop provider (hereinafter referred to as "Supplier"). Any Terms and Conditions deviating from or contrary to these are effective only with our express written consent. Terms and conditions of purchase of the Purchaser shall be deemed invalid.
Sales are made only to a natural or legal entity or a partnership or company with legal capacity and who is performing a commercial or professional freelance activity (entrepreneur) when entering into the legal transaction. Any sales contract with consumers is expressly excluded.

Contract

The Supplier will offer textiles, promotional products with and without logo for sale via the relevant Website (www.wz-shop.de). The details, in particular the essential characteristics of the products, are specified in the item description and any existing supplementary information on the Website. Deviations pursuant to product modifications are reserved.
The product images on the Internet are not binding and do not constitute a binding offer to conclude a corresponding contract.
The customer is entitled to make a binding offer to purchase (order) by phone, e-mail, fax or in writing.

Prices, Payment Terms and Delivery Costs

The prices stated in the offers are net prices. They do not include any statutory value-added tax, which is indicated and calculated separately.
Prices are quoted ex works, excluding freight, customs, subsidiary import charges, and packaging, plus the legally provided value added tax.
Terms of payment: 8 days with 2 % discount, or net within 30 days from date of invoice. The Purchaser shall not be entitled to withhold payments or to offset payments against counterclaims arising from previous orders.
The Supplier reserves the right to send invoices electronically.

Conditions of Sale

Deliveries are always understood to be ex works.
The estimated delivery deadline stated in the order confirmation shall be non-binding. All items will be delivered immediately, provided they are in stock. Should an item not be available at short notice, the customer will be informed of the expected delivery time by e-mail.
Shipping and transport shall always be at the risk of the customer. At the Purchaser's written request the goods are insured at his/her expense against storage damage, breakage, transport damage/loss and fire loss.
In the event of a force majeure, such as breakdowns, delays in transportation, measures related to labour disputes, especially strikes and lockouts, as well as non-delivery, incorrect or delayed deliveries from suppliers, for whatever reason (reservation of self-delivery) and any other impediment for which the Supplier (Werbe-Zirkus OHG) cannot be held responsible, may postpone the delivery for the duration of the hindrance and some reasonable time thereafter. If it is a likely that the impediment will be permanent, the Supplier (Werbe-Zirkus OHG) is entitled to refuse the delivery completely or in part. In this case, the customer is not entitled to assert any claims for damages.
The Supplier is entitled to make partial deliveries. Reasonable variations of order quantities up to plus/minus 10 % are permissible and shall generally not entitle the Purchaser to refuse acceptance of the goods or to withdraw from the agreement.
Sample deliveries are made on request.

Defects and Warranty

The Purchaser has to inspect the goods immediately upon receipt for defects with respect to accuracy, material, fit and finish. Any customary or technically unavoidable deviations in quality, colour, finish or design shall not be deemed to be defects and may not be the subject of complaints. Changes of the label or manufacturer's logo also shall not constitute a defect. It is not possible to derive any partial rights from defective deliveries with respect to other partial deliveries.
The Purchaser shall notify the Supplier of recognizable defects within 5 working days after receipt; hidden defects shall be reported within 3 working days after their discovery. All claims become null and void in the event that the Purchaser does not provide the Supplier with an opportunity to be convinced of the defect, does not immediately upon request make available the rejected goods.

Reservation of Proprietary Rights

The delivered goods remain property of the Supplier until all claims are settled (goods subject to reservation, hereinafter referred to as "Reserved Goods").
The customer is obliged to handle the goods carefully during the period of reservation of proprietary rights. The customer's claims arising from a possible resale of reserved goods and all ancillary rights are hereby assigned in full to the Purchaser, regardless of whether the goods are sold to one or several buyers. In case of pledges of reserved goods by third parties, the customer will be obliged to indicate the ownership of the Supplier. In addition, there is an obligation to inform the Supplier immediately hereof, so that he/she can assert his/her ownership rights. Any costs which cannot be imposed to the third party, shall be borne by the customer.

Liability

In all cases of intent, gross negligence or fraudulent concealment of a defect, according to statutory rules the Supplier will be liable for losses arising out of death, injury to body or health.
If essential contractual obligations are concerned, the liability of the Supplier will be limited to typical, foreseeable damage in cases of slight negligence. Essential contractual rights are essential duties resulting from the nature of the contract in such a manner that there is a risk that the purpose of the contract will not be achieved.
In case of breach of minor contractual obligations, any liability of the Supplier for slight negligence will be excluded.
According to the current state of technology, an error-free communication via the Internet cannot be guaranteed by the Supplier (Werbe-Zirkus OHG). Any liability for the constant and continuous availability of our website and the services offered therein is expressly excluded.

Copyright

The customer expressly agrees that he/she is entitled to the publication of motives and/or texts and to their reproduction. In particular, the customer shall ensure that he/she respects the privacy and personal rights of any interested party, and that he/she agrees to transmit no data whose contents violate the property rights of third parties (e. g. labelling rights, copyright) or violate any existing laws or customs.
The customer shall indemnify the Supplier expressly from any third party claims for any breach of the foregoing property rights. The Supplier reserves the right to examine motives and texts with particular respect to racist, political and individual discriminatory contents and reject any product order accordingly.

Final Provisions

This contract shall be construed according to German law to the exclusion of the UN Sales Convention. Exclusive venue and place of performance for all claims arising out of or in connection with the business will be the place where the headquarters of the company is located (District Court [Amtsgericht] Westerburg).
If any provision of these General Terms and Conditions is or will become invalid or unenforceable, or if it is declared invalid by judicial or administrative decision, the validity or enforceability of the remaining provisions of this contract or its conditions shall remain unaffected.