General terms and conditions of business

Air Decor GmbH
Gerhard-Stalling-Str. 19a
D-26135 Oldenburg
Tel .: + 49 (0) 1515 10 20 30 5
Mail: info@airdecor.de

Our company's deliveries, services and offers are made exclusively on the basis of these terms and conditions; we do not recognize any terms and conditions of the customer that conflict with or deviate from our terms and conditions unless we have expressly agreed to their validity. Contract fulfillment actions on our part do not constitute consent to contractual terms that deviate from our terms and conditions. These terms and conditions also serve as a framework agreement for all other legal transactions between the contracting parties.

A customer's offer to conclude a contract requires an order confirmation. The dispatch of the goods ordered by the customer also results in the conclusion of the contract. If offers are sent to us, the offeror is bound to them for a reasonable period of time, but at least 10 days from receipt of the offer. Offers made by us are non-binding unless expressly stated otherwise in writing. The information contained in an offer and/or documents associated with it, such as illustrations, drawings and dimensions, are not considered to be guaranteed properties and are only approximate.

Unless otherwise expressly stated, all prices quoted by us are exclusive of VAT and are ex works, excluding packaging. The price adjustment only applies to goods or services that are to be delivered or provided after four months from the conclusion of the contract. In the event of cost increases as stated above and a related price adjustment, the customer is entitled to withdraw from the contract if the price increase exceeds 15% net. Withdrawal must be exercised within one week of the price adjustment being announced.

As a general rule, we only deliver against advance payment. In particular, for custom-made products and print orders, a down payment of up to the full net value of the goods is required to fulfill the order! Discounts require a separate agreement. In the event of late payment, including partial payments, any discount agreements become invalid. Customer payments are only considered to have been made when they are received in our business account. For payments by credit card, the customer authorizes us to debit the full invoice amount by providing the credit card number - after the definitive order has been placed or the goods have been handed over to the freight forwarding company or the post office.
If the customer defaults on payment, we are entitled, at our discretion, to demand compensation for the actual damage incurred or to charge default interest at a rate of 6 percent above the basic interest rate of the German Civil Code (BGB).

In the event of default in acceptance (Section VII.) or other important reasons, such as in particular the customer's bankruptcy or rejection of bankruptcy due to lack of assets, as well as in the event of default in payment by the customer, we are entitled to withdraw from the contract if it has not yet been fully fulfilled by both parties. In the event of withdrawal, if the customer is at fault, we have the choice of demanding a flat-rate compensation of 20% of the gross invoice amount or compensation for the actual damage incurred. In the event of default in payment by the customer, we are released from all further performance and delivery obligations and are entitled to withhold outstanding deliveries or services and to demand advance payments or securities or to withdraw from the contract after setting a reasonable grace period. If the customer withdraws from the contract without being entitled to do so or requests its cancellation, we have the choice of insisting on the fulfillment of the contract or agreeing to the cancellation of the contract; In the latter case, the customer is obliged to pay, at our discretion, a flat-rate compensation of 20% of the gross invoice amount or the actual damage incurred. The customer is permitted to provide evidence that no damage or loss of value has occurred at all or that it is significantly less than the flat rate.

In the event of default, the contractual partner (customer) undertakes to reimburse the creditor for reminder and collection costs incurred, insofar as they are necessary for appropriate legal action, whereby he undertakes in particular to reimburse a maximum of the fees of the debt collection agency involved. If the creditor carries out the reminder process himself, the debtor undertakes to pay an amount of EUR 14 for each reminder issued and an amount of EUR 10 per half year for keeping records of the debt relationship in the reminder process.

Delivery is from the company headquarters or another location to be determined by us. Our sales prices do not include any costs for delivery, assembly or installation. However, we can provide or organize these services on request for a separate fee. The actual costs incurred for transport or delivery will be invoiced, including an appropriate handling fee, but at least the freight and haulage costs applicable on the day of delivery or usual for the selected mode of transport. Assembly work is charged according to the time spent, whereby an industry-standard man-hour rate is agreed. For special orders, custom-made products or balloon printing, we reserve the right to invoice the entire freight costs separately!
If the customer has not accepted the goods as agreed (delay in acceptance), we are entitled, after setting an unsuccessful grace period, to either store the goods at our premises, for which we will charge a storage fee of 0,2% of the gross invoice amount per calendar day or part thereof, or to store them at an authorized commercial company at the customer's expense and risk. At the same time, we are entitled to either insist on contract fulfillment or, after setting an appropriate grace period of at least 2 weeks, to withdraw from the contract and use the goods for other purposes.

Delivery is from the company headquarters or another location to be determined by us. Our sales prices do not include any costs for delivery, assembly or installation. However, we can provide or organize these services on request for a separate fee. The actual costs incurred for transport or delivery will be invoiced, including an appropriate handling fee, but at least the freight and haulage costs applicable on the day of delivery or usual for the selected mode of transport. Assembly work is charged according to the time spent, whereby an industry-standard man-hour rate is agreed. For special orders, custom-made products or balloon printing, we reserve the right to invoice the entire freight costs separately!
If the customer has not accepted the goods as agreed (delay in acceptance), we are entitled, after setting an unsuccessful grace period, to either store the goods at our premises, for which we will charge a storage fee of 0,2% of the gross invoice amount per calendar day or part thereof, or to store them at an authorized commercial company at the customer's expense and risk. At the same time, we are entitled to either insist on contract fulfillment or, after setting an appropriate grace period of at least 2 weeks, to withdraw from the contract and use the goods for other purposes.

Place of performance is Oldenburg (Oldb.).

We are entitled to make the usual commercial deviations in the quality, strength or appearance of the goods. Minor or other changes to our service or delivery obligations that are reasonable for our customers are deemed to be approved in advance. This applies in particular to deviations caused by the item (e.g. dimensions, colors, structure, design, material composition, etc.). For print orders and mass-produced goods, we reserve the right to over-/under-deliver by 10%, as goods are sometimes not counted but weighed, and these are invoiced accordingly.

Obvious defects of any kind and the delivery of goods other than those ordered must be reported immediately, i.e. immediately upon arrival and before use of the goods, but no later than within one week of receipt of the delivery items by the customer, by registered letter. Hidden defects that cannot be immediately discovered after the customer's immediate inspection must be reported in writing by registered letter immediately, but no later than within one week of their discovery. If a complaint is not made or not made in a timely manner, the goods are deemed accepted. In the event of a warranty claim, the object must be delivered clean and dry; the customer is responsible for the costs of transport to and from the workshop and for the travel of a technician. After six months from the transfer of risk, all warranty claims against us expire. In the event of a remediable defect, we will fulfill the customer's warranty claims at our discretion either by replacement, repair within a reasonable period of time, or price reduction. Customer claims for damages aimed at remedying the defect can only be asserted if we are in default with the fulfillment of the warranty claims. A warranty covers material defects and processing errors under the assumption of reasonable, normal use; it does not cover damage resulting from willful damage, vandalism, improper or misused use, damage caused by wind and weather, or improper transport; furthermore, it does not cover loss of profit, consequential damage, or damage to third parties. Pursuant to Section 6 of the German Commercial Code (HGB), the goods must be inspected immediately upon delivery. Any defects discovered must be reported to us immediately in writing, stating the nature and extent of the defect. Hidden defects must be reported in writing immediately, but no later than three working days after their discovery. If a complaint is not made or is not made in a timely manner, the goods shall be deemed accepted.

All claims for damages are excluded in cases of minor negligence. This does not apply to personal injuries or damage to items taken in for processing. The injured party must prove the existence of minor or gross negligence. The provisions on damages contained in these terms and conditions or otherwise agreed also apply if the claim for damages is asserted in addition to or instead of a warranty claim.
Claims for damages resulting from the inflating and use of balloons, tethered balloons or inflatable objects are expressly excluded. In the case of balloon decorations, especially in publicly accessible spaces, the local person responsible must ensure that all safety regulations are observed, as flammable materials are also used in decorations!

All goods are delivered by us subject to retention of title and remain our property until paid for in full. Asserting the retention of title only constitutes a withdrawal from the contract if this is expressly declared. If goods are taken back, we are entitled to charge any transport and travel costs incurred. If third parties access the reserved goods - in particular through seizure - the customer undertakes to point out our ownership and to notify us immediately. The customer bears the full risk for the reserved goods, in particular for the risk of destruction, loss or deterioration.

In the case of delivery subject to retention of title, the customer hereby assigns to us his claims against third parties, insofar as these arise from the sale or processing of our goods, until our claims have been finally settled. The customer must name his buyers to us on request and inform them of the assignment in good time. The assignment must be made clear to the buyer in the business books, delivery notes, invoices, etc. If the customer is in arrears with his payments to us, the sales proceeds received by him must be separated and the customer must only collect them in our name. Any claims against an insurer are hereby assigned to us. Claims against us may not be assigned without our express consent.

In the event of a justified complaint, the customer is not entitled to retain the entire gross invoice amount, but only a reasonable portion of it, except in cases of reversal. The reasonable amount is the amount that would be required to remedy the defect.

German law applies. The applicability of the EU/UN Convention on Contracts for the International Sale of Goods is expressly excluded. The language of the contract is German. The contracting parties agree to German, domestic jurisdiction. To the extent permissible, the court with jurisdiction at the registered office of our company shall have exclusive local jurisdiction to decide all disputes arising from this contract.

The customer gives his consent for the personal data included in the purchase contract to be stored and processed by us using automated means in fulfillment of this contract. The customer is obliged to inform us of any changes to his residential or business address as long as the legal transaction that is the subject of the contract has not been fully fulfilled by both parties. If the notification is omitted, declarations are deemed to have been received even if they are sent to the last address provided. Plans, sketches or other technical documents, as well as samples, catalogs, brochures, illustrations and the like, always remain our intellectual property; the customer does not receive any rights of use or exploitation of the work.

rental fee for storage
An annual rental fee is charged for the storage of inflatables deposited by customers at Air Decor. This amounts to 1% of the net manufacturing costs of the respective inflatable per year. The rental fee is due at the start of storage and is independent of the actual storage period.

minimum rental fee
Regardless of the net manufacturing costs of the inflatable, a minimum rental fee of 350 euros plus VAT per year will be charged. If 1% of the net manufacturing costs are less than 350 euros plus VAT, the minimum rental fee will be charged.

shelf life
The rental fee for storage is billed for one year in advance and automatically extends for another year unless the customer cancels the contract in writing, including picking up the inflatable. The cancellation must be made in writing at least 30 days before the end of the rental year. The inflatable must be picked up at the end of the rental period at the latest, otherwise another rental year will be billed.

Should a provision of these Terms and Conditions be or become invalid or unenforceable, this shall not affect the validity of the remaining Terms and Conditions. The parties are obliged to replace an invalid and unenforceable provision with one that comes closest to the economic purpose of the invalid and unenforceable provision. The same applies if a gap should become apparent in the Terms and Conditions.