General Terms and Conditions of Sale

General Terms and Conditions of Sale for POLIX Ball Valves

1. Scope of Application

1.1 These General Terms and Conditions of Sale ("Terms") apply to all sales and deliveries of POLIX ball valves ("Products") by authorised distributor (“Seller”) to any buyer ("Buyer"), unless otherwise expressly agreed in writing.

1.2 Any terms and conditions proposed by the Buyer that deviate from or contradict these Terms are expressly rejected unless confirmed in writing by the Seller.

2. Offers and Orders

2.1 Offers made by the Seller are non-binding and subject to change without notice unless explicitly stated otherwise.

2.2 A binding contract is formed only when the Seller provides written confirmation of the Buyer’s order.

2.3 The Buyer’s order must clearly specify the type, quantity, and specifications of the Products.

3. Prices and Payment Terms

3.1 All prices are quoted net, exclusive of VAT, duties, and other applicable taxes, unless otherwise stated.

3.2 Payment shall be made in the currency specified in the invoice within the agreed payment period.

3.3 The Buyer shall not be entitled to offset any claims or withhold payments without the prior written consent of the Seller.

3.4 The Seller reserves the right to adjust prices in the event of changes in currency exchange rates, customs duties, taxes, or raw material prices that occur until the delivery of the Products.

4. Delivery and Transfer of Risk

4.1 Delivery times are approximate and not binding unless expressly agreed in writing.

4.2 The Seller reserves the right to make partial deliveries.

4.3 The risk of loss or damage to the Products shall pass from the Seller to the Buyer in accordance with the agreed delivery term. If no specific delivery term is set, the default term shall be FCA Žiri (Incoterms® 2024).

4.4 Any claims related to the quality or quantity of the Products must be made within 14 days from the date of delivery/shipment from production.

4.5 Standard packing suitable for transport and handling is included in the price. Special packing requirements requested by the Buyer will be charged separately.

5. Warranty and Liability

5.1 The Seller warrants that the Products will conform to the agreed specifications at the time of delivery.

5.2 The warranty period is 24 months from the purchase date unless otherwise agreed.

5.3 The Buyer must inspect the Products upon receipt and notify the Seller in writing of any defects. Failure to do so shall be deemed acceptance of the Products.

5.4 The Seller’s liability is limited to repairing or replacing defective Products or refunding the purchase price, at the Seller’s discretion. Indirect, consequential, or punitive damages are excluded.

5.5 The Seller's total liability under the contract due to defects of the Goods shall be limited to the amount of the actual direct damage incurred to Buyer and limited in any case up to a maximum of 10% of the purchase price paid by Buyer to Seller for defective Goods. This compensation shall be the sole and exclusive remedy due to defects, and any other remedies or compensations shall be excluded.

6. Warranty Certificate

6.1. Warranty Duration

6.1.1. The seller guarantees that the product will function flawlessly for a period of 24 months from the purchase date, as indicated on the validated warranty certificate (seller’s stamp, sale date).

6.1.2. For parts replaced or repaired during the warranty period, an extended warranty of 12 months applies, starting from the date of repair or replacement.

6.1.3. All warranties expire no later than 48 months from the original purchase date. W: www.polix.si E: export@polix.si

6.2. Seller's Obligations

6.2.1. During the warranty period, the seller will repair all product defects free of charge if they result from material or manufacturing faults.

6.2.2. If repair is not feasible within 45 days of receiving the complaint, the seller will replace the product with a new one or refund the purchase price.

6.2.3. The seller will reimburse transportation costs for delivering the product to the service center and back, provided the buyer submits appropriate documentation (invoice or proof of transportation costs) in accordance with valid tariffs.

6.3. Conditions for Exercising the Warranty

6.3.1. The buyer must use, maintain, store, and install the product in accordance with the user instructions provided at purchase.

6.3.2. To claim the warranty, the buyer must present: • a properly completed warranty certificate, • proof of purchase, • a complaint report describing the defect.

6.4. Warranty Limitations and Exclusions

6.4.1. The warranty does not apply in the following cases: • damages resulting from normal wear and tear, vandalism, or improper use, • damages caused by non-compliance with the user instructions, unprofessional installation, or improper storage, • repairs, adjustments, or modifications performed by unauthorized persons, • use of non-original replacement parts, • damages caused by extreme operating conditions, such as abnormal temperatures, humidity, corrosion, pollution, or mechanical damage due to the buyer's fault.

6.5. Complaint Procedure

6.5.1. The buyer must notify the seller in writing about the defect as soon as it is discovered.

6.5.2. Upon receiving the complaint, the seller will promptly assess the validity of the claim and inform the buyer.

6.5.3. If the claim is justified, the seller will repair or replace the product as soon as possible, in accordance with the provisions of this statement.

6.6. Special Provisions

6.6.1. The seller guarantees the availability of spare parts and service support for at least 7 years from the purchase date, under conditions of normal use as outlined in the user instructions.

6.6.2. This warranty statement is exclusive and replaces all other expressed or implied warranties.

7. Force Majeure

7.1 The Seller shall not be liable for any delay or failure to perform due to events beyond its reasonable control, including but not limited to acts of God, natural disasters, strikes, wars, or governmental actions.

7.2 In such cases, the Seller is entitled to suspend or terminate the contract without liability.

8. Retention of Title

8.1 Ownership of the Products remains with the Seller until full payment has been received.

8.2 The Buyer is obliged to handle the Products with care and insure them against theft, damage, and destruction until ownership passes.

9. Confidentiality

9.1 The Buyer agrees to treat all information provided by the Seller, including technical and commercial details, as confidential and not disclose it to third parties without prior written consent.

10. Governing Law and Dispute Resolution

10.1 These Terms and any related contracts are governed by the laws of Slovenia, excluding its conflict of law rules.

10.2 Any disputes shall be resolved amicably. If no resolution is reached, the competent courts of Slovenia shall have exclusive jurisdiction.

11. Miscellaneous

11.1 If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

11.2 No failure or delay by the Seller in enforcing any provision of these Terms shall be construed as a waiver of its rights. W: www.polix.si E: export@polix.si

Seller reserves the right to amend these General Terms and Conditions of Sale at any time without prior notice.