• Terms of Sale and Delivery

• I. General

  
  1. These General Terms of Sale and Delivery shall apply insofar as nothing different is agreed expressly and in writing between the parties. They shall apply for all future transactions agreed between the parties. Should the Seller receive credit information of a nature which gives rise to doubts as to the financial circumstances of the Buyer or should enforcement proceedings be instituted against the Buyer by third parties, the Seller shall have the right, despite already having sent a confirmation of the order, to rescind the contract either in whole or in part or to demand immediate payment in cash or security for all the liabilities of the Buyer arising from the business relationship between the Seller and the Buyer. 2. Any provisions contained in terms and conditions of the Buyer which are at variance herewith shall not be binding on the Seller, even if they have not been expressly rejected by the Seller. 3. The contract and the Terms of Delivery shall remain legally effective even in the event that any individual provisions thereof should be ineffective. Any omissions thereby arising shall be deemed closed by an arrangement which corresponds to the economic intent and purpose of the invalid provision. 4. All offers of the Seller as well as offers and declarations made by representatives shall be without obligation and shall only become binding on the Seller on written acceptance or confirmation by the Seller of a placed order. An order confirmation sent to the Buyer shall be authoritative for the obligations of both parties unless rejected by the Buyer expressly and without delay. The Buyer shall have a duty, if so requested, to certify receipt of the order confirmation. 5. In transactions with Buyers in foreign countries, the “International Rules for the Interpretation of Trade Terms” (Incoterms), latest edition, shall apply.
  
  
  II. Prices
  
  All issued invoices and statements of account shall be deemed recognised by the Buyer unless a written objection thereto is received by the Seller within 5 working days from receipt of the invoice or statement. A separate invoice will be issued for each part-delivery. Freight of any kind, customs duties and customs clearance costs shall be initially disbursed, without cash discount, by the Buyer, even where it has been contractually agreed that they shall be borne by the Seller.
  
  
  III. Delivery
  
  1. All shipments shall be for the cost and risk of the Buyer until receipt by the Buyer. Part-deliveries are permissible. Indications of delivery times shall be not be binding on the Seller. Inability to meet a delivery date shall not give the Buyer the right to rescind the contract except where the delay is caused deliberately by the Seller and a period of three months has elapsed since the scheduled delivery date. The Buyer shall have no claim to compensation as a result of delays in delivery, even in the case of rescission of contract. 2. Cases of force majeure, unforeseen events of all kinds, prohibitions on import and export, revolution, mobilisation, the outbreak of war, civil commotion, lockouts, strikes, equipment failure, impediments to transport, destruction of the goods by fire, riot or damage by water as well as failure in self-supply for any cause whatsoever and affecting the Seller himself or any of his suppliers shall entitle the Seller to extend the delivery time or to rescind the contract, even if the impediment to delivery is only of a temporary nature. The Buyer shall have no claim to compensation from the Seller. 3. An agreed delivery date shall be deemed met if the risk of accidental loss and/or the transport risk has passed to the Buyer by the time such date has elapsed. The Buyer shall accept delivery of the goods. The Buyer shall be deemed to have accepted delivery unless the Buyer declares in writing immediately after receipt of the goods that he rejects delivery, thereby stating the reasons for such rejection.
  
  
  IV. Terms of Payment
  
  1. The claims of the Seller to payment of the respective purchase price shall be due and payable net 30 days after date of invoice and shall be subject to interest at a rate of 6% above the discount rate of the German Bundesbank. This duty to pay interest shall arise in the case of any other date for payment which may be agreed and shall not be effected by any deferral, if granted. The Buyer shall be deemed to have fallen into arrears one week after the due date for payment, without any reminder being necessary. 2. Should a date for payment not be met, the Seller may, without the allowance of additional time, suspend delivery or further delivery, rescind the delivery contract, demand immediate payment of all invoices owed to him, including also from other transactions with the Buyer and regardless of any time for payment or deferral of payment which may have been previously agreed, demand security of his choice for the amount owing, immediately recover any goods to which he still has title, without prejudice to the claims of the Seller to fulfilment of contract, and charge interest on arrears at a rate of 6% above the discount rate of the German Bundesbank ruling at such time. Also in the case of delivery in part-quantities, the foregoing terms of payment shall apply to each part-delivery. If compositions proceedings are opened against the Buyer, he shall not have recourse to the rights pursuant to Art. 50 of the German Composition Regulations. Where bills of exchange or cheques are given in payment, payment shall only be deemed effected on such bills or cheques being honoured. Should a bill of exchange of the Buyer be protested, all other bills of exchange given in payment by the Buyer shall fall prematurely due at such time. By accepting bills on customers, the Seller does not give any guarantee for timely presentation or protest, and all special costs arising from the acceptance in payment of such bills (e.g. collection, information and discount costs, etc.) shall be borne by the Buyer. Bills given in payment by the Buyer and accepted in payment by the Seller must be discountable by the Seller; should this not be the case, the Seller shall have the right to return such bills of exchange and demand immediate cash payment from the Buyer in return for the bills. In any such case, bills with a later date of maturity shall be deemed due for payment immediately. 3. The Buyer has neither a right of retention nor the right of offset with claims on the Seller. The Buyer shall not have the right to assign any claims on the Seller of any nature whatsoever.
  
  
  V. Reservation of Title
  
  1. The goods shall remain the property of the Seller until payment in full of all claims on the Buyer arising from the business relationship between the parties, including such claims as may arise in future. 2. Acquisition of title to the reserved goods pursuant to Art. 950 BGB (German Civil Code) in the case of processing of the goods to form a new item shall be barred. The processed goods shall serve as security for the reserved title of the Seller only up to the amount of the value of the reserved goods. 3. In the case of combination of the goods by the Buyer with other goods not belonging to the Seller, the Seller shall have co-title to the new item in proportion to the value of the processed goods. In all other respects, the same shall apply to the new item resulting from processing or combination as to the reserved goods. It shall be deemed reserved goods within the meaning of these Terms and Conditions. 4. The claims of the Buyer arising from resale of the reserved goods are hereby already assigned to the Seller, regardless of whether the reserved goods have undergone further processing/combination or not and of whether they are resold to one or more than one buyer. The assigned claim shall serve as security for the Seller of the reserved goods only up to the amount of the reserved goods actually sold. 5. In the event that reserved goods are sold by the Buyer together with other goods not belonging to the Seller, whether with or without having undergone further processing/ combination, assignment of the claim to the selling price shall only apply in the amount of the value of the reserved goods which with the other goods are the subject matter of this purchase contract or are part of the item of sale. 6. The Buyer is entitled and authorised to resell the reserved goods only subject to the proviso that the claim to the selling price arising from the resale is passed to the Seller. The Buyer shall have no other right of disposal of the reserved goods, and disposal of them in any other way shall render him liable to compensation to the Seller. 7. Despite the said assignment, the Buyer is authorised to collect the claims arising from resale. This authorisation of the Buyer to collect shall be without restriction on the right of collection by the Seller. The Seller will, however, not collect claims himself for as long as the Buyer duly fulfils his payment obligations. If so requested by the Seller, the Buyer shall inform him of the parties owing the assigned claims and shall notify such parties of the assignment. 8. The reservation of title pursuant to the foregoing provisions shall remain in force also where individual claims of the Seller are placed on current account and a balance is drawn and recognised. 9. The Seller’s reservation of title shall be such that on payment in full of all the claims of the Seller arising from the business relationship between the parties title to the reserved goods shall automatically pass to the Buyer and the Buyer shall be entitled to the assigned claims. 10. The Seller undertakes to release, at his choice, securities to which he is entitled pursuant to the foregoing provisions insofar as their value exceeds the value of the secured claims by 25%, though subject to the proviso that, with the exception of deliveries within a genuine current account relationship, release shall only be made for such deliveries or their value which have themselves been paid in full. 11. In the case of contract work placed by Doris Stoffregen with service companies, the latter shall, in the event of any disputes and even where wage cost invoices have not yet been paid, have no right to retain raw or already processed goods. Such companies also commit themselves to a duty of care.
  
  
  VI. Complaints and Warranty
  
  1. Concerning the quality of foreign products for delivery, the classification rules of the foreign shipping or production areas shall apply, and in the second place the general terms and conditions of the contract note “Deutschwaggon 1968”. In the case of delivery of German timber of all kinds, the Tegernsee Rules, latest version, shall apply. 2. In the case of defective delivery, the Buyer shall only have the right of rescission of contract or reduction in the price. Claims to compensation for defective delivery or for failure to deliver on time or for whole or partial non-delivery are barred, as are also claims for consequential loss of any kind whatsoever. 3. Complaints must be made in writing within 5 calendar days from receipt of the goods and before onward shipment or further processing of the goods. The Buyer shall have a duty to prove receipt of complaint by the Seller. After acceptance of delivery or inspection of the goods without complaint, after onward shipment and after further processing in whole or in part, all warranty claims of the Buyer shall be barred. 4. The Buyer shall forfeit his right of complaint unless he inspects the goods immediately after their arrival at the contractually agreed destination. This duty to inspect immediately shall also apply to goods packed with/in steel tape, foil, etc. The Buyer shall have a duty to preserve goods which are subject to complaint in a proper manner and free of charge for the Seller and in such a way that no further deterioration in quality can occur. 5. The Buyer shall have a duty to pay the full purchase price even where he has made a justified complaint. 6. The Seller shall not be liable for damage of any kind caused by treatment through subcontractors, e.g. artificial drying, steaming, impregnation, etc.
  
  
  VII. Disputes and Legal Venue
  
  It is agreed between the parties that the exclusive place of performance for all and any claims arising from this contract shall be Winsen/Luhe. Sole jurisdiction for any disputes arising from or in connection with this contract shall be exercised by the courts of law in Winsen/Luhe.
• Doris Stoffregen Holzvermarktung is an International Wood Company located nearby the seaport Hamburg in GERMANYOur main market is the Export of EUROPEAN AND AFRICAN HARDWOODS to ASIA. Because of our direct relationships to the local forestry and sawmill industry we are able to supply various species of Roundlogs and Lumbers within a short time. We are a significant and professional supplier who is specialized in exports to our clients in overseas. Our main focus on customer satisfaction are different factors like quality control, sustainability, on time shipments and last but not least competitive market prices. We do have Sales Representatives in China, Vietnam, Thailand and Indonesia. We would very much appreciate to welcome you as one of our new customer.

• ImpressumDoris Stoffregen Holzvermarktung Kiebitzende 32
  21423 Drage (Elbe)
  Germany
  Tel.: +49 4177 – 7117737
  Fax: +49 4177 – 7117734
  EMail: info@stoffregen.de VAT registration number: DE 235950283 Managing Director:
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