General Terms and Conditions of prinux GmbH and prinux ag
These General Terms and Conditions apply to all legal transactions between prinux GmbH or prinux ag (hereinafter referred to as prinux) on the one hand and the users of prinux websites or the purchasers of products ordered via these websites or other channels on the other hand. By using the prinux website, the user expressly agrees to be bound by these terms and conditions. Deviations from these terms and conditions are only effective if confirmed in writing by prinux.
The prices published on the prinux website at the time of the order or the prices defined in a separate offer shall apply. The prices quoted are exclusive of the statutory value added tax. Shipping and packaging costs will be charged in addition to the product prices according to the price list published on the prinux website or according to the offer.
3. Terms of payment:
Payment of the invoice amount must be made within 14 days of the invoice date, without any deductions. In the event of late payment, interest on arrears will be charged at the rate of 15% p.a. Incidental expenses (e.g. transfer costs) shall be borne by the customer (= client). In the event of default in payment, the Customer shall be obligated to pay, in addition to the reminder fees customary at prinux, all costs, expenses and cash outlays incurred in the pursuit of the claims, regardless of the title from which they result, in particular also the costs for an out-of-court lawyer’s intervention. Notwithstanding any declarations of dedication to the contrary and also in the event of the existence or enforcement of an execution title, prinux shall be entitled to use incoming monetary amounts of the Customer, according to its decision, first of all to cover incidental expenses (dunning expenses, attorney’s fees, insurance premiums, etc.), interest on arrears, capital claim and finally for the payment of the remaining outstanding invoice amount. Agreements deviating from these terms of payment must be made in writing to be valid. prinux is entitled to make delivery dependent on advance payment or payment on delivery or to refuse an order altogether without giving reasons. The rejection of an order shall be communicated by prinux to the Customer within 7 working days.
4. Retention of title:
The delivered goods shall remain the property of prinux until full payment of the agreed price and all other outstanding claims.
5. Delivery time:
The delivery time begins on the day after prinux receives the complete, unambiguous order. Delivery times are based on the deadlines published on the prinux website or agreed in separate offers. These deadlines are basically only approximate deadlines, unless they have been expressly agreed in writing as fixed deadlines. In the event of a delay in delivery, the Customer may only assert its statutory rights after a period of grace has been granted. The period of grace must be appropriate to the nature and scope of the order. Insofar as damage is not due to gross negligence on the part of prinux, it shall be limited to the amount of the invoice. Lost profit cannot be claimed. Force majeure shall generally release prinux from any obligation to deliver, regardless of whether this force majeure has occurred in the operations of prinux or in the operations of its suppliers and subcontractors. In such a case, the Customer shall not be entitled to withdraw from the order or to hold prinux liable for any damages.
Deliveries shall be made ex supplier’s premises (also from any sub-suppliers of prinux) for the account and at the risk of the Customer, unless otherwise agreed. The designs, colors, fonts and formats shown on the prinux website are basically only approximations and therefore not binding. Deviations from the online representations in color or format therefore do not entitle to a notice of defects. prinux is not liable for printing and execution errors that the customer has overlooked in the proofs that he has approved online or offline.
7. Default of acceptance:
The Customer shall be obliged to accept without delay the goods sent in accordance with the contract or made available for collection; if the Customer fails to comply with this obligation, the delivery shall be deemed to have taken place on the day on which acceptance should have taken place in accordance with the contract; the risk of damage, loss, etc. shall thus pass to the Customer.
Complaints will only be accepted within one week after receipt of the goods and must be notified to prinux without delay. Defects of a part of the delivery cannot lead to the rejection of the whole consignment. prinux shall have the right to repair or replace the goods; the Customer waives the right to withdraw from the contract in case of substantial defects or to claim a reduction of the remuneration in case of substantial or insignificant defects. Claims for damages are limited (except in the case of gross negligence on the part of prinux) to the amount of the invoice. Minor color deviations in the final product (compared to color samples or to products previously delivered via prinux) do not entitle the customer to complain about defects. Any right of the customer to return (“satisfaction guarantee”) that deviates from these rules and may be more extensive shall only apply to those products for which these deviating offers were expressly assured at the time of the order in advertising material or on the prinux website.
9. Documents provided:
Materials provided by the customer, such as templates, texts, data, etc., are to be delivered carriage paid to prinux. Confirmations of receipt shall be made without guarantee for the correctness of the quality and quantity specified in the delivery documents. prinux shall only be in a position to carry out proper acceptance and verification during the design and production process and shall only be liable for such damage that has occurred through its own fault. If any defects in the documents provided by the Customer, in particular print documents in digital or analog form, are not immediately recognizable, but only become apparent during order fulfillment or during the printing process, the Customer shall have no claims in the event of insufficient results. prinux shall be liable for provided documents as a custodian within the meaning of the Austrian General Civil Code (Allgemeines Bürgerliches Gesetzbuch).
10. Working resources:
prinux shall be liable for drafts, files, artwork, tools and other resources or documents within the meaning of clause 11 until 4 weeks after completion of the order. Furthermore, prinux does not assume any liability whatsoever for documents that are not requested back.
11. Property right:
The designs, files, artwork, tools and other aids provided by prinux for the production process shall remain the inalienable property of prinux, even if the Customer has paid compensation for the value of such work. This also applies to work aids which have been manufactured by another company on behalf of prinux.
12. Typesetting and printing errors:
Typesetting errors will be corrected free of charge if they are the fault of prinux. Typesetting errors caused by entries made by the customer on one of prinux’s websites do not entitle the customer to free replacement or free correction. Changes to the artwork will be charged according to the time spent (author’s corrections). Printed proofs will only be submitted to the purchasers upon express request. prinux shall be entitled to set a reasonable period of time for the customer to carry out the correction, after which the proof shall automatically be deemed to have been approved. If a proof is not submitted, prinux shall only be liable for gross negligence. For spelling in the German language, the latest edition of the Duden is authoritative.
Unless otherwise agreed, prinux shall have no obligation to store printed products, samples, files, films, papers, tools, etc. after execution of the order. The agreed obligation to store said items shall also expire if the Customer is more than 4 weeks in arrears with payments for any orders invoiced by prinux.
14. Claims for damages and liability of the client:
Any claims for damages by the Customer against prinux shall generally be limited to the amount of the invoice, unless the damage is due to gross negligence on the part of prinux. Particularly in the case of print orders, the customer must carefully check all artwork before approving it for printing. prinux assumes no liability for errors in artwork approved by the customer. Even if products are forwarded directly to third parties on behalf of the customer, prinux shall not assume any liability whatsoever for errors contained therein or other damages resulting therefrom.
15. Copyright and reproduction rights:
Insofar as prinux itself is the author or owner of the rights of use under copyright and ancillary copyright law to the delivered printed products or parts thereof, the Customer shall only acquire the non-exclusive right to distribute the delivered products upon acceptance of the delivery (§ 16 Austrian Copyright Act (Urheberrechtsgesetz)); otherwise, the copyrights and rights of use in the hands of prinux shall remain unaffected. prinux shall be entitled to the exclusive right to use the artwork produced by it for the production of copies. He is not obligated to release such artwork. prinux is not obligated to verify whether the Customer is entitled to reproduce the artwork or otherwise use it in the manner intended, but is entitled to assume that the Customer is entitled to all those rights that are necessary for the execution of the order vis-à-vis third parties. The Customer shall be obligated to indemnify and hold prinux harmless from and against all claims asserted by third parties arising from infringements of copyrights, ancillary copyrights, other industrial property rights or personal rights. prinux must immediately notify the customer of such claims and, in the event of legal action, notify the customer of the dispute. If the Customer does not join the proceedings as a party to the dispute of prinux, prinux shall be entitled to acknowledge the claim of the plaintiff and to indemnify the Customer without regard to the legitimacy of the acknowledged claim.
16. Content of advertising or promotional materials and printed works:
prinux shall not be liable for the correctness of the content and the legality, in particular with regard to competition law, of advertising or promotional materials and printed matter, even if the texts, graphics, illustrations, photos or parts thereof were written or designed by prinux or its suppliers for the customer. The Customer shall be solely responsible for the content and design of the advertising or promotional materials and printed matter commissioned by it and shall therefore indemnify prinux against any disadvantages it may suffer as a result of these products.
In any case, prinux reserves the right to refuse or cancel orders whose content provided by the customer (e.g. text and graphics on business cards and other business stationery)
– violates criminal laws or could be punished as an administrative offense
– is xenophobic, hostile to minorities, sexist, glorifies violence, is immoral or unconstitutional, or
– disregardes general basic ethical values.
17. Place of jurisdiction and fulfillment:
The place of fulfillment for all contractual relationships subject to these Terms and Conditions of Delivery and Payment and the place of jurisdiction for legal disputes concerning the existence or non-existence of such a contractual relationship and for legal disputes arising therefrom shall be Vienna. Disputes arising from transactions to which these Terms and Conditions apply shall be subject to Austrian domestic jurisdiction.
Deviations from these terms of delivery and payment shall only become valid after written agreement. In case of changes and cancellations not initiated in writing, the client bears the risk of a possible misunderstanding – caused by whatever means. He shall therefore not be entitled to compensation if an order placed in this way is not properly executed. Verbal and telephonic agreements of any kind require written confirmation.
The invalidity of individual provisions of these General Terms and Conditions shall not affect the validity and binding force of the remaining provisions. The invalid provision shall be replaced by a valid provision that comes as close as possible to the meaning and purpose of the invalid provision.
20. Choice of law:
These Terms and Conditions and the entire legal relationship between the Customer and prinux shall be governed by Austrian law. The application of the United Nations Convention on Contracts for the International Sale of Goods (UN Sales Convention) to the transactions subject to these Terms and Conditions is excluded by mutual agreement.