General Terms and Conditions

Holzwerke Weinzierl GmbH

The German Sawmill and Wood Industry Association (Deutscher Säge- und Holzindustrie Bundesverband e.V.) provides companies in the wood-processing industry with the following general terms and conditions (GTC) for use in commercial transactions with non-consumers; the German Sawmill and Wood Industry Association assumes no legal responsibility for the use of said general terms and conditions.

The association does not guarantee the accuracy or legal validity of the following general terms and conditions. Users are advised to draw up individual terms and conditions tailored to their own business operations and to seek expert advice.

General Terms and Conditions for the Sawmill and Wood Industry

(General Terms and Conditions of Contract, Delivery, and Payment for exclusive use in business transactions)

§ 1

General Information – Scope of Application and Contractual Partners

These General Terms and Conditions (GTC) apply to companies (Section 14 of the German Civil Code-BGB), legal entities under public law, and special funds under public law within the meaning of Section 310 (1) BGB.
The GTC are an integral part of all non-binding offers and contracts for deliveries and services of the seller in current and future business relationships and apply exclusively to all contracts concluded by the seller, including consulting services provided, unless otherwise expressly agreed in writing.
Deviating, conflicting, or supplementary terms and conditions of the buyer shall only become part of the contract if and to the extent that their validity has been expressly agreed to by the seller. Acts of performance by the seller do not constitute approval of the buyer's terms and conditions. This requirement of consent shall also apply if the buyer refers to their general terms and conditions in the context of the order and the seller has not expressly objected to the general terms and conditions.
These GTC shall be deemed accepted at the latest upon receipt of the goods or other services. The GTC shall also apply to consulting services that are not the subject of a separate consulting contract.
In addition, the customs of the timber trade, in particular the “Tegernsee Customs” in their currently valid version with all annexes and appendices, apply to all deliveries of wood products, provided they do not contradict these terms and conditions. Their content is assumed to be known. Insofar as the respective customs practiced in the region of the seller and the buyer contradict each other, the national customs of the seller shall apply.
Unless otherwise agreed, the GTC shall apply as a framework agreement for similar future contracts in the version valid at the time of the buyer's order or in the version last communicated to the buyer in text form, without the seller having to refer to them again in each individual case. Individual agreements made with the buyer in individual cases (including collateral agreements, supplements, and amendments) and information in our order confirmation shall take precedence over these GTC. Subject to proof of the contrary, a written contract or written confirmation of the seller shall be decisive for the content of such agreements.

§ 2

Data Protection

All personal data provided by the buyer that is necessary for the fulfillment of the contractual relationship (in particular title, name, address, email address, telephone number, bank details) will be collected, processed, and stored by the seller exclusively in accordance with the provisions of German data protection law.
The buyer's personal data that is necessary for the establishment, content or amendment of the contractual relationship – for example, for the delivery of goods to the address specified by the seller – will be collected and used exclusively for the purpose of processing the concluded contracts and may be used for the further maintenance of the customer relationship, unless the buyer objects.
Personal data of the buyer that is necessary to enable the seller to accept and invoice offers will be collected and used for this purpose.

§ 3

Offers – Completion of Contract

All offers made by the seller are subject to change and are non-binding. This also applies if we have provided the buyer with catalogs, technical documentation (e.g. drawings, plans, calculations, references to DIN standards), and other product descriptions or documents (including in electronic form).
The buyer may accept the seller's non-binding offer within a period of two weeks (order). The buyer's order is considered an offer within the meaning of Section 145 BGB. Oral secondary agreements regarding the order that deviate from the seller's non-binding offer require the seller's immediate written confirmation to be effective.
Orders shall be deemed accepted by the seller if they have been confirmed in writing (order confirmation) or if they are executed immediately after receipt of the order, at the latest by the agreed delivery date. In the latter case, the invoice shall be deemed to be the order confirmation.

§ 4

Prices

All prices quoted in the seller's non-binding offer, in the order confirmation, or in other documents or on the seller's website are given in Euros (EUR). The prices are net prices and do not include taxes and duties.
Acceptance by the seller is based on the prices current and valid at the time of order confirmation, unless expressly stated otherwise in the order confirmation.
The prices quoted do not include any surcharges for packaging, freight, shipping and handling, customs, import, insurance, and ancillary charges.
The costs of the surcharges will be invoiced separately. Unless a fixed price has been agreed upon, we reserve the right to make reasonable price changes due to changes in wage, material, and distribution costs for deliveries made 3 months or more after completion of the contract.

§ 5

Place of Performance, Delivery, and Transfer of Risk

The contractual place of performance is the seller's registered head office.
At the buyer's request, delivery shall be made to the delivery address specified in the order confirmation (sale by delivery). In the case of a sale by delivery, the buyer shall bear the transport costs from the warehouse and the costs of any transport insurance requested by the buyer. Any customs duties, fees, taxes, and other public charges shall be borne by the buyer.
If a delivery period is not expressly stated in the seller's order confirmation, a delivery period shall only be deemed to have been agreed upon if it has been confirmed in writing by the seller (in the case of oral agreements, after the oral agreement has been concluded)
Partial deliveries are permissible to a reasonable extent and must be accepted by the buyer.
If the delivery of a purchased item is impossible for the seller due to force majeure or other events that were not foreseeable at the time the contract was concluded (e.g. shortage of raw materials, war, mobilization, natural disasters, strikes, fire, theft, disruptions of operation for technical reasons, unforeseeable official import and export restrictions, official orders, disruption of transport routes, etc.), the seller shall be released from their obligation to fulfill the contract upon immediately informing the buyer of the unavailability and immediately refunding the purchase price, if the price has already been paid. If the buyer has not yet paid the purchase price, the payment obligation shall lapse at the time of notification of unavailability.
If the seller's performance is temporarily delayed due to force majeure or other events that were not foreseeable at the time the contract was concluded (§ 5 No. 5), any agreed delivery or performance period shall be extended by the period of the temporary delay plus a reasonable start-up period in each individual case, provided that the seller informs the buyer of the delay and its expected duration without delay.
The buyer may only withdraw from the contract due to a delay in delivery if they have previously set the seller a grace period of at least four weeks.
Upon delivery of the purchased item, the risk of accidental loss and accidental deterioration shall pass on to the buyer. In case of a sale by delivery, the risk of accidental loss of the purchased item, accidental deterioration of the goods, and the risk of delay shall pass on to the buyer upon delivery of the goods to the forwarding agent or carrier. In case the circumstances and conditions of the acceptance of goods have been contractually agreed upon, this agreement shall also determine the transfer of risk. Further statutory provisions of the law on contracts for work and services remain unaffected. The handover or acceptance of the goods shall be deemed to have taken place if the buyer is in default of acceptance.
In the event that the buyer is in default of acceptance or the delivery is delayed for other reasons for which the buyer is responsible, the seller shall be entitled to claim compensation for the damage incurred, including additional expenses (e.g., storage costs). In this case, the buyer shall be charged a flat-rate compensation of EUR 75 per calendar day (commencing with the delivery period or, if no delivery period has been specified, with the notification that the goods are ready for shipment).
The seller's right to prove higher damages and assert statutory legal claims (in particular compensation for additional expenses, reasonable compensation, termination) remains unaffected; however, the flat-rate shall be deducted from any further monetary claims. The buyer reserves the right to prove that the seller has incurred no damage at all or only significantly less damage than the above mentioned flat-rate.

§ 6

Terms of Payment, Default, Offsetting

Unless otherwise agreed in writing, the purchase price (plus taxes and duties as well as any surcharges) is due immediately upon delivery of the goods without deduction.
In the event of default in payment, statutory default interest of 9 percentage points above the currently applicable base rate shall be charged for the period from the due date until receipt of payment (Section 288 (2) BGB). In the event of default in payment, the seller is entitled to payment of a flat-rate of EUR 40 (Section 288 (5) BGB). The seller reserves the right to prove higher damages.
Payments made by the buyer shall first be applied to outstanding claims of the seller from previous business relationships and only after these have been satisfied to the goods still delivered under retention of title.
The buyer shall only be entitled to a right of set-off in accordance with § 388 et seq. BGB if the counterclaim has been established by a court of law or is undisputed. The buyer shall only be entitled to exercise a right of retention if his due counterclaim is based on the same contractual relationship.

§ 7

Retention of Title Clause

All purchased items remain the property of the seller until the purchase price and all other existing and due claims to which the seller is entitled from the same business relationship have been paid in full.
The buyer is entitled to resell the purchased item in the usual and proper course of business. At the time of conclusion of the contract, the buyer assigns to the seller all purchase price claims arising from the resale of the purchased item to future purchasers up to the amount of the purchase price owed. Despite this assignment, the buyer remains entitled to collect the claims from the resale.
If the delivered item of purchase is combined with a movable item in such a way that it becomes an essential part of another item, which is to be regarded as the main item, the seller shall acquire proportional co-ownership in proportion to the value of the purchased item. If, on the other hand, the purchased item is to be regarded as the main item in the context of its connection with another item, the retention of title to the purchased item shall also extend to the secondary items.

§ 8

Quality – Notice of Defects – Warranty

Wood is a natural product. Minor deviations from the illustrations or descriptions in catalogs, samples, and display items on which the order is based, in particular deviations in color, grain, and structure, are to be expected (even within a single type of wood). Such deviations do not constitute a defect in the purchased item, but are part of the contractually agreed upon, natural properties of the natural product “wood.” The buyer is responsible for taking the biological, physical, and chemical properties into account when processing and using the purchased item.
The buyer must inspect the delivery immediately upon arrival for quantity, contractual quality and, if applicable, any other warranted characteristics.
Obvious defects must be reported to the seller in writing immediately, at the latest within 14 calendar days of delivery. The complaint period is reduced to 7 calendar days in the case of discoloration, unless delivery of dry goods was agreed upon. In the case of mutual commercial transactions between merchants, the obligations under Section 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 an agreement on the settlement has been reached or evidence has been secured by a publicly appointed and duly sworn expert.
If the delivered goods or services are defective, the statutory warranty provisions shall apply, subject to § 9. However, if the buyer does not comply with his obligation to give notice of defects in good time, he cannot assert any warranty rights on the basis of the unreported defect.
Excess or short deliveries of up to 10% of the quantity ordered are contractually agreed upon and do not constitute a defect in the purchased item.

§ 9

Liability

The seller shall only be liable for damages incurred by the buyer that are based on intentional or grossly negligent conduct on the part of the seller , their legal representative, or a vicarious agent.

This limitation of liability does not apply to damages resulting from injury to life, limb, or health, or to the breach of essential contractual obligations. Essential contractual obligations are those whose fulfillment is essential for the proper execution of the contract, whose breach jeopardizes the achievement of the purpose of the contract, and on the compliance of which the buyer may rely.

In the event of a slightly negligent breach of a material contractual obligation, liability shall be limited to the damage foreseeable for this type of product and typical for this type of contract, unless the breach concerns injury to life, limb, or health.

Any further, no-fault liability of the seller under special laws, such as the Product Liability Act, remains unaffected by the exclusion of liability.

§ 10

Limitation Periods

The limitation period for warranty claims is 12 months from delivery of the purchased item. In the event that acceptance has been contractually agreed upon, the limitation period shall commence upon acceptance.
This shall not apply where the law provides for longer periods, such as for a building, if the purchased item is normally used for a building and has caused the defect, or for the longer limitation period in the case of a recourse claim pursuant to Section 445b (1) BGB.

§ 11

Place of jurisdiction - Law

The place of jurisdiction for deliveries and payments as well as all disputes arising between the contracting parties shall be the registered head office of the seller, provided that the buyer is a merchant, a legal entity under public law or a special fund under public law.
This contractual relationship shall be governed exclusively by the applicable law of the Federal Republic of Germany. The applicability of the United Nations Convention on Contracts for the International Sale of Goods (CISG) is excluded.

§ 12

Written Form Requirement, Final Provisions

All further agreements concluded between the seller and the buyer must be in writing.
Should one or more of these provisions violate a legal prohibition or be legally ineffective, this shall not affect the validity of the remaining provisions.
In place of the invalid provision and in the event of a regulatory gap, it is agreed that the provision which, taking into account the remaining terms and conditions, would have best served the economic interests and presumed intentions of the contracting parties shall apply.
In interpreting these GTC, the German text version shall take precedence over the English version. The interpretation of legal terms is based on their understanding under German law.

Version dated 24.03.2026