General Terms & Conditions of PV-Productions

1 General, validity period

1. Our general terms and conditions apply for all present and in future business relationships. Our deliveries and services take place exclusively on the basis of the following general business conditions. Individual contractual clauses have priority. To this extent, the general terms and conditions apply in addition.
2. Any deviating, contradictory or supplementary general terms and conditions of the customers are not an integral part of the contract, even if we provide our products or services in full knowledge of such general terms and conditions, unless we have agreed to their applicability expressly in writing.

2 Conclusion of contract, period of commitment, technical changes etc., documents

1. Our offers and quotes are subject to change. Technical changes as well as changes in form, colour, design, material and/or weight are reserved as far as the quality and functionality of the subject of the contract is not significantly changed by this and the change is a reasonable one for the customer to accept.
2. By ordering the goods (in the following also referred to as supplied product), the customer makes a binding declaration of wanting to acquire the ordered goods. The customer is bound to his order for 2 weeks after the order is received by us. Within this period, we are entitled to accept the contractual offer by the customer that is contained in the order. The acceptance can be declared to the customer either in writing or by delivering the goods.
   If the acceptance takes place by a confirmation of the order, the customer is obligated to immediately verify the acceptance for any deviations from the order and to make an immediate complaint about such deviations to us. Otherwise, the contract is deemed as valid in accordance with the order confirmation.
3. We reserve all rights regarding property and copyright to any images, diagrams, calculation and any other documents transmitted by us. Any forwarding or distribution of these documents to third parties is only permitted with our express prior approval in writing. Any diagrams and other documents included with the offer must be immediately returned to us if the contract is not awarded to us.

3 Prices

1. The purchase price is the price named by or, if this was not provided separately, the price listed in our applicable price list at the time of the order. The legally applicable value-added tax (VAT) at the time of delivery will be added to the price.
2. The prices are understood to be ex works and excluding packaging. The delivery is made freight collect. On written request of the customer, the goods will be insured by us at the cost of the customer. 6 remains unaffected.

4 Payment, delay, defence of uncertainty, offsetting

1. Payment is to be made without deductions within 30 days from the invoice date. All bank charges are to be borne by the customer.
2. We are entitled to demand advance payments and to only provide deliveries and services against payment up front.
3. If the payment by the customer is delayed, then we are entitled to charge legal default interest in the amount of 8 percentage points above the base lending rate. This does not affect our right to claim damages of higher amounts.
4. We are entitled to charge reminder charges in the amount of 5.00 Euro for every reminder and at least no less than compensation for the actual expenses.
5. If it only becomes apparent after conclusion of the contract that our entitlement to receive payment is at risk due to the inability to pay on the part of the other contractual party, then we are entitled to refuse our deliveries or services if any advance performance obligations come into existence, until such a time as payment or security has been provided for such deliveries or services. If the customer, after the expiration of a reasonable deadline set by us, is neither prepared to pay step-by-step nor to provide any security, then we are entitled to terminate the contract and to claim compensation for damages.
6. Physical products can be refunded after the goods have been returned to us without any damage. The original shipping costs of the order and return costs will not be refunded. Contact us before any return of goods.
7. For digital products there are no refund options available unless agreed otherwise with us.
8. For custom products there are no refund options available unless agreed otherwise with us.
9. Payment Provider fees are accounted directly on time of purchase and will not be refunded.

5 Delivery periods and deadlines, partial deliveries

1. Delivery dates are only legally binding if they have been expressly confirmed by us as binding in the order confirmation.
2. Delivery dates agreed in writing begin on the day of our order confirmation, though not before clarifying all technical and commercial details, as well as the presentation of any authorisations that may be required. Any changes in the execution of the delivery or the supplied product made by the customer before the delivery date will set back the delivery deadline to a reasonable extent.
3. In case of any unforeseen events and force majeure (which can include material supply bottlenecks, strikes etc.), we are entitled to push back the delivery for the duration of the cause of the delay and a reasonable start-up time. The same applies in case of any non-delivery or late delivery on the part of an upstream supplier that is not our fault
4. If our delivery is delayed, the customer is entitled to set us a reasonable delivery deadline in writing.
5. We are entitled to make partial deliveries.

6 Place of performance, risk transfer

1. The place of performance for our delivery obligation is our business premises in Heythuysen. The shipping of the supplied product takes place on request of the customer. We can choose the shipping route and method unless agreed otherwise.
2. The shipping of the supplied product takes place at the risk of the customer. The risk is transferred to the customer on delivery of the goods to the freight forwarder, the shipper or the entity entrusted with the shipping of the goods. If the shipping is delayed due to an action of the customer, then the risk is already transferred to the customer at the time the customer is notified that the goods are ready for delivery.

7 Reservation of proprietary rights, extended and expanded reservation of proprietary rights

1. Delivered goods remain our property until all payments accrued as a result of the on-going business relationship have been received.
2. In case of any action on the part of the customer that is in violation of the contract, in particular in case of delayed payment, we are entitled to take back the delivered goods. After taking back the goods, we are entitled to use them for other purposes. Any revenue received from this will be offset against the obligations of the customers – minus reasonable handling costs –.a)    The customer is not entitled to sell the delivered goods in the ordinary course of his business; however, he already cedes to us all claims that may result for him against his purchaser or third parties from the sale. We hereby accept the relinquishing of such claims. The ceding of the claims takes place irrespective of whether the delivered goods have been sold without or after any additional processing. However, the customer also remains entitled to recover the ceded claims even after the claims have been ceded. This does not affect our authorization to recover the claims ourselves; however, we undertake not to recover the claims as long as the customer meets his payment obligations.b)    If the customer does not meet his payment obligations to us, is he is in default, if there is an application for the opening of insolvency proceedings with regard to his assets or if he ceases to make payments, then the customer is obligated on our request to immediately provide information about the ceded claims and their debtors, to provide all information necessary for the collection, to provide the accompanying documents and to inform the debtors about the ceded claim.
3. In case of repossessions or other interventions by third parties, the customer must immediately notify us in writing so that we can exercise our rights.
4. We undertake to release any securities to which we have claim on request of the customer to the extent that the realizable value of our securities exceeds the claims to be secured by more than 10 %. We are entitled to select the securities to be released.
5. In case of cancellation of the contract by the customer after the contract was signed we have the right to claim the custom and ask for a compensation. This would cover all the costs we have already made.

8 Liability for defects, notice of defects, burden of proof

1. The customer must examine the supplied product immediately on receipt with the due care appropriate to the circumstances and to give notice of any complaints immediately in writing. If any defect is detected later that could not have been detected sooner, then notice must be given of the defect in writing as soon as it is discovered. If the buyer gives no notice of any complaint, then the delivery is deemed to be approved. The burden of proof for the defect itself, the time of the discovery of the defect and the timeliness of the notice of the defect lies with the customer.
2. To the extent that there is a deficit, we are entitled to decide whether to eliminate the defect or replace the product in question. The regulations regarding the delivery date (§ 5) apply accordingly.
3. If the attempt to eliminate the defect fails, which is the case after a failed second attempt due to special circumstances, if we refuse to eliminate the defect or if this is unreasonable for the customer, then the customer can elect to reduce the compensation or withdraw from the contract.  In case of a minor contractual violation, in particular in case of only minor defects, the customer is not entitled to a right of withdrawal.
4. If, due to a technical defect or a defect of title, the product causes defects at other product we are not responsible for the effects. Also in the case of lost and damages we are not entitled to any claim for damages resulting from the defect.
5. If it is necessary in case of a defect or order change to return the goods to us, then this can only occur with our prior agreement. Any return shipments that were shipped without our previous approval do not need to be accepted by us. The customer bears the costs for the return shipment.
6. We do not provide warranties in the legal sense to the customer unless explicitly agreed otherwise. A reference to standards or other legal product specifications serves only to describe the product and does not represent a warranty.
7. In the restrictions included in the preceding clauses, the liability for defects does not apply in the cases of § 10 para. 7.

9 Liability limitations, burden of proof

1. We are not liable for slightly negligent breaches of non-material contractual obligations.
2. We are not liable for any loss of profits or other financial damages on the part of the customer.
3. Damage claims against us in the cases of clauses 1.-2. are limited to the amount of the purchase price for the affected (individual) delivery.
4. In other cases of damages caused by negligence, the limitation applies according to the preceding clause 3.
5. The preceding liability limitations also apply in cases of neglect of duty by our legal representative or auxiliary persons.a)     The preceding liability exclusions/liability limitations do not apply for damages arising from personal injury or death resulting from negligence on the part of SWR or an intentional or negligent dereliction of duty on the part of a legal representative or auxiliary person of SWR. They also do not apply for other damages based on a grossly negligent dereliction of duty of SWR or an intentional or grossly negligent dereliction of duty of a legal representative or auxiliary person of SWR.b)     The same applies for the non-presence of warranted properties; however, damage claims can only be claimed to the extent that the assurance of the property includes the risk of resulting damages and the damage that occurred is the result of the lacking property.c)     Damage claims according to the Product Liability Act remain unaffected.

10 Severability of interest

Should one or more clauses of these General Terms & Conditions be or become ineffective, the effectiveness of the remaining clauses remains unaffected. The wholly or partially ineffective clause is to be replaced by a clause that comes as close as possible to the economic outcome of the ineffective clause.

11 Ancillary agreements, changes, written form

1. To be effective, ancillary agreements and changes to a contract must be made in writing. This requirement itself can only be altered in writing.
2. Faxes and e-mails meet the requirement and are deemed to be in writing.

12 Restrictions On Use Of Materials

Materials from this web site may not be copied, distributed, republished, licensed, uploaded, posted, or transmitted in any way, without our prior written consent. However, you may download one copy of the materials on one computer for your personal, non-commercial home use only, provided you do not delete or change any copyright, trademark, or other proprietary notices.

You agree that you will always link to our website when putting one of our materials or guides for display in stores or events etc.
You agree that you will not distribute, license, publish, transmit, modify or create derivative works from or exploit the contents of this web site in any way. You agree to indemnify us for any and all unauthorized uses you may make of any materials in this web site. You acknowledge that the unauthorized use of the contents of this web site could cause irreparable harm to us, and that in the event of an unauthorized use, we will be entitled to an injunction in addition to any other remedies available at law or in equity. Your use of the materials included in this web site is for informational purposes only.

Unless expressly noted, all materials in this web site are protected as the copyrights, trade dress, trade names, trademarks (registered or unregistered) and/or other intellectual property (including design logos or emblems) owned by us or by other parties that have licensed such rights to or from us (all such material collectively referred to as “Intellectual Property”). Nothing contained in this web site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Intellectual Property displayed in this web site without written permission.

By placing an order on our website you agree that your email address will be added to our mailing list. We do not send emails that often or for no reason. Emails are send if new products are released or if other important updates are needed to inform you.

We will also inform you by email if there is a product update available.

This web site may contain links to web sites (“Linked Sites”). We do not endorse any of these Linked Sites and we are providing links for these Linked Sites only as a convenience to you. We disclaim all responsibility for the content in the Linked Sites. Be aware that you access the Linked Sites at your own risk.

Gift cards expires one year after purchase date. Remaining balance on the card after a purchase may be applied to future purchases until the card expires. Gift Cards are not refundable or redeemable for cash or credit. Gift Cards may be used to make purchases only up to the available balance on the Gift Card. The available balance of the Gift Card is reduced by the amount of each purchase of goods or services and by other deductions, if any, that may be required by law. If you want to use the Gift Card to make a purchase that exceeds the available balance on the Gift Card, you must combine the use of the Gift Card with additional payment from another funding source. You agree that we are not responsible if you do not have enough funds on your Gift Card to facilitate a transaction.
Protect Gift Cards like cash. Lost, stolen or damaged Gift Cards will only be replaced if the Gift Card has never been used, and only with satisfactory proof of purchase and Gift Card number, where required by law. We reserve the right to correct the Gift Card balance if we believe that a clerical, billing or accounting error has occurred. You also agree that we may deactivate, cancel or suspend any Gift Card and freeze any associated Gift Card funds if we suspect fraud, unlawful activity or improper Gift Card use. You agree that you will not use a revoked Gift Card. The Gift Card is not a credit, debit, or charge card. No implied warranties attach to it. We may assign these Terms and Conditions at any time without notice to you. However, if we assign the Terms and Conditions, the Terms and Conditions will remain substantially the same unless you are notified.

17 Affiliates

By signing up to be an Affiliate in the PV-Productions Affiliate Program (“Program”) you are agreeing to be bound by the following terms and conditions (“Terms of Service”).

PV-Productions reserves the right to update and change the Terms of Service from time to time without notice. Any new features that augment or enhance the current Program, including the release of new tools and resources, shall be subject to the Terms of Service. Continued use of the Program after any such changes shall constitute your consent to such changes.

Violation of any of the terms below will result in the termination of your Account and for forfeiture of any outstanding affiliate commission payments earned during the violation. You agree to use the Affiliate Program at your own risk.

17.1 Account Terms

• You must be 18 years or older to be part of this Program.
• You must be a human. Accounts registered by “bots” or other automated methods are not permitted.
• You must provide your legal full name, a valid email address, and any other information requested in order to complete the signup process.
• Your login may only be used by one person – a single login shared by multiple people is not permitted.
• You are responsible for maintaining the security of your account and password. PV-Productions cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
• You are responsible for all Content posted and activity that occurs under your account.
• One person or legal entity may not maintain more than one account.
• You may not use the Affiliate Program for any illegal or unauthorized purpose. You must not, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).
• You may not use the Affiliate Program to earn money on your own PV-Productions product accounts.

17.2 Links/graphics on your site, in your emails, or other communications

Once you have signed up for the Affiliate Program, you will be assigned a unique Affiliate Code. You are permitted to place links, banners, or other graphics we provide with your Affiliate Code on your site, in your emails, or in other communications. We will provide you with guidelines, link styles, and graphical artwork to use in linking to PV-Productions. We may change the design of the artwork at any time without notice, but we won’t change the dimensions of the images without proper notice.

To permit accurate tracking, reporting, and referral fee accrual, we will provide you with special link formats to be used in all links between your site and the PV-Productions. You must ensure that each of the links between your site and the PV-Productions properly utilizes such special link formats. Links to the PV-Productions placed on your site pursuant to this Agreement and which properly utilize such special link formats are referred to as “Special Links.” You will earn referral fees only with respect to sales on a PV-Productions product occurring directly through Special Links; we will not be liable to you with respect to any failure by you or someone you refer to use Special Links or incorrectly type your Affiliate Code, including to the extent that such failure may result in any reduction of amounts that would otherwise be paid to you pursuant to this Agreement.

Affiliate links should point to the page of the product being promoted.

17.3 Referral fees/commissions and payment

For a Product sale to be eligible to earn a referral fee, the customer must click-through a Special Link from your site, email, or other communications to https://pv-productions.com and complete an order for a product during that session.

We will only pay commissions on links that are automatically tracked and reported by our systems. We will not pay commissions if someone says they purchased or someone says they entered a referral code if it was not tracked by our system. We can only pay commissions on business generated through properly formatted special links that were automatically tracked by our systems.

We reserve the right to disqualify commissions earned through fraudulent, illegal, or overly aggressive, questionable sales or marketing methods.

Payments only begin once you’ve earned more than €50 in affiliate income. If your affiliate account never crosses the €50 threshold, your commissions will not be realized or paid. We are only responsible for paying accounts that have crossed the €50 threshold.

17.4 Identifying yourself as a PV-Productions Affiliate

You may not issue any press release with respect to this Agreement or your participation in the Program; such action may result in your termination from the Program. In addition, you may not in any manner misrepresent or embellish the relationship between us and you, say you develop our products, say you are part of PV-Productions or express or imply any relationship or affiliation between us and you or any other person or entity except as expressly permitted by this Agreement (including by expressing or implying that we support, sponsor, endorse, or contribute money to any charity or other cause).

You may not purchase products through your affiliate links for your own use. Such purchases may result (in our sole discretion) in the withholding of referral fees and/or the termination of this Agreement.

17.5 Payment schedule

As long as your current affiliate earning are over €50, you’ll be paid each month if not mentioned and/or discussed otherwise. If you haven’t earned €50 since your last payment, we’ll pay you the following month after you’ve crossed the threshold.

17.6 Customer definition

Customers who buy products through this Program will be deemed to be our customers. Accordingly, all of our rules, policies, and operating procedures concerning customer orders, customer service, and product sales will apply to those customers. We may change our policies and operating procedures at any time. For example, we will determine the prices to be charged for products sold under this Program in accordance with our own pricing policies. Product prices and availability may vary from time to time. Because price changes may affect Products that you have listed on your site, you should not display product prices on your site. We will use commercially reasonable efforts to present accurate information, but we cannot guarantee the availability or price of any particular product.

17.7 Your responsibilities

You will be solely responsible for the development, operation, and maintenance of your site and for all materials that appear on your site. For example, you will be solely responsible for:

– The technical operation of your site and all related equipment
– Ensuring the display of Special Links on your site does not violate any agreement between you and any third party (including without limitation any restrictions or requirements placed on you by a third party that hosts your site)
– The accuracy, truth, and appropriateness of materials posted on your site (including, among other things, all Product-related materials and any information you include within or associate with Special Links)
– Ensuring that materials posted on your site do not violate or infringe upon the rights of any third party (including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights)
– Ensuring that materials posted on your site are not libelous or otherwise illegal
– Ensuring that your site accurately and adequately discloses, either through a privacy policy or otherwise, how you collect, use, store, and disclose data collected from visitors, including, where applicable, that third parties (including advertisers) may serve content and/or advertisements and collect information directly from visitors and may place or recognize cookies on visitors’ browsers.

17.8 Compliance with Laws

As a condition to your participation in the Program, you agree that while you are a Program participant you will comply with all laws, ordinances, rules, regulations, orders, licenses, permits, judgments, decisions or other requirements of any governmental authority that has jurisdiction over you, whether those laws, etc. are now in effect or later come into effect during the time you are a Program participant. Without limiting the foregoing obligation, you agree that as a condition of your participation in the Program you will comply with all applicable laws (federal, state or otherwise) that govern marketing email, including without limitation, the CAN-SPAM Act of 2003 and all other anti-spam laws.

17.9 Term of the Agreement and Program

The term of this Agreement will begin upon our acceptance of your Program application and will end when terminated by either party. Either you or we may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination. Upon the termination of this Agreement for any reason, you will immediately cease use of, and remove from your site, all links to https://pv-productions.com, and all of our trademarks, trade dress, and logos, and all other materials provided by or on behalf of us to you pursuant hereto or in connection with the Program. PV-Productions reserves the right to end the Program at any time. Upon program termination, PV-Productions will pay any outstanding earnings accrued above €50.

17.10 Termination

PV-Productions, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Program, or any other PV-Productions service, for any reason at any time. Such termination of the Service will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all potential or to-be-paid commissions in your Account if they were earned through fraudulent, illegal, or overly aggressive, questionable sales or marketing methods. PV-Productions reserves the right to refuse service to anyone for any reason at any time.

17.11 Relationship of Parties

You and we are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your site or otherwise, that reasonably would contradict anything in this Section.

17.12 Limitations of Liability

We will not be liable for indirect, special, or consequential damages (or any loss of revenue, profits, or data) arising in connection with this Agreement or the Program, even if we have been advised of the possibility of such damages. Further, our aggregate liability arising with respect to this Agreement and the Program will not exceed the total referral fees paid or payable to you under this Agreement.

17.13 Disclaimers

We make no express or implied warranties or representations with respect to the Program or any products sold through the Program (including, without limitation, warranties of fitness, merchantability, noninfringement, or any implied warranties arising out of a course of performance, dealing, or trade usage). In addition, we make no representation that the operation of the PV-Productions will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors.

17.14 Independent Investigation

YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS TERMS AND CONDITIONS. YOU UNDERSTAND THAT WE MAY AT ANY TIME (DIRECTLY OR INDIRECTLY) SOLICIT CUSTOMER REFERRALS ON TERMS THAT MAY DIFFER FROM THOSE CONTAINED IN THIS AGREEMENT OR OPERATE WEB SITES THAT ARE SIMILAR TO OR COMPETE WITH YOUR WEB SITE. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.

17.15 Arbitration

Any dispute relating in any way to this Agreement (including any actual or alleged breach hereof), any transactions or activities under this Agreement or your relationship with us or any of our affiliates shall be submitted to confidential arbitration, except that, to the extent you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any state or federal court (and you consent to non-exclusive jurisdiction and venue in such courts) or any other court of competent jurisdiction. Arbitration under this agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.

17.16 Miscellaneous

This Agreement will be governed by the laws, without reference to rules governing choice of laws. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement.

The failure of PV-Productions to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between you and PV-Productions and govern your use of the Service, superceding any prior agreements between you and PV-Productions (including, but not limited to, any prior versions of the Terms of Service).