General Terms and Conditions of Fashion Roof Services, owned by Stefan Eckert

Last update: January 10, 2024

Fashion Roof Services

Stefan Eckert, owner
Überseeboulevard 2
D – 20457 Hamburg
Tel: +49(0)40 63689805

1. Scope of application

1.1 These General Terms and Conditions apply exclusively to entrepreneurs, legal entities under public law, or public-law special funds as defined by § 310 para. 1 of the German Civil Code (BGB).

1.2 Any divergent terms and conditions of the client shall not be part of the contract unless explicitly agreed upon in writing. Our silence on such deviating conditions does not constitute acknowledgment or approval, even for future contracts.

1.3 Our General Terms and Conditions also apply to all future contracts with the client.

2. Our services

2.1 We specialize in providing comprehensive services encompassing design, marketing, product development, textile production, and material procurement within the premium and luxury fashion sector.

2.2 Unless otherwise agreed, the product development process includes:

  • Submission of a design by the client
  • Provision of measurements or a sample by the client to determine the preliminary fit
  • Preparation of a technical drawing by us
  • Production of a fitting sample using muslin or a comparable test fabric according to the information provided by the client and our technical drawing (Techpack) for coordination of any changes with the client
  • Fitting day with our client at our business premises to finalize fit and design
  • Creation of a Techpack by us
  • Manufacture of a paid prototype for production by us
  • Washing and wearing test of the prototype and its approval for production by the client

2.3 We reserve the right to provide our services directly or engage qualified third parties.

3. Prices and costs, transport, insurance

3.1 Our prices are exclusive of VAT at the statutory rate in case of VAT liability and obligation.

3.2 Packaging, loading, shipping, and transportation costs are borne by the client and invoiced separately. The client entrusts us with the discretion to determine the method of shipment and the selection of the transportation company.

3.3 In the case of cross-border deliveries, the client is responsible for any applicable customs duties and taxes, to the extent legally permissible.

3.4 We arrange for the insurance of the transport or shipment at the client’s expense, with the associated insurance costs being included in our final invoice.

4. Payment conditions

4.1 We reserve the right to request the agreed-upon remuneration in advance and will initiate the provision of our services only upon receipt of payment. This policy is especially applicable to new customers. It is essential to acknowledge that our services involve highly individualized processes in the development and production of premium and luxury fashion, making it impractical for us to routinely offer services without prior payment.

4.2 Notwithstanding the above provision, we are entitled to request partial payments.

4.3 Our invoices are due for immediate payment without deduction.

5. Copyrights/Industrial property rights/Trademarks/Liability indemnification

5.1 The client assures us that the materials provided for our services (e.g., designs, samples, logos, etc.) are free from third-party rights or that they possess the necessary rights granted by the respective rights holder. The client agrees to fully indemnify us from any claims by third parties in this regard.

5.2 The client is obligated to verify and ensure that the services and products ordered from us do not infringe on the rights of third parties. The client fully indemnifies us from any claims by third parties in this regard.

5.3 We reserve all our rights, particularly our (industrial property) rights such as copyright or design rights, to all our work, including designs, illustrations, layouts, documents, and drawings. Upon termination of the contract, we grant the client limited and simple usage rights for the purpose of the specific contract. Any further use by the client requires a separate agreement.

5.4 We handle the labelling and tagging of textile products and fibre compositions.

6. Examination of Techpacks and prototypes; Declaration of production approval

6.1 The client is obligated to examine Techpacks and prototypes provided by us immediately upon delivery; part of the inspection obligation for a prototype also includes a washing and wearing test.

6.2 Based on the prototype, the client can submit change requests or declare production approval.

6.3 Production approval is considered granted if we have set a reasonable deadline for the client to declare production approval after completion and delivery of the prototype, and the client has not refused production approval within this deadline, stating at least one change request.

6.4 For prototypes made of soft fabrics, fabric-like materials, and yarns, technically caused minor deviations in length, width, weight, colour, and fibre composition do not entitle the client to refuse the declaration of production approval. Prototypes made by hand may exhibit different manifestations of finishing. Such minor variations due to manual work do not entitle the client to refuse the declaration of production approval. Fabrics and fabric-like materials are not absolutely dimensionally stable, so there may be slight variations in the implementation of motifs during weaving or embroidery. Such variations do not entitle the client to refuse the declaration of production approval. Prototypes made of soft fabrics, fabric-like materials, and yarns may shrink by up to 6% after washing or ironing. Such variations do not entitle the client to refuse the declaration of production approval.

7. Transfer of risk

We deliver Ex Works. The risk passes to the client as soon as the delivered item leaves the factory. This also applies to transport in the case of partial and free deliveries and deliveries by third parties commissioned by us (2.3); in this case, the third party’s place of business is considered the factory.

8. Warranty/Notification of defects

8.1 The client’s rights are excluded if the defect is attributable to a fabric supplied by the client.

8.2 For products crafted from soft fabrics, fabric-like materials, and yarns, technically induced minor deviations in length, width, weight, colour, and fibre composition do not grant the client the right to assert warranty claims. In the case of products made by hand or enhanced by hand, variations within a batch may occur, and these inherent differences resulting from manual work are not deemed defects. This principle extends to corresponding distinctions between approval samples and the final production. Fabrics and fabric-like materials, being inherently non-dimensionally stable, may exhibit slight variations in motif implementation during weaving or embroidery, which are not considered defects. Furthermore, products made from soft fabrics, fabric-like materials, and yarns may experience up to a 6% shrinkage after washing or ironing, and such variations are also not regarded as defects.

8.3 The client is obligated to promptly notify us of any obvious defects, but no later than two working days (Monday to Saturday) after delivery. The client is required to thoroughly inspect the delivery upon receipt, including a washing and wearing test as part of the inspection obligation. In the event that defects are discovered during this examination, the client must inform us immediately, within two working days of discovery. If a defect emerges that was neither apparent nor discernible through an examination, the client must promptly notify us, again within two working days of discovery. Failure to notify us of defects within the specified period will result in the delivery being deemed approved.

8.4 Our agents and assistants are not authorized to accept notifications of defects.

8.5 Our warranty consists, at our discretion, of rectifying the defect (repair) or delivering a replacement.

8.6 Warranty claims expire 12 months after delivery. If the law mandates longer periods, those apply.

8.7 Warranty is excluded for the delivery of used goods.

8.8 For a delivery intended for use outside of Germany, we do not assume any warranty for compliance with foreign law.

9. Set-off, retention, assignment

9.1 The client is only entitled to set off against our claims if they are undisputed or legally established claims or counterclaims arising from the same contractual relationship.

9.2 The client may only assign claims against us with our explicit written consent.

10. Limitation of liability

10.1 Claims for damages by the client against us, our legal representatives, and our agents, regardless of the legal grounds, especially for breach of obligations from the contractual relationship and tort, are excluded. This exclusion does not apply in cases of assuming a guarantee and where we are liable by law (e.g., under the German Product Liability Act), in cases of grossly negligent breach of duty by us, or intentional or grossly negligent breach of duty by our legal representatives and agents, or in the case of a slightly negligent breach of essential contractual obligations or in cases of injury to life, body, or health.

10.2 In the case of negligently caused property and financial damages, we, our legal representatives, and agents are only liable up to the foreseeable and contract-typical damages at the time of contract conclusion.

10.3 The above regulations do not entail a shift of the burden of proof to the detriment of the client.

11. Place of performance, jurisdiction, applicable law

11.1 The place of performance is our place of business.

11.2 To the extent permitted by law, any disputes arising from the contractual relationship shall be brought before the court that is competent for our place of business. We are also entitled to file a lawsuit at the client’s place of business.

11.3 German law applies.

12. Final provisions

12.1 If individual provisions of these General Terms and Conditions are or become invalid in whole or in part, the validity of the remaining provisions shall remain unaffected.

12.2 The German version of these General Terms and Conditions shall prevail exclusively and be considered the authoritative version.