General Terms and Conditions of Business and Delivery (as of 01/01/2025)

valid for:
KAOS/Carbunus Werbeagentur GmbH
Point of Print by KSW – KSW Vertriebsgesellschaft mbH
Poststr. 11, 88239 Wangen im Allgäu

These General Terms and Conditions for Services (hereinafter referred to as GTC) apply only to businesses (hereinafter referred to as customers) within the meaning of Section 14 of the German Civil Code (Bürgerliches Gesetzbuch), i.e. customers who, when concluding the legal transaction, are acting in the exercise of their commercial or independent professional activity.

All agreements and offers are based on the supplier's terms and conditions. They are deemed to be accepted by placing an order or accepting delivery. Any deviating terms and conditions of the purchaser that the supplier does not expressly accept in writing are not binding for the purchaser, even if the supplier does not expressly object to them.

1st price offer
The price offers are given in euros and do not include VAT. They are valid under the proviso that the order data on which the offer is based remain unchanged. The prices are ex works Wangen im Allgäu. They do not include packaging, freight, postage, insurance and other shipping costs.
Subsequent changes at the customer's request, including the resulting machine downtime, will be charged to the customer. Repeated proofs requested by the customer due to minor deviations from the original are also considered subsequent changes.
Sketches, drafts, sample typesetting, sample prints, samples and similar preparatory work commissioned by the customer will be charged even if the order is not placed. The provisions of Section 12 apply accordingly.

2. terms of payment
Payment of the invoice amount (net price plus VAT) must be made within 14 days of the invoice date in cash without deductions in euros. Advance payment may be required for new business relationships. Payment by bill of exchange is subject to prior agreement; standard bank charges are borne by the person issuing the bill of exchange. Checks and bills of exchange are only accepted subject to their being honored.
For larger orders, interim invoices will be issued based on the work performed. In the event of late payment, interest on arrears of 8% above the respective bank discount rate will be payable. This does not exclude the assertion of further damages caused by late payment. The supplier accepts no liability for the fact that bills of exchange, checks or other documents given as payment are presented on time or protested.
The customer is not entitled to a right of set-off or retention without a special agreement, regardless of the legal basis. If a significant deterioration in the customer's financial situation becomes known or if the customer defaults on payment, the supplier has the right to demand immediate payment of all outstanding invoices, including those not yet due. An interim invoice can also be issued for orders that have been started but not yet completed. The supplier has the right to stop further work on the customer's current orders. If the above payment conditions are changed in favor of the customer, the customer must bear all costs associated with this for the supplier.

3. Retention of Title
The delivered goods remain the property of the supplier until all of the supplier's claims arising from the business relationship with the customer have been paid in full or until any checks or bills of exchange given for this purpose have been redeemed. They may not be pledged or transferred as security without the supplier's consent before full payment or before any checks or bills of exchange given for this purpose have been redeemed.
The customer is only entitled and authorized to resell the reserved goods on the condition that the purchase price claim from the resale is transferred to the supplier. The customer's claims from the resale of the reserved goods are assigned to the supplier upon conclusion of the contract, who hereby accepts this assignment. A lien is created on all raw materials and documents handed over by the customer with regard to all claims of the supplier upon handover.

4. Deliveries
Deliveries are ex works unless otherwise agreed. Shipping is at the customer's expense and risk. Unless the customer issues specific instructions, the supplier assumes no liability for the cheapest and fastest shipping. The supplier will only take out transport insurance if expressly instructed and at the customer's expense.

5. delivery time
The delivery period is interrupted for the duration of the review of proofs, reproduction templates, test prints, production samples, divisions, blueprints, etc. by the customer or his authorized representative, from the day of dispatch to the customer until the day his response is received by the supplier. If the customer requests changes to the order after the order has been confirmed that affect the production time, a new delivery period begins, and only when the changes have been confirmed. If a delivery period is measured in days, only all calendar working days are taken into account for calculating the period.
The supplier is not responsible for exceeding the delivery time if this is caused by circumstances for which the supplier is not responsible. Operational disruptions - both in the supplier's own company and in third-party companies on which production and transport depend - caused by strikes, lockouts, war, riots and all other cases of force majeure release the customer from compliance with the agreed delivery times and prices. Exceeding the delivery time and price caused by this does not entitle the customer to withdraw from the order or to hold the supplier responsible for any damage caused.
If the supplier is in default with its services, it must first be granted a reasonable grace period. If the grace period expires without result, the customer can withdraw from the contract.
Section 361 of the German Civil Code remains unaffected. Compensation for damages caused by delay can only be claimed up to the amount of the order value (own performance excluding advance payment and materials).

6. Delay in acceptance
If the customer is late in accepting the goods, the supplier is entitled to the rights under Section 326 of the German Civil Code (BGB). However, the supplier also has the right to partially withdraw from the contract and to demand compensation for the other part.
If the customer does not accept the delivery within a reasonable period of time after notification of completion or immediately after notification of dispatch, or if dispatch is impossible for a longer period due to circumstances for which the supplier is not responsible, the supplier is entitled to either take the delivery into stock itself or to store it with a freight forwarder at the customer's expense and risk.

7. Acceptance
(1) If acceptance is required by law or has been agreed between the parties with regard to the services owed by the supplier, acceptance – including of sub-projects – must be declared in writing by the customer upon written request by the supplier.
(2) After a written request from the supplier, the customer must declare acceptance or refusal of acceptance to the supplier in writing without delay, but no later than within 14 days of receipt of the request. Insignificant defects do not justify refusal of acceptance. After expiry of this period, the service offered by the supplier for acceptance is deemed to have been accepted by the customer (according to Section 640 Paragraph 1 Sentence 3 of the German Civil Code), provided that the customer has not accepted the service without an objective reason or has refused to declare acceptance.
(3) Acceptance shall also be deemed to have occurred if the customer uses the services provided.

8. Notice of Defects, Warranty, Breach of Duty
(1) The customer must report any obvious defects in the service immediately, but no later than 12 days after the service has been provided. Complaints must contain a detailed description of the defect. A complaint that is not made on time excludes any claim by the customer for breach of duty due to poor performance.
(2) Hidden defects must be reported immediately after they become apparent, but no later than within the limitation period specified in Section 8 (5). Complaints must contain a detailed description of the defect. A complaint that is not made within the deadline also excludes any claim by the customer for breach of duty due to poor performance.
(3) The complaints according to Section 8 (1) and (2) must be made in writing. A complaint not made in writing also excludes any claim by the customer for breach of duty due to poor performance.
(4) The customer's warranty claims are initially limited to repair or - at the supplier's discretion - to re-provision of the service. If the repair ultimately fails, the customer can claim damages or withdraw from the contract.
(5) The supplier provides a warranty for demonstrable defects for a period of one year, calculated from the date on which the statutory limitation period begins. This does not apply if the supplier is guilty of fraudulent intent, gross negligence or intent.
(6) The above limitation period also applies to competing claims arising from tortious acts and to any claims arising from consequential damages.
(7) Any further claims by the Customer due to or in connection with defects or consequential damages, regardless of the reason, shall only exist in accordance with the provisions of Section 9.

9. Liability, limitation of liability
(1) The supplier is generally only liable for its own intent and gross negligence and the intent and gross negligence of its legal representatives and vicarious agents. The liability of the supplier and that of its legal representatives and vicarious agents for slight negligence is therefore excluded, unless it is
(a) the breach of essential contractual obligations, i.e. those whose fulfilment characterises the contract and on which the customer may rely,
(b) the breach of obligations within the meaning of Section 241 Paragraph 2 of the German Civil Code (BGB), if the customer can no longer reasonably be expected to accept the performance of the supplier,
(c) injury to life, body and health,
(d) the assumption of a guarantee for the quality of a service or for the existence of a service result,
(e) malice or
(f) other cases of mandatory statutory liability
concerns.
(2) Unless the supplier can be accused of intentional breach of duty or there is a case of injury to life, body or health or other cases of mandatory statutory liability, the supplier shall only be liable for typical and foreseeable damage.
(3) With the exception of the cases set out in Section 9, Paragraph 1 (a) to (f) above, the Supplier's liability shall be limited in total for each individual contract to a maximum liability amount not exceeding the same order value.
(4) Any liability for damages beyond that provided for in the above paragraphs is excluded, regardless of the legal nature of the asserted claim. This applies in particular to claims for damages arising from negligence when concluding the contract, other breaches of duty or tortious claims for compensation for property damage in accordance with Section 823 of the German Civil Code (BGB).
(5) The exclusions or limitations of liability pursuant to the above Section 9 (1) – (4) shall apply to the same extent to the senior and non-senior employees and other vicarious agents as well as to the subcontractors.
(6) The customer's claims for damages arising from this contractual relationship can only be asserted within a limitation period of one year from the start of the statutory limitation period. This does not apply if the supplier is guilty of malice, intent or gross negligence or in the case of a claim based on a tortious act.
(7) The above provisions do not involve a reversal of the burden of proof.

10. Complaints
are only permitted within one week of receipt of the goods. Defects in part of the delivery cannot lead to a complaint about the entire delivery. Only a reduction, not a change of contract or compensation, can be demanded. The reduction is limited to the amount to be charged for the defective part of the delivery. The supplier has the right to repair or replace the goods. Hidden defects that cannot be found after immediate inspection may only be asserted against the supplier if the complaint is received by the supplier within four weeks of the goods leaving the delivery plant. Complaints about defects that are due to defective manuscripts or original templates cannot be accepted. The supplier assumes no liability for the dimensional stability and adhesion of films and photographic layers, the changes that occur over time in dyes in chemical layers, the age-related decomposition of chemical layers and compositions, the quality, surface, weight and grain of paper, the lightfastness, varnishing and calendering properties of colors, the printability and surfaces of metals. The supplier is only liable to the extent that certain properties are guaranteed by its suppliers. Liability for faults of personnel is only permitted within contracts in accordance with Section 831 of the German Civil Code.
Over- or under-delivery of up to 10% of the ordered quantity cannot be objected to. The quantity delivered is charged. For deliveries of custom-made paper under 1000 kg, the percentage increases to 20% and under 2000 kg to 15%.

11. Material and data procured by the client
of any kind must be delivered to the supplier free of charge. Small remaining quantities will not be returned. The storage of the customer's stocks only takes place against special agreement with the supplier at the customer's expense and risk. The supplier is not obliged to check the materials and auxiliary materials provided by the customer or procured and used at his request for their suitability for the intended purpose.
The supplier is not liable for any errors that may occur when transferring data provided by the customer.

12. Sketches, drafts, retouches
as well as photographic images and samples will be charged even if an order for the production of typesetting, reproductions or printing plates is not placed.

13. Copyright/Ownership/Usage Rights/References
The supplier may sign the advertising material/digital media produced by him in an appropriate and industry-standard manner and use the order placed for his own advertising. If this signature is not desired, the customer must state this in advance of the order. Subsequent removal of the signature is only possible in online media. The customer is responsible for checking the right to reproduce all reproduction templates and the right to display final artwork, drafts and retouches produced in accordance with the order. The supplier accepts no liability for third-party templates or other items that are not requested by the customer within four weeks of completion of the order.
The copyright and the right to reproduce the supplier's own sketches, drafts and originals, negatives, films and the like in any process and for any purpose remains with the supplier, unless expressly agreed otherwise. The supplier's work may not be changed by the customer or third parties commissioned by the customer, either in the original or in the reproduction, unless otherwise agreed in the contract. Any imitation, even partial, is prohibited. In the event of a violation, the supplier is entitled to an additional fee of 2,5 times the originally agreed fee. The supplier may also assert further claims for damages.
The intermediate steps and operating items used by the supplier to produce the contractual product, in particular open data (InDesign, Illustrator, Photoshop etc.), films, clichés, lithographs and printing plates, cutting dies etc., remain the property of the supplier, even if they are invoiced separately, and are not delivered. Unless expressly agreed otherwise, the supplier is obliged to provide the agreed service upon payment of the agreed fee, but not the intermediate steps leading to this result. The customer can purchase the open files by paying an additional buy-out fee of 150% of the original production costs.
Suggestions by the customer or other promotional measures only constitute co-authorship if this is expressly agreed.

14. Insurance
If the manuscripts, originals or other items handed over to the supplier are to be insured against theft, fire, water or any other risk, the customer must arrange the insurance himself. Otherwise, only the usual level of care can be required.

15. Exam
Proofs must be checked by the customer to ensure that the text and illustrations are correct and that they are sized correctly. Final artwork, printing blocks, machine plates or films that can be copied must be checked by the customer for dimensional accuracy, completeness, correct positioning, density, colour structure and that they are in perfect condition for further processing before further processing. The supplier is not liable for any errors overlooked by the customer or his representative and the consequences thereof. Changes and corrections made verbally or by telephone must be confirmed in writing to be binding.
Minor deviations from the original are not grounds for complaint in the case of reproductions using any printing process. The same applies to the comparison between proofs and the final print run. Additional proofs requested by the customer despite only minor deviations are considered author corrections and will be invoiced.

16. Disconnection of online services in case of late payment (valid from 01.01.2025)

16.1. The client undertakes to pay the agreed fees on time. If the client defaults on payment, we reserve the right to deactivate access to the created website/online services or to deactivate their provision until the outstanding amount is paid in full.

16.2. Before deactivation, we will set the client a final payment deadline of 7 calendar days and expressly inform them of the impending deactivation.

16.3. Even in the event of deactivation, the Client remains obligated to pay the outstanding amount as well as any default interest and additional costs incurred in connection with the restoration of the website.

16.4 We shall not be liable for any damages or losses incurred by the Client or third parties as a result of the deactivation of the website if this is due to a default in payment by the Client.

17. Retention
of data media, printing plates, montages, copy films or colour separations of all kinds after completion of the order is only possible after prior agreement without assumption of the storage risk and is subject to separate remuneration.

18. Oral agreements
require written confirmation to be binding.

19. Fulfillment and jurisdiction
The place of jurisdiction for all claims and legal disputes arising from the contractual relationship, including bills of exchange and documentary proceedings, is the registered office of the supplier.

20. Partial nullity
Should individual provisions of these General Terms and Conditions of Business and Delivery be or become invalid, the validity of the remaining provisions shall remain unaffected.

Privacy Policy
By concluding and executing contracts for the provision of services to improve the online presence of companies, the customer agrees to the collection, processing and use of his personal data. The type and scope of this data can be found in our privacy policy.
Available at:

www.kaos.de/datenschutz

22. Use of AI (Artificial Intelligence) (supplemented/valid from 1 October 2025)

22.1 Principle and duty of care
(1) The supplier is entitled to use artificial intelligence (AI) systems and tools (e.g. for generating texts, images, videos, graphics or code) to fulfill the order and to optimize internal processes.
(2) Regardless of the use of AI systems, the provision of the contractually agreed service, in particular the intellectual creation and the final design, shall always be carried out by a natural person (employees or commissioned third parties of the supplier). The supplier shall exercise due care in the selection, use, and review of AI results and shall critically review the results for their technical accuracy and plausibility (quality over speed).

22.2 Copyright and usage rights
(1) The customer is hereby informed that, based on the current legal situation, AI-generated content does not constitute a copyrighted work within the meaning of Section 2 (2) of the German Copyright Act (UrhG), provided that the necessary level of intellectual creation is not achieved through human intervention.
(2) When using AI systems, it is the customer's responsibility to observe the necessary distinction between AI-generated content and content created by human creation under copyright and related rights law. The customer bears the risk of the availability of usage rights and is responsible for ensuring the desired protectability of the final product.
(3) To the extent that the Customer provides the Supplier with input data (e.g., texts, images, music, prompts) for AI processing, the Customer guarantees that this data is free of third-party rights and that no conflicting rights or licenses prevent the Supplier from using, editing, and processing it using AI tools. The Customer indemnifies the Supplier against any third-party claims arising from a breach of this guarantee.

22.3 Labelling and transparency obligations
(1) If the final product was generated in whole or in part by AI systems, the Supplier shall comply with the applicable legal requirements regarding labelling and transparency obligations in accordance with the provisions of the EU AI Act or other applicable laws.
(2) The Customer undertakes to retain these markings of the Supplier in the final publication and, if necessary, to make its own additional markings in accordance with its usage obligations.
(3) Claims arising from a violation of the prohibition of manipulation by AI-generated content shall only be available to the customer against the supplier if the supplier has grossly negligently or intentionally failed to carry out the examination required to ensure due care (Section 22.1 Paragraph 2).