Terms and Conditions

I. Validity

These general terms and conditions apply to all agreements and deliveries of Theurl Leimholzbau GmbH.
Any terms and conditions used by the contractual partner are only binding for Theurl Leimholzbau GmbH if
they have been confirmed in writing by Theurl Leimholzbau GmbH. In this case, however, the contractual partner’s terms and conditions shall only apply to those business transactions for which this has been expressly confirmed by Theurl Leimholzbau GmbH.
Verbal or tacit subsidiary agreements deviating from these terms and conditions are excluded.
If the contractual partner does not raise any written objections to the contract documents within 6 days of the fax transmission or within 14 days of the closing letter date

If the contractual partner does not raise any written objections to the contract documents within 6 days of the fax transmission or within 14 days of the closing letter date
(= date of dispatch), the contractual partner thereby declares its full agreement. If the contractual partner makes changes to the contractual provisions of
Theurl Leimholzbau GmbH, Theurl Leimholzbau GmbH shall be free to consider the agreement as confirmed or as wholly or partially dissolved.

Should parts of the agreement prove to be inaccurate or invalid, the validity of the remaining contractual provisions shall remain unaffected.

II. Loading and delivery

The goods will only be covered by special agreement and at the buyer’s expense. Loading materials, markings, and
special packaging will be invoiced at current prices. Theurl Leimholzbau GmbH is free to exceed or fall short of the agreed
delivery quantity by up to 10% and to deliver and invoice the ordered goods in parts. The buyer
is obliged to accept partial deliveries from Theurl Leimholzbau GmbH and to settle partial invoices.

Shipping and transport of the ordered goods is at the buyer’s risk. The goods are only insured on the basis of
a special agreement and at the buyer’s expense.

In the event of a delivery delay for which Theurl Leimholzbau GmbH is not responsible, the delivery period shall be deemed to have been met upon
notification of readiness for shipment. If, in the case of delivery “on call,” the buyer does not call off the order within the specified period,
Theurl Leimholzbau GmbH shall be free, after written reminder, to invoice the delivery at the ex-works price at the end of the call-off period
or to withdraw from the contract in whole or in part. The buyer undertakes to compensate Theurl Leimholzbau
GmbH for all damages incurred as a result of a late call-off.

In the event of war, unrest, strikes, fire, storms, and other events that are unavoidable and unforeseeable for Theurl Leimholzbau GmbH
events that have a significant impact on business, Theurl Leimholzbau GmbH is entitled to postpone delivery without
further notice or, if the obstacle lasts longer than three months, to withdraw from the contract with regard to the unfulfilled part.

If circumstances arise that give rise to justified doubts about the buyer’s creditworthiness, Theurl
Leimholzbau GmbH is entitled to demand acceptance of the goods and payment before shipment. In this case, 1% interest per month shall be paid for any advance payment made before
the agreed date. In the event of such concerns, the seller is also entitled to demand immediate payment of all outstanding claims and to withdraw from any remaining
delivery obligations.

III. Receipt of goods

The date of receipt of the goods by the buyer is deemed to be the date stamp of the destination station for rail shipments and, for truck shipments,
the unloading date proven by the carrier. In all cases, Theurl Leimholzbau GmbH is entitled to a reasonable grace period in the event of delivery delays.
Fixed delivery dates are excluded.

Unless otherwise agreed, the buyer must unload the delivered goods at their own expense and immediately
store them in a place protected from damaging influences (moisture, etc.).

IV. Warranty and other performance disruptions

The buyer is obliged to notify the seller in writing of any defects within 8 days of receipt of the goods, stating the package number, delivery date
and exact quantity, and providing detailed reasons. After this period has expired, or if
a delivery “as seen” or “ex works” has been agreed, the delivery shall be deemed to have been approved and accepted by the buyer.

Any defects do not entitle the buyer to postpone or refuse acceptance of the goods or full payment. In the event of a timely and justified complaint, Theurl Leimholzbau GmbH is free to either make a replacement or
supplementary delivery, grant a price reduction, or take back the goods without replacement.

Replacement or supplementary deliveries will be made by Theurl Leimholzbau GmbH within a reasonable period of time.

V. Pricing

All delivery costs in addition to the free delivery price, as well as other costs and expenses (border fees, customs clearance, etc.) are to be borne by the buyer.
Any discounts and commissions are calculated based on the ex-works price. If the goods are reallocated by the buyer,
any additional costs incurred shall be borne by the buyer.

Any cost increases occurring after conclusion of the contract and before payment for which Theurl Leimholzbau GmbH is not responsible
shall be borne by the buyer.

VI. Payment

Agreed payment terms, but a maximum of 30 days, begin to run from the invoice date – shipping date and are only considered to have been
met if the full invoice amount has been credited to the account of Theurl Leimholzbau GmbH shown on the invoice without reservation before the payment deadline expires.
Payment by check or bill of exchange is generally excluded. However, if this is expressly agreed in writing, the payment deadline for

Payment by check or bill of exchange is generally excluded. However, if this is expressly agreed in writing, the payment period for
check or bill of exchange payments shall only be deemed to have been met if the bank unconditionally honors the check or bill of exchange before the end of the period.
Any expenses incurred for check or bill of exchange payments shall be borne by the buyer.

Theurl Leimholzbau GmbH is entitled to invoice either in euros or in the currency of the buyer’s country. The conversion
is made at the daily exchange rate on the invoice date. Any disadvantages resulting from non-compliance with the agreed payment terms (e.g., exchange rate differences)
shall be borne by the buyer.

In the event of non-compliance with the agreed payment terms, the buyer shall pay default interest at the ECB refinancing rate
plus 10 percentage points from the due date. Theurl Leimholzbau GmbH is entitled to charge collection fees of
EUR 40 per invoice amount.

VII. Assignment of claims and offsetting

Theurl Leimholzbau GmbH is entitled to assign all of its rights arising from the contractual relationship with the buyer
in whole or in part to third parties, or to have all of its obligations arising from the contractual relationship
fulfilled by third parties. Theurl Leimholzbau GmbH is also entitled to offset any counterclaims
of the buyer against its claims against the buyer.

The buyer is not entitled to assign any counterclaims against Theurl Leimholzbau GmbH to third parties
or to offset any counterclaims against Theurl Leimholzbau GmbH against claims arising from the contractual relationship with Theurl Leimholzbau GmbH.

VIII. Retention of title

All deliveries remain the unrestricted and unencumbered property of Theurl Leimholzbau GmbH until full payment has been made by the buyer.
Claims of the buyer arising from any resale of the goods subject to retention of title
are transferred directly to Theurl Leimholzbau GmbH until they have been paid in full. In the event of a transfer
of the goods subject to retention of title before full payment has been made, the buyer is obliged to inform the purchaser of the retention of title in favor of Theurl
Leimholzbau GmbH and the assignment of the claims to Theurl Leimholzbau GmbH.

The buyer is obliged to clearly mark the delivered goods as the property of Theurl
Leimholzbau GmbH until they have been paid for in full. In the event of default of payment by the buyer, Theurl Leimholzbau GmbH is entitled to
collect the goods without prior notice and without setting a grace period.

The buyer is obliged to indemnify Theurl Leimholzbau GmbH for any disadvantages arising from the default in payment.
In particular, the buyer is liable for any loss of proceeds resulting from resale,
as well as for all costs of returning or transporting the goods.

The retention of title and assignment of claims shall apply regardless of where the goods are stored or whether they are
further processed. The buyer is also obliged to store the delivered goods separately from other goods until they have been paid for in full
and to insure the goods at their own expense against fire, theft, breakage, and weather damage.

IX. Place of performance, applicable law, and place of jurisdiction

The place of performance for all obligations of the parties arising from the contractual relationship, including
the contractual obligations resulting from the contract, shall be the registered office of Theurl Leimholzbau GmbH.

The contractual relationships between Theurl Leimholzbau GmbH and the contractual partner are subject
exclusively to Austrian law and the provisions of Austrian timber trade practices.

The place of jurisdiction shall be the competent court at the registered office of Theurl Leimholzbau GmbH. However, Theurl
Leimholzbau GmbH shall be entitled to choose to bring proceedings before the competent court at the registered office of the contractual partner.

X. Final provision

In the event that individual provisions of these terms and conditions or the delivery contract are invalid, the validity of the remaining provisions shall remain unaffected.
Any invalid provisions shall be replaced by provisions that are compatible with the respective legal situation and come as close as possible to the meaning of the provisions originally agreed upon.
XI. Place of performance and jurisdiction