General Terms and Conditions of Sale,
Limited Warranty and Liability Disclaimer
March 2024
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1. Acceptance of Orders & Terms. All orders are subject to written acceptance by Mentor Water Technologies (“Mentor Water”) and shall be governed exclusively by these Terms and Conditions. Mentor Water reserves the right to reject any order at its sole discretion.
These Terms and Conditions exclusively govern all sales transactions between Mentor Water and the customer. Any additional or conflicting terms proposed by the customer—whether in a purchase order, confirmation, or any other document—are expressly rejected and shall have no effect unless explicitly accepted in writing by Mentor Water. Possession of a price list does not constitute an offer to sell. Acceptance of any order by Mentor Water is expressly conditioned upon the customer's assent to these Terms. Any conflicting or additional terms proposed by the customer are expressly waived and deemed null and void, whether contained in order forms, confirmations, or any other customer communications. Mentor Water hereby provides notice of objection to any such conflicting terms. The customer's failure to object in writing to these Terms prior to the earlier of the customer’s acceptance of the products ordered or five (5) days after delivery shall constitute irrevocable acceptance of these Terms.
2. Product Changes. Mentor Water reserves the right to discontinue, modify, or redesign any product at any time without prior notice or liability to the customer. Customers have no claim for discontinued products, modifications, or design changes.
3. Prices & Payment Terms. Prices are subject to change without notice; Payment terms: All invoices are payable according to the terms and dates stated on the invoice; Unpaid balances will incur interest at 1.5% per month (18% annually) or the maximum allowed by law;
Customers must pay all undisputed invoices regardless of any disputes over other transactions; Customer shall not be entitled to offset, deduct, or withhold any payment due to Mentor Water Technologies for any reason, including but not limited to warranty claims, disputes, or counterclaims; Mentor Water reserves the right, at its sole discretion, to require advance payment, request credit security, suspend deliveries, or revoke credit terms if the customer's financial condition deteriorates or if their payment history is deemed unsatisfactory.
Best Price Guarantee - Mentor Water Technologies guarantees the lowest price on our products. If a customer finds a lower publicly advertised price for a similar model with the same technical specifications, terms, and warranty, we will match it and offer an additional discount. The guarantee applies only before purchase and excludes limited-time promotions. Customers must provide verifiable proof. Mentor Water Technologies reserves the right to verify claims, request documentation, and approve or deny any request. This offer applies to new purchases only and may be modified or terminated at any time without notice.
4. Taxes, Shipping & Risk of Loss. All federal, state, and local sales, use, or other taxes, as well as all duties, import fees, or other assessments imposed on materials, manufacture, sale, or delivery, shall be the sole responsibility of the customer; The customer is responsible for paying all applicable taxes and fees, including those imposed after the sale. Mentor Water will not be liable for any tax obligations not explicitly included in the invoice. Mentor Water reserves the right to select the carrier for shipping unless the customer provides specific written instructions prior to shipment; All shipments are FOB Factory, meaning the risk of loss transfers to the customer upon delivery to the carrier; Mentor Water is not responsible for carrier-caused damages or losses; Mentor Water is not responsible for delays, damages, or losses incurred during transit; Any additional charges incurred for special shipping requests, expedited delivery, or storage fees due to the customer’s failure to receive the shipment shall be borne by the customer; All delivery dates provided by Mentor Water are estimates only and are not guaranteed. Mentor Water is not liable for any delays in shipment or delivery caused by supply chain disruptions, carrier delays, or other circumstances beyond its control; Customers are strongly encouraged to obtain shipping insurance; No claims will be honored unless accompanied by proper documentation; Special packaging and handling requests will be billed to the customer.
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5. Credit Approval & Revocation. Customer credit approval is required prior to any shipment; Mentor Water reserves the right to approve or revoke credit terms at any time, even after initial approval; If Mentor Water determines that the customer’s financial condition does not justify the extension of credit, Mentor Water may require payment in advance or other satisfactory security prior to delivery.
6. Order Cancellations, Changes & Returns. Custom orders are non-cancelable and non-refundable; Orders for standard products may only be revised or canceled prior to the date of loading at the place of shipment, and only with Mentor Water’s prior written approval; Orders for nonstandard or custom products may only be revised or canceled before production begins, and only with Mentor Water’s prior written approval; Standard products may be returned only with prior written approval and may be subject to a 25% restocking fee; Return shipping costs are the customer’s responsibility; Mentor Water will only accept returns in unused, resalable condition, as determined solely by Mentor Water; Any claims for damaged or defective goods, loss, or shortage must be made within 5 days after the client received the products and documented with the carrier.
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7. Limited Warranty. Manufactured by E.A.M Benelux B.V. (a company affiliated with Mentor Water Technologies B.V.). Mentor Water Technologies B.V. serves as the exclusive distributor and assumes no legal liability for the manufacturing, quality, or performance of the products.
Mentor Water warrants its distributed products to be free from defects in material and workmanship for a period of 18 months from the date of delivery. No performance warranty is intended or implied. The limited warranty explicitly covers manufacturing defects and workmanship only and does not apply to any specific water quality claims, filtration performance, or expected service life of filter cartridges. As water quality varies by location, no guarantee is made regarding filter lifespan or capacity ratings.
Exclusive Warranty Remedies: If a product is found defective within the warranty period, Mentor Water will, at its sole and absolute discretion: Replace the defective product; OR Refund the original purchase price.
Warranty Exclusions: This warranty DOES NOT COVER: Normal wear and tear, misuse, mishandling, or neglect; Unauthorized repairs, modifications, or third-party servicing; Damage caused by shipping, storage conditions, power surges, contaminants, or improper water quality; Failure to follow Mentor Water’s installation, maintenance, or usage guidelines; Use of non-Mentor Water parts, consumables, or filters.
Warranty Limitations: THIS WARRANTY IS EXPRESSLY LIMITED TO PRODUCT REPLACEMENT OR REFUND; MENTOR WATER SHALL NOT BE LIABLE FOR LABOR COSTS, INSTALLATION COSTS, LOST PROFITS, DOWNTIME, INCONVENIENCE, OR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES; THIS WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
Product Warranty for Sales to Government Entities: If the Customer is a government entity and the sale of the Products is governed by the Federal Acquisition Regulation (FAR), then notwithstanding anything to the contrary in this Section 7, the warranty for the Products shall be governed by the following provisions, which are incorporated by reference to these Terms:
FAR 52.212-4 (o) Warranty: Mentor Water Technologies warrants and implies that the items delivered under this contract are merchantable and fit for the particular purpose described in the contract; If there is any conflict between Mentor Water’s standard commercial warranty and the warranty terms required under FAR 52.212-4 (o), the FAR warranty shall take precedence unless an alternative resolution is specified in the award document; In all cases, Mentor Water Technologies' liability shall not exceed the limits permitted under federal contract law.
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8. Remedies for Non-Warranty Claims: THE SOLE AND EXCLUSIVE REMEDY OF CUSTOMER AND THE SOLE AND EXCLUSIVE OBLIGATION OF MENTOR WATER IN CONNECTION WITH CLAIMS RELATING TO MANUFACTURING DEFECTS ARE SET FORTH IN SECTION 7. THE SOLE AND EXCLUSIVE REMEDY OF CUSTOMER AND THE SOLE AND EXCLUSIVE OBLIGATION OF MENTOR WATER FOR ANY BREACH OF CONTRACT CLAIM THAT MATERIALS DELIVERED DO NOT OTHERWISE CONFORM TO THE ACCEPTED ORDER SHALL BE EITHER THE RETURN OF CONSIDERATION PAID BY CUSTOMER TO MENTOR WATER RELATED TO THE BREACH, OR UPON MENTOR WATER’S ELECTION, THE DELIVERY OF CONFORMING PRODUCTS TO CUSTOMER. WITH RESPECT TO MENTOR WATER’S NONCOMPLIANCE WITH ANY OTHER OBLIGATION OF MENTOR WATER HEREUNDER, THE SOLE AND EXCLUSIVE REMEDY OF CUSTOMER AND THE SOLE AND EXCLUSIVE OBLIGATION OF MENTOR WATER WILL BE AS MENTOR WATER IN ITS DISCRETION WILL DETERMINE AS FOLLOWS: (I) MENTOR WATER MAY ELECT TO CURE SUCH NONCOMPLIANCE WITHIN A REASONABLE PERIOD OF TIME, OR (II) IF MENTOR WATER FAILS TO CURE SUCH NONCOMPLIANCE, CUSTOMER MAY RECOVER AN EQUITABLE AMOUNT NOT TO EXCEED SUCH CHARGES AS WERE PREVIOUSLY PAID TO MENTOR WATER BY CUSTOMER HEREUNDER. CUSTOMER WAIVES ALL OTHER REMEDIES, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE REMEDIES OF SPECIFIC PERFORMANCE AND REPLEVIN. ANY ACTION BROUGHT BY CUSTOMER IN CONNECTION WITH MENTOR WATER'S PERFORMANCE HEREUNDER MUST BE COMMENCED WITHIN SIX (6) MONTHS AFTER SUCH CAUSE OF ACTION ACCRUES OR IT WILL BE DEEMED WAIVED. MENTOR WATER'S LIABILITY TO CUSTOMER, REGARDLESS OF WHETHER SUCH LIABILITY ARISES IN CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE OR STRICT LIABILITY) OR OTHERWISE, SHALL IN NO EVENT EXCEED AMOUNTS PAID BY CUSTOMER TO MENTOR WATER FOR THE PRODUCTS INVOLVED, AND CUSTOMER RELEASES MENTOR WATER FROM ALL CLAIMS AND LIABILITIES IN EXCESS OF THIS LIMITATION. IN NO EVENT SHALL MENTOR WATER BE RESPONSIBLE FOR CONSEQUENTIAL, INCIDENTAL, INDIRECT OR SPECIAL DAMAGES OF ANY KIND.
The sole and exclusive remedy for any non-warranty claim is limited to refund or replacement at Mentor Water’s sole discretion; Customers waive all statutory remedies beyond those explicitly provided herein; Any claim must be brought within six (6) months of the issue arising, or it is deemed waived; Mentor Water’s total liability shall not exceed the amount paid for the specific product at issue.
9. Force Majeure: Neither Party shall be liable for any failure to perform its obligations due to a Force Majeure event, including but not limited to natural disasters, labor strikes, supply chain disruptions, government regulations, pandemics, acts of war, shortages of materials, or any other circumstances beyond the reasonable control of the affected Party; However, Force Majeure shall not relieve Customer’s obligation to pay amounts that accrued prior to such Force Majeure event, provided that Mentor Water invoices the Customer within a reasonable timeframe after the event; Each Party shall notify the other within seventy-two (72) hours of the occurrence of any Force Majeure event affecting its ability to perform;
If a Force Majeure event lasts for more than six (6) months, either Party shall have the right to cancel the Purchase Order.
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10. Indemnification: Customer shall fully indemnify, defend, and hold harmless Mentor Water Technologies, its affiliates, officers, directors, employees, agents, and representatives from and against any and all claims, demands, liabilities, damages, losses, judgments, settlements, costs, and expenses (including, without limitation, reasonable attorneys’ fees and court costs) arising out of or relating to any act, omission, or breach by the Customer, including but not limited to:
Any use, resale, distribution, or modification of Mentor Water’s products, whether alone or in combination with other products, regardless of proper use or misuse; Any claims, damages, or liabilities arising from Customer’s business operations, representations, or warranties made to third parties regarding Mentor Water products; Any regulatory or legal violations, including non-compliance with safety, environmental, or industry regulations applicable to the handling, sale, or use of Mentor Water’s products; Any failure to adhere to contractual obligations, including payment terms, product handling, or adherence to these Terms and Conditions; Any claim alleging infringement of third-party rights, including but not limited to intellectual property, trade secrets, or confidentiality breaches, arising out of the Customer’s actions; Any losses or liabilities caused by the negligence, misconduct, or unlawful acts of the Customer, its employees, agents, or contractors.
Customer’s indemnification obligations shall apply to the fullest extent permitted by law, regardless of whether Mentor Water Technologies was alleged to be negligent or at fault, except where liability is determined by a final, non-appealable judgment to have been caused solely by Mentor Water’s gross negligence or willful misconduct. Mentor Water retains the exclusive right to control the defense and settlement of any indemnified claim at Customer’s sole expense, and Customer agrees to fully cooperate in such defense without delay or objection. The customer agrees that this indemnification obligation shall survive the termination or expiration of any contractual relationship between the parties and shall remain enforceable beyond the completion of any transactions.
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11. Rebranding, Relabeling, and OEM Use: The Buyer acknowledges and agrees that all products supplied by Mentor Water Technologies are sold under the Mentor Water Technologies brand and are intended to be marketed, sold, and used as branded products only. Rebranding, relabeling, reverse engineering, or use of any Mentor Water Technologies products as components in third-party systems sold under a different brand (OEM use) is strictly prohibited without prior written consent from Mentor Water Technologies.
Any attempt to repackage, modify, or misrepresent the products, their origin, or their branding, including but not limited to the removal of original labels, logos, or technical documentation, shall constitute a material breach of these Terms and Conditions and may result in immediate termination of the business relationship, legal action, and liability for damages, including loss of brand value and reputational harm.
Mentor Water Technologies reserves the right to take any necessary legal or commercial action to enforce this policy, including injunctive relief, financial penalties, and restrictions on future supply.
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12. Governing Law and Jurisdiction: All disputes shall be governed exclusively by the laws of the Netherlands, regardless of the location of the parties involved. Given that our headquarters are based in the Netherlands, this ensures legal predictability, jurisdictional clarity, and business efficiency. By placing an order, all parties expressly agree to this provision, ensuring that any disputes are resolved within the Dutch legal framework.