Terms & Conditions

MARBURGER TAPETENFABRIK J. B. Schaefer GmbH & Co. KG, 35274 Kirchhain

General Terms and Conditions of Delivery and Payment as of 01.10.2025

1. General Provisions

1.1. All deliveries and sales are made to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB), hereinafter referred to as the “Buyer”, exclusively based on the following conditions. This applies even if the Buyer refers to other conditions in their order or in a letter of confirmation. Deviating, conflicting, or supplementary terms and conditions of the customer shall only become part of the contract if and to the extent that we expressly consent to their validity in writing. This requirement of consent applies even if we conclude contracts with the customer while being aware of the customer’s terms and conditions. The priority of individual agreements remains unaffected.

1.2. In ongoing business relationships, these conditions also apply to future deliveries and sales without the need for a new transmission of the conditions or a repeated reference. The conditions are made available in their currently valid version on our homepage (www.marburg.com).

2. Prices, Surcharges, and Purchase Quantities

2.1. Unless otherwise stated, prices are in EURO per wallpaper roll ex works, including packaging, plus value-added tax at the rate applicable at the time of performance. Orders from the Buyer made independently of our offers may be accepted by us within 7 days of receipt, either in writing or by delivery.

2.2. The quantities specified in the price list shall apply as a “batch” (Partie). Orders below the batch quantity are subject to a standard industry surcharge for small quantities (Zimmeraufschlag).

3. Sample Material / Individual Rolls

3.1. Sample material is only delivered in standard dimensions. Sample rolls are charged separately.

3.2. Individual rolls from batch-wise or room-wise deliveries cannot be returned.

4. Order Acceptance and Delivery Time

4.1. All offered prices, including price information on sections or sample cards, are non-binding until our express confirmation. Side agreements or any special arrangements must be made in writing.

4.2. For orders, the Buyer bears the burden of proof for correct transmission.

4.3. Delivery dates are non-binding unless we have expressly agreed upon their binding nature. We are permitted to make partial deliveries in accordance with our manufacturing capabilities.

4.4. Orders for items from discontinued collections are accepted subject to the availability of stock. In case of doubt, the discontinuation date of the collection specified in the price list applies.

4.5. If we are in default of delivery according to statutory regulations, a reminder by the Buyer is required in any case. In this event, the Buyer may claim liquidated damages for the delay. The liquidated damage amount is 0.5% of the net price (delivery value) for each completed calendar week of delay, but not exceeding 5% of the delivery value of the late-delivered goods. We reserve the right to prove that the Buyer has suffered no damage or significantly less damage than the aforementioned flat rate.

4.6. If the Buyer is in default of acceptance, fails to cooperate, or if our delivery is delayed for other reasons attributable to the Buyer, we are entitled to claim damages, including additional expenses (e.g., storage costs).

For this, we charge a flat rate of 50 EUR per calendar day, starting with the delivery period or – in the absence of a delivery period – with the notification of readiness for shipment. The proof of higher damages and our legal claims (in particular reimbursement of additional expenses, reasonable compensation, termination) remain unaffected; the flat rate is to be offset against further monetary claims. The Buyer is permitted to prove that we have suffered no damage or significantly less damage than the aforementioned flat rate.

5. Delivery

5.1. Deliveries are made ex works at the risk and expense of the Buyer. Returns are also at the Buyer’s risk and expense, unless there is a justified complaint. Insurance of the shipment is only carried out upon special order and at the Buyer’s expense.

5.2. For orders with a minimum value of €410.00 per order for a single delivery to an address within Germany, we shall bear the standard German freight costs to the recipient’s address. The value of the shipment is determined by the number of rolls x net invoice price. The type and route of transport shall be selected by us at our reasonable discretion.

5.3. For parcel service, postal, and express shipments, the out-of-pocket expenses are charged – unless the shipments can be delivered freight collect.

6. Payment

6.1. Our invoices are payable within 10 days net from the invoice date. Advertising materials and sample materials, including sample cards, are payable net.

6.2. Payments with debt-discharging effect must be made exclusively to one of our business accounts. Our representatives are under no circumstances granted power of collection. Payment by check or bill of exchange requires our express consent. Discount and bill charges are at the expense of the payer.

6.3. Cash discount (Skonto) is only granted for cash payment on the net goods amount remaining after deduction of discounts. The discount amount is shown on the invoice. Cash payment is only considered as such if the funds are received on time, not by the provision of bills of exchange. The right to discount only exists if, at the time of payment, only invoices entitled to discount are outstanding.

6.4. The Buyer shall pay default interest at a rate of 8% above the base interest rate; we reserve the right to claim further damages. Payments by the Buyer are first offset against costs and interest, and otherwise in accordance with Section 366 (2) of the BGB.

6.5. We reserve the right to assign claims that are not paid 60 days after the due date to our collection authorized representative.

6.6. The Buyer may not set off or assert a right of retention unless their claims have been legally established by a court of law.

6.7. If we become aware of a significant deterioration in the Buyer’s financial circumstances or if the Buyer falls into arrears, we may demand immediate payment of all outstanding invoices, including those not yet due, arising from the business relationship.

7. Retention of Title

7.1. All goods delivered by us remain our property until the settlement of all our current, conditional, or future claims against the Buyer. In the case of check or bill of exchange payments, the Buyer recognizes the retention of title in our favor until the check/bill of exchange is cashed.

7.2. Within the scope of proper business management, the Buyer may dispose of the goods, in particular sell them. Any claims arising from such sales are hereby assigned to us as security in the amount of the purchase price to be paid. The Buyer is authorized and obligated to collect the claims assigned to us as long as we do not revoke this authorization. The authorization also expires without express revocation if the Buyer stops payments to us, but no later than 14 days after the invoice due date. The Buyer is not entitled to other dispositions of the reserved goods or the claims assigned to us. In particular, the Buyer may not export the goods from Germany without our consent before acquiring full ownership. In the event of seizures or other interventions by third parties, the Buyer must point out our security rights, mark the goods in our property as such, and notify us immediately.

7.3. We are bound by contractual obligations and promises with partners in countries outside the European Union (third countries). Therefore, the Buyer may not take any measures for the distribution of the goods in third countries without our consent.

7.4. If the Buyer defaults on their payment obligations towards us or violates an obligation resulting from the agreed retention of title, the entire remaining debt becomes due immediately. In this case, we are entitled to demand the return of the goods subject to retention of title and to collect them. In this case, the Buyer has no right of possession. We are also entitled to inform the Buyer’s customers of the assignment of their claims to us and to collect the claims. Furthermore, we are entitled to demand the handing over of corresponding documents (e.g., debtor lists).

7.5. We undertake to release the securities to which we are entitled according to the above provisions at our discretion to the extent that the value of the reserved goods/assigned claims exceeds the clearly secured claims by 20%.

7.6. The assertion of the retention of title does not constitute a withdrawal from the contract. In the event of a return of goods, the Seller may apply price reductions for their costs.

7.7. The Buyer is obliged to insure the goods against theft, fire, and water damage if payment is not made within 30 days. Proof of insurance must be provided upon request.

8. Discounts

8.1. If the Buyer is granted discounts, including bonuses, within the framework of special agreements, the assignment of the claim to discounts/bonuses is excluded.

8.2. Bonuses are only granted on the selling prices after deduction of all discounts.

8.3. Discounts given by us as advance performance for sales of current or future collections (e.g., sample roll discounts and amortizations, lower sample roll prices) can be reclaimed by us if the Buyer defaults on their payment obligations.

9. Unilateral Right of Withdrawal

9.1. For contracts for the delivery of custom-made products, we have a unilateral right of withdrawal in cases where the fulfillment of the sales contract obligations is either not possible for production-technical reasons or there is a violation of public morals. Such cases can be (but are not limited to):

• Images that violate criminal law provisions (racist, discriminatory, or pornographic depictions),
• Images that violate personal and/or copyrights,
• Other images that contradict basic ethical-moral values, as well as
• A qualitatively insufficient or faulty original motif.

9.2. In the event of a withdrawal from the contract, we will inform the Buyer in writing (e.g., letter, fax, email) without stating reasons. Furthermore, we will, at our option, refund the purchase price already paid or offset it against other claims.

10. Third-Party Copyrights

10.1. If the Buyer provides us with texts and/or images for the manufacture of products, they must ensure that third-party rights, in particular copyrights, are not violated. Only texts and images for which the Buyer has the necessary rights of use, distribution, and reproduction may be used.

10.2. We shall be indemnified by the Buyer against all claims by third parties for infringement of copyrights or other industrial property rights.

10.3. The Buyer shall notify us immediately if third parties assert property right infringements. In the event of legal disputes, the Buyer bears all costs.

11. Complaints

11.1. Data, quality descriptions, specifications, or other information about the usability or condition announced by us are non-binding unless we have confirmed them in writing. Public statements, praises, or advertisements by us do not constitute a binding description of quality and/or information about the intended use.

11.2. Before starting use or further processing, the Buyer must ensure that the delivered goods are correct in terms of quantity, condition, and other properties within the meaning of Sections 377 and 378 of the German Commercial Code (HGB) and are suitable for their intended use. If a defect or a quantity difference appears, the Buyer must report it immediately, but no later than within 14 days of receipt of the shipment. After that, the delivered goods are considered approved. Hidden defects must be reported to us in writing immediately. To justify the complaint, one of the contested wallpaper rolls must be sent in with the insert (Einrollzettel). If the goods have already been processed, at least sections of the goods that make the defect recognizable must be sent in along with the insert.

11.3. Minor deviations in quality, color, tint, purity, and strength, which are common in the manufacture of wallpaper rolls, do not constitute a defect in the goods. Deviations in dimensions and weights of the individual wallpaper roll of +/- 3% are to be accepted as standard in the industry. The processing of the wallpaper rolls must be carried out according to our specifications and in compliance with standard industry requirements. If defects appear in part of the delivery, the entire delivery cannot be complained about as defective.

11.4. The warranty period is 1 year from delivery of the goods. The Buyer does not receive guarantees in the legal sense from us. In the case of defective processing instructions, we are only obliged to deliver defect-free instructions, and only then if the defect in the processing instructions prevents the proper processing of the wallpaper rolls.

11.5. The Buyer has a right to supplementary performance (repair or replacement). If the supplementary performance fails, the Buyer can generally demand a reduction of the remuneration (diminution) or cancellation of the contract (withdrawal). However, in the case of only a minor breach of contract, in particular in the case of only minor defects, the Buyer has no right of withdrawal.

11.6. If the Buyer withdraws from the contract after failed supplementary performance, they are not entitled to additional compensation for damages due to the defect. If the Buyer claims damages after failed supplementary performance, the goods remain with the Buyer if this is reasonable for them. The damage compensation is limited to the difference between the purchase price and the value of the defective goods.

11.7. Insofar as the Buyer has received defective goods from us, which they have incorporated into another object or attached to another object according to their nature and purpose, and can demand supplementary performance from us in accordance with these General Terms and Conditions, we are only obliged within the scope of supplementary performance to reimburse the Buyer for the expenses for removing the defective goods and installing or attaching the repaired or delivered defect-free goods if they have complied with the “Inspection guidelines for wall coverings before, during, and after processing” from leaflet No. 7 (as of November 2013).

12. Exclusion and Limitation of Liability

12.1. Damage claims of the Buyer due to a defect expire 1 year after delivery of the goods. This does not apply in cases of gross negligence by us.

12.2. In the event of slightly negligent breaches of duty, our liability is limited to the foreseeable, contract-typical immediate average damage according to the type of goods. This also applies to slightly negligent breaches of duty by legal representatives, employees, and other vicarious agents as well as subcontractors. The above limitation of liability does not apply in the case of a culpable breach of an essential contractual obligation and for guarantee declarations within the meaning of Sections 444 and 639 of the BGB.

12.3. Liability is excluded for defects resulting from external influences and influences for which we are not responsible (e.g., improper processing, storage). The same applies to defects occurring through normal wear and tear.

12.4. Towards companies, we are not liable for slightly negligent breaches of non-essential contractual obligations. Claims for damages according to Sections 280 (2), 286 BGB are limited in absolute amount to 5% of the purchase price.

12.5. The above limitations of liability do not affect claims of the Buyer from product liability. The limitations of liability do not apply to non-attributable bodily and health damage or loss of life of the customer and their vicarious agents.

13. Written Form

Legally relevant declarations and notifications to be made by the Buyer after the conclusion of the contract (e.g., setting of deadlines, notifications of defects, withdrawal, or reduction) require the written form to be effective.

14. Operational Interruption

We are released from our obligation for timely delivery by all circumstances for which we are not responsible and which lead to a significant operational interruption for us. If the operational interruption lasts longer than 2 months, both parties may withdraw from the contract.

15. Data Protection

15.1. Personal data that are not the subject of processing on behalf within the meaning of Art. 28 GDPR are processed by us as the controller within the framework of the applicable legal regulations.

15.2. We take all measures required by the applicable legal regulations in our area of responsibility with regard to this data. The aim of this measure is to achieve the following protection goals: availability, confidentiality, integrity, transparency, non-linkability (as technical safeguarding of purpose limitation), and intervenability (as technical design of procedures for exercising the rights of those affected).

16. Place of Performance and Jurisdiction

16.1. The place of performance for delivery and payment, as well as the mutual place of jurisdiction, is our place of business.

16.2. If our rights are assigned to our collection representative, their seat is the place of jurisdiction. We or our collection representative may also sue at the Buyer’s seat.

17. Miscellaneous

17.1. German law shall apply exclusively; the UN Convention on Contracts for the International Sale of Goods (CISG) is excluded.

17.2. Should any of the above provisions be or become ineffective, the validity of the remaining provisions shall remain unaffected. We may replace the ineffective provision with the permissible regulation that most closely achieves the purpose of the ineffective provision.

MARBURGER TAPETENFABRIK J. B. Schaefer GmbH & Co. KG, seat in Kirchhain (HR A 3003 District Court of Marburg)
General Partner: Marburger Tapetenfabrik Verwaltungs GmbH, seat in Kirchhain (HR B 6309 District Court of Marburg); Managing Directors: Dipl.-Ing. Ullrich Eitel, Paul Eitel, Alexander Kubsch