Supplies, services and offers from duophonic GmbH are subject exclusively to these terms and conditions which are deemed accepted when an order is placed. Any variations by the customer which are not confirmed by us in writing are not binding for us and are not part of the agreement; this also applies if we do not expressly contradict them. These conditions of supply and payment apply to all future business, even if we do not refer to them again explicitly. If one condition should prove unworkable, the others are not affected.
2. Conclusion of contract and processing of the order
The contract with the customer is only concluded upon our confirmation of the order or when the order is processed.
The prices on the price list applicable on the day of placing the order apply to supplies and services by duophonic GmbH unless an alternative price has been expressly given in the quotation.
4. Conditions of payment
4.1. The invoice is issued on the day of dispatch. Payment of the invoice amount must be made in advance, by bank transfer or in cash.
4.2 If the service is being provided in parts, we reserve the right to require part payment from the customer.
4.3 Payment is deemed as made on the day that any cheques or bank transfers are credited to our account.
5. Delay in shipment, shipping options
5.1. The delivery period starts when we have confirmed the order and received all documentation necessary for production. The delivery period may be extended in the event of unforeseen circumstances and other unforeseeable exceptional circumstances outside our control (or that of our upstream suppliers).
5.2. Should duophonic GmbH be responsible for non-delivery or be late, any claims by the customer for recompense due to non-fulfilment shall be limited to the invoiced amount for the order concerned, provided the damage is caused by exceptional and unforeseeable circumstancese. The limit to liability under part 1 does not apply if duophonic GmbH is guilty of intent or gross negligence.
6. Shipping, storage costs
Shipping is upon pre-payment but at the customer’s risk. The risk is transferred to the customer as soon as duophonic GmbH had handed over the goods to be dispatched to the transporting person or company or they have left duophonic GmbH for shipment. If the goods are ready for shipment and dispatch or acceptance is delayed for reasons that are beyond our control, the risk is transferred to the customer upon receipt of notification that the goods are ready for shipment. Unless agreed otherwise, the route and method of shipment are at our discretion. Should the customer request a special method of shipment, we shall charge the additional cost. Special requirements about the method of shipment must be given afresh with each order. Shipping costs (freight and postage) and customs duties will be invoiced additionally for deliveries outside Germany.
7. Delay in acceptance
7.1. If the customer still refuses to take delivery after a reasonable time extension with refusal to accept performance, or previously declares seriously and finally that he will not take delivery, the customer may not demand return of the payment after the sound media have been made or services have been performed, even if the sound media have not been delivered, unless the services provided or sound media made do not comply with the order.
7.2. We may claim recompense by requiring payment of the value of the order without providing any evidence. The right to a higher level of compensation remains reserved.
7.3. The customer is obliged to accept partial deliveries (advance deliveries) if this is reasonable
8.1 Claims resulting from obvious faults must be lodged immediately within 8 days of receipt of the goods. We must be given the right to carry out a check. Claims for hidden faults that are not apparent at the time of the initial check may only be made if the claim reaches us within 30 days of delivery.
8.2. Faults in part of the consignment are not grounds for making a claim for the entire consignment.
8.3. We must be given the right to rectify the fault or supply a replacement. A reasonable deadline must be allowed for this. If the fault is not rectified (delivery of a replacement) or if it is not carried out within a reasonable period of time, or if it is not accepted, the customer may require the charges to be reduced or the contract to be nullified. Any additional guarantee and liability, especially for consequential claims, is excluded unless we or our assignees have acted with intent or gross negligence, or if properties have been expressly agreed.
9. Ownership of the goods
The customer remains the owner of the material sent in by him for the production (data media), which will be stored at his risk. This material will only be used for commissions from the customer and will be destroyed one year after their last use without further notice. All material created for production remains our property. The goods supplied remain our property until full payment has been made for all our claims arising from the business relationship and until any cheques in payment have been cleared. In the event of ongoing invoicing, the property reserved as security is to the value of the outstanding amount.
9.1 9.4. All duplicating tools manufactured for the order remain the property of the suppliers commissioned by duophonic GmbH.
Press tools, stampers and printed materials are only used for orders of the purchaser and destroyed 2 years after the last use without prior notification.
duophonic GmbH is liable in full if damage is as a result of intent or gross negligence. Duophonic GmbH is not liable for minor negligence or work done by sub-contractors if these do not breach the contractual obligations or if they are not essential for fulfilling the purpose of the contract, or if the customer was not entitled to expect them to be adhered to strictly. Any liability of duophonic GmbH for losses consequential of faults or indirect damage resulting from faulty products is excluded.
Verbal agreements are only valid if they have been expressly confirmed by duophonic GmbH in writing. The contracts between duophonic GmbH and the customer are subject exclusively to German Law. The place of execution is Augsburg/Bavaria. The place of jurisdiction for any dispute regarding contracts between duophonic GmbH and the customer, including initiation of proceedings, is the district court of Augburg (Germany).
By placing the order, the customer declares that he owns all necessary rights for reproduction of the material made available. By placing the order, the customer declares that he owns all necessary rights for reproduction, such as the rights to mechanical reproduction, rights to use certain film, sound, data or other recordings and guarantees that all appropriate licence fees will be paid to the relevant authority and that duophonic GmbH will not be implicated in any way.
The parties are agreed that the customer will indemnify duophonic GmbH of any claims, especially all claims from third parties including claims connected with copyright or ancillary copyright companies or similar organisations, as well as any lawyers’ and court costs that may be incurred from any claimed or actual breach of such rights. Clarification of ancillary copyright means clarification of, for example, the right of publishing music which has already been reproduced on CD or other data media by a music publisher. In this event copyright of the current recording may be held by the composer or lyricist or by the publisher.