General Terms and Conditions - Total Timber BV

Version: [June 2025]

1. Definitions

1. Supplier : Total Timber BV, statutory established in IJweg 923 2131 LT Hoofddorp, Chamber of Commerce number 30197087 .
2. Customer : every legal person or entrepreneur with whom an agreement is concluded.
3. Products : wood, wood products, related materials and other deliveries/services.
4. Agreement : any appointment between Total Timber and customer about the delivery of products or services.
   
   

2. Applicability

1. These terms and conditions apply to all offers, quotations, assignments, and agreements between supplier and customer.
2. Deviations only apply if agreed in writing.
3. General (purchasing) conditions of the Customer are expressly rejected.
   
   

3. Offers and creation

1. All quotations are without obligation, unless explicitly stipulated otherwise in writing.
2. An agreement is only concluded after written confirmation by the supplier, or through the actual execution of the assignment.
3. Prices are exclusive of VAT and other levies, unless stated otherwise.
   
   

4. Payment

1. Payment is made in accordance with the agreed payment appointment:
   • Prepayment : before delivery or production, unless otherwise agreed.
   • Credit delivery : within 14 or 30 days after the invoice date, depending on the credit appointments.
2. Supplier is entitled to set credit limits and to suspend deliveries in exceeding deliveries.
3. If the payment term is exceeded, the Client is in default without further notice of default and legal interest rate is due (Article 6: 119a of the Dutch Civil Code), plus collection costs.
4. Payments first serve to pay costs, interest, and only then principal sum.
   
   

5. Delivery and risk

1. Delivery times are indicative and not fatal periods.
2. Delivery takes place ex works (Incoterms 2020), unless agreed otherwise in writing.
3. The risk of the products is transferred to the customer at the time of collecting or transport start.
   
   

6. Retention of title

1. All goods delivered remain the property of Total Timber until the full payment of all outstanding claims has been made.
2. Customer may not resell, pledge or otherwise tax goods on which the retention of title rests without written permission from the supplier.
   
   

7. Complaints and guarantees

1. Customer must check deliveries within 2 working days of receipt and report any defects in writing.
2. In case of defects recognized by the supplier, replacement, recovery or credit will take place of your choice.
3. Warranty never extends further than the manufacturer/producer issued or conditions.
   
   

8. Liability

1. Supplier is only liable for direct damage, with a maximum of the invoice amount.
2. Liability for indirect damage (consequential damage, lost profit, etc.) is excluded.
3. Customer indemnifies the supplier against claims from third parties arising from the implementation of the agreement.
   
   

9. Force majeure

1. In the event of force majeure, the Supplier is entitled to suspend the obligations or to terminate the agreement without liability.
2. Force majeure is understood to mean: malfunctions at suppliers, strikes, government measures, transport problems, illness, fire, pandemies.
   
   

10. Suspension and dissolution

1. Supplier has the right to immediately terminate the agreement or to suspend deliveries if:
   • Customer does not comply with payment obligations, or
   • Suspension of bankruptcy has been requested, or
   • Customer's capacity is demonstrably insufficient.
     
     

11. Intellectual property

All drawings, designs and documents remain the property of the supplier, unless explicitly transferred in writing.

12. Applicable law and forum choice

1. Only Dutch law applies to all legal relationships.
2. Disputes are presented exclusively to the competent court of the Central Netherlands Court, location Utrecht.