Terms / Privacy Policy

WEBSITE TERMS OF USE
WEBSITE PRIVACY POLICY
TERMS AND CONDITIONS OF SALE

POLIMASTER® WEBSITE TERMS OF USE

Effective July 1, 2024

ATTENTION: PLEASE READ THESE TERMS CAREFULLY BEFORE USING THIS WEBSITE. USING THIS WEBSITE INDICATES THAT YOU ACCEPT THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS, DO NOT USE THIS WEBSITE.

NOTE: THESE TERMS CONTAIN A DISPUTE RESOLUTION AND ARBITRATION PROVISION THAT AFFECTS YOUR RIGHTS UNDER THESE TERMS AND WITH RESPECT TO DISPUTES YOU MAY HAVE WITH US.

I.ACCEPTANCE OF TERMS OF USE

Polimaster Europe UAB (“Polimaster”) operates this website www.polimaster.com (“Website”), including all information, graphics, documents, text, products, and all other elements of the Website and all products offered on this Website and services operated through the Website, and makes this Website available for your use subject to the terms and conditions set forth in this document (“Terms”, “Terms of Use”). By accessing and using this Website, using any Polimaster services and products, you agree to be bound by the following Terms of Use and all terms and conditions contained and/or referenced herein or any additional terms and conditions set forth on this Website and all such terms shall be deemed accepted by you (“Agreement”). If you do NOT agree to all these Terms of Use, you should NOT use this Website. If you do NOT agree to any additional specific terms that apply to particular Content (as defined below), then you should NOT use the part of the Website that contains such Content, and you should NOT use such Content. Also, when you use any current or future Polimaster services or products or visit Website, you will be subject to the guidelines and conditions applicable to such services or business.

These Terms of Use may be amended by Polimaster at any time. Such amended Terms of Use shall be effective upon posting on this Website. Please check the Terms of Use published on this Website regularly to ensure that you are aware of all terms governing your use of this Website. Also, specific terms and conditions may apply to specific content, products, materials, services, or information contained on or available through this Website (“Content”). Such specific terms may be in addition to these Terms of Use or, where inconsistent with these Terms of Use, only to the extent the content or intent of such specific terms is inconsistent with these Terms of Use, such specific terms will supersede these Terms of Use.

Polimaster reserves the right to make changes or updates with respect to or in the Content of the Website or the format thereof at any time without notice. Polimaster reserves the right to terminate or restrict access to the Website or any portion thereof for any reason whatsoever at its sole discretion.

II.WARRANTIES AND DISCLAIMERS

Although care has been taken to ensure the accuracy of the information on this Website, Polimaster assumes no responsibility therefore. ALL CONTENT IS PROVIDED “AS IS” AND “AS AVAILABLE.” UNLESS OTHERWISE SPECIFICALLY PROVIDED ON THIS WEBSITE, POLIMASTER HEREBY EXPRESSLY DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, NON-INFRINGEMENT, OR AS TO THE OPERATION OF THIS WEBSITE OR THE CONTENT. POLIMASTER DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS AS TO THE SECURITY OF THIS WEBSITE. YOU ACKNOWLEDGE THAT ANY INFORMATION SENT MAY BE INTERCEPTED IN TRANSMISSION OR OTHERWISE. POLIMASTER DOES NOT WARRANT THAT THE WEBSITE OR THE SERVERS THAT MAKE THIS WEBSITE AVAILABLE OR ELECTRONIC COMMUNICATIONS SENT BY POLIMASTER ARE FREE FROM VIRUSES OR ANY OTHER HARMFUL ELEMENTS.

The use of the services or the downloading or other use of any products through the Website is done at your own discretion and risk and with your agreement that you will be solely responsible for any damage to your computer system, loss of data, or other harm that results from such activities. Polimaster assumes no liability for any computer virus or other similar software code that is downloaded to your computer from the Website or in connection with any services or products offered through the Website. No advice or information, whether oral or written, obtained by you from Polimaster or from the Website shall create any warranty not expressly stated in the Terms of Use.

THE WEBSITE MAY CONTAIN REFERENCES TO SPECIFIC POLIMASTER PRODUCTS AND SERVICES THAT MAY NOT BE AVAILABLE IN A PARTICULAR COUNTRY. ANY SUCH REFERENCE DOES NOT IMPLY OR WARRANT THAT ANY SUCH PRODUCTS OR SERVICES SHALL BE AVAILABLE AT ANY TIME IN ANY PARTICULAR COUNTRY.

IN NO EVENT SHALL POLIMASTER OR ANY OF ITS AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, PUNITIVE, SPECIAL OR INCIDENTAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, CONTRACT, REVENUE, DATA, INFORMATION OR BUSINESS INTERRUPTION), UNDER ANY THEORY OF LIABILITY, RESULTING FROM, ARISING OUT OF OR IN CONNECTION WITH THE USE OF, OR INABILITY TO USE THIS WEBSITE OR THE CONTENT, PRODUCTS, SERVICES, THE STATEMENTS OR ACTIONS OF ANY THIRD PARTY ON OR THROUGH THIS WEBSITE, ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR DATA, ANY INFORMATION THAT IS SENT OR RECEIVED, OR NOT SENT OR RECEIVED, ANY FAILURE TO STORE DATA, ANY LOSS OF DATA, LOSS OR DAMAGE TO FILES, LOSS OR DAMAGE TO THE CONTENT, ANY SERVICES AVAILABLE THROUGH THE WEBSITE THAT ARE DELAYED OR INTERRUPTED, EVEN IF POLIMASTER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ANY ACTION BROUGHT AGAINST POLIMASTER PERTAINING TO OR IN CONNECTION WITH THIS WEBSITE MUST BE COMMENCED AND NOTIFIED TO POLIMASTER IN WRITING WITHIN ONE (1) YEAR AFTER THE DATE THE CAUSE FOR ACTION AROSE.

Some jurisdictions do not allow the exclusion of implied warranties or limitations, so the above limitations may not apply to you.

III.LINKS TO EXTERNAL SITES

This Website may provide links to other websites that are not under the control of Polimaster (“External Sites”). Polimaster shall not be responsible in any way for the content of such External Websites.

Polimaster provides such links only for the convenience of the users of this Website, and the inclusion of any link to any such External Websites does not imply endorsement by Polimaster of the content of such External Websites (including without limitation any statement made, product, or service offered or referenced on the linked External Site, names of the organizations sponsoring said website, or any views that might be expressed or referenced in the External Sites. Links to External Sites and pages may be removed or replaced at the sole discretion of Polimaster, at any time without notice. In the event you discover problems with or have concerns regarding the format, accuracy, timeliness, or completeness of a linked External Site, please contact the organization responsible for the linked External Site — Polimaster does not control nor is it responsible for any linked External Sites, their pages, or content.

IV.INTELLECTUAL PROPERTY

Intellectual property rights and all other proprietary rights in the Content (including but not limited to software, services, audio, video, text, and photographs) rest with Polimaster and/or its licensors. Unless otherwise specifically provided herein or authorized by Polimaster in writing, all rights in the Content not expressly granted herein are reserved. You agree not to copy, republish, frame, make available for download, transmit, modify, rent, lease, loan, sell, assign, distribute, license, sublicense, reverse engineer, or create derivative works based on the Website, its Products, or its Services. Except as otherwise provided, the Content published on this Website may be reproduced or distributed in unmodified form (full or by part) for personal non-commercial use only. Any other use of the Content except Polimaster’s official dealers, including without limitation distribution, reproduction, modification, display, or transmission without the prior written consent of Polimaster is strictly prohibited. All copyright and other proprietary notices shall be retained on all reproductions from the Website.

You must not use Polimaster’s intellectual property including but not limited to trademarks, trade names, and copyrights without advance written permission from Polimaster. Furthermore, you agree to remove any used Content at any time upon Polimaster’s request.

Polimaster hereby disclaims any rights to trademarks, service marks, trade names, logos, copyrights, patents, domain names, or other intellectual property interests of third parties excluding situations of transferring rights by the contracts with third party. All intellectual property interests of third parties referenced herein or otherwise provided on this Website are the properties of their respective owners. Polimaster disclaims any proprietary interests in the intellectual property rights other than their own.

V.FEEDBACK

You may from time to time provide suggestions, comments, or other feedback to Polimaster with respect to any product, material, software, or information provided by Polimaster (“Feedback”). You agree that all Feedback is and shall be entirely voluntary and shall not, absent a separate agreement, create any confidentiality obligation for Polimaster. However, Polimaster shall not disclose the source of any feedback without the providing party’s consent. Polimaster shall be free to disclose and use such Feedback as it sees fit, entirely without obligation of any kind to you. The foregoing shall not, however, affect either party’s obligations hereunder with respect to the information protected pursuant to Polimaster’s Privacy Policy posted on this Website.

VI.NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT

Polimaster respects the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide to Polimaster the written information specified below:

an electronic or physical signature of the copyright owner or the person authorized to act on behalf of the owner of the copyright interest;
a description of the copyrighted work that you claim has been infringed upon;
a description of where the material that you claim is infringing is located on the Website;
your address, telephone number, and e-mail address;
a statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

Contacts for notice of claims of copyright infringement on this Website can be reached as follows:

By post: Polimaster Europe UAB, Ezero str. 4, Didziasalio k., Nemezio sen. LT-13264, Vilnius district, Republic of Lithuania

By email: info@polimaster.com

By telephone: +37052102323

Please note that this procedure is exclusively for notifying Polimaster and its affiliates that your copyrighted material has been infringed.

VII.INFORMATION AND MATERIALS PROVIDED BY YOU

Unless otherwise specifically provided herein or authorized by Polimaster in writing, any materials or information submitted to, sent through, or in connection with this Website by you (“User Materials”), will be treated as non-confidential and non-proprietary, and immediately become the property of Polimaster, subject to Polimaster’s Privacy Policy posted on this Website. Polimaster may use such User Materials as it deems fit, anywhere in the world, without obligation for compensation, and free of any moral rights, intellectual property rights, and/or other proprietary rights of third parties in or to such User Materials.

VIII.SOFTWARE

Software made available for downloading from or through this Website is licensed subject to the terms of the applicable end-user license agreement. Both the Software and any accompanying documentation made available through this Website (“Products”) is a copyrighted work of Polimaster. You must agree to the terms of the applicable end-user license agreement prior to the use of the Products made available by Polimaster through this Website.

Except as otherwise specifically provided herein or in the applicable end user license agreement or as otherwise agreed by Polimaster in writing, you may not use, copy, republish, frame, emulate, clone, download, transmit, rent, lease, loan, sell, assign, modify, distribute, license, sublicense, decompile, disassemble, create a derivative work, otherwise reverse engineer, or transfer the licensed program, or any subset of the Website, its Products or Services. Any such unauthorized use shall result in immediate and automatic termination of this license and may result in criminal and/or civil prosecution.

WARRANTIES, IF ANY, WITH RESPECT TO SUCH SOFTWARE SHALL ONLY APPLY AS EXPRESSLY SET FORTH IN THE APPLICABLE END-USER LICENSE AGREEMENT. POLIMASTER HEREBY EXPRESSLY DISCLAIMS ALL FURTHER REPRESENTATIONS AND WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE OR NON-INFRINGEMENT WITH RESPECT TO THE SOFTWARE.

Without limiting the foregoing, Polimaster makes no warranty that: the services and Products from the Website will meet your requirements; the services and products will be uninterrupted, timely, secure, or error-free; the results that may be obtained from the use of the services or materials will be effective, accurate, or reliable; the quality of any services or products purchased or accessible by you through the Website will meet your expectations; any errors in the software obtained from or used through the Website, or any defects in the Website, its services or products will be corrected.

IX.UNLAWFUL OR PROHIBITED USE

You may not use this Website for any purpose that is unlawful, prohibited by these Terms of Use, or in any way interferes or attempts to interfere with the proper working of this Website. You may not use this Website in any manner that could damage, disable, overburden, or impair this Website, or that interferes with any third party’s use and enjoyment of this Website. You agree that you will not modify or cause to be modified any files that are available on the Website and/or use any third-party software that intercepts, "mines", or otherwise collects information from or through the Website. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available by Polimaster to all users of this Website. You shall not institute, assist, or become involved in an attack upon any Polimaster server or otherwise attempt to disrupt the Polimaster servers.

ANY ATTEMPT BY YOU TO DAMAGE POLIMASTER SERVERS OR UNDERMINE THE LEGITIMATE OPERATION OF POLIMASTER IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND, SHOULD SUCH AN ATTEMPT BE MADE OR ASSISTANCE FOR SUCH AN ATTACK BE PROVIDED, POLIMASTER RESERVES THE RIGHT TO SEEK DAMAGES FROM ANY SUCH USER TO THE FULLEST EXTENT PERMITTED BY LAW.

X.INDEMNIFICATION

You hereby agree to indemnify and hold harmless Polimaster, its affiliates, officers, directors, agents, and employees, from any expense, loss, claim, damage, fine, penalty, or liability, including reasonable fees for attorneys and other professionals, payable under any judgment, verdict, court order or settlement, to the extent resulting from any claim, demand, action, suit, arbitration, or other proceeding initiated by any third party, including the assessment, claim or demand by a governmental agency or entity, arising out of your breach of these Terms of Use.

XI.LINKING TO THE WEBSITE

Linking to this Website is permitted provided that you comply with the following rules. You may link to the home page of the Website or to any other page of the Website. However, you are not allowed to use in-line linking (or hot-linking) or framing. You must not imply that Polimaster endorses or sponsors the linker or its site, products, or services. Furthermore, you agree to remove the link at any time upon Polimaster’s request.

XII.DISPUTE RESOLUTION

PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

Mindful of the high cost of legal dispute, not only in money but also in time and energy, both you and Polimaster agree to the dispute resolution procedure as stated in the following provision:

in the event of any controversy, claim, action or dispute arising out of or related to any actions on the Website or the breach, enforcement, interpretation, or validity of these Terms of Use or any part of it, or any claims against other parties relating to services or products provided to you (such as our licensors, suppliers, dealers or third-party vendors) whenever you also assert claims against Polimaster in the same proceeding, the party asserting the dispute shall first try in good faith to settle such dispute by providing written notice to the other party (by first class or registered mail) describing the facts and circumstances (including any relevant documentation) of the dispute and allowing the receiving party 30 days in which to respond to or settle the dispute.
notices shall include the following information: name, address, a written description of a claim, and a description of the specific relief a party seeks. Notices shall be sent to Polimaster at:

By post: Polimaster Europe UAB, Ezero str. 4, Didziasalio k., Nemezio sen. LT-13264, Vilnius district, Republic of Lithuania

By email: info@polimaster.com

to you at: your last-used email and/or address.

both you and Polimaster agree that this dispute resolution procedure is a condition precedent that must be satisfied prior to initiating any arbitration or filing any claim against the other party.
to the extent we cannot resolve any Dispute through the informal dispute resolution procedure a Dispute shall be determined and settled by arbitration.
any dispute shall be finally settled by arbitration in the Vilnius Court of Commercial Arbitration in accordance with its Rules of Arbitration. All procedural documents shall be served via parties‘ emails. The number of arbitrators shall be one. The place of arbitration shall be Vilnius. The language of arbitration shall be English. The law of the Republic of Lithuania shall be applicable to the dispute.
the prevailing party in any legal action brought by one party against the other and arising out of this Terms of Use shall be entitled, along with any other rights and remedies it may have, to reimbursement for its expenses, including court costs and reasonable attorney’s fees.

XIII.TERMINATION

With the exception of the DISPUTE RESOLUTION, which shall survive the termination of these Terms of Use, these terms are effective unless and until terminated by either you or Polimaster. You may terminate this Terms of Use at any time. Polimaster also may terminate this Terms of Use at any time without notice and, accordingly, may deny you access to the Website if, in our sole judgment, you fail to comply with any term or provision of the Terms of Use. The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of the Terms of Use for all purposes.

Polimaster does not bear any responsibility nor assumes any risks if, for any reason, a product or a service made available on this Website breaches the national law of any state. Those who access this Website do so on their own initiative and are responsible for compliance with their national laws.

XIV.FINAL PROVISIONS

We reserve the right to revise this Terms of Use from time to time in our sole discretion. It is our Terms of Use to post any changes we make to our Terms of Use on this page https://polimaster.com/terms-privacy-policy/. We will post and maintain the most recent versions of the Terms of Use on the Website. The date the Terms of Use was last revised is identified at the top of the page. We may not notify Website visitors or users of such revisions by email, phone, or other personal contact. You are responsible for periodically visiting our Website and this Terms of Use to check for any changes. You can determine if the Terms of Use has been revised since your last visit by referring to the “Effective” date at the top of the Terms of Use.

Questions may be submitted at info@polimaster.com. Please also have a look at Polimaster’s Privacy Policy at www.polimaster.com.

PRIVACY POLICY

Effective July 1, 2024

I.GENERAL PROVISIONS

This Privacy Policy (“Policy”) regulates activities of Polimaster Europe UAB (“Company”) with its registered office at Ezero str. 4, Didziasalio k., Nemezio sen. LT-13264, Vilnius district, Republic of Lithuania (“Office”), email info@polimaster.com, code of legal entity 123508375 (“Data Controller”) in the sphere of personal data (“Personal Data”) collection, management and storage performed by the Data Controller and operation of the Website www.polimaster.com managed by the Data Controller (“Website”).

The data subject for the purposes of this Policy is any natural person whose Personal Data is processed by Company (“Data Subject”).

By using the services, visiting the Office, and continuing to browse the Website, the Data Subject confirms that he/she has read and understood the Policy and agrees to comply with its provisions.

The Data Controller shall ensure that, when adopting and implementing this Policy, it seeks to implement the following fundamental principles relating to the management of Personal Data:

Personal Data in relation to the Data Subject is processed in a lawful, fair, and transparent manner (the principle of legality, integrity, and transparency);
Personal Data is collected for specified, clearly defined, and legitimate purposes and will not continue to be processed in an incompatible way;
further processing of Personal Data for archiving purposes in the public interest and for statistical purposes shall not be considered incompatible with the original purpose (purpose limitation principle);
Personal Data is adequate, relevant, and necessary for the purposes for which they are processed (data minimization principle);
every effort shall be made to ensure that Personal Data is accurate and, where necessary, kept up to date within a reasonable time after the change has occurred;
all reasonable steps shall be taken to ensure that Personal Data that is not accurate in terms of processing purpose is deleted or corrected within a reasonable period of time (accuracy principle);
Personal Data is stored in such a way that the identification of the Data Subject cannot be set for longer than is necessary for the purposes for which Personal Data is processed;
Personal Data may be stored for longer periods when such data is processed for archiving or statistical purposes and upon the implementation of technical and organizational measures in order to protect the rights and freedoms of the Data Subject (principle of limitation of storage period);
Personal Data, taking into account the generic nature of the Personal Data processed by the Data Controller, is processed in such a way as to ensure the proper security of Personal Data, including protection from unauthorized processing or processing of unauthorized data and against accidental loss, destruction or damage by appropriate technical or organizational measures (principle of integrity and confidentiality);
the Data Controller is responsible for ensuring compliance with the above principles and must be able to demonstrate that they are being complied with (accountability principle).

This Policy has been developed in accordance with the provisions of the Regulation (EU) 2016/679 of the European Parliament and of the Council on the protection of natural persons with regard to the processing of Personal Data and the free movement of such data, and repealing Directive 95/46/EC (“GDPR”), the Law on the Legal Protection of Personal Data of the Republic of Lithuania (“Law on LPPD”) and other legal acts of the Republic of Lithuania and the European Union. Concepts used in the Policy shall be understood as defined in the GDPR and Law on LPPD.

II.BASIS OF PERSONAL DATA PROCESSING

Personal Data shall be processed by the Company only under one or more criteria of lawful processing:

in order to ensure the provision of services under the contract (i.e., in order to perform the contract or to take action at the request of the Data Subject prior to the conclusion of the contract);
with the consent of the Data Subject;
when Personal Data processing is necessary to fulfill a legal obligation applicable to the Company;
when Personal Data processing is necessary for reasons of public interest or in the course of implementation of functions delegated to the Company;
when Personal Data shall be processed for the legitimate interests of the Company or a third party.

The Company, when managing and storing Personal Data, shall implement proper organizational and technical measures aimed at the protection of Personal Data from unauthorized or accidental loss, destruction, damage or disclosure, and other unauthorized processing. Access to Personal Data processed by the Company shall be limited to those employees and auxiliary service providers of the Company who need it to perform their job functions or provide services to the Company.

Existing or potential clients of the Company, employees, and other natural persons are responsible for ensuring that the Personal Data they provide is accurate, correct, and complete. They must immediately inform the Company if their Personal Data changes. The Company shall not be liable for any damage caused to the person and/or third parties due to the person providing incorrect and/or incomplete Personal Data or not requesting to supplement and/or modify the data in case of changes.

III.PERSONAL DATA SOURCES

Personal Data is usually obtained directly from the Data Subject (existing or potential client of the Company, employee, or candidates) who makes them available through the Website, through the services provided by the Company, in the provision of services to the Company, in the course of employment or applying for employment in the Company upon arrival at the Office.

Personal Data may also be obtained from third parties (e.g., temporary employment agencies, recruitment services, public authorities, and registers) in the cases provided for by law or with the consent of a relevant person.

Although the client is not required to provide any Personal Data to the Company, it is possible that certain services may not be provided to him or her or he/she may not be employed in the Company if Personal Data is not provided.

IV.PURPOSE OF COLLECTING PERSONAL DATA

Administration of orders and inquiries for services and goods. Legal basis: fulfillment of the contract, compliance with legal requirements. The following Personal Data is collected for this purpose: name, surname, telephone number, email address, address, other information, payment method information that may be required for the provision of services or goods at the time of sale.

Security of property and persons (video surveillance at the Office and premises). Legal basis: legitimate interest, security of property and persons. The following Personal Data is collected for this purpose: video data.

Customer service quality assurance and customer satisfaction survey analysis. Legal basis: customer service quality assurance; service improvement, website improvement, assessing the success of our advertising campaigns, or customizing services to your needs. The following Personal Data is collected for this purpose: email address and content of correspondence, contact information.

Sending newsletters. The following Personal Data is collected for this purpose: name and surname, email address, and contact information.

Marketing purposes (submission of promotional and sponsored content, promotional messaging, analysis and evaluation of markets, customers, products, and services, including collection of your opinion on services and conducting customer surveys). Legal basis: for this purpose, we process your Personal Data with a legal interest: to inform about our services, events, news and other relevant information, with your consent. The following Personal Data is collected for this purpose: name, surname, social network account details, phone number, email address, address.

Information related to your request for services, partners, or goods. Legal basis: provision of information relating to a legitimate interest in providing accurate information on our or partners' services, ancillary services, etc. The following Personal Data is collected for this purpose: in order to respond to your inquiries by telephone, email, social networking environment, etc., we may ask for your phone number, residential address, email address or other your preferred contact information.

In order to defend our interests before a court or other authority. Legal basis: fulfillment of legal requirements, legal interest - to defend against claims and requirements. The following Personal Data is collected for this purpose: depending on the lawsuit or claim being filed, all of your Personal Data we hold about you and listed in this Policy may be processed for this purpose.

In order to comply with the mandatory provisions of applicable law. The following Personal Data is collected for this purpose: Personal Data relating to immigration and customs control, Personal Data relating to invoices, Personal Data relating to logistics, and our obligations in the event of disruption or delay in the delivery of goods.

V.MANAGEMENT OF PERSONAL DATA IN IMAGE MONITORING

In order to protect the property, health, and life of the Company, our employees, guests, and others, the Company conducts video surveillance at its Office and areas around it.

We conduct video surveillance and process data (video data) of our employees and guests entering the video surveillance field on the basis of our legitimate interests. Our video surveillance systems do not use face recognition and/or analysis technologies and do not group or profile video data captured with them to a specific Data Subject (person).

Employees and guests are informed about the ongoing video surveillance by providing a video camera symbol and details of the Data Controller before entering the monitored area.

Premises in which employees or guests of the Company expect absolute protection of Personal Data, such as changing rooms, lounges, and WCs, are outside the field of view of video cameras.

Personal Data (video data) collected during video surveillance is stored for up to 30 (thirty) calendar days from the date of capture.

VI.USE OF COOKIES

The Data Controller uses cookies on the Website www.polimaster.com to distinguish between users of the Website. By using cookies, the Data Controller seeks to provide a more enjoyable experience for individuals browsing the Website and to improve the Website itself.

Cookies are small text files that are stored on your personal browser or device (personal computer, mobile phone, or tablet).

Cookies used on the website do not allow us to identify the user of the website. Visits to the Website are logged anonymously, recognizing your personal computer, mobile phone, or tablet, and your IP address, and such information are not shared with third parties except as required by law.

By opening the Website and clicking the “Accept” button in the pop-up box, the person browsing agrees that cookies will be stored on his/her computer, mobile phone, or tablet.

In order to revoke the consent, the person browsing may delete or block cookies by selecting the appropriate settings on his/her browser, allowing him/her to refuse all or part of the cookies. It shall be noted that using browser settings that block cookies (including necessary cookies) may cause trouble using all or part of the functions of the Website.

Personal Data collected by cookies is managed and processed in accordance with the provisions of the Law on LPPD, the Law on Electronic Communications of the Republic of Lithuania, the GDPR and other legal acts regulating management of Personal Data.

In compliance with legal requirements, the Website is subject to security measures that prevent unauthorized disclosure and unauthorized use of Personal Data.

VII.RIGHTS OF THE DATA SUBJECT

The Data Subject shall have, inter alia, the following rights:

to receive information about the Personal Data processed by the Company, where and in what way Personal Data is collected, and on what basis;
to apply to the Company with the request to correct Personal Data, suspend processing, or destroy it when data is incorrect, incomplete, or inaccurate or if data is no longer needed for the purposes for which it was collected. In such a case, the Data Subject must submit a request, after which the Company will verify the information provided and take appropriate action. It is very important for the Company that the Personal Data it holds is accurate and correct;
to apply to the Company for the destruction of Personal Data or suspension of the processing of such Personal Data, other than storage, in the event that the person, having become aware of his/her Personal Data, determines that the Personal Data is being processed illegally or fraudulently;
to object to the processing of Personal Data where such data is or is intended to be processed for the purposes of direct marketing or for a legitimate interest pursued by the Company or a third party to whom the Personal Data is provided;
to revoke at any time his/her consent to the processing of Personal Data for direct marketing purposes;
to contact the Company for free assistance, if the Data Subject is concerned about the Company's actions (omissions) that may not comply with the requirements of this Policy or the law.

The person may exercise all his/her rights as a Data Subject by applying to the Company by emailing info@polimaster.com.

In the event of failure to resolve the matter with the Company, the Client shall be entitled to apply to the State Data Protection Inspectorate (https://vdai.lrv.lt/), which shall be responsible for the supervision and control of Personal Data protection legislation.

VIII.FINAL PROVISIONS

We reserve the right to revise this Policy from time to time in our sole discretion. It is our Policy to post any changes we make to our Policy on this page https://polimaster.com/terms-privacy-policy/. We will post and maintain the most recent versions of the Policy on the Website. The date the Policy was last revised is identified at the top of the page. We may not notify Website visitors or users of such revisions by email, phone, or other personal contact. You are responsible for periodically visiting our Website and this Policy to check for any changes. You can determine if the Policy has been revised since your last visit by referring to the “Effective” date at the top of the Policy.

IX.CONTACT INFORMATION

If you notice an inconsistency with this Policy, a security loophole on our website, or have other questions regarding the processing of your Personal Data, please contact us in one of the most convenient ways for you:

By post: Polimaster Europe UAB, Ezero str. 4, Didziasalio k., Nemezio sen. LT-13264, Vilnius district, Republic of Lithuania

By email: info@polimaster.com

By telephone: +37052102323

POLIMASTER EUROPE UAB TERMS AND CONDITIONS OF SALE

Effective July 1, 2024

PLEASE READ THE TERMS CAREFULLY BEFORE PLACING YOUR ORDER

NOTE: All transactions for Products sold by Polimaster Europe UAB (“Polimaster”) are subject to the latest revision of the Terms and Conditions of Sale (“Terms and Conditions”) published by Polimaster at its website www.polimaster.com (“Website”). Unless otherwise expressly agreed and stated in a separate valid written contract signed by you and authorized representative of Polimaster (“Contract”), in which case such Contract prevails, by ordering our Products you agree to accept and be bound by the below stated Terms and Conditions. Polimaster proposal, offer or acceptance is conditioned on your acceptance of the Terms.

We reserve the right to revise this Terms and Conditions from time to time in our sole discretion. We will post any changes we make to our Terms and Conditions on this page Terms / Privacy Policy. We will post and maintain the most recent versions of the Terms and Conditions on the Website. The date the Terms and Conditions was last revised is identified at the top of the page. We may not notify Website visitors or users of such revisions by email, phone, or other personal contact. You are responsible for periodically visiting our Website and reviewing the current this Terms and Conditions to check for any changes. You can determine if the Terms and Conditions has been revised since your last visit by referring to the “Effective” date at the top of the Terms and Conditions.

I.APPLICABLE TERMS

1.1. Agreement. These Terms and Conditions, applicable Supplemental Terms (if any), Contract (if any) and written confirmation of your purchase order issued by Polimaster form the final, complete and exclusive sale agreement (“Agreement”) between Polimaster and you (including your end users) with respect to your purchase of equipment, components, parts, and materials, product provided by Polimaster and described in our proposal and respective price quotation (“Product”or“Products”). Polimaster’s salespeople may have made oral statements about the Product. Please note that such statements do not constitute warranties, shall not be relied on by you and are not part of the Agreement. Unless otherwise stated by Polimaster in writing, the entire Agreement is embodied in this document and any and all representations, promises, warranties or statements by our salespeople and/or agent(s) that different in any way from the terms of the Agreement shall be given no force or effect.

1.2. Supplemental Terms. Some Products are subject to additional terms, software licenses, and other written contract terms, which are not indicated in these Terms and Conditions (“Supplementary Terms”). Supplementary Terms, if any, can be found on our Website or in operating manuals and other literature accompanying the Products. Please contact our Customer Service if you have any questions about the Supplementary Terms.

1.3. Conflict of Terms. In the event of conflict between the documents indicated in the above Subsection 1.1, precedence shall apply in accordance with the following priority (the first document is the most important and has priority): written confirmation of your purchase order issued by Polimaster, Contract, Supplementary Terms, and finally these Terms and Conditions. Unless otherwise stated in writing by Polimaster, Polimaster expressly rejects any different, additional and/or conflicting terms indicated in your request for proposal, request for quote, specifications, purchase order and any other written or oral communication you provide, and if the terms and conditions in the Agreement differ from the terms in your above-mentioned documents, they are not binding on Polimaster, shall have no force or effect, shall not constitute any part of the Agreement, and the Agreement will be governing terms for your purchase. Failure by Polimaster to object to you additional, different or conflicting terms does not operate as a waiver of any terms contained in the Agreement.

1.4. Effective Date of the Agreement. The Agreement between you and Polimaster is created when Polimaster’s authorized representative accepts your purchase order by either sending a written confirmation or by shipping the Product you ordered or otherwise initiating action to provide the Product you ordered.

1.5. Right to Refuse Orders. All orders are subject to Polimaster’s management approval. The right is reserved to refuse orders if such course seems to be advisable and to the best interest of Polimaster.

II.PRICING, PAYMENT, DELIVERY

2.1. Price Terms. Prices are stated in Polimaster’s price quote. All prices are subject to change without prior notice except for accepted orders in progress. Prices quoted to you in Polimaster’s quote are valid for thirty (30) days from the quote date, unless Polimaster indicated otherwise in writing. Additionally, the price indicated in Polimaster’s original quote is subject to adjustment on account of specifications, quantities, materials, cost of production, shipment arrangements or other terms or conditions which are not part of Polimaster’s original price quote. Increases, changes, adjustments or surcharges which may be incurred will be for your account.

2.2. Taxes, Duties, and Fees. Unless otherwise stated in writing by Polimaster, Polimaster’s prices exclude charges for freight, unloading, storage, insurance, taxes, excises, fees, duties or other government charges related to the Products. You will pay these amounts or reimburse Polimaster the respective amounts added to your invoice. If you claim a tax or other exemption or direct payment permit, you will provide a valid exemption certificate or permit in advance before the Product is shipped by Polimaster for each respective jurisdiction and indemnify, defend and hold Polimaster harmless from any taxes, costs and penalties arising from same.

2.3. Products for Export. You are responsible to designate the end user and true, ultimate destination of the Products to Polimaster in your purchase order. In the event you purchase the Products for export without notifying Polimaster, Polimaster shall not be liable for deficiencies in packing, marking, labeling, documentations, or warranty which may result from attempts to export the Products. The Products which are destined for ultimate delivery outside the Republic of Lithuania must be purchased by placing a purchase order accompanied by a completed End User Certificate, which can be obtained from our Customer Service. You shall indemnify and hold Polimaster, its affiliates and their employees, directors, and officers harmless for any claims and damages resulting from your failure to act in compliance with the above ordering procedure and your omission to notify Polimaster about purchasing the Products for export.

2.4. Export Restrictions. You acknowledge that each Product and any related software and technology, including technical information we supply you, including those contained in Product documents (collectively “Items”), may be subject to EU, the Republic of Lithuania and/or U.S. government export controls. The export controls may include, among others, those of the Export Administration Regulations of the U.S. Department of Commerce (the “EAR”), which may restrict or require licenses not only for the export of Items from the United States but also for their re-export from other countries. You must comply with the EAR and all other applicable laws, regulations, treaties, and agreements relating to the export, re-export, and import of any Item. You must not, directly or indirectly, without first obtaining the required license to do so from the appropriate EU, the Republic of Lithuania and/or U.S. government agency export, re-export, distribute or supply any Item to (a) any restricted or embargoed country or to a person or entity whose privilege to participate in exports has been denied or restricted by the EU, the Republic of Lithuania and/or U.S. government; (b) any person or entity who is involved in improper development or use of nuclear weapons or of chemicals/biological weapons, or missiles, or in terrorist activities. You will, if we request, provide information on the end user and end use of any Item you export or plan to export. You will cooperate fully with us in any official or unofficial audit or inspection related to applicable export or import control laws or regulations, and will indemnify and hold us harmless from, or in connection with, your or your consultants’, agents’ or employees’ violation of this Subsection. You represent and confirm that the Product will not be used in any way, or have the possibility of being used, in violation of EU, the Republic of Lithuania and/or U.S. government sanctions imposed due to Russian aggression against the nation of Ukraine, especially in regard to the expanded definition of Military End-Use and End-User, as defined by the current export-import regulations of EU, the Republic of Lithuania and/or U.S. government.

2.5. Shipping, Packing, and Handling.Unless otherwise stated in writing by Polimaster, you are responsible for standard delivery and handling charges, if any. Polimaster will add such charges to your invoice. Polimaster's price include the costs of its standard packing only. Any packing deviation will be additionally charged to you. For details of our freight policy, please contact our Customer Service.

2.6. Payment. Polimaster will invoice you for the Product price and all other charges due. Unless otherwise stated in Polimaster’s quote, all orders are shipped prepaid.

2.7. Late Payments. Late prepayment, without affecting our other rights, may lead: to suspension of delivery or termination of order (as indicated in Subsection 2.9), rejection of future orders, and/or incurring a late-prepayment penalty from the due date at the rate of 0.05% of the full amount of the prepayment due for each day of such delay in payment, or, at the discretion of Polimaster, the maximum amount allowed by law, which must be paid on demand. Failure to pay for shipped Products on time (if such an opportunity was provided to you by Polimaster), without affecting our other rights, may lead: to rejection of future orders, and/or incurring a late-payment penalty from the due date at the rate of 0.05% of the full amount of the payment due for each day of such delay in payment, or, at the discretion of Polimaster, the maximum amount allowed by law, which must be paid on demand. If Polimaster appoints a collection agency or an attorney to recover any unpaid amounts, you must pay all reasonable costs of collection, including all associated reasonable attorneys’ fees and/or collection agency fees.

2.8. Disputed Invoice. If you dispute all or any portion of an invoice, you must first deliver written notice to Polimaster of the disputed amount and the basis for the dispute within three (3) business days from the date of the invoice. Your failure to timely notify Polimaster of any dispute constitutes your waiver of your respective claim. If you only dispute a portion of the invoice, you must pay the undisputed. Upon resolution of the dispute, you must pay the invoice or the remainder of the invoice, plus any accrued interest on the late payment.

2.9. Right to Suspend and/or Terminate an Order. Polimaster has a right to suspend performance under an order if an undisputed proforma invoice or invoice is more than thirty (30) days past due. Polimaster may unilaterally terminate the Agreement, by giving you simple written notice, if an undisputed proforma invoice or invoice is more than sixty (60) days past due. Unless prohibited by law, Polimaster may also unilaterally terminate the Agreement immediately, by giving you simple written notice, in the event of a material adverse change in your financial condition including, but not limited to, bankruptcy, insolvency, liquidation or similar financial condition.

III.DELIVERY, TITLE, AND RISK OF LOSS

3.1. Delivery Terms. Products will be shipped to the destination you specify in your order, subject to FCA, Vilnius, Lithuanian Republic (Incoterms 2010) unless otherwise agreed in writing. You are responsible for all transportation, insurance and related expenses. The related expenses shall include any taxes, duties or documentation fees.

3.2. Transportation and Storage. When Products are ready for shipment, Polimaster will: (i) inform you, and you will then promptly give written shipping instructions to Polimaster, if different from those indicated in your purchase order; (ii) determine the method of transportation and shipment routing; and (iii) ship the Products with freight prepaid by normal transportation. If you fail to provide timely shipping instructions, Polimaster will ship the Products by normal transportation means to you or to a storage location selected by Polimaster. You will pay or reimburse any excess transportation charges for special or expedited transportation. If Products are placed into storage, delivery occurs and risk of loss transfers to you when the Products are placed on the carrier for shipment to the storage location. If the Products are to be stored in the facility where manufactured, delivery occurs and risk of loss transfers to you when placed in the manufacturing facilities storage location. You will pay all Polimaster’s storage expenses, including but not limited to, preparation for and placement into storage, handling, freight, storage, inspection, preservation, maintenance, taxes and insurance, upon receipt of an invoice(s) from Polimaster. When conditions permit and upon payment to Polimaster of all amounts due, you must arrange, at its expense, to remove the Products from storage. You bear the risk of loss, damage or destruction to Products in storage.

3.3. Partial Shipment. Polimaster may, in its discretion, (i) make partial shipments and invoice each shipment separately; and/or (ii) stop delivery of Products in transit and withhold shipments in whole or in part if you do not pay us when due, or if you otherwise do not perform your obligations in the Agreement.

3.4. Shipping, Delivery and Installation Dates. Polimaster shipping, delivery and installation dates are estimated dates only, and we will not be liable for any loss or damage resulting from any delay in delivery or failure to deliver which is due to any cause beyond our reasonable control. If we do delay shipment because of a cause beyond our reasonable control, we may terminate the affected order, or reschedule the shipment, and we will do so within a reasonable period of time. You may not refuse delivery or otherwise be relieved of any obligations as the result of such delay. If our delivery of a Product to you is delayed due to any cause within your control, we will place the delayed Products in storage at your risk and expense and for your account. In case of faulty failure to deliver the Product(s) for more than ten (10) business days from the agreed delivery date, Polimaster shall pay a penalty at the 0.05% rate of the cost of non-delivered Product(s) for each day of delay but not more than 10% of the cost of non-delivered Product(s).

3.5. Risk of Loss. Unless otherwise indicated in Subsections 3.2 and 3.4, Products are delivered to you when we load them onto the commercial carrier at Polimaster facility. At this point you become responsible for risk of loss and damage.

3.6. Title. Title to Products will pass to you (except software and intellectual property incorporated within or forming part of a Product, which we or our licensors continue to own) when we deliver the Product to the first carrier FCA, Vilnius, Lithuanian Republic (Incoterms 2010), provided however that in the event you owe Polimaster purchase price and other related expenses for the Products, Polimaster remains the owner of the goods until such time as these and all other sums owed by you to Polimaster are paid in their entirety.

IV.CHANGES, CANCELLATION AND RETURS

4.1. Changes. You may not change orders in process (upon receipt of Polimaster’s written confirmation of your order), unless we have given you written consent to do so, with a possible adjustment of the purchase price for the Products in such changed purchase order.

4.2. Cancellation. Once you have placed your purchase order, you cannot cancel it, unless we consent in writing, and you pay any applicable cancellation charges required to fully reimburse expenses borne by Polimaster because of such cancellation.

4.3. Return of Custom Products. Custom Products cannot be returned for any reason except for failure to meet stated specifications, with Polimaster’s written consent.

V.PRODUCT-RELATED SERVICES

5.1. Providing Product-Related Services. When you purchase a Product, Polimaster may install it, if applicable, and provide training, maintenance, repairs, or any other Product-related Services that you and Polimaster expressly agree on in writing (“Product-Related Services”). Product-Related Services are not included in the Product price and additional costs related to providing such Product-Related Services shall be specifically agreed upon by you and Polimaster in writing. Polimaster also offers extended warranties and other Product service plans. For full details of our Product service plans, please contact Customer Services.

5.2. Training. Polimaster may provide to you, your end users and their employees (“Trainees”) its standard training courses including all course materials in accordance with its current schedule. Training courses are not included in the Product price and additional costs related to providing such training courses shall be specifically agreed upon by you and Polimaster in writing. Unless otherwise stated in Polimaster’s proposal and quotation, all training courses shall be conducted at Polimaster’s designated facility or your facility, as the case may be. Polimaster will designate the specific equipment located at the agreed facility which will be utilized during the training course. You shall be responsible for the price of the course and all travel, lodging and living expenses of Polimaster representative and Trainees attending the training course(s). Notwithstanding such training, Polimaster does not warrant or represent that such Trainees shall be qualified, capable or competent to operate, maintain, or perform services on any Product for which such training has been provided.

VI.POLIMASTER WARRANTY AND LIMITED LIABILITY

6.1. Polimaster Warranty; Warranty Period. Polimaster warrants to the purchaser and the end user of the Product (“Purchaser”) that each Product is produced substantially in accordance with its documentation and is free from material defects in material and workmanship for 24 (twenty four) months from the date of purchase provided, however, that the foregoing warranties are expressly contingent (and shall otherwise be void) upon use of the Product in accordance with specifications, under normal, proper and intended use and service by properly trained personnel and without misuse, abuse, or abnormal use, accident, damage, alteration, or modification thereto or improper or unauthorized repairs or improper maintenance (“Polimaster Warranty”). Non-substantial variations of performance from the Product documentation do not establish a warranty right.

6.2. For any proved defect or nonconformity in the Product, the Purchaser shall obtain from Polimaster repair or replacement of the Product containing proved warranty defect or nonconformity (“Affected Product”) or shall obtain the lower price from supplier. If Polimaster fails to repair or replace the Affected Products within a reasonable time, the Purchaser shall be entitled to repayment or credit of original price of the Affected Product from the supplier as its exclusive further remedy with obligatory returning the Product.

6.3. Maximum aggregate liability arising out of or in connection with any Product or service is limited to the amount of actual purchase price received by Polimaster for the Product.

6.4. The fact of a breakdown or detection of hidden defects in the Product during the warranty period is considered by a responsible specialist or a commission with drawing up a defective act or a malfunction report provided also the date of detection of the defects.

6.5. If during the Warranty Period the Purchaser reasonably believes that the Product contains a defect or nonconformity for which Polimaster is responsible, and, therefore, may be subject to warranty repair, the Purchaser shall contact Polimaster Customer Service and inform it of the nature of such defect or nonconformity in reasonable detail by written notice supported by reasonable proof of warranty claim validity and shall request authorization from Polimaster to return the Affected Product to Polimaster for repair or replacement (“Warranty Service”). Warranty Service for the Product shall be performed only by Polimaster or by an authorized service contractor of Polimaster. If Polimaster determines that the Products for which Warranty Services is requested are not covered by the warranty, the Purchaser will pay or reimburse Polimaster for all costs of investigating and responding to such request at its then prevailing time and materials rates. If Polimaster provides repair services or replacement parts that are not covered by this warranty, the Purchaser will pay to Polimaster at its then prevailing time and materials rates.
In addition to exclusion for third party products, the Polimaster Warranty does not apply to (i) normal wear and tear (including any expendable items that comprise part of the Product, such as batteries and other expendables), (ii) accident, disaster or event of force majeure, (iii) misuse, fault or negligence, (iv) use of the Products in a manner for which they were not designed and/or for the purpose other than identified, (v) causes external to the Products such as, but not limited to, power failure or electrical power surges, (vi) installation, removal, use, maintenance, storage, or handling in an improper, inadequate, or unapproved manner, such as, but not limited to, failure to follow our instructions or operating guidelines, or protocols, operation outside of stated environmental or use specifications, or operation with unapproved software, materials or other products, Polimaster has not approved, (vii) use of the Products in combination with equipment or software that Polimaster did not supply, (viii) the Products sold as 'used' products, as being experimental, developmental, prototype, or pilot, (ix) contact with improperly used or unapproved chemicals or samples, (x) manufacture in accordance with specifications the Purchaser gave to Polimaster.

6.6. Polimaster does not warrant or guarantee that any Product will be secure from cyber threats, hacking or similar malicious activity. Products that are networked, connected to the internet, or otherwise connected to computers or other devices must be appropriately protected by the Purchaser against unauthorized access.

6.7. Any installation, maintenance, repair, service, relocation or alteration to or of, or other tampering with, the Products performed by any person or entity other than Polimaster or its service center without Polimaster's prior written approval, or any use or replacement of parts that Polimaster has not supplied, will immediately void and cancel all warranties with respect to the Affected Products.

6.8. Return Authorization. Polimaster Customer Service must authorize you in writing all Products returns. No returns will be accepted without prior written consent from Polimaster. If return is authorized, Customer Service will provide you directions regarding the return process. All third party’s transportation, handling, customs and related costs associated with the return, repair and/or replacement of such Products, if confirmed by Polimaster to be nonconforming and/or eligible for Warranty Service, shall be paid by Polimaster.

6.9. Third-Party products. We do not support or make any warranties about products manufactured or supplied by third parties that you purchased through any of our sales channels. When you buy a third-party product, we will let you know that this purchase is governed by the third-party’s own contract terms. You must look directly to the relevant third- party manufacturer for product support, warranties, and to make warranty claims. Polimaster agrees, however, to assign to you any warranty rights we may have from the original manufacturer or third-party supplier, to the extent the original manufacturer or third party supplier allows.

VII.LIABILITIES

7.1. Unless otherwise agreed by the parties in writing, each party shall be liable for breach of any obligations or default committed by such party and compensate the other party for the loss sustained by the other party because of such breach or default. In no event will Polimaster be liable for any indirect, special, incidental, or consequential damages under any form or theory of action whatsoever, including, without limitation, lost profits, overhead, damages for loss of goodwill, work stoppage, computer failure or malfunction, or any and all other commercial damages or losses, even if advised of the possibility thereof. Nothing herein shall be construed as limiting Purchaser’s liability for infringement of intellectual property rights of Polimaster. The Purchaser will indemnify, defend, and hold Polimaster harmless from and against any and all claims, demands, liabilities, losses, damages, judgments, or settlements, including all reasonable attorney’s fees, and expenses related thereto, directly or indirectly resulting from the Purchaser’s actual or alleged breach of its warranties, covenants or other obligations. Polimaster shall promptly notify the Purchaser of any such suit or claim and furnish the Purchaser with a copy of each communication, notice, or other action relating to the claim.

7.2. The total cumulative liability of Polimaster under the Agreement (including but not limited to the loss and penalty) shall not exceed the price of the Product(s) or part of the Product(s) on which such liability is based.

VIII.INDEMNIFICATION

8.1. Polimaster’s General Indemnity. Polimaster will defend and indemnify you against third-party claims for injury to persons, including death, or damage to tangible property occurring while our employees are on your premises performing Product-Related Services, to the extent the claims are caused by our employees’ negligent acts or negligent omissions, except to the extent caused by your negligent acts or negligent omissions.

8.2. Polimaster’s Infringement Indemnity. Polimaster will defend and indemnify you against infringement damages finally awarded in any legal action brought by a third party against you to the extent that the action is based on a claim that our manufacture and sale of a Product infringes any patent, copyright, trademark or other intellectual property right of such third party if we had actual knowledge of such intellectual property right and the actual infringement at the time of delivery of the Product to you. This infringement indemnity does not apply to claims that arose based on (i) your failure to comply with the Agreement, (ii) your failure to acquire any applicable additional intellectual property rights and licenses from third party providers, (iii) Products were made, assembled or labelled in reliance upon your instructions, specifications, or other directions and compliance therewith has caused Polimaster to deviate from its normal course of performance, (iv) your use or resale of Products, (v) modifications made by you, your end users, your contractors or any third party; (vi) products originating from third parties; (vii) combinations of the Products made by you, your end users, your contractors or any third parties with devices, methods, systems or processes not furnished hereunder and by reason of said design, instruction, modification, or combination a suit is brought against you or Polimaster.

Additionally, our infringement related indemnity obligations will be extinguished if we, at our option and expense, either: (i) secure for you the right to continue using the Product; (ii) substitute the Product with another suitable product with similar functionality; (iii) modify the Product so it is non- infringing; or (iv) in the event (i) through (iii) are not practical, refund to you the amortized amounts you paid for the infringing product, based on a 5-year amortization schedule.

THIS SUBSECTION 8.2 IS AN EXCLUSIVE STATEMENT OF POLIMASTER’S DUTIES AND YOUR REMEDIES RELATING TO PATENTS, TRADE SECRETS AND COPYRIGHTS, AND DIRECT OR CONTRIBUTORY INFRINGEMENT THEREOF. THIS INDEMNITY IS OUR ONLY LIABILITY TO YOU FOR ANY INFRINGEMENT OR CLAIMED INFRINGEMENT OF THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS BY OR INCONNECTION WITH ANY PRODUCT.

8.3. Conditions to Polimaster’s Indemnity. As a condition to any of our indemnification obligations you must (i) notify us in writing, as soon as you become aware of any claim; (ii) not admit any liability or take any other action in connection with the claim that could affect the defence; (iii) allow us to solely control the defense or settlement of the claim; and (iv) give us your reasonable information, co-operation and assistance.

8.4. Your Indemnity. You will indemnify, defend with competent and experienced counsel and hold us, including our parent, subsidiaries, affiliates and divisions, and their respective officers, directors, shareholders and employees, harmless from and against any and all damages, liabilities, actions, causes of action, suits, claims, demands, losses, costs and expenses (including without limitation reasonable attorneys' fees and disbursements and court costs) suffered by any of the foregoing entities or individuals to the extent arising from or in connection with (i) your or your agents’, employees’, end users’, representatives’ or contractors’ negligence or wilful misconduct; (ii) use of a Product we supplied to you in combination with equipment or software we did not supply you, where the Product itself would not be infringing; (iii) our compliance with designs, specifications or instructions you gave us; (iv) use of a Product in an application or environment for which it was not designed; (v) Product modifications and/or combinations we did not make or approve in writing; (vi) your failure to acquire any applicable intellectual property rights and licenses from third party providers; and (vii) breach by you and/or your end users of the terms and conditions stated in the Agreement.

IX.MISCELLANEOUS

9.1. Nature of Sale. As between you and us, Polimaster and its affiliates exclusively own all intellectual property rights relating to our Products and related services. To the extent that the Products contain non-tangible proprietary items of Polimaster, including without limitation, any Polimaster’s software, confidential information, intellectual property rights (“Technology”) Polimaster grants to you or your end users only a limited, royalty-free, non-exclusive, non-transferable license (without power to sublicense) to use such Technology solely as part of the Products provided hereunder, solely for your individual or internal business purpose and pursuant to the terms of the Agreement. The Agreement does not transfer any right, title or interest to any such Technology to your or your end users, expressly or by implication, estoppel or otherwise, under any intellectual property rights owned by Polimaster and/or its affiliates, including without limitation, the right to produce, modify or enhance the Products or any right of use of such Technology apart from the Products. Use of the terms “sell,” “license,” “purchase,” and “license fees” shall be interpreted in accordance with this Subsection. Use of Technology in accordance with the terms of the Agreement is subject to you and your end user’s strict compliance with all of the terms and conditions of the Agreement.

9.2. Hazardous Materials.You acknowledge that the materials covered by the Agreement may be, or become, considered as hazardous materials under various laws and regulations. You agree to familiarize yourself (without reliance on Polimaster except as to the accuracy of specific safety information actually furnished by Polimaster) with any hazard of such materials and their applications and the containers in which such materials are shipped. You agree to inform and train your end users, employees and representatives as to such hazards. You agree to hold Polimaster harmless against any claims by you, your end users, employees and representatives based on allegations relating to any such hazards, except where such claims are based on failure to meet written specifications or the inaccuracy of specific safety information actually furnished by Polimaster.

9.3. Anti-Corruption Laws.You represent and warrant that neither you nor any of your affiliates, subsidiaries or, to your knowledge, any director, officer, agent, employee or affiliate of your company or any of its subsidiaries is aware of or has taken any action, directly or indirectly, that would result in a violation by such persons of the OECD Convention on Combating Bribery of Foreign Public Officials in International Transactions dd. November 21, 1977, the Prevention of Corruption Law of the Republic of Lithuania No. IX-904 dd . May 28, 2002, as amended, the rules and regulations thereunder and any other laws that prohibit commercial bribery, domestic and foreign corruption or money laundering, and the standards established by the Financial Action Task Force on Money Laundering.

9.4. No Assignment. You may not delegate any duties nor assign any rights or claims hereunder without our prior written consent, and any such attempted delegation or assignment will be void.

9.5. Governing Law and Jurisdiction. The Agreement and performance under it will be governed by the law of the Republic of Lithuania, without reference to its choice of law provisions. In the event of any controversy, claim, action or dispute arising out of or related to the breach, enforcement, interpretation, or validity of the Agreement and these Terms and Conditions or any part of it, or any claims against other parties relating to services or Products provided to you (such as against our licensors, suppliers, dealers or third-party vendors) whenever you also assert claims against Polimaster in the same proceeding, the parties agree to the dispute resolution procedure as stated in the following provision:

the party asserting the dispute shall first try in good faith to settle such dispute by providing written notice to the other party describing the facts and circumstances (including any relevant documentation) of the dispute and allowing the receiving party thirty (30) days in which to respond to or settle the dispute.
notices shall include the following information: name, address, a written description of a claim, and a description of the specific relief a party seeks.
notices shall be sent to Polimaster at:

By post: Polimaster Europe UAB, Ezero str. 4, Didziasalio k., Nemezio sen. LT-13264, Vilnius district, Republic of Lithuania

By email: info@polimaster.com

or to you at:

your last-used email and/or address.

both you and Polimaster agree that this dispute resolution procedure is a condition precedent that must be satisfied prior to initiating any arbitration or filing any claim against the other party.
to the extent we cannot resolve any Dispute through the informal dispute resolution procedure a Dispute shall be determined and settled by arbitration.
any dispute shall be finally settled by arbitration in the Vilnius Court of Commercial Arbitration in accordance with its Rules of Arbitration. All procedural documents shall be served via parties‘ emails. The number of arbitrators shall be one. The place of arbitration shall be Vilnius. The language of arbitration shall be English. The law of the Republic of Lithuania shall be applicable to the dispute.
the prevailing party in any legal action brought by one party against the other and arising out of this Terms of Use shall be entitled, along with any other rights and remedies it may have, to reimbursement for its expenses, including court costs and reasonable attorney’s fees.

9.6. Uncontrollable Circumstances. We will not be responsible or liable for failing to perform our obligations under the Agreement to the extent caused by circumstances beyond our reasonable control (including without limitation fires, strikes, disputes with workmen, war, civil commission, epidemics, floods, accidents, delays in transportation, shortage of cars, shortage of fuel or other Products, shortage of labor, mill conditions, acts, demands or requirements of any state or government, or to any cause beyond the reasonable control of Polimaster). In certain situations, we may use our reasonable judgment and apportion Products then available for delivery fairly among our customers.

9.7. No Waiver; Invalidity. Polimaster’s failure to exercise any rights under the Agreement is not a waiver of our rights to damages for your breach of contract and is not a waiver of any subsequent breach. If any provision or part of the Agreement is found by any court of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability will not affect the other provisions of the Agreement. A court may modify the invalid, illegal or unenforceable provision to reflect, as closely as possible, the parties’ original intent. No person other than you or us will have any rights under the Agreement.

9.8. Confidentiality. You agree to keep confidential any non- public technical information, commercial information (including prices, without limitation) or instructions (including without limitation any specifications, code, algorithms, calibration instructions, protocols) received from us as a result of discussions, negotiations and other communications between us in relation to our Products or services.

9.9. Notices. Any notice or communication required or permitted under the Agreement must be in writing and will be deemed received when personally delivered, or three (3) business days after being sent by mail and/or or on the next business day after being sent by email:

Notices shall be sent to Polimaster at:

By post: Polimaster Europe UAB, Ezero str. 4, Didziasalio k., Nemezio sen. LT-13264, Vilnius district, Republic of Lithuania

By email: info@polimaster.com

to you at: your last-used email and/or address.

9.10. Requirement to Reduce to Writing. No waiver, consent, modification, amendment or changes to the terms of the Agreement will be binding unless in writing and signed by both of us. Our failure to object to terms contained in any subsequent communication from you will not be a waiver or modification of our Agreement.

9.11. Survival. The sections and subsections titled “Export Restrictions”, “Delivery; Title; Risk of Loss”, “Training”, “Polimaster Warranty and Limited Liability”, “Indemnification”, “Nature of Sale”, “Anti-Corruption Laws”, “Governing Law and Jurisdiction” and “Confidentiality” survive termination, expiration or cancellation of the Agreement.