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General Terms and Conditions.

1. General

1.1

giftlab. offers its customers creative complete solutions in the field of marketing. This includes in particular the development, design and procurement of advertising material. giftlab. exclusively supplies commercial customers (no end customers/consumers).

1.2

Subject to relevant legal regulations, these General Terms and Conditions (GTC) regulate the legal relationships between giftlab. and its customers finally. The customer also recognizes the following provisions for future transactions with giftlab. as binding.

1.3

Provisions of the customer that deviate from these regulations are irrelevant; they are hereby expressly contradicted. There are no agreements that go beyond these regulations. Such agreements must be in writing to be effective.

1.4

giftlab. reserves the right to change these provisions and/or individual parts of these provisions. If the customer does not object to the changed provisions within 14 days of notification, the changed provisions are deemed to have been agreed. The current version of the General Terms and Conditions is decisive.

1.5

The customer is aware that certain products and services may be subject to special import/export controls and/or restrictions. It is hereby agreed that prior verification and compliance with such provisions shall be the sole responsibility of the Customer. If special documents are required for the import/export of certain products and services, the customer is responsible for obtaining them. Customer expressly agrees that any product or service, whether direct or indirect, separate or as part of a system, may not be imported/exported or resold unless Customer first, at Customer's expense, complies with all regulations and applicable legal provisions and, for example, has also obtained the necessary approval from a competent authority and/or other (governmental) body. If giftlab. obtains this consent or the necessary evidence for the customer, the customer acknowledges that the costs incurred for this will be borne by him. The same applies if giftlab. if necessary, procures special documents for the customer for the import/export of certain products and services. If the customer needs a certificate of origin, he has giftlab. to be informed of this when placing the order; giftlab. is entitled to charge the customer a flat rate of €50 per certificate of origin for the additional work involved.

2. Conclusion of contract

2.1

giftlab. The products and services offered represent non-binding invitations for the customer to submit an offer. In this respect, the specifications and further details given there are those of giftlab. offered products and services without obligation. A declaration of intent by the customer aimed at concluding a contract always represents an offer. The customer is bound to this if the products and services ordered by giftlab are in the desired specification and quantity. can be delivered within a reasonable time. If giftlab. has not confirmed this to the customer within 14 days of submitting his offer and has not yet started to execute the order, the customer is no longer bound by his offer.

2.2

A confirmation from giftlab. about the receipt of an order/offer does not constitute a declaration of acceptance.

2.3

Declarations of intent that giftlab. in the course of the conclusion of the contract, are always subject to the correct and timely delivery by their suppliers. This does not apply if  giftlab. is responsible for any wrong delivery or non-delivery. If the implementation of a contract for giftlab. - for example due to the non-availability of a certain product - as impossible, giftlab. inform the customer of this immediately. giftlab will refund any consideration that may have already been provided – in part or in full. back immediately.

2.4

Advance services (concepts, drafts, etc.) provided at the customer's request within the framework of an incipient contractual relationship can be invoiced to the customer, taking into account the respective time expenditure, even if a contract is not subsequently concluded. This does not apply if giftlab.is responsible for the non-conclusion.

Yields giftlab. for the customer advance services of the aforementioned type, the customer must release the resulting work results after examination before further implementation of the contract. The inspection period is 14 days from receipt of the work results by the customer. After the test period has expired, the approval is deemed to have been declared.

2.5

By giftlab. The prices quoted do not include the statutory sales tax applicable at the time the contract is concluded. Shipping and packaging costs are not included.

3. Terms of Payment, (Extended) Retention of Title

3.1

giftlab. is entitled immediately after conclusion of the contract to pay the expected final invoice amount or a lower amount, at the discretion of giftlab. to demand the amount provided in advance and only to start manufacturing/commissioning the contractual products and services after receipt of the corresponding payment. giftlab. makes use of this right in particular in relation to new customers. giftlab. points out in this context that the contractual articles/advertising materials are products that are to be manufactured individually for the respective customer, with regard to which giftlab. cannot regularly make advance payments. giftlab stores the data, films, tools, screens and embroidery cards etc. required to carry out an order. after completion of the order, unless otherwise agreed.

3.2

giftlab. is entitled to invoice the agreed service electronically (e.g. by e-mail).

3.3

If, according to the content of the contract, definable partial services are to be provided, such as the creation of concepts or similar, partial payments of the total fee may become due after their respective provision in accordance with the proportion of the partial service in the total service. giftlab. is entitled to demand partial payments without prejudice to Section 3.1.

3.4

Advance payments by the customer in accordance with Sections 3.1 and 3.2 will be offset against the final invoice. At the time of the transfer of risk, a (residual) amount to be paid by the customer is due for immediate payment without deduction. The customer is in default of payment no later than 30 days later. In the event of default, the customer has giftlab. to compensate for the damage caused by default plus interest at a rate of 8 percentage points above the respective base interest rate.

3.5

All products and services delivered to the customer remain the property of giftlab until the total amount has been paid in full. The customer is liable for those belonging to giftlab. standing products and services.

3.6

The customer is entitled to use the products and services delivered to him or to sell them in the ordinary course of business. giftlab. may revoke this consumption and sale authorization if the customer defaults on his payment obligations. The customer hereby assigns all claims that he acquires against third parties through sale, as well as claims from insurance benefits, to giftlab. for security reasons in full. The customer is revocably authorized to collect these claims. giftlab. will only revoke the contract and only collect assigned claims if the customer is in arrears with his payment obligations, has stopped making payments or has filed an application to open insolvency proceedings.

3.7

Any warranty claims do not entitle the customer to refuse consideration, unless giftlab. has acknowledged the customer's notice of defects in writing.

4. Copyright / Intellectual Property Rights

4.1

All rights to von giftlab. Services provided for customers as part of a contractual relationship that may be in the offing, such as the creation of concepts, drafts, layouts, presentations of proposals, etc., are based on the (commercial property) rights manifested in these preliminary services, such as copyrights, design rights, trademark rights, etc exclusively at giftlab.. giftlab. does not grant the customer any rights of use and/or exploitation of any kind, unless otherwise agreed. This also applies if the services were created with the help and on the specifications of the customer. In such cases, the customer may be regarded as a co-author, waived towards giftlab. however, irrevocably to the assertion of rights of use, exploitation and/or other rights under copyright law.

4.2

By placing the order, the customer declares that the giftlab. material provided for the execution of the order is free of third-party rights or has been granted unrestricted rights of use by the respective rights holder. In this respect, the customer has all rights for the giftlab. to clarify the material provided before placing the order. This applies in particular to logos, designs and other files specific to the respective order.

4.3

With order execution and acceptance, giftlab. the customer to (industrial property) rights such as copyrights, design rights, trademark rights, etc., which manifest themselves in graphics, layouts, motifs, etc., a simple right of use and/or exploitation limited to the specific order. Any use for other purposes requires a separate agreement.

5. Dispatch, Delivery, Passing of Risk

5.1

If the customer wishes a delivery, this will be made against prepayment, unless the parties have agreed on another payment method.

The same applies to the delivery of samples to be sent to the customer at his request.

5.2

Any shipping and packaging costs etc. incurred are borne by the customer.

5.3

giftlab. is entitled to increase prices for the products and services to be provided by it according to the contract if there are more than six weeks between the conclusion of the contract and the agreed delivery date and if   is within this period increase wages, material costs or market prices by more than 10 percent or depreciate the exchange rates to the currency of the country of production by more than 10 percent.

5.4

giftlab. is responsible for the selection of the contractor to be commissioned with the shipment. This selection is made after careful and conscientious examination in the interest of the customer.

5.5

By handing over the goods to the entrepreneur commissioned with their shipment, giftlab. its delivery obligation. At the time of handover, the risk for all damage occurring to the goods is transferred to the customer.

6. Warranty

6.1

giftlab. fulfills its contractual obligations with all due care and in the interest of the customer. The customer is aware that production-related reasons can lead to excess or short deliveries of up to 10 percent. Such excess or short deliveries do not constitute a defect that triggers warranty rights. Even a minor reduction in usability does not entitle the customer to assert any warranty rights. In the event of a shortfall beyond this, giftlab. a corresponding credit note to the customer. Post-production or similar is excluded. In the event of an excess delivery, this will be charged to the customer accordingly.

6.2

giftlab. guarantees that the products and services provided by it have the agreed quality at the time of the transfer of risk or - if no agreement has been made on the quality - the products and services are suitable for the use stipulated in the contract or they are suitable for normal use and have a quality that is usual for products and services of the same type and that the customer can expect based on the type of product or service. giftlab assumes any further warranty. Not. giftlab. does not accept any guarantees of any kind.

With the giftlab. The goods offered are products of medium type and quality from industrial mass production. In the case of products with soft fabrics and fabric-like materials, production-related slight deviations in length, weight, width, fiber composition and color do not entitle the customer to assert any warranty rights. Tissues are not absolutely dimensionally stable. Therefore, there may be deviations in the implementation of motifs when embroidering or weaving. The thread colors will only approximately correspond to the colors of the HKS and/or Pantone color system, especially in the case of smaller runs. Slight color deviations are unavoidable.

In the case of products that are manufactured or refined by hand, there may be different characteristics of the product or the refinement within the batch. Such minor deviations due to manual work do not represent a defect that triggers warranty rights. The same applies to deviations between preliminary samples and mass production.

6.3

In the case of products that are to be provided with laser inscriptions, in particular laser engravings, at the customer's request, certain contrast and/or color fluctuations can occur even within series production due to product-related circumstances such as the material composition of natural substances.

When printing use giftlab. and its vicarious agents use different printing techniques depending on the requirements and at their own discretion. Customary and technically unavoidable tolerances in color, quality, material, lightfastness, variability and deviations in material and printing colors and weight do not entitle the customer to assert any warranty rights. The same applies to color deviations between the template and reproductions as well as between proofs and the print run.
In particular, can
a) when using the transfer printing method, grid and
b) blurring occurs when using the sublimation printing process.

If the customer specifies his color requirements according to the Pantone color system, slight deviations of up to ± 1 shade (when dyeing fabrics up to ± 2 shades) can also occur for technical reasons, depending on the printing process and material.

The above color fluctuations or engraving contrasts do not represent a defect that triggers warranty rights.

Ceramic, porcelain and glass printing inks can only be produced approximately to the color shades of the “Pantone” or “HKS” color systems. Color deviations may occur due to the baking process.
Technical information porcelain and hydroglaze:
Porcelain is a living material that can change slightly during the manufacturing and firing process. In the production of the molds, in the further refinement with imprint, colored glaze and logo engraving, a large part of the production steps are done by hand. Please note that the associated, minor tolerances and deviations are production-related 'normal' and therefore unavoidable.
In ceramics, hydroglazing enables almost the entire HKS or Pantone spectrum to be covered, including gold or silver. Hydroglaze is dishwasher-safe, but only scratch-resistant to a limited extent, which means that you can scratch the surface with sharp-edged objects such as a knife or screwdriver.

When converting two-dimensional templates into three-dimensional advertising media, there are often deviations from the layout that only become apparent or can be adjusted in a correction phase. If there is no correction phase, such deviations must be accepted and do not entitle the customer to assert any warranty rights.

Unless otherwise agreed, giftlab. Preliminary samples by arrangement and against calculation. Changes to the preliminary sample will be charged at cost and will delay the delivery date. If the entire edition is not produced after receipt of the preliminary sample, all tool costs incurred to date will be invoiced.
If a preliminary sample is not provided (e.g. for reasons of time) and a release is made by means of digital images of a sample (electronic release), complaints about color deviations of colored parts or the print cannot be accepted.

Without written customer approval of a physical preliminary sample, giftlab. no guarantee regarding material quality, basic color, logo status and logo reproduction.

6.4

giftlab. endeavors to process the contract as quickly as possible, but assumes no liability for specific delivery times. Something else only applies if giftlab. has expressly promised a specific delivery period in writing.

6.5

The customer is obliged to check the products and services immediately upon receipt and with due care. Any defects are giftlab. immediately, but no later than 7 days after receipt. The same applies to defects that only become apparent at a later point in time. If a defect is not reported within the period of 7 days, the delivered goods are deemed to have been approved.

6.6

In the case of one from giftlab. fault for which it is responsible giftlab. free to remedy the defect at their own expense (rectification) or to make a replacement delivery in exchange for the defective goods. If the elimination of the defect fails twice, the customer can either withdraw from the contract or demand a reduction in the purchase price.

6.7

giftlab bears the costs incurred in the course of rectification, in particular travel and transport costs. only if the customer has not brought the products delivered to him to a place other than to the place to which the products were first sent. The costs of a replacement delivery are borne by giftlab. Unless otherwise agreed between the parties, the replacement delivery is always made to the place to which the products were first sent.

6.8

Subject to express written consent, giftlab. Returns sent freight collect (returns) are generally not accepted. Irrespective of this, giftlab. reimburse the customer for the costs incurred in the event of a justified return, insofar as these costs could appear to be objectively justified from an objective point of view at the time of dispatch. Return shipping cost at lowest rate objectionable giftlab. basically not. Any return must be agreed between the parties in advance.

7. Liability

7.1

giftlab. liable for damage incurred by the customer only in the case of intent and gross negligence.

7.2

Any liability is limited to the foreseeable, typically occurring damage. In particular, giftlab. no liability for circumstances that do not represent the actual purpose of the contract. giftlab. is also not liable for slightly negligent breaches of insignificant contractual obligations and/or insignificant ancillary obligations resulting from the contract. The liability of giftlab is expressly excluded from the liability limitations. and their representatives/vicarious agents for damage resulting from injury to life, limb or health of the customer.

7.3

giftlab. assumes no liability within the framework of contract processing that the execution of the customer order does not violate statutory provisions, in particular that no third party rights are violated or competition law regulations are affected. It is the customer's responsibility to check in advance and ensure that the giftlab. commissioned services and products are legally unobjectionable. The customer provides giftlab. in this respect fully released from claims in this regard (item 1.5).

7.4

giftlab. is not liable for vicarious agents and legal representatives for damage that can be attributed to slight negligence.

Any liability exists exclusively in relation to the customer as the contractual partner. In no event shall be entitled to the between giftlab. and third parties not involved in the contract concluded with the customer.

7.5

Against giftlab. directed claims not based on a giftlab. attributable to intentional behavior become statute-barred within one year.

8. Reservation of Rights

8.1

giftlab. reserves the property rights and copyrights to all artistic works and the final designs of illustrations, drawings, articles and other documents. They may only be used by third parties with the express written consent of giftlab. be used.

8.2

giftlab. is entitled to use and depict articles created on behalf of the customer and the name of the customer for advertising purposes, as a reference or as a sample, as well as the name of giftlab. to be installed in a suitable place.

9. Privacy

Customer-related data will not be passed on to third parties for advertising purposes.

10. Final Provisions

Should a provision of these General Terms and Conditions be or become invalid, the remaining provisions shall nevertheless apply. The parties undertake to replace the invalid provision with an agreement that comes as close as possible to the invalid provision in terms of interests and meaning. The same applies in the event that the provisions of this contract have a gap that was not intended by the parties.

Place of fulfillment is Hamburg. Hamburg is agreed as the place of jurisdiction. German law applies; the application of the UN sales law is excluded.

Status: 01/2023

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