Terms and Conditions

General Terms and Conditions of Sale and Delivery (B2B)

These General Terms and Conditions apply to all B2B orders placed with Dekoli GmbH via the online shop www.werbecenter-onlineshop.de, as well as to orders placed by e-mail, telephone or by other means, unless otherwise expressly agreed.

Operator and contracting party of www.werbecenter-onlineshop.de:
Dekoli GmbH
Sophie-Charlotten-Str. 92
14059 Berlin
Germany

§ 1 Scope

(1) These General Terms and Conditions apply exclusively to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB), legal entities under public law and special funds under public law. They do not apply to consumers.

(2) These General Terms and Conditions shall also apply to all future business transactions with the customer, even if they are not expressly referred to again.

(3) Any terms and conditions of the customer that conflict with or deviate from these General Terms and Conditions shall only apply if we have expressly agreed to their application.

§ 2 Offers, Orders and Conclusion of Contract

(1) Product descriptions, illustrations, price information and other information displayed in our online shop do not constitute a legally binding offer unless expressly stated otherwise.

(2) By placing an order, the customer submits a binding offer to purchase the goods or services selected. Unless otherwise stated during the ordering process, we may accept the customer's offer within two weeks.

(3) An automatic acknowledgement of receipt of an online order merely confirms that the order has been received and does not in itself constitute acceptance of the order unless expressly stated otherwise.

(4) We reserve the right to reject orders, in particular where the content supplied by the customer is unlawful, infringes third-party rights, is discriminatory, racist, xenophobic, extremist, glorifies violence or otherwise violates applicable law.

(5) Orders for customised or individually manufactured goods may only be cancelled with our consent once the order has been placed. If we agree to a cancellation, we shall be entitled to charge a flat-rate cancellation fee of 10% of the net order value. The customer shall be entitled to demonstrate that no loss or a substantially lower loss has been incurred. We reserve the right to demonstrate and claim a higher actual loss, in particular where production has already commenced or materials have been procured specifically for the order.

§ 3 Customer Specifications, Print Data and Intellectual Property Rights

(1) The customer is responsible for ensuring that all files, print data, texts, images, logos, dimensions, specifications and other information supplied by the customer are complete and correct and are suitable for the intended production process.

(2) Unless a separate data check or design service has been agreed, we are not obliged to check customer-supplied print data for spelling mistakes, content errors, image resolution, colour settings, dimensions, bleed, positioning or other production-related errors.

(3) Production shall be carried out on the basis of the print data most recently supplied or approved by the customer. Once production has commenced, subsequent changes may result in additional costs and may affect the delivery time.

(4) The customer warrants that it holds all necessary copyrights, trademark rights, design rights, image rights, personality rights and other rights required for the use and production of the content supplied by the customer.

(5) The customer shall indemnify us against justified third-party claims arising from an infringement of rights caused by content supplied by the customer, provided that the customer is responsible for the infringement.

(6) We retain all copyrights, ownership rights and other rights to drawings, calculations, designs, templates and other documents created or supplied by us, unless otherwise expressly agreed. Such material may not be made available to third parties without our prior consent.

§ 4 Prices and Payment

(1) Unless otherwise stated, all prices are net prices and are subject to statutory value added tax (VAT). Shipping, packaging and any additional costs shall be charged separately where applicable and shall be shown during the ordering process or in the respective quotation.

(2) Payment shall be made using one of the payment methods offered during the ordering process or to the bank account stated on the invoice.

(3) Unless otherwise agreed, invoices are payable within 10 days of the invoice date without deduction.

(4) In the event of late payment, statutory default interest shall be charged in accordance with Section 288(2) BGB. For transactions in which no consumer is involved, the statutory default interest rate is nine percentage points above the applicable base interest rate. Any additional statutory claims arising from late payment, including statutory lump-sum compensation where applicable, shall remain unaffected.

(5) Invoices shall generally be issued electronically and sent to the e-mail address provided by the customer.

§ 5 Set-off and Rights of Retention

(1) The customer may only set off claims against our claims where the customer's counterclaim is undisputed, has been finally determined by a court or has been recognised by us.

(2) The customer may only exercise a right of retention insofar as the counterclaim arises from the same contractual relationship.

§ 6 Production and Delivery

(1) Delivery and production periods shall commence only once all information, print data, approvals and other cooperation required from the customer have been received and, where advance payment has been agreed, once payment has been received.

(2) Delivery dates and production times are only binding if they have expressly been confirmed as binding by us.

(3) If the customer fails to provide necessary print data, approvals, information or other cooperation in good time, agreed delivery periods shall be extended accordingly.

(4) We are entitled to make reasonable partial deliveries where this is reasonable for the customer.

(5) If the customer is in default of acceptance or culpably fails to fulfil its duties of cooperation, we shall be entitled to claim compensation for the resulting loss and any additional expenses incurred. Further statutory claims shall remain unaffected.

(6) Statutory rights in the event of delayed delivery shall remain unaffected, subject to the limitations of liability set out in these General Terms and Conditions.

§ 7 Transfer of Risk

Where goods are dispatched to the customer at the customer's request, the risk of accidental loss or accidental deterioration of the goods shall pass to the customer upon handover of the goods to the carrier, freight forwarder or other person or organisation responsible for carrying out the shipment, provided that this is permitted under applicable law.

§ 8 Retention of Title

(1) We retain title to the goods supplied until all claims arising from the current business relationship with the customer have been paid in full.

(2) Until ownership has passed to the customer, the customer shall treat the goods with reasonable care and shall notify us without undue delay of any seizure, attachment or other intervention by third parties.

(3) The customer is entitled to resell goods subject to retention of title in the ordinary course of business. The customer hereby assigns to us, as security, all claims against its customers arising from such resale up to the amount of our outstanding claims. We accept this assignment.

(4) The customer shall remain entitled to collect the assigned claims unless and until we revoke this authorisation. We shall not revoke this authorisation provided that the customer duly fulfils its payment obligations and no application for the opening of insolvency proceedings has been filed in respect of the customer's assets.

(5) Where goods supplied by us are processed, combined or mixed with other goods, we shall acquire co-ownership of the resulting product in proportion to the value of the goods supplied by us compared with the value of the other goods at the time of processing, combination or mixing, to the extent permitted by law.

(6) At the customer's request, we shall release securities to the extent that the realisable value of the securities exceeds the claims to be secured by more than 20%.

§ 9 Inspection, Defects and Warranty

(1) Where the purchase constitutes a commercial transaction for both parties within the meaning of the German Commercial Code (HGB), the customer's rights in respect of defects are subject to the customer's proper fulfilment of its statutory obligations to inspect the goods and notify defects in accordance with Section 377 HGB.

(2) The customer must inspect the goods promptly after delivery insofar as this is practicable in the ordinary course of business and must notify us without undue delay of any defect discovered. Hidden defects must be notified without undue delay after discovery where Section 377 HGB applies.

(3) If the goods are defective at the time the risk passes to the customer, we shall, at our discretion and subject to the statutory requirements, remedy the defect or provide replacement goods. We must be given a reasonable opportunity to provide subsequent performance.

(4) If subsequent performance fails or is unreasonable, the customer may exercise the statutory rights available to it, subject to the limitations of liability set out in these General Terms and Conditions.

(5) The limitation period for claims arising from defects shall be 12 months from delivery of the goods, unless a longer statutory limitation period is mandatory.

(6) The limitation in paragraph (5) shall not apply in particular in cases of fraudulent concealment of a defect, where a guarantee has been given, in cases covered by Section 438(1) no. 2 BGB, or where mandatory statutory provisions provide for a longer limitation period. It shall also not affect claims for damages which are subject to the liability provisions set out below.

(7) No warranty claims shall arise from defects or damage caused after the transfer of risk by improper handling, excessive use, unsuitable storage, modifications or repairs carried out by the customer or third parties, unless the customer demonstrates that such circumstances were not responsible for the defect.

§ 10 Production Quality and Tolerances

(1) We manufacture printed products using commercially available production processes. Minor deviations that are customary in the printing industry or technically unavoidable do not constitute a defect insofar as they are reasonable for the customer.

(2) In particular, reasonable deviations may occur in colour reproduction, material appearance, surface structure, cutting, dimensions or positioning as a result of the production process, materials used, monitor display, colour profiles or different production batches.

(3) Colours displayed on monitors or other electronic devices are not binding colour references. Binding colour matching must be expressly agreed in advance.

(4) We reserve the right to change production methods or materials provided that the agreed quality, intended use and essential characteristics of the product are not materially impaired.

§ 11 Liability

(1) We shall have unlimited liability for damage caused intentionally or by gross negligence, for injury to life, body or health, for claims under mandatory product liability law and in all other cases in which unlimited liability is required by law.

(2) In the event of a slightly negligent breach of an essential contractual obligation, our liability shall be limited to the foreseeable loss typical for the contract. Essential contractual obligations are obligations whose fulfilment is necessary for the proper performance of the contract and on whose fulfilment the customer may regularly rely.

(3) Except in the cases specified above, liability for slight negligence shall be excluded to the extent permitted by law.

(4) The above limitations of liability shall also apply in favour of our employees, representatives and agents.

§ 12 Force Majeure

(1) We shall not be liable for delays or failure to perform caused by events beyond our reasonable control, including force majeure, natural disasters, fire, flooding, war, terrorism, epidemics, pandemics, strikes, lockouts, energy shortages, major technical failures, disruption of transport routes, official measures or significant supply-chain disruptions for which we are not responsible.

(2) In such cases, delivery and performance periods shall be extended by the duration of the disruption plus a reasonable restart period.

(3) If performance becomes permanently impossible as a result of such circumstances, the statutory provisions shall apply.

§ 13 Governing Law, Place of Performance and Jurisdiction

(1) These General Terms and Conditions and all contractual relationships between us and the customer shall be governed by the laws of the Federal Republic of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).

(2) Unless otherwise agreed, the place of performance shall be our registered place of business.

(3) If the customer is a merchant, a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship shall be Berlin, Germany. We shall nevertheless remain entitled to bring proceedings against the customer at any other legally permissible place of jurisdiction.

(4) Individual agreements between the parties shall take precedence over these General Terms and Conditions. Section 305b BGB remains unaffected.

(5) Should any provision of these General Terms and Conditions be or become invalid or unenforceable, the validity of the remaining provisions shall remain unaffected. The statutory provisions shall apply in place of any invalid or unenforceable provision.

Last updated: September 2026