Version 5, valid from 24th October 2022
- SUBJECT AND SCOPE OF THE GENERAL SALES CONDITIONS
1.1 These General Sales Conditions regulate the relationships between any company in the Impol Group, which acts as a seller (Hereinafter: Seller) and the buyers of their goods and products from the sales programme (Hereinafter: Buyer). These General Sales Conditions shall apply to all legal relationships between the Seller and the Buyer, except if the Seller and Buyer expressly agree otherwise with regard to individual rights or obligations. Only agreements concluded in writing shall apply. These General Conditions only apply to the sale of goods to legal entities.
1.2 In case of agreements between the Seller and the Buyer, which regulate individual rights and obligations differently than these General Sales Conditions, this shall not affect the validity of the remaining provisions of these General Conditions. These General Conditions shall prevail over any and all general purchase conditions or other referenced terms and conditions of the Buyer, unless the Seller and the Buyer expressly agree otherwise in a formal document executed by at least two (2) duly authorized representatives of the Seller. By accepting the offer or the goods delivered and/or services rendered by the Seller, concluding the contract and with each placement of an order or in any other mutually acceptable manner the Buyer confirms that it accepts these General Sales Conditions and that it fully agrees with them.
- CONCLUSION OF THE CONTRACT AND PROCUREMENT
2.1 A contract between the Seller and Buyer is concluded when the Seller and Buyer sign a written contract or when the Seller and the Buyer agree upon essential elements of the contract in accordance with these Conditions. The Seller and Buyer may conclude the contract with which they determine the volume and type of goods or services, the supply dates and price for the entire contract duration. If with the contract the parties agree on a later specification of the goods, the Buyer undertakes to forward the order specification in the agreed period of time. In case the Buyer fails to submit the specification in time, the Seller may withdraw from the contract and charge the Buyer the costs of withdrawal from the contract in the amount specified in point 6 of these General Conditions. If the Buyer fails to forward each specification in time in accordance with the contract, the Seller may require the Buyer to do so.
2.2 Ordering takes place on the basis of the each time applicable price list, on the forwarded offer or contract concluded with an individual buyer. Each order must include basic information about the Buyer and the type, volume and desired supply date of the ordered goods. The order must be forwarded to the Seller in writing (e.g. via mail, fax or e-mail) or, if specifically agreed between the Seller and the Buyer, via other electronic methods such as EDI (Electronic Data Interchange). The order shall oblige the Buyer to purchase and take over all of the goods specified in the quotation and pay the full amount quoted by Seller, and only then to enforce its eventual rights, unless agreed otherwise.
2.3 The offer shall oblige the Seller up to the date of the offer validity specified in the offer. The contract shall be concluded when the Buyer accepts the offer within the period of time of the offer validity and informs the Seller about this. If the Buyer accepts the offer after the expiry of the period of time of its validity, the Seller shall have the right to decide freely whether to accept the order or not.
2.4 After receiving the Buyer’s order, the Seller shall issue an order confirmation to the Buyer, in which it specifies the basic information about the Buyer, the type of goods, the volume, price and confirmed supply date, and any other information relating to the contract. Unless the Buyer rejects the confirmation within three (3) days upon receipt, it shall be deemed that the Buyer entirely agrees with the contract or order confirmation and the conditions specified in it and the content of the confirmation shall be deemed final and binding between the Buyer and Seller.
2.5 If the Buyer rejected the order confirmation, which is in accordance with its order, and the Seller incurred costs due to this, the Seller may charge these costs to the Buyer.
- DISPATCHING AND TAKING OVER GOODS
3.1 The supply period shall begin on the date of issuing the order confirmation to the Buyer. The Seller reserves the right to extend the delivery date in case of force majeure. The Seller shall be obliged to immediately inform the Buyer about the occurrence or conclusion of force majeure.
3.2 Unless otherwise agreed in writing, the Seller shall supply the products, FCA Impol (Incoterms 2010), in accordance with the standard methods of the Seller for packing and delivering.
3.3 Unless otherwise agreed in writing, the Buyer shall obtain at its own costs all the necessary import licenses and other consents, which are necessary in order to ship the product, and shall forward them to the Seller.
3.4 If the Buyer does not take over the goods in the agree period of time, the Seller shall charge it with up to EUR 10.00 per tonne for each day of delay, i.e. as costs borne by the Seller due to the Buyer’s delay in taking over the goods. In case of delay in taking over the goods by the Buyer, the risk of accidentally destroying or damaging the goods shall be transferred to the Buyer on the day when the Buyer starts to be in delay. The amount the Seller may request per month in liquidated damages shall be limited to five percent (5%) of the value of the goods for which the Buyer is in delay. In the event the Seller claims actual damages exceeding the liquidated damages, any previously paid liquidated damages shall be deducted from such claim to the extent they were paid for the same goods.
3.5 The Seller retains the right to partial supplies.
- POSTPONING THE DELIVERY DATES
4.1 In case the Buyer wishes to postpone the contractually confirmed delivery date due to any reason and at its own request and the Seller approves this, the Seller shall reserve the right to charge contango costs or other appropriate lump sum for storage costs which may be incurred by Seller.
- PRICE AND PAYMENT CONDITIONS
If one or more cost factors (such as including, but not limited to any exchange rate fluctuations, currency arrangements, amendments of duty, increases of costs of labour, raw material, material, energy products or other production costs, etc.) increase after the date of conclusion of the contract – even if this occurs due to foreseeable circumstances – the Seller shall reserve the right to increase the price of goods by notifying the Buyer in writing at any time prior to the supply, so that the price reflects the actual increase of costs for the Seller with regard to production or supply of goods.
5.1 The agreed prices do not contain taxes or any duties, including, but not limited to the value added tax and tax deductions which are charged or are based on amounts paid in accordance with the contract (total taxes). All taxes, related to purchased products, are under the competence of the Buyer (excluding the corporate income tax), unless the Buyer submits a certificate on exemption, which is acceptable for the Seller and relevant tax authorities. The Seller shall, if possible, calculate taxes as a separate item on the invoice issued to the Buyer. If the certificate on exemption, submitted by the Buyer, is deemed to be invalid, the Buyer shall pay to the Seller the amount of the tax and eventual penalties and related interests.
5.2 All payments shall be carried out on the basis of issued invoices. The payment due date or payment maturity shall be specified in accordance with contractual provisions on the invoice. In case of late payment, the Seller shall have the right to charge statutory interests on late payment according to the applicable law.
If the payment conditions or payments are the subject of insurance (either with the Buyer’s limit insured by the Seller with an insurance company or with another method of insurance (e.g. letter of credit, bank guarantee, etc.)) the payment conditions shall be valid:
- if the Buyer’s total open debt plus the value of the new shipment of goods do not exceed the currently applicable limit insured by the Seller, whereby the amount of the insured limit is determined by the Seller’s insurance company and may be amended, or
- if the Buyer’s total open debt to the Seller plus the value of the new shipment of goods are covered or insured by another method of payment insurance (e.g. letter of credit, bank guarantee, etc.).
Should none of the above conditions be met, the Seller shall have the right to unilaterally amend the payment conditions into an “advance payment” or the right to request the payment of the purchase price before the supply of the goods.
Furthermore, the Seller shall have the right in case of failure to pay or fulfil other contractual obligations by the Buyer to stop the supply of the goods or withdraw from the contract after giving prior notice to the Buyer and charge the withdrawal costs to the Buyer. In this case the Seller shall not be liable to the Buyer for any damage or costs that would be incurred by the Buyer due to the failure to supply the products.
Claims due from the concluded contract, interests and other eventual claims may also be settled with an offset, assignment, cessation of claims and, where possible, with a multilateral offset through Ajpes or E-compensations or in any other similar manner. The repayment with the above financial instruments shall be deemed as a normal manner of repaying claims.
5.3 In case of transnational business operations in the EU, the goods shall be supplied to the Buyer without charging VAT, if the Buyer is registered in the VAR register for transnational business operations in the EU.
5.4 The Buyer shall be liable to forward its valid VAT ID to the Seller, which is also evidenced by data in the VAT information exchange system (VIES). For the entire duration of the contract the Buyer shall be liable to preserve the validity of the VAT ID. In case the Buyer forwards an invalid VAT ID or if during the duration of the contract the VAT ID changes (including the expiry of the VAT ID) and the Buyer fails to send a written notice to the Seller about the change within 1 (one) day from the date of the change, the Buyer shall pay the Seller VAT at the applicable rate in Slovenia, on the date when VAT becomes chargeable, and all other related costs (e.g. penalties, interests on late payment, etc.) within 3 (three) days from the Seller’s notice to the Buyer about this.
5.5 The Buyer undertakes not to assign any claim against the Seller to third parties without the Seller’s prior written consent.
- WITHDRAWAL FROM THE CONTRACT
6.1 The Buyer may withdraw from the contract in writing by the time of shipment of the goods, however, in this case it shall have to pay the Seller all costs incurred to the Seller up to that time. The Buyer shall pay the costs of withdrawal (withdrawal fee) to the Seller also in case the Seller withdraws from the contract/order due to Buyer’s fault. Costs of withdrawal include the difference between the contractual value of Al raw material on the date of conclusion of the contract/order placement and the market value at the time of receiving the withdrawal statement, the labour costs, the service costs, the financing costs and other costs incurred due to the withdrawal from the contract.
6.2 In addition to all other legal remedies at the Seller’s disposal, the Seller may terminate the contract without notice, if the Buyer: (i) fails to pay any amount required hereunder within 5 (five) days after receiving a written notification on the failure to pay; (ii) is in material breach of the obligations hereunder; or (iii) becomes insolvent or an insolvency proceeding was initiated against it.
6.3 In case it is established after the conclusion of the contract that the Buyer shall not be able to fulfil its contractual obligations, the Seller may, before fulfilling its contractual obligations, require from the Buyer a relevant insurance of this obligations or the payment of the purchase price by advance payment. The Seller may retain the supply of the goods to the Buyer until then. After the expiry of the date set by the Seller for the Buyer to ensure additional insurances or the advance payment, the Seller may withdraw from the contract without notice.
- EXTENDED RETENTION OF TITLE
7.1 The goods shall remain the property of the Seller even after being handed over to the Buyer’s possession, namely until the Buyer pays the entire purchase price and any other eventual obligations toward the Seller (particularly statutory interests on late payment, etc). The Buyer shall be entitled to further sell the products, to which the Seller’s retention of title applies, or may use them for production purposes, under the condition that this is the Buyer’s normal business process and that the Buyer is not late with its payment obligations toward the Seller. Already with this (sales) contract, the Buyer cedes in advance all claims obtained by the Buyer with regard to further sale of the goods supplied by the Seller with extended retention of title to the Buyer to collateralize its claims obtained on the basis of the sales contract with regard to unpaid purchase prices. The Seller already accepts these claims. If the Buyer fails to use the goods within the framework of its regular business process or if the Buyer is late in settling its obligations toward the Seller, the Buyer shall have to inform its buyer (user) about the cessation of the claim and extended retention of title on the goods. The Buyer shall provide to the Seller all the data that the Seller might require for a possible recovery of ceded claims.
- WARRANTY, COMPLAINTS AND LIMITATIONS OF LIABILITY
8.1 The Buyer shall be liable to immediately inspect the goods or as soon as possible. The Buyer must immediately point out possible manifest material defects, however, not later than 8 days from the supply date. In case of hidden defects, the Buyer shall issue a complaint immediately, however, not later than 8 days since discovering it. The Seller shall not be liable for hidden defects which become apparent 180 days after receiving the goods.
8.2 A goods deviation of +/- 10 % or a maximum of 3 t per individual order shall be allowed for the supply of goods, whereby this deviation shall not be deemed as a (quantity) material defect.
8.3 The Seller undertakes to resolve the complaints in a reasonable period of time for all the goods for which the Buyer has a relevant warranty and has timely informed the Seller about the defects.
8.4 Any physical damage of the goods, which is the consequence of impacts, falls, lightning strikes, incorrect parking, etc., shall not be covered by the warranty, except in case the Buyer clearly proves that it received such goods upon signing the takeover document.
8.5 Moreover, it shall lose the warranty for incorrect use, processing and storage.
8.6 The Seller shall not be liable for any damage caused to the Buyer as a consequence of the Seller’s delays in fulfilling its contractual obligations due to incorrect or inaccurate information, specifications, projects or any other information provided by the Buyer.
8.7 The Seller shall also not be liable for damage caused directly to the goods, particularly not for loss of profit, damage to other items of the Buyer, damage due to equipment failure, suspension of production and/or other property and non-property damage to the Buyer.
8.8 In any case of the Seller’s liability for damage, the joint and maximum liability of the Seller and of persons related to it, employees, managers and subcontractors, shall be limited to the value of the goods that caused the damaging event.
- FORCE MAJEURE
9.1 The Seller shall not be liable for possible failures to fulfil its obligations or delays caused by force majeure, such as strikes, fires, floods, earthquakes, storms, accidents, traffic congestions, acts by any governmental authority, wars, uprisings or disorders, epidemics or any other unforeseeable events. Furthermore, the Seller shall not be liable for any failings or delays caused by shortage of workforce, energy, raw material, production capacities or transport.
10.1 Regardless of the fact that the contracting parties are committed to fulfil their contractual obligations, the Seller may negotiate with the Buyer to amend relevant contractual conditions within a reasonable period of time after this clause coming into force, if it proves that:
- further implementation of contractual obligations has become overly difficult for the Seller due to an event outside its control (including, but not limited to the reduction of its production capacity, etc.) and which could not be expected to be taken into account during the conclusion of the contract, and that
- the Seller could not avoid such an event or rectify its consequences.
10.2 Should the Seller and Buyer fail to agree on amending relevant contractual conditions, the Seller shall have the right to terminate this contract.
11.1 Confidential information deriving from the contractual relationship and contract documentation shall be treated by the Buyer and Seller as agreed in the NDA, but at least with the same care as they treat their own confidential information and they shall not disclose it to third parties without the prior written consent of the other party. No party shall disclose or use the data referred to in the previous paragraph for any purpose which is not directly related to the execution of the rights and obligations hereunder without the prior written consent of the other party.
11.2 The following shall also be deemed as professional secrecy: drawings, diagrams, calculations, instructions, lists, letters, records, contractual documents and other data in material or non-material form.
- APPLICABLE LAW
12.1 The law of the Republic of Slovenia shall exclusively apply to this contract and these General Sales Conditions and all eventual disputes arising from this contract or these General Sales Conditions, whereby the application of the provisions of the international private law and the provisions of the UN Convention on contracts on the international sale of goods (Vienna Convention on the International Sale of Goods – CISG), in accordance with which this contract and the General Sales Conditions shall be interpreted, shall be expressly excluded. Relevant provisions of the Slovenian legislation and regulations govern all rights and obligations of the contracting parties, which are not expressly defined by the contracts or these General sales conditions.
12.2 The parties shall resolve any disputes by mutual agreement. Should they fail to do so, the competent court in Maribor, Slovenia, shall resolve the dispute.
- FINAL PROVISIONS
13.1 The possible invalidity of an individual provision of the General Conditions or transactions shall not impact the validity of the remaining provisions of these General Conditions and/or transactions in which these General Sales Conditions are included.
13.2 These General Sales Conditions are written in the Slovenian, German and English language. In case of ambiguity or inconsistency, the General sales conditions in the Slovenian language shall apply for explanation and interpretation. If the Seller and Buyer are from different countries, communication between them shall be conducted in the English or German language, as the parties may agree or in accordance with the practice established between the parties.
13.3 The General Sales Conditions and each amendment shall begin to apply on the date of publication on the Seller’s website – www.impol.si. The General Sales Conditions shall be valid for an undetermined period of time or until their amendment. The Buyer shall be liable to verify the validity of the General Sales Conditions and monitor their eventual amendments on the Seller’s website before concluding the contract.
Date of publication on the website: 24. 10. 2022
© Impol, d. o. o., all rights reserved.
GENERAL PURCHASING CONDITIONS
Version 5, valid from 01/03/2022
The present general purchase conditions (henceforth: General conditions) shall be valid for all transactions concluded by the Impol Group (henceforth: Ordering party) with suppliers, contractors or vendors (henceforth: Suppliers) for the purchase of equipment, material, products or services (henceforth: Goods or Service). The present General conditions are integral to all transactions concluded between the Ordering party and the Supplier. In case of deviations between these General Conditions and the provisions in the contract, the provisions in the contracts shall apply.
The present General conditions shall have precedence over eventual general and special conditions of the Supplier or they shall exclude them. The general and special conditions of the Supplier shall bind the Ordering party only in case of express written agreement.
The Supplier may at any time view the General conditions on the Ordering party’s website: www.impol.si.
2. Transaction conclusion and amendment:
Transactions and their amendments shall be concluded in written form. The Ordering party shall confirm eventual oral agreements in written form, otherwise they shall not apply.
The Supplier shall be liable to confirm in writing the Ordering party’s order within 7 days from its receipt. Should the Supplier fail to do so in the specified period of time, the Ordering party shall have the right to cancel the order in the subsequent 7 days, otherwise the order shall be deemed as accepted, even though the Supplier failed to confirm it in writing.
The prices indicated in each individual transaction are fixed and binding, and they may be not modified without the Ordering party’s written consent. In case of aluminium supply, the prices shall be set in accordance with agreement and it shall be sufficient that the contract defines only the formula for setting or calculating the price and not the final price.
If not otherwise agreed by an individual transaction or contract, the price under the DDP clause (Incoterms 2020) shall apply.
4. Delivery date and contractual penalty:
The delivery date shall be specified with each individual transaction or contract. The delivery date shall be binding and may be amended only by the Ordering party’s written consent.
In case that the Supplier is unable to deliver the Goods in the agreed period of time due to force majeure, the Supplier shall offer the Ordering party a new delivery date. If the new delivery date is not convenient to the Ordering party, the Ordering party shall reserve the right to partially or entirely cancel the order and request the reimbursement of the costs and damage that may be incurred.
Partial deliveries of the ordered Goods shall be allowed only with a prior written consent by the Ordering party.
Should the Supplier be late in delivering the Goods, the Ordering party shall have the right at its own discretion to withdraw from the contract without notice or to charge the Supplier a contractual penalty amounting to 0.5% of the contract value for each started calendar day of delay, however, not more than 10% of the final contract value. If the damage incurred by the Ordering party is greater than the contractual penalty, the Ordering party shall also have the right to request the difference up to the full compensation for damage.
In case of early delivery, the Ordering party may refuse to accept the Goods.
5. Contractual volume:
Deliveries may deviate from the contractually agreed volume by no more than +/-2% of the contractually agreed volume.
6. Physical takeover of Goods:
The Ordering party (excluding Rondal d. o. o.) shall carry out the acceptance of the Goods at its headquarters from Monday to Thursday, between 6.00 and 15.00, and between 6.00 and 13.00 every Friday. Rondal d. o. o. shall carry out the acceptance of Goods at its headquarters every day from 6.00 to 14.00.
Goods may not be accepted on Saturdays, Sundays and during holidays. A written consent must be obtained from the Ordering party for every deviation from the days indicated above.
7. Packaging and packing:
The packaging and/or goods must be ecologically sound in accordance with the standards for which the supplier shall obtain a relevant statement of compliance. Packaging must not contain heavy metals and dangerous substances, and the concentrations of lead, cadmium, mercury, and hexavalent chromium in the packaging or in the packaging material must not exceed 0.01% (m/m).
At the request of the Ordering party, the Supplier shall be liable to draw up and present a packaging and labelling proposal which the Ordering party shall confirm before deliveries being carried out. The Supplier shall pack and label the Goods in a professional manner, unless otherwise requested by the Ordering party. The Supplier shall be entirely liable for damage to the Goods and for incorrect or defective packaging.
8. Acceptance documentation:
The Goods shall be accompanied at all times by a delivery note signed by the Supplier and the manufacturer’s attestation in case of delivery of raw material and material for the use of which chemical composition is of key importance. In case that additional documentation or samples are required for each individual transaction, these shall have to be handed over with the Goods upon their acceptance.
9. Invoicing and payment conditions:
Invoicing shall be carried out after each individual transaction. Each invoice shall be issued in accordance with the conditions of each individual transaction and shall be accompanied by a delivery note signed by the Ordering party’s responsible person accepting the Goods/Service. In case of partial deliveries, the entire invoice may be issued after the last partial delivery being carried out.
The invoice must bear the order number.
In case that the invoice sent to the Ordering party by the Supplier is incomplete or incorrect, the Ordering party may reject it or may request a new one to be issued, and the Supplier shall not have the right to charge the Ordering party any interests on late payment for such rejected invoice.
An offset, assignment, assignment of claims, multilateral offset or other similar payment method shall also count as an ordinary payment method.
10. Delivery implementation – transfer of risk:
Delivery, takeover of Goods and transfer of risk depend on the agreed parity (Incoterms 2020) in the transaction.
If not otherwise agreed in each individual transaction, it shall be deemed that the delivery location is the Ordering party’s warehouse according to the DDP parity (Incoterms 2020). As an exception, Goods may be accepted at another location, of which the Ordering party shall inform the Supplier by prior written notice.
The Supplier guarantees the quality of the ordered Goods. The Supplier shall also guarantee that all the supplied Goods and its parts are original and shall be liable to deliver the ordered Goods in accordance with the contract and all the attached documentation (particularly plans and technical description of the Goods), and in accordance with international, national and technical standards. The Goods shall have the regular characteristics and the characteristics for which the parties specifically agreed upon, and shall correspond to the standard characteristics of the Supplier’s Goods. If the Supplier is aware of the purpose for which the Ordering party shall use the Goods, it shall also have the characteristics for the known use.
The Supplier shall not make any amendments to the Goods or Product without prior written consent of the Ordering party.
The Suppliers shall set up a system for identifying non-compliant Products or Goods, namely by not supplying to the Ordering party the Products/Goods that fail to meet the quality requirements of the Ordering party. The Suppliers shall set up a system for managing documents, namely by ensuring the use of the most recent applicable technical specifications of the Ordering party.
The Supplier shall ensure that its employees are aware of their responsibilities regarding the quality and compliance of the Goods/Service.
After prior announcement, the Ordering party may carry out an inspection and assessment at the Supplier in order to ascertain if all the conditions referred to in the technical documentation (PTP) are met. Should any inconsistencies be established during such inspection at the Supplier and the Supplier fails to remedy them even after being warned by the Ordering party, the latter may withdraw from the contract.
The Supplier shall ensure the acess by the ordering party, their customers and regulatory authorities to the applicable areas of facilities and to applicable documented information, at any level of the supply chain.
In case of established inconsistencies of the supplied Product/Goods, the Supplier must fill in the “8D report” and immediately or in the agreed period of time implement corrective measures in order to remedy the non-compliance and regularly inform the Ordering party about the implementation.
In order to ensure quality, the Supplier shall also maintain a tracking system from raw material to product.
11.a Special provisions for suppliers carrying out after-treatment:
Suppliers carrying out after-treatment of products with regard to the agreed supply of the product between the Ordering party and its buyer shall be fully liable for the agreed quality and compliance of the supplied products with the specification, design, 3D model or sample and shall specifically ensure that the supplied products, on which after-treatment was performed, do not have to be in any way inspected or verified by the Ordering party. The Supplier shall be fully liable for the entire process of quality control, for inspections and measurements. The Supplier shall be obliged to carry out measurements using correctly calibrated equipment. As evidence of the implementation of the agreed processes, quality and work management procedures according to the agreed specification, the Supplier undertakes to make the necessary documentation available at the location and at the time of implementing the appropriate production and/or control activities.
Before starting the manufacture and supply of the products, the Supplier shall send to the Ordering party free of charge one or several samples of the product the compliance of which with quality requirements shall be confirmed in writing by the Ordering party to the Supplier.
As part of the inspection of the goods, the Ordering party shall be obliged to inspect the received products only for manifest defects, damage during transport and for quantity/identification verification on the basis of the delivery documents. The Ordering party shall inform the Supplier about the defects referred to in the previous paragraph within two months from detection.
The Supplier undertakes to inform the Ordering party in writing about all the possible changes to the project, construction, materials, specifications, production processes, etc., which could impact the quality of the products or their applicability. Before starting production and supply in accordance with the changes, the Suppliers shall provide a new sample to the Ordering party free of charge, and the Ordering party shall confirm in writing to the Supplier the compliance of the sample with the quality requirements.
In case it is established that the supplied products are not compliant with the specification, design, 3D model or sample and the Supplier fails to ensure or fails to carry out the relevant activities in order to ensure the compliance within a reasonable deadline, the Ordering party may inspect, screen or reprocess the products above on its own or using contractors of its choice, and shall have the right to charge the Supplier all the incurred related costs. Furthermore, the Ordering party shall have the right to request from the Supplier to carry out relevant inspections, screening and processing of non-compliant products, including products already on stock, but the supply of which is suspended.
Irrespective of other provisions, the Supplier shall guarantee the quality of the product until the expiry of the validity of any guarantee for final buyers of the goods or products in which the supplied product is integrated; however, if this deadline is shorter, the guarantee period shall be five years from the supply date. The Supplier undertakes to reimburse the Ordering party all the damage in case a third party is entitled to receive such a reimbursement in this period of time from the Ordering party due to the supply of a non-compliant product by the Supplier.
12. Complaints with regard to volume and quality:
The Ordering party undertakes to issue a complaint with regard to the volume immediately after takeover, however, not later than within 5 working days after acceptance, and shall issue a complaint with regard to quality immediately after defect was noticed, however, not later than within 6 months after acceptance. The Supplier shall address any defect after receiving the complaint within 30 days after receiving the complaint or in the shortest time possible, if specifically agreed upon between the Supplier and the Ordering party, and undertakes to reimburse the Ordering party all the damage incurred (e.g. costs of suspension of production, damaged products, etc.). All costs relating to the complaint, in particular costs of returning the Goods to the Supplier, the costs of addressing the complaint, the verifications and tests, and the costs of delivering suitable Goods shall be borne by the Supplier.
In case of the Supplier’s inactivity or in emergency cases, the Ordering party shall have the right to rectify the deficiencies itself or with the assistance of a third party. The Supplier shall bear all costs related to this in their entirety.
13. Compliance with the legislation
The Supplier shall guarantee that the Goods supplied or Service provided comply with all the legal requirements governing the quality and safety of the Goods/Service.
14. Sustainable development
The Supplier guarantees that it operates ethically and recognises the meaning of fairness and integrity in conducting business. In conducting business the Supplier observes the provisions of the Code of Conduct for suppliers of the Impol Group and reasonably observes the provisions of the Code of Business Conduct and the Policies of the Impol Group, which are accessible at www.impol.si.
The Supplier guarantees that it observes all statutory regulations, including competition law.
The Supplier guarantees that in conducting business it does not allow for any corruption and bribing or any other illegal practices to occur in the area of its business operations. In conducting its operations the Supplier shall not request, receive, offer or assign any undue benefit, if it is contrary to the moral norms, or any other advantages.
WithThe Supplier undertakes to reduce the impact of its products and services on the environment throughout their entire life cycle.
regard to the collection and processing of personal data, the Supplier shall operate in accordance with the relevant legislation in the area of protection of personal data, where applicable, in accordance with the REGULATION (EU) 2016/679 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL dated 27/04/2016 concerning the protection of individuals with regard to the processing of personal data and on the free movement of such data and the repeal of Directive 95/46/EC (GDPR) with the purpose of protecting the privacy of individuals.
The Supplier shall observe all applicable social, labour and and legal regulations, including international standards in the area of labour and the Universal Declaration of Human Rights, and shall not avoid safeguarding employees’ rights by concluding different forms of work which represent disguised employment, particularly the Supplier shall:
- ensure that its employees and candidates for employment are protected against discrimination, sexual and other types of harassment and mobbing in the workplace;
- ensure that the entering and exiting employment is voluntary and shall not avail itself of any form of forced labour and child labour;
- respect the right to trade union freedom and collective negotiation;
- ensure payment to its employees for the performed work in accordance with the international standards, applicable legislation and collective agreements;
- ensure that working hours of employees are compliant with the international standards applicable legislation and collective agreements;
- ensure hygienic working conditions;
- ensure a safe and healthy working environment for its employees, contractors and visitors and shall adopt all measures necessary for the safety and health at work in accordance with the applicable legislation and relevant standards;
- act in a socially responsible manner.
Moreover, the Supplier undertakes to use sources responsibly with the intention of preserving nature and the environment in accordance with the principle of the rights of future generations and shall observe the applicable legislation and relevant standards in the area of environmental protection.
The Supplier is informed that energy efficiency is one of the criteria for purchasing equipment or services that have a significant impact on energy efficiency.
15. Withdrawal from the contract:
In case the Supplier withdraws from the contract without fault reasons on the Ordering party’s side and the reason for the withdrawal from the contract is not force majeure (bankruptcy, natural catastrophes), the Supplier shall be liable to reimburse the Ordering party all the costs of the buy-in. In case of withdrawal from the contract for the supply of aluminium, the Supplier shall also have to reimburse the Ordering party the difference between the contractual LME price and the market LME price on the date of the withdrawal from the contract, if on the date of the withdrawal from the contract this price is higher than the contractual LME price.
Furthermore, the Supplier shall also be liable to reimburse the Ordering party all the damage incurred by the Ordering party due to the withdrawal from the contract.
The Ordering party may withdraw from the contract without notice in the following cases:
- if the Supplier is late with supplying the Goods;
- if the delivered Goods have not the agreed upon quality or has material defects and the Supplier fails to correct them within 30 days after receiving the complaint or in a shorter period of time, specifically agreed upon between the Ordering party and the Supplier;
- if it is evident that the Supplier shall not be able to fulfil its obligations in time;
- if the Supplier fails to remedy the irregularities within the time limit set, the Contracting Authority may withdraw from the contract without notice.
16. Transfer of contract and assignment of claims:
The Supplier shall have the right to transfer or assign the transaction and/or any right, including the claims and obligations under the transaction, to a third party only if it obtains the Ordering party’s prior written consent.
17. General labour conditions for services:
Works may begin only after prior agreement with the responsible process manager of the Ordering party. The Contractor shall be liable to comply with the legislation in the country of the Ordering party’s headquarters and with all the instructions received from the Ordering party. Works may be carried out only by qualified employees of the Contractor or suitably qualified subcontractors.
18. Health and safety at work:
The Contractor providing the service shall be responsible for the safety and health at work of the employees working for the Contractor on any basis. The Contractor undertakes to respect the principles of safe work and use the appropriate means of protection. The Contractor shall suitably secure and mark the working area. When carrying out work at an altitude, the Contractor shall prevent persons from moving under the working area, appropriately secure and mark the area and ensure safe lifting and transferring of loads. After completion of the works, the Contractor shall remove all the markings, clean the area, install functional security devices and safeguards, and close and lock the doors of the switching devices in case of operating the electrical devices. In case work is being carried out by the Contractor at the joint worksite, the Contractor shall together with other contractors at the joint worksite sign a Written agreement on the joint precautions to ensure safety and health at work at the joint working site, the proposal of which is published on the website www.impol.si.
19. Environmental protection:
The Supplier ensures that the delivered Goods comply with all the regulations in the field of environmental protection and health, which are applicable in the EU and USA.
The Supplier shall be liable for the payment of compensation for possible damage that the Ordering party would incur due to ecologically questionable delivered goods or due to inappropriate or unsuitable packaging.
The Supplier undertakes to observe the requirements of the REGULATION (EC) 1907/2006 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL dated 18/12/2006 concerning the Registration, Evaluation, Authorisation and Restriction of Chemicals (REACH), and of the REGULATION (EC) 1272/2006 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL dated 16/12/2008 on classification, labelling and packaging of substances and mixtures. amending and repealing Directives 67/548/EEC and 1999/45/EC, and amending Regulation (EC) 1907/2006 (CLP Regulation). The Supplier undertakes to submit to the Ordering party the safety data sheet in the Slovenian language, issued in accordance with the REACH Regulation and CLP Regulation, upon each first delivery and upon each eventual modification, where applicable. Furthermore, the Supplier also undertakes to submit to the Ordering party a technical data sheet or technical instruction in the Slovenian language, containing information on the use and preparation of the delivered hazardous substance or chemical substance, upon each first delivery of a hazardous substance and upon each eventual modification. The Supplier undertakes to register in advance, where necessary, all chemicals or chemical substances.
The Supplier ensures that the supplied goods do not contain conflict minerals – gold, cassiterite, coltan, and wolframite – originating from conflicted-affected areas and high-risk areas.
The Contractor shall collect and dispose of all the waste generated in carrying out the works in accordance with the applicable legislation.
It is prohibited to discharge polluted water into the drains and must be treated the same as other waste.
The Contractor shall be liable to use hazardous substance in a safe manner and prevent possible accidents.
20. Intellectual property and professional secrecy:
The Supplier shall be liable to protect the Ordering party from third party claims, pursued in relation to the subject of the order delivered by the Supplier, due to the infringement of the industrial property rights (patent, model, license, trademark) and shall protect its interest in a possible dispute and reimburse all the incurred damage (costs before litigation, litigation costs, obligation to pay the reimbursement to be paid by the Ordering party, etc.).
The Supplier shall be liable to protect all the information and documents submitted by the Ordering party in order to execute the transaction as professional secrecy. All the documentation (drawings, technical documentation, plans, including models and samples, templates, etc.) received by the Supplier from the Ordering party shall remain the property of the Ordering party. At the Ordering party’s request, the Supplier shall be obliged to return the above documentation to the Ordering party. It shall be prohibited to submit or distribute the above documentation and may be used only for purposes of realising the agreed transaction. In addition to these General purchase conditions, the Confidential Information Protection Agreement shall also apply in order to protect professional secrecy. In case of inconsistencies between general conditions and the agreement, the provisions of the latter shall apply.
21. Keeping of documents:
The Supplier shall be liable to keep all the documentation in relation to the transaction with the Ordering party and in relation to the Goods supplied to the Ordering party for another 25 years from the supply of the Goods, (unless specifically indicated otherwise.
The Supplier undertakes to transfer all the requirements and obligations, stemming from these General conditions and legal transaction, concluded between the Supplier and the Ordering party, to its subcontractors.
23. Business compliance audit
The Supplier undertakes to make available to the Customer, upon prior notice, a business compliance audit by an independent external firm. The business compliance audit shall include, but not be limited to, an audit of the Supplier’s information security compliance.
In the event of irregularities being identified, the Supplier shall be requested by the Customer to remedy the said irregularities within a specified period to be determined according to the circumstances of each case. If, after the expiry of the time limit for rectification, the Supplier fails to demonstrate compliance, the Contracting Authority may withdraw from the Contract.
24. Law and competent court:
The contracting parties (Ordering party and Supplier) shall settle all eventual disputes by mutual agreement. If they fail to do so, the competent court in the country of the Ordering party’s headquarters shall resolve the dispute.
In transaction with an international element the law, which is relevant for regulating the relationship between the Ordering party and the Supplier, is the law of the country in which the Ordering party has its headquarters, whereby the application of the provisions of the international private law and the provisions of the UN Convention on contracts on the international sale of goods (Vienna Convention on the International Sale of Goods – CISG) shall be expressly excluded.
25. Final provisions:
The possible invalidity of an individual provision of the General conditions or transactions shall not impact the validity of the remaining provisions of these General conditions and/or transactions in which these General conditions are included.
These General conditions are written in the Slovenian, Croatian, Serbian and English language. In case of ambiguity or inconsistency, the General conditions in the Slovenian language shall apply for explanation and interpretation.
The General conditions and each amendment shall begin to apply on the date of publication on the Ordering party’s website – www.impol.si. The General conditions shall be valid for an undetermined period of time or until their amendment. The Supplier shall be liable to verify the validity of the General conditions and monitor their eventual amendments on the Ordering party’s website before concluding the contract.
Date of publication on the website: 1 March 2023
The Code of Business Conduct for Suppliers is attached.
Technical acceptance criteria
Secondary aluminium (scrap), used for the production of aluminium wrought alloys of major pretentiousness, results from collecting or/and remelting:
- Industrial scrap aluminium, deriving from the production and fabrication of the aluminium product,
- Secondary scrap aluminium, deriving from products after use,
- Reclaimed Al Scrap Ingot/Sows, deriving from scrap remelting of scrap with known chemical composition.
Technical acceptance criteria specify the requirements and guidelines for the type of scrap specified in the standards EN 1780-1 to 1780-3 and EN 13920-1 to 13920-16 published in 2002.
This website was designed to provide general information on the Impol Group. Its content is for informational purposes only. Impol shall not assume any liability for the accuracy and completeness of the published data or for any damage arising from applying the information provided on the website by the users.
Impol reserves the right to refer users to other websites and shall not assume liability for their content.
The Impol Group shall seek to provide accurate and up-to-date data by maintaining the content of its website but shall neither guarantee nor assume any liability for the accuracy and completeness thereof. All users shall use the published content at their own risk.
The Impol Group reserves the right to change, add or remove any websites (in part or whole) without prior warning and shall not assume any liability for any consequences thereof.
All information and images on the website are subject to copyright and other forms of intellectual property protection.
They may be reproduced for non-commercial purposes only and shall include all the warnings listed above regarding copyright or other rights. All reproductions (copying, reproduction, publication, transmission) shall list Impol Group as the source thereof.
Protection of privacy
The Impol Group hereby undertakes to protect the confidentiality of the personal data of the website’s users. Data collected shall be applied exclusively for improving the website’s application and for purposes submitted by the website’s users. Personal data and contact information shall not be applied for any other purposes and shall not be disclosed to any third party without the explicit consent of the website’s users.
The Impol Group shall do everything to protect your personal data from any violation or abuse.
in accordance with Regulation (EU) 2016/679 of the European Parliament on personal data protection (hereinafter referred to as Regulation)
This notice contains information on how your data, obtained through our website, are processed.
You may revoke your consent at any time and exercise other rights you are entitled to as an individual whom personal data refers to.
We appreciate the trust you have shown us by entrusting us with your personal data. For this reason, as the data controller and our business partners, we undertake to keep all of your personal data in a safe place and appropriately protect them in accordance with applicable regulations. We will use the data you have entrusted us with exclusively for purposes specified in this document, and in no case will they be shared with unauthorized persons. Your personal data may be processed for other purposes only upon receiving your express consent. In this case, you will always have the right to revoke your consent, of which you will be notified when providing such consent.
1.1 Processing of personal data
This website is managed by Impol 2000, d. d., Partizanska cesta 38, 2310 Slovenska Bistrica, phone number: 00386 2 845 3 100, e-mail: Click to show email
Specific processing of personal data may also be reassigned to other processors. Every processor is committed to protecting personal data in accordance with the Regulation and applicable law.
1.2 Your rights
Please read your rights as an individual whom personal data refer to, in accordance with the General Data Protection Regulation ). In accordance with the Regulation and under the conditions specified therein, you have the following rights:
- Right to be forgotten (also known as “data erasure”): If you wish that your personal data are no longer processed, subject to the condition that there are no legal reasons for further storage, you may request from the data controller to erase your personal data which thus cease to be processed.
- Right of access: You may request from the data controller to inform you if personal data are being processed or not, which data are being processed and where, and for which purposes these data are being processed.
- Right to data portability: You may request from the data controller to provide you with personal data referring to you, should you wish to transfer them to another data controller.
- Right to rectification: You may request from the data controller to rectify incorrect personal data referring to you.
- Right to object: Individuals to whom data refers have the right to lodge a complaint to a supervisory body.
- Right to revoke consent: Revoking the consent must be as simple as giving it.
Individuals may exercise their rights by submitting a written request in person, by mail or e-mail at email@example.com or firstname.lastname@example.org, except for the right to revoke consent, which must be exercised in the manner described in each individual data collection.
Individuals have the right to lodge a complaint with regard to the personal data processing to an information commissioner of the Republic of Slovenia, Zaloška 59, 1000 Ljubljana, www.ip-rs.si, e-mail: email@example.com.
1.3 Registering to e-news
Visitors of the website have the option to subscribe to our e-news by filling out the form for registering to the newsletter (the form is embedded in the pop-up window).
E-news is sent from the MailChimp platform, ensuring a high level of personal data protection and safety. More on personal data protection on the MailChimp platform »
- Data is collected: We collect personal data, which you enter in the form for registering to our e-news (e-mail, first name, and surname). You may subsequently edit these data by following the link at the bottom of each e-notification.
- Purpose of collecting data: Data are being collected and processed to send e-news. The data analysis on your reply (opening and clicking) helps us tailor their content to your preferences.
- How long are data kept: Data is kept as long as you are interested in our e-news. When you unsubscribe from the list of e-news recipients, your data is erased.
- How to revoke your consent: If you change your mind or do not wish to receive our e-news, you may revoke your consent at any time by clicking on the link at the bottom of each e-notification or by writing us via the contact form.
- Which are your other rights: You have the right to copy data (right of access to personal data) and other fundamental rights regarding personal data protection, such as the right of access, right to rectification, right to erasure, right to restriction, right to object (see the full list of rights).
- To whom data is shared: Your data is stored on a server managed by MailChimp – the e-notification service provider, our authorized data processor. MailChimp collects and processes data on our behalf and follows our instructions. As the data controller, we have full control over collecting, accessing, editing, and deleting data at all times. Data storage on MailChimp’s server is regulated by a contract concluded with MailChimp.
Your personal data will not be shared with any unauthorized third party.
1.4 E-mail sent via the contact form
Visitors of this website have the option to send an e-mail via the contact form published on www.impol.si/kontakti
- Collected data: We receive personal data (first name and surname, e-mail) entered in the contact form fields. For us to reply to you, you must enter a valid e-mail address. First name and surname are required fields to know who we are communicating with.
- Purpose of collecting data: Your data is used for the sole purpose of replying to your e-mail.
- How long data is kept: Your e-mail is held in our e-mail archive for an undetermined period unless you request its deletion.
- How to revoke your consent: You may request the deletion of your personal data by writing us via the contact form. Your data will be permanently erased from our data collection.
- Which are your other rights: You have the right to copy data (right of access to personal data) and other fundamental rights in the area of protecting personal data, such as the right of access, right to rectification, right to erasure, right to restriction, right to object (see the full list of rights).
- To whom data is shared: Your personal data will not be shared with any unauthorized third party.
See tab Notice on cookies (www.impol.si/pravna-obvestila).
1.6 Prize games
We occasionally organize prize draws with practical prizes, e.g., for followers on Facebook.
- Which data are collected: In case you are being drawn, we will ask you to send us the information necessary to deliver the prizes to you (first name and surname, e-mail address, or phone number).
- Purpose of collecting data: Your data are used only for the smooth delivery of the prizes.
- How long are data kept: Your data is being held for a determined period in accordance with legal provisions.
- How to revoke your consent: You may request the deletion of your personal data by writing us via the contact form. Your data will be permanently erased from our data collection unless their storage for a determined period is mandatory to comply with other legal requirements.
- Which are your other rights: You have the right to copy data (right of access to personal data) and other fundamental rights in the area of protecting personal data, such as the right of access, right to rectification, right to erasure, right to restriction, right to object (see the full list of rights).
- To whom data is shared: Your personal data will not be shared with any unauthorized third party.
Personal data users are employed with the controller and process data only as part of their job responsibilities, by their authorization.
Personal data may be forwarded to third parties only if there is a relevant legal basis.
1.7 Personal data protection
The controller will ensure personal data protection in accordance with the Regulation and the applicable legislation on personal data protection.
The controller will also ensure organizational, technical, and other relevant procedures and measures, preventing unauthorized use, modification, destruction, or loss and further unauthorized personal data processing. The procedures and measures are detailed in the Personal data protection policy adopted by the controller.
The controller does not use automated decision-making.
1.8 Final provisions
The notice on personal data protection will be published on the website and kept in all locations where personal data of individuals is being held so that individuals who obtain personal data may become familiar with it.
What are cookies?
Cookies are small text files containing information from your visit to the website.
Cookies facilitate and simplify the interaction between the user and the website. They allow the website to remember the individual’s preferences and activity, thereby saving time and contributing to more efficient and user-friendly browsing.
None of the cookies used on our websites collect information that would reveal your personal identity.
For transparency’s sake, we have made a list of all of the cookies that we use and their purposes. Please keep in mind that by further use of this website you are agreeing with the use of the listed cookies.
What cookies are used by this website?
Strictly necessary cookies
Cookies help us display the content, contact forms, shopping carts and other essential elements of website.
These cookies are only valid during the session.
An example of the cookies: ASP.NET_SessionId
Google Analytics is a service offered by Google that generates detailed statistics about a website’s traffic and traffic sources and measures conversions and sales. The gathered information are not personally identifiable.
Those cookies have a validity of 2 years.
An example of the cookies: _ga, __utma, __utmb,__utmc, __utmz, and __utmv.
We embed videos from our official YouTube channel using YouTube’s privacy-enhanced mode.
This mode may set cookies on your computer once you click on the YouTube video player, but YouTube will not store personally-identifiable cookie information for playbacks of embedded videos using the privacy-enhanced mode.
Those cookies have a validity of 10 years.
An example of the cookies: Visitor_info1_Live, Use_Hitbox, SID, LOGIN_INFO, use_hotbox, PREF, SSID, HSID, watched_video_id_list, __utma, __utmz, demographics, VISITOR_INFO1_LIVE
Google maps associated cookies are used to display a user-friendly map and location designations.
Those cookies have a validity of 10 years.
An example of the cookies: SID, SAPISID, APISID, SSID, HSID, NID, PREF
How to enable or disable cookies?
Most modern browsers allow you to either accept or refuse all cookies, accept or refuse particular types of cookies or receive a warning when a website wants to store a cookie of your device. In addition, you can also delete the cookies that the browser has already stored on your device.
The changing of cookie settings is different in every browser. You can find detailed information by clicking “Help”, visiting www.aboutcookies.org, which gives details on the changing of cookie settings in all modern browsers, or contact us by email.
Processing of personal data that you enter in the forms on the website and e-news subscription
Data that you enter in the website forms is used exclusively to deliver the message (enquiry, booking, purchase, etc.) or requested service. Your data is protected and is not disclosed to third parties nor used for any other purpose other than those described above.
By subscribing to e-news, you agree that your email address can be used to inform you about new services/products. You can unsubscribe at any time by clicking on the unsubscribe link in the email.
Google Analytics, DoubleClick and AddThis cookies can be disabled by following the instructions below:
Google Analytics: https://tools.google.com/dlpage/gaoptout?hl=en
Double Click: http://www.google.com/policies/technologies/ads/
For more information on cookies, check the Information Commissioner’s Guidelines.
A report of an inappropriate practice can be made by:
- employees of any Impol Group company,
- shareholders and persons in the management and supervisory bodies of Impol Group companies,
- all persons working under the supervision and direction of external contractors, subcontractors and suppliers.
Impol Group undertakes not to attempt to identify the applicant
A whistleblower who makes a report of improper practice in good faith will be protected from discrimination and retaliation. Impol Group will not permit or take any retaliatory action against an individual for making a good faith report of improper practice. No one will be subjected to pressure or threats, even covert ones, for making or participating in a report. A whistleblower in good faith will be adequately protected by Impol.
A whistleblower who makes a report of a violation based on a reasonable belief that the information provided at the time of the report is true, even if the facts are subsequently found to be inaccurate or untrue, and who makes the report in accordance with the provisions of this Policy and who makes the report within two years of the cessation of the violation, is entitled to protection.
Intermediaries and related persons shall also be entitled to the protection provided for in the preceding paragraph if they are likely to be or may be subject to retaliation as a result of their association with the notifier, and a notifier who has made a notification anonymously but whose identity is subsequently disclosed.
Any form of retaliation against the notifier, including threats of retaliation and attempts at retaliation, is prohibited.
A report of improper practice may be made in writing or orally and shall be dealt with by the Trustee.
An oral report of improper practice may be made:
(a) to the Trustee in person, by telephone or by e-mail.
- b) by telephone on +386 2 845 39 29.
A written report of an inappropriate practice may be made:
- a) by email: Click to show email,
- b) by post to Impol 2000, d.d., Internal Audit, Partizanska 38, 2310 Slovenska Bistrica, marked ‘Do not open! In the hands of the Internal Reporting Officer’, or
- c) on the Internet at http://povejnaprej.impol.si, where an anonymous application may also be made.
Oral applications shall be recorded with a detailed record of their content. It may also be recorded with the consent of the applicant. If the application is made by telephone, it may be documented by a recording of the call, with the applicant’s prior consent. The applicant shall be given the opportunity to check, correct and, if he so wishes, certify by his signature the recording of the oral application.
Processing of applications
The Trustee shall register each application received in the register of applications and, within 7 days of receipt of the application, shall examine whether the conditions for its processing are met in accordance with Article 5 of the ZZPri (Whistleblowers Protection Act in Slovenia).
The Trustee shall not examine the application if the conditions referred to in the preceding paragraph are not fulfilled or if it considers that examination would not be expedient.
Within seven days of receipt of a notification of an improper practice, the Trustee shall send the notifier an acknowledgement of receipt of the notification, if the conditions for its consideration are fulfilled, and any other necessary information relating to the notification of the improper practice. If the conditions for its consideration are not fulfilled, the Trustee shall inform the notifier within the same time limit of the reasons for not considering the notification.
The acknowledgement or information to the notifier referred to in the preceding paragraph shall be sent to the notifier at the address or by the means indicated by the notifier when making the notification, even if the notification is anonymous.