General Terms and Conditions and Terms of Use (GTC / Terms of Use) of myfolie GmbH

§ 1 Scope
(1) These General Terms and Conditions apply to all contracts between myfolie GmbH, Von-Stauffenberg-Straße 27, 82008 Unterhaching, Germany (“myfolie”), and its contractual partners (“Partner,” “Dropshipper”).
(2) Any terms and conditions of the Partner that deviate from or conflict with these Terms and Conditions shall not apply unless myfolie has expressly agreed to their validity in writing.

§ 2 Subject Matter of the Agreement
myfolie provides B2B dropshipping, print-on-demand, and fulfillment services for customized products.

§ 3 Registration and Entrepreneur Status
(1) Use of the services requires prior registration.
(2) Only entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB) may become contractual partners. myfolie is entitled to request proof of entrepreneurial status at any time (e.g., business registration, extract from the commercial register, or VAT identification number).
(3) myfolie reserves the right to reject registrations or suspend existing accounts if there are doubts about the Partner’s entrepreneurial status or if false information has been provided.

§ 4 Services Provided by myfolie
(1) myfolie shall provide the contractually agreed services at its own discretion and may engage subcontractors to perform such services.
(2) Information on delivery times or availability is non-binding unless expressly confirmed in writing as binding.

§ 5 Prices and Payment Terms
(1) All prices are net prices and subject to the applicable statutory value-added tax.
(2) myfolie may adjust its prices if the underlying cost factors (in particular production, material, energy, or logistics costs, as well as legal levies or taxes) change. Price changes will be communicated to the Partner in text form in due time and shall apply to orders placed after the change takes effect. Orders already confirmed remain unaffected.
(3) Invoices are due immediately upon issuance and payable without deduction.
(4) In the event of payment default, myfolie is entitled to charge default interest at the statutory rate (Section 288 BGB) as well as reasonable reminder fees.
(5) The Partner may only offset claims that are undisputed or have been legally established.

§ 6 Delivery and Transfer of Risk
(1) Unless otherwise agreed, delivery is made ex works (Incoterms® 2020: EXW).
(2) The risk of accidental loss or accidental deterioration of the goods passes to the Partner upon handover to the transport service provider.
(3) Partial deliveries are permitted, provided they are reasonable for the Partner.

§ 7 Retention of Title
The delivered goods remain the property of myfolie until all claims arising from the business relationship have been paid in full.

§ 8 Returns and Withdrawal
(1) No statutory right of withdrawal applies, as contracts are concluded exclusively with entrepreneurs.
(2) Returns or cancellations are excluded, particularly in the case of customized products.

§ 9 Liability
(1) myfolie is liable under the statutory provisions for damages caused by intentional or grossly negligent conduct, as well as for damages resulting from injury to life, body, or health.
(2) In cases of simple negligence, myfolie is only liable if a material contractual obligation (cardinal duty) has been breached. In such cases, liability is limited to the foreseeable, contract-typical damage.
(3) Liability for indirect damages, loss of profit, or other consequential damages is excluded.
(4) Mandatory statutory liability provisions remain unaffected.

§ 10 Term and Termination
(1) The agreement is concluded for an indefinite period.
(2) Both parties may terminate the agreement with 14 days’ notice to the end of the month.
(3) The right to extraordinary termination for good cause remains unaffected.

§ 11 Amendments to the Terms and Conditions
myfolie reserves the right to amend these Terms and Conditions for objectively justified reasons, in particular due to changes in legislation, case law, technical conditions, or extensions of its service offering. Amendments will be communicated to the Partner in text form. They shall be deemed accepted unless the Partner objects in text form within 14 days of receiving the notice. myfolie will expressly inform the Partner of this legal consequence when notifying them of the amendments.

§ 12 Applicable Law and Place of Jurisdiction
(1) German law shall apply exclusively, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).
(2) The exclusive place of jurisdiction for all disputes arising from or in connection with this agreement is Munich, Germany.
(3) The contractual language is German.

§ 13 Final Provisions
(1) Should any provision of these Terms and Conditions be or become invalid, the validity of the remaining provisions shall remain unaffected.
(2) The Partner has no entitlement to the permanent storage of order or production data by myfolie.

§ 14 User Account
(1) Use of the platform requires a user account. Access credentials must be kept confidential and may not be shared with third parties.
(2) myfolie reserves the right to block user accounts in the event of violations of these Terms or for security reasons.

§ 15 Use of the Platform
(1) The platform may only be used within the scope of the functions provided.
(2) It is prohibited to use automated processes (e.g. bots, scraping), to circumvent security mechanisms, or to analyze the platform for competitive purposes.

§ 16 Content and Rights
(1) The Partner warrants that they hold all rights to the content they upload and that the use of such content does not infringe the rights of third parties.
(2) The Partner grants myfolie a simple, non-transferable, non-exclusive right of use to the content, insofar as this is necessary for the performance of the contract.
(3) Uploading or transmitting unlawful content is prohibited.

§ 17 Indemnification
The Partner shall indemnify myfolie against all claims by third parties arising from content or actions provided or carried out by the Partner, including reasonable legal defense costs.

§ 18 Prohibited Activities
It is particularly prohibited to:
– transmit unlawful, discriminatory, offensive, or copyright-infringing content,
– use the platform to distribute spam, malware, or to engage in illegal activities.

§ 19 Data Protection
The processing of personal data is carried out in accordance with the General Data Protection Regulation (GDPR) and the myfolie Privacy Policy, available at: https://www.myfolie.com/en/p/datenschutz/

§ 20 Service Management
myfolie reserves the right to delete content, block user accounts, and modify or discontinue the operation of the platform at any time.

§ 21 Availability
myfolie does not guarantee uninterrupted availability of the platform. Maintenance work, security measures, or technical issues may lead to temporary limitations.

§ 22 Intellectual Property of myfolie
All rights to the platform, software, trademarks, logos, layouts, texts, and designs are the exclusive property of myfolie. Use is only permitted with express prior consent.

§ 23 Communication
(1) Contractual communications may be made electronically, in particular by e-mail or via the platform.
(2) Electronic communications are deemed received once they are accessible within the recipient’s sphere of control.

§ 24 Right to Modify the Platform
myfolie reserves the right to modify or discontinue functions of the platform at any time.

§ 25 Transfer of Rights
myfolie is entitled to transfer rights and obligations arising from this agreement to third parties.

§ 26 Advertising and References
myfolie is entitled to name the Partner as a reference customer, unless the Partner expressly objects to this.

§ 27 Severability Clause
Should any provision of these Terms of Use be or become invalid, the validity of the remaining provisions shall remain unaffected.