Terms and conditions

This is an English translation of Lauta Oy's general terms of delivery. In the event of any discrepancy, the Finnish version prevails.

1. Scope

These general terms and, where applicable, the Sahatavara 2002 terms of delivery for sawn timber apply to deliveries of products manufactured and marketed by Lauta Oy (hereinafter the supplier) and to related offers, order confirmations and agreements, unless otherwise agreed.

2. Offer; formation of the agreement

Unless otherwise stated in the supplier's offer, the offer is non-binding.

An agreement binding on the supplier is formed when the supplier confirms and/or delivers the buyer's order. If the quantity ordered differs from the supplier's offer, the order must expressly mention the deviation for it to be relied upon. An order that deviates from the supplier's offer, or buyer's terms that deviate from these terms, are valid only if and to the extent that the supplier has accepted them in writing.

If the quantity ordered is substantially lower than the quantity stated in the offer, the offer is not binding on the supplier.

An order or part of it may be cancelled only with the supplier's consent and on the condition that the buyer compensates the costs caused by the cancellation.

3. Delivery

3.1 Delivery time

Where necessary, the supplier states in its offer and/or when accepting the order the time when the products will be ready for dispatch at the supplier's warehouse. Unless otherwise agreed in writing, the delivery time is indicative and not binding on the supplier. Regardless of what has otherwise been agreed on the terms of delivery, the supplier is deemed to have fulfilled its delivery obligation when the products are ready for dispatch at the supplier's warehouse.

If, for a reason attributable to the supplier, the products are not ready for dispatch at the agreed time and the buyer suffers significant damage as a result, the buyer is entitled to liquidated damages of 0.5% of the purchase price, excluding VAT, of the delayed products for each full week of delay, up to a maximum of 5% of that price. The delay has no other consequences for the supplier. The buyer loses the right to liquidated damages unless it presents a written claim to the supplier within three (3) months of the date on which the products should have been ready for dispatch.

If delivery is delayed for a reason attributable to the buyer, the supplier is entitled to invoice the products in accordance with the agreed terms of payment and the agreed schedule. In that case the supplier stores the products at the buyer's risk and expense. If the delay lasts more than 2 months, the supplier is entitled to cancel the sale for the part that has not been delivered because of the buyer's default. The buyer must compensate the supplier for any damage caused by the buyer's default.

3.2 Delivery term

Unless otherwise agreed, the supplier delivers the products FCA, loaded onto the vehicle at the supplier's warehouse (Incoterms 2010). Where necessary, the supplier is entitled to arrange transport of the products on customary terms on behalf and for the account of the buyer, unless otherwise agreed.

If there is no mechanical unloading at the destination and this has not been agreed in advance, the costs of unloading are charged to the customer afterwards according to actual costs.

Any frost and transport damage, and whether the delivery matches the order, must be checked on receipt of the products and noted on the consignment note. Complaints must be made to the supplier within 8 days of receipt of the products.

3.3 Delivery quantities

For timber, a variation of ±10% in the quantity of products delivered is permitted. Timber is always sold in full packs unless otherwise agreed.

3.4 Returns

Product returns must be agreed in advance with the supplier within 14 days of receipt of the goods. The products must be undamaged and in their original packaging; installed products are not accepted. The credit is agreed with the supplier case by case, but is at most 80% of the purchase price. The buyer bears the costs of returns. Products made to order and custom products cannot be returned.

4. Product information

Technical and other information and recommendations on products given by the supplier in brochures, offers, product packaging and other material are indicative only when selecting a product for a particular purpose. Unless the intended use is expressly stated in a written recommendation given by the supplier to the buyer, the supplier is not responsible for the suitability of the product for a particular purpose. Oral recommendations by the supplier are always non-binding. Due to the nature of certain products, the colours and knots of samples and finished products may vary from one production batch to another.

5. Price, invoicing and payment

The tax rate of the prices stated by the supplier is shown in the document provided. Unless otherwise agreed, the prices include the supplier's standard transport packaging and transport of the products where the agreed delivery term requires it. If the buyer requires special packaging or transport, the buyer pays the additional costs.

Unless otherwise expressly agreed in writing, the supplier invoices the products at the price valid on the day of delivery.

Unless otherwise agreed, the buyer pays the supplier within 14 days of the invoice date. In the event of late payment, the buyer pays penalty interest (the reference rate plus the 7% additional interest under the Finnish Interest Act) per year and any collection costs. In addition, the supplier is then entitled, notwithstanding agreements made, to suspend the manufacture and delivery of other products ordered by the buyer. The buyer must present any comments on an invoice no later than 8 days from the invoice date.

6. Supplier's liability

6.1 Liability for defects

The supplier is responsible for ensuring that the products it delivers comply with the supplier's valid product specifications (RT cards, EN standards and the Nordic moisture standard INSTA 141). After case-by-case consideration, the supplier undertakes to compensate the buyer for a product with a material or manufacturing defect either with a new product or by reducing or refunding the purchase price of the product. 95% of a delivery batch must meet the requirements of its grade. The buyer must inspect the product before use/installation and notify the supplier of a defect without delay in writing. If the buyer does not carry out the inspections customary in the industry, or does not stop using the product and notify the supplier of the defect as soon as it was detected or should have been detected, the buyer loses the right to present claims to the supplier on account of the defect. At the supplier's request, the buyer must hand over the defective product or a sample batch of it for inspection. Unless otherwise agreed or stated in the supplier's product brochure, the supplier's liability is limited to defects that the buyer has notified to the supplier in writing. A defect in the product has no consequences for the supplier other than those stated above in this section.

6.2 Liability for personal injury and property damage

The supplier is liable, in accordance with applicable law and subject to the limitations stated in these terms, for personal injury and property damage caused intentionally or negligently by the products it delivers and by its personnel in their work.

6.3 Limitation of liability

The buyer must notify the supplier of any claims without delay in writing. In the case of a defect or deficiency that is detected or detectable immediately, the complaint must be made at once and no later than within 8 days. Unless a claim has been presented to the supplier within 1 month of the date on which the defect was detected or should have been detected, the buyer loses the right to present claims to the supplier on account of it.

The supplier is not liable for defects or damage other than those stated in sections 6.1 and 6.2 above. The supplier is not liable for defects or damage caused by incomplete or incorrect information provided by the buyer. Nor is the supplier liable if the product is used contrary to instructions. The supplier is not liable, for example, for defects or damage caused by incorrect transport, incorrect storage, incorrect working methods, changes made without the supplier's written consent, or other structures at the site of use.

The supplier is not liable for production losses, loss of profit or other costs, loss of income, turnover or markets, interruption of production or service, or any indirect or consequential damage.

In all cases, the supplier's liability to pay compensation is limited to direct damage proven by the buyer.

If the supplier is held liable for damage caused to a third party, the buyer must compensate the supplier's resulting loss to the extent that it exceeds the supplier's liability and obligation to pay compensation as set out in these terms of delivery.

7. Force majeure

The supplier is not obliged to fulfil the agreement if prevented by force majeure. Force majeure means an unforeseeable circumstance beyond the supplier's control occurring after the agreement was concluded that prevents fulfilment of the agreement or makes it unreasonable. Such circumstances include, among others, breakdown of production equipment, fire, natural disasters, mobilisation, war, currency restrictions, import and export restrictions, restrictions on energy supply, transport disruptions, strikes and lockouts.

8. Retention of title

The products remain the property of the supplier until their purchase price has been paid in full.

9. Settlement of disputes

Finnish law applies to deliveries of the products and to related offers, order confirmations and agreements. Disputes arising from or relating to them that the parties cannot resolve through negotiation are settled, with the exceptions stated below, by an arbitral tribunal with a sole arbitrator or, where the buyer is a private individual, by the district court. The arbitrator is appointed by the Arbitration Institute of the Finland Chamber of Commerce, and the rules of that institute apply to the proceedings. Notwithstanding the above, the supplier is entitled, if it so wishes, to bring an action concerning receivables before a court.

Valid from 20 April 2017