Global Timber SA – General Terms and Conditions of Business

1. Scope

All deliveries, services, and offers of Global Timber SA, including future ones, are made exclusively based on these General Terms and Conditions. The Buyer’s terms and conditions of business or purchase shall not form part of the contract, even if Global Timber SA does not expressly object to them after receipt.

2. Offers and Contracts

2.1 All offers from Global Timber SA are subject to change without notice and prior sale.
2.2 Contracts and other agreements only become binding upon written confirmation from Global Timber SA. Orders are deemed accepted if confirmed in writing or executed immediately after receipt of the order or within the agreed time, in which case the invoice serves as order confirmation.
2.3 Oral side agreements, assurances, and subsequent changes require written confirmation from Global Timber SA to be valid.
2.4 Obvious errors in invoices or confirmations may be corrected and recalculated. The risk of transmission errors is borne by the buyer.

3. Scope of Delivery

3.1 Agreed quantities are approximate and may be exceeded or undercut by up to 10%.
3.2 For round or sawn timber from abroad, measurement is based on either the landing measurement determined at the port of arrival or the original measurement in the country of origin, subject to obvious errors.
3.3 Industry measurement standards, including recommendations by the Association of Timber Importers in South Africa (ATISA) and customary South African timber practices, apply.

4. Prices

4.1 Unless agreed otherwise, prices are ex works or warehouse, excluding packaging, plus freight and VAT.
4.2 Prices are based on duties, taxes, and freight applicable at the time of contract. Changes after contract conclusion are for the buyer’s account.

5. Delivery Periods and Dates

5.1 Global Timber SA will endeavour to meet agreed delivery dates. Delivery is deemed on time when goods are ready for dispatch and notified to the buyer.
5.2 Delays due to force majeure or unforeseeable circumstances (war, fire, strikes, transport issues, governmental restrictions, etc.) allow Global Timber SA to extend delivery or withdraw partially/fully.
5.3 The buyer shall be notified immediately of delays and expected duration. If a delay exceeds two months, the buyer may withdraw from the contract.
5.4 Liability for delivery delays is limited to intentional or grossly negligent acts by Global Timber SA or its agents. Claims for damages are otherwise excluded.

6. Shipping and Assumption of Risk

6.1 Delivery free to construction site or warehouse means delivery without unloading.
6.2 Goods travel at the buyer’s risk. Unless agreed otherwise, the buyer bears shipping, transport, and insurance costs.
6.3 Goods ready for dispatch must be accepted immediately. If not, Global Timber SA may ship or store them at the buyer’s cost and risk.

7. Payment

7.1 In the event of late payment, default interest may be charged at the prime rate of the South African Reserve Bank plus 2% per annum.
7.2 All claims may become immediately due if reasonable doubts about the buyer’s creditworthiness arise.
7.3 The buyer waives any right of retention arising from prior or current business. Offsetting is only allowed for claims acknowledged or legally established.

8. Reservation of Title

8.1 Delivered goods remain the property of Global Timber SA until all payments from the purchase contract and other claims from the business relationship are received.
8.2 Reserved goods must be stored separately and insured by the buyer.
8.3 The buyer may sell reserved goods in the ordinary course of business; claims from resale are assigned to Global Timber SA.
8.4 Processing or combining reserved goods creates co-ownership proportionate to invoice values.
8.5 Pledging or transferring reserved goods as security is prohibited.

9. Warranty and Notice of Defects

9.1 Wood is a natural product; its inherent characteristics must be considered.
9.2 Only properties expressly specified in writing are guaranteed.
9.3 Complaints must be submitted promptly, in writing, no later than five business days after delivery.
9.4 Notice of defects does not entitle the buyer to withhold acceptance or payment.
9.5 If complaints are justified, Global Timber SA may replace, repair, or agree on a price reduction. Cancellation of the purchase contract or replacement delivery is otherwise excluded.
9.6 Goods sold “as seen” or inspected by the buyer are deemed accepted.
9.7 For sample shipments, complaints are inadmissible if standard qualities were delivered.

10. Liability

10.1 Claims beyond these terms, including damages from breach of contract, tort, delay, or impossibility, are excluded unless based on intentional or grossly negligent acts by Global Timber SA or its agents.

11. Place of Performance

11.1 The place of performance for deliveries is the location of goods for dispatch or agreed delivery.
11.2 Payment and other buyer obligations are performed in Cape Town, Western Cape, South Africa.

12. Jurisdiction and Applicable Law

12.1 Any legal disputes are governed by South African law, with Cape Town Magistrate’s Court or High Court as competent jurisdiction.

13. Partial Invalidity

13.1 If any clause is invalid, it shall be replaced by one reflecting the intended economic purpose while safeguarding both parties’ interests.
13.2 Clauses ineffective against non-merchants remain effective against merchants.

14. Additional Provisions

14.1 Commercial practices of the Association of Timber Importers in South Africa (ATISA), INCOTERMS (latest version), and ATIBT recommendations apply unless conflicting with these terms.
14.2 The buyer agrees that Global Timber SA may process company and personal data in accordance with South African data protection laws.