§ 1 General - Scope of application and contractual partners
- These General Terms and Conditions (GTC) apply to companies (§ 14 BGB), legal entities under public law or special funds under public law.
- The General Terms and Conditions are an integral part of all offers and contracts for deliveries and services of the seller in current and future business relationships and apply exclusively to all contracts concluded - including consultancy services provided - by the seller, unless otherwise expressly agreed in writing. These terms and conditions shall be deemed to have been accepted at the latest upon receipt of the goods or services. The GTC shall also apply to consultancy services that are not the subject of an independent consultancy contract.
- In addition, all deliveries of timber shall be subject to the customs of the timber industry, in particular the "Tegernsee Customs" as amended from time to time, including all annexes and their appendices, unless they contradict these terms and conditions. Their wording is assumed to be known.
- The Buyer's own general terms and conditions shall not apply, even if the Seller has not expressly objected to them. Acts of fulfilment by the Seller shall not constitute approval of the Buyer's GTC, but shall require written confirmation.
§ 2 Data protection
All personal data provided by the Buyer which is required for the fulfilment of the contractual relationship (in particular title, name, address, e-mail address, telephone number, bank details) shall be collected, processed and stored by the Seller exclusively in accordance with the provisions of German data protection law (BDSG). The Buyer's personal data required for the establishment, content or amendment of the contractual relationship - for example for the delivery of goods to the address specified by the Seller - shall be collected and used exclusively for the processing of the concluded contracts and may be used for the further maintenance of the customer relationship, unless the Buyer objects. In addition, personal data of the buyer is collected and used which is necessary to enable the seller to accept and invoice the offers.
§ 3 Offers - Conclusion of contract
All offers made by the seller are non-binding. The Seller may accept the Buyer's offer within a period of two weeks. Verbal agreements regarding the offer require the immediate written confirmation of the seller. Orders shall also be deemed accepted if they are either confirmed in writing by the Seller or are executed immediately after receipt of the order or at the latest on the agreed delivery date. The invoice shall then be deemed to be the order confirmation. Minor, material-related deviations from the illustrations or descriptions in catalogues, samples and showpieces on which the order is based, in particular colour or grain deviations, are reserved. Such material-related deviations and properties typical of the goods
become the subject matter of the contract and do not prevent the conclusion of the contract.
§ 4 Prices
1 All prices quoted are in euros. The prices are net prices and do not include taxes and duties.
2. the order acceptance by the seller is based on the current and valid prices at the time of the order.
3 The prices do not include packaging, freight, customs, import, insurance and ancillary charges.
§ 5 Delivery and transfer of risk
1. delivery periods shall be agreed separately in the order confirmation or by written notification from the seller and shall be made to the specified delivery address.
2. partial deliveries are permissible to a reasonable extent and must be accepted by the buyer.
3. the seller shall not be liable for the impossibility of delivery or delays in delivery insofar as these are caused by force majeure or other events unforeseeable at the time of conclusion of the contract for which the seller is not responsible (e.g. shortage of raw materials, war, mobilisation, natural disasters, strike, fire, theft, technical breakdowns, shortage of raw materials, unforeseeable official import and export restrictions, official orders or disruption of transport routes, etc.).
4. if such events make delivery or performance significantly more difficult for the seller, but the delay in delivery is of a temporary nature, the agreed delivery or performance period shall be extended by the corresponding period plus a reasonable start-up period. The Seller shall inform the Buyer immediately of the beginning and end of such a hindrance.
5. impossibility of delivery or performance, in particular for reasons of force majeure (§ 5 clause 3), shall entitle the Buyer to withdraw from the contract.
In the event of default due to delays in delivery, the purchaser is entitled to withdraw from the contract after setting a grace period of at least four weeks.
If the delivery or service is divisible, the buyer is only entitled to a partial cancellation.
6. with regard to delays in delivery and performance, the seller shall only be liable for its own fault and that of its vicarious agents, but not for that of its suppliers. Upon request, the Seller shall be obliged to assign to the Buyer any claims to which it may be entitled against its suppliers.
7. the buyer shall bear the risk of loss or deterioration of the object of purchase from the time the delivery is handed over to the agreed place of delivery.
§ 6 Terms of payment, offsetting
- Unless otherwise agreed, the prices valid at the time of conclusion of the contract shall apply ex warehouse (plus statutory VAT) and the purchase price shall be due immediately upon receipt of the goods without deduction.
- In the event of default in payment, statutory default interest of 5 percentage points above the currently applicable base interest rate shall be charged for the period from the due date until receipt of payment (§ 288 BGB). The seller reserves the right to prove higher damages.
- Payments by the buyer shall initially be made on outstanding claims of the seller and only after these have been satisfied on the goods still delivered under retention of title.
- The Buyer shall only have a right of set-off pursuant to § 388 et seq. BGB only if the counterclaim has been recognised by declaratory judgement or is undisputed. The purchaser is only entitled to exercise a right of retention if his counterclaim is based on the same contractual relationship.
- In the event of non-fulfilment of payment agreements, the seller may withdraw from the contract after granting a reasonable grace period.
§ 7 Retention of title
- All objects of purchase shall remain the property of the seller until the purchase price and all other claims due to the seller from the business relationship have been paid in full.
- The buyer is authorised to resell the object of purchase in the ordinary course of business. The buyer assigns to the seller - already at the time of the conclusion of the purchase contract with his customer - all claims in the amount of the value of the reserved goods sold in each case. Despite this assignment, the buyer is authorised to collect the claim from the resale.
- If the delivered object of sale is combined with a movable object in such a way that it becomes an integral part of another object which is to be regarded as the main object, the seller shall acquire proportionate co-ownership to the extent of the value of the object of sale.
§ 8 Quality - Notice of defects - Warranty
- Wood is a natural product. Its natural properties, differences and characteristics must always be taken into account. In particular, the biological, physical and chemical properties must be taken into account when purchasing, processing and using wood. The range of natural colouring, structure and other differences within a type of wood is part of the properties of the natural product "wood".
- The Buyer shall inspect the delivery immediately upon receipt for quantity, contractual quality and, if applicable, for further warranted characteristics. Obvious defects must be reported to the seller in writing immediately, at the latest within 14 calendar days of receipt. In the event of discolouration, the notification period shall be reduced to calendar days, unless delivery of dry goods was agreed. In the case of mutual commercial transactions between merchants, the obligations arising from § 377 HGB (German Commercial Code) - in particular the obligation to give notice of hidden defects - remain unaffected.
- If the buyer discovers defects in the purchased item, he may not dispose of it. The purchased item may not be divided, resold or processed until agreement has been reached on the settlement or evidence has been secured by a publicly appointed and sworn expert.
- If the goods delivered or services rendered are defective, the statutory warranty provisions shall apply subject to § 9.
- Excess or short deliveries of up to 10% of the ordered quantity are contractually agreed.
§ 9 Liability
- The seller shall be liable in accordance with the statutory provisions
- for culpable injury to life, limb or health and
- for other damage caused intentionally or through gross negligence, even if the breach of duty is based on the corresponding culpable behaviour of a legal representative or vicarious agent.
- The Seller shall also be liable for slightly negligent breach of material contractual obligations, including by its legal representatives or vicarious agents. Essential contractual obligations are those whose fulfilment is essential for the proper execution of the contract, whose breach jeopardises the achievement of the purpose of the contract and on whose compliance the buyer may rely. Liability in this respect is limited to the foreseeable damage typical of the contract according to the type of product.
- The seller is ultimately liable
- in the case of fraudulently concealed defects and assumed guarantee for the quality of the goods and
- for claims arising from the Product Liability Act
- Otherwise the liability of the seller is excluded.
§ 10 Limitation periods
- The limitation period for warranty claims is 12 months from the transfer of risk.
- This does not apply if the law provides for longer periods for a building, if the purchased item is normally used for a building and has caused the defect or for the longer limitation period for a right of recourse pursuant to Section 445 b (1) BGB.
§ 11 Place of fulfilment - place of jurisdiction - law
1. place of fulfilment and place of jurisdiction for deliveries and payments as well as all disputes arising between the contracting parties, insofar as the buyer is a merchant, a legal entity under public law or a special fund under public law, is the registered office of the seller under company law.
2 This contractual relationship shall be governed exclusively by the law in force in the Federal Republic of Germany. The applicability of the United Nations Convention on Contracts for the International Sale of Goods (CISG) is excluded.
§ Section 12 Written form requirement; final provisions
- All other agreements concluded between the seller and the buyer must be in writing.
- Should one or more of these terms and conditions violate a legal prohibition or be legally invalid, this shall not affect the validity of the remaining provisions. In place of the invalid provision and in the event of a loophole, the provision that most closely corresponds to the economic interest and presumed intention of the contracting parties, taking into account the other terms and conditions, shall be deemed to have been agreed.