Terms of service

Textilmacher GmbH

 

Last updated: December 2019

 

§ 1 Scope; Conclusion of Contract

 

  1. These Terms and Conditions apply—unless otherwise agreed in writing—between Textilmacher GmbH, Lindberghstrasse 7, 80939 Munich (hereinafter “Seller”, “we”, “us”) and the contractual partner (hereinafter “Buyer”) for all business relationships.

  2. Deviating or supplementary terms of the Buyer will not be accepted unless we expressly agree to their validity in writing in individual cases. Individual agreements shall always take precedence. Transfers of rights and obligations from the contract with us require our written consent.

  3. The contract is concluded in German, even if these Terms may also be offered in other languages, particularly English.

  4. We sell exclusively to businesses and entrepreneurs (as defined in §14 German Civil Code (BGB)). No consumer withdrawal right applies. Our offers are always non-binding.

  5. If the Buyer places an order outside the online shop, acceptance occurs through our written order confirmation. The order confirmation determines the content and scope of the contract.

     

    • The online-shop product presentation does not constitute a binding offer; it is an invitation for the Buyer to submit an offer. Product colours may vary from screen display.

    • The Buyer submits a binding offer by placing products in the shopping cart and clicking “BUY NOW” or “PURCHASE”.

    • The Buyer receives an automatic confirmation email (“Receipt Confirmation”) which does not constitute acceptance. The contract is formed only when we send a separate acceptance email (“Order Confirmation”) or a shipping confirmation within five days. No contract is formed for items not listed in that confirmation.

     

  6. Technical or design changes due to product improvements or legal requirements remain reserved, as long as the delivered item is not significantly altered and the changes are reasonable. Changes up to 5% of the order scope are permissible.

  7. Contract formation is subject to correct and timely delivery by our suppliers. This applies only if we are not responsible for non-delivery. The Buyer will be informed of unavailability, and any payment refunded.

  8. For online orders, we store the contract text and provide it upon request.

 

 

§ 2 Place of Performance; Delivery

 

  1. Place of performance is our business location in Munich.

  2. Delivery is ex-warehouse Munich. Shipping costs are borne by the Buyer. Choice of carrier is up to the Buyer. Goods are insured per carrier guidelines; additional insurance requires written agreement. Standard delivery is kerbside. Deliveries to doorsteps, after 5 p.m., on Saturdays, or warehousing due to failed delivery incur additional costs.

  3. Special packaging costs are borne by the Buyer.

  4. Sorted or combination partial shipments must be announced in advance. Unsorted shipments require Buyer approval.

  5. Non-EU deliveries may incur customs duties and fees.

 

 

§ 3 Contract Content

 

  1. Delivery dates (weekdays or calendar weeks) only apply if confirmed in writing. Delivery times start the day after receipt of print-ready artwork and full payment.

  2. Partial deliveries of separately usable items are allowed; extra shipping costs are covered by us.

  3. We may exercise a lien on materials provided by the Buyer until all claims are settled.

  4. There is no obligation to provide intermediate production files (design files, plates, embroideries, etc.) unless explicitly agreed.

  5. Buyer-supplied data must comply with our required formats. Buyer is responsible for correctness. We are not obliged to examine supplied data unless they are obviously unusable.

 

 

§ 4 Force Majeure; Delivery Interruptions; Delay

 

  1. We are not liable for delivery delays caused by force majeure or unforeseeable events (strikes, shortages, operational disruptions, etc.).

  2. For temporary hindrance, the delivery time extends accordingly. If unreasonable, the Buyer may withdraw.

  3. In case of non-availability, we will notify and may withdraw; payments will be refunded.

  4. If Buyer delays acceptance, we may withdraw and claim damages.

  5. If a delay exceeds 5 weeks and notice was not given, either party may withdraw.

 

 

§ 5 Subsequent Delivery Period

 

Detailed rules regarding extended grace periods, special production timelines, rights to withdraw, and limitations on damages.

 

§ 6 Liability

 

  1. Unlimited liability for intent and gross negligence.

  2. Unlimited liability for injury to life, body, or health.

  3. Otherwise, liability only for breach of essential contractual obligations, limited to foreseeable damages.

  4. Product liability remains unaffected.

 

 

§ 7 Defect Notification; Returns

 

  1. Defects must be reported within 10 days.

  2. After cutting or processing the goods, claims for obvious defects are excluded.

  3. Minor deviations in colour, size, design, weight, etc. are not grounds for complaint.

  4. Slight delivery delays are not defects.

  5. Liability for material deviations is limited to order value.

  6. For justified defect claims, timelines for correction apply (2 weeks for stock items, 14 weeks for custom goods).

  7. If rectification fails, Buyer may reduce payment or withdraw.

  8. Returns incur a 25% restocking fee (min. €50).

  9. Damaged, processed, or custom items are excluded from returns.

 

 

§ 8 Payment

 

  1. Invoice issued on delivery date. No postponement of due date.

  2. Payment is due immediately; no discounts.

  3. Payments are applied to oldest debts.

  4. Accepted payment methods: prepayment, PayPal, credit card, Sofortüberweisung.

 

 

§ 9 Late Payment

 

  1. Late payments incur interest of 8% above the ECB base rate.

  2. Before full payment, Seller is not obliged to make further deliveries.

  3. In cases of significant credit deterioration, Seller may demand advance payment or withdraw.

 

 

§ 10 Payment Methods

 

  1. Offsetting only with undisputed or legally binding claims.

  2. Bills of exchange accepted only with reimbursement of fees.

 

 

§ 11 Retention of Title

 

Detailed legal retention-of-title provisions, including:

 

  • goods remain our property until paid in full,

  • processing clauses,

  • resale assignment,

  • protection from third-party claims,

  • reclaiming goods in case of contract breach.

 

 

§ 12 Intellectual Property Rights; Indemnification

 

  1. IP rights transfer only to the extent required for proper use of delivered goods. Any further use, modification, reproduction, or licensing requires written permission.

  2. Buyer guarantees all rights to provided designs and indemnifies Seller from third-party claims.

  3. Seller may reject orders in case of suspected infringements or illegal content.

  4. Buyer grants Seller permission to use produced items for marketing purposes (portfolio, catalogue, social media).

 

 

§ 13 Subcontractors; Final Provisions; Jurisdiction

 

  1. Seller may use subcontractors.

  2. Invalid clauses do not affect overall validity.

  3. German law applies; UN Sales Law excluded.

  4. Jurisdiction is Munich.