General Terms of Sale

Clause 1 – Scope of Application

  1. These General Conditions regulate the relations between LEUK SOLUTIONS UNIPESSOAL, LDA., hereinafter referred to as LEUK, and the CUSTOMER, applying to all orders, instructions, and deliveries regarding goods, equipment, materials, and services provided by LEUK, prevailing over any customs or agreements not reduced to writing.
  2. Additions, exclusions, or amendments to these general conditions, particular conditions, and orders that give rise to the execution and delivery of goods, materials, and services shall only be valid if they have been fully accepted by LEUK in a written document, even if in the form of an exchange of correspondence.
  3. Catalogues, brochures, or advertising material are for informational purposes only and have no contractual or binding nature.

Clause 2 – Orders and Particular Conditions

  1. Orders for goods, equipment, materials, and services provided by LEUK shall only be valid when transmitted in writing via purchase order, buying order, or signed and stamped quote, received by LEUK through mail or email, including the reference/number of the corresponding LEUK quote, and indicating the price, deadline, and general supply conditions or particular conditions, duly dated and signed.
  2. “Particular conditions” or “orders” are understood as the agreements formalized in the purchase order with the express acceptance of LEUK.
  3. The relationship between LEUK and the CUSTOMER shall be exclusively governed by the particular conditions of each order and the provisions of these general conditions.
  4. The cancellation of orders received by LEUK shall entail for the CUSTOMER the payment of all expenses, resulting losses, and loss of profits, namely raw materials already acquired for the production of equipment, the hourly rate for the preparation work spent, or the immobilization of machines and other means of production.

Clause 3 – Quotes

  1. Quotes are valid for a period of thirty days from the date of issuance, subject to review after the receipt and analysis of files and other communications necessary for the supply of goods, equipment, materials, and services, with any updates being communicated to the CUSTOMER.
  2. The values stated in LEUK's quotes do not include any taxes, namely VAT or legal fees in force.

Clause 4 – Materials and information

The CUSTOMER undertakes to provide LEUK, within the period established upon sending the quote, with all the elements necessary for the proper and correct execution of the order, namely, all the elements required and intended for the production of the equipment and materials included in the order, through direct delivery or by email.

Clause 5 – Deadlines

  1. The execution period for the order begins upon receipt by LEUK of the purchase order or, if applicable, the receipt of instructions and other information due from the CUSTOMER that they have undertaken to deliver, whichever occurs later, and shall be agreed upon with them.
  2. The delivery period shall be calculated from the date the order becomes effective, as stated in item 1 of this clause.
  3. No compensation may be claimed from LEUK for any damages resulting from an extension of the execution deadlines due to the CUSTOMER'S failure to meet obligations regarding the provision of instructions or difficulties in using the elements provided, or in situations attributable to the failure of commitments made by our suppliers.

Clause 6 – Price

  1. Prices are set in the quote.
  2. Based on a change in circumstances that has made the execution of the order more burdensome, LEUK reserves the right to revise the price; if this is not accepted by the CUSTOMER, LEUK is exempt from executing the order without any liability being attributed to it.

Clause 7 – Payment conditions

  1. Payment shall be made within the period set in the invoice in accordance with the terms and conditions established in the general or particular conditions.
  2. Until other conditions are established, transactions with new customers will be made via upfront payment, through bank transfer or a check issued by the CUSTOMER.
  3. Payment of all invoices shall be made at LEUK's headquarters in the city of Barcelos or at the establishment in the same municipality, or by bank transfer to any of the indicated IBANs.
  4. Prices will be subject to VAT calculated at the legal rate in force at the time.
  5. The transfer of ownership of the ordered goods is only considered effective after full and effective payment of the price.

Clause 8 – Late payment and non-compliance

  1. In case of payment delay regarding the dates indicated on the invoice, the CUSTOMER is obliged to pay LEUK default interest calculated at the legal rate in force, without prejudice to LEUK's right to immediate suspension of supplies and compensation for any damages caused by such non-compliance.
  2. Without prejudice to the provisions of the preceding paragraph, the CUSTOMER'S failure to pay the price grants LEUK, in addition to the rights established by law or particular conditions, the right to immediately suspend, without prior notice, any other agreed supplies until full settlement of the overdue debt.

Clause 9 – Packaging, shipping, transport, and receipt

  1. It is LEUK's responsibility, whenever necessary, to package the equipment mentioned in the order so that it is protected against normal handling during transport and identifiable as LEUK goods destined for the CUSTOMER.
  2. Any other packaging for the equipment mentioned in the order must be agreed with LEUK's Sales Department, and LEUK may charge the CUSTOMER for expenses related to special packaging conditions.
  3. The delivery periods provided by LEUK are those resulting from Clause 5 of these general conditions, and LEUK cannot be held liable for delivery delays attributable to third parties involved in the logistics flow.
  4. Shipment is considered fulfilled from the hour the CUSTOMER is informed that the goods are ready for transport or, if contact is not possible, from the date of the Waybill regarding the goods.
  5. If, within 10 days after the communication referred to in the previous item, the goods are not received by the CUSTOMER, LEUK will issue the respective invoice, also reserving the right to charge storage costs.
  6. Unless otherwise established in writing, the transport of goods or equipment included in the purchase order is at the CUSTOMER'S expense, even when LEUK provides it at the CUSTOMER'S request, in which case it will be charged to the CUSTOMER.
  7. At the CUSTOMER'S request, LEUK may insure the shipment, the cost of which shall be borne by the CUSTOMER.
  8. Orders will always be accompanied by the respective transport document with a clear and express indication of the nature and quantity of the delivery.
  9. All goods and equipment must be inspected by the CUSTOMER or their designated recipient. For all legal and contractual purposes, the inspection of the supplied goods and equipment will be considered completed according to the terms presented by LEUK, if the CUSTOMER does not sign and return the respective declaration to LEUK within a maximum period of forty-eight hours from the date of delivery.

Clause 10 – Limited Warranty

  1. LEUK guarantees its own manufactured products for five years and resale products for two years under the terms of its Limited Warranty, repairing, replacing, or refunding the CUSTOMER, at its sole discretion, whenever defects occur that prevent or limit their use for the intended purpose.
  2. For this purpose, any reservation, claim, or identified deficiency must be communicated in writing to LEUK within the warranty period, using our Return Material Authorization form (RMA LEUK060.0), accompanied by the respective detailed justification and following the instructions in said form.
  3. After analyzing the claim, and if it decides to accept it, LEUK shall, at its free choice, proceed with the repair and replacement of the equipment subject to the claim free of charge, or refund the CUSTOMER.
  4. It is hereby established that, regardless of the type of defect, its communication shall not lead to the termination of the supply contract between the CUSTOMER and LEUK; LEUK's liability, when the claim is accepted, is limited at its free choice to the repair, replacement of defective goods, or refunding the CUSTOMER.
  5. The Limited Warranty agreed by LEUK expires whenever the installation and assembly of the products are carried out by an installer who is not certified by LEUK.
  6. The CUSTOMER is not entitled to withhold payment of invoices or to make unauthorized deductions on account of defective goods or equipment.
  7. The resale of products provided by the CUSTOMER immediately terminates the Limited Warranty agreed by LEUK.
  8. Orders will always be accompanied by the respective transport document with a clear and express indication of the nature and quantity of the delivery.

Clause 11 – Defective Products

  1. For the purposes of the Limited Warranty mentioned in the previous clause, products are not considered defective in the following situations:
    1. Normal wear and tear or natural aging of lamps and LEDs;
    2. Natural variations in color and texture of finishes;
    3. Color variations in aluminum lacquering;
    4. Products in which modifications have been introduced by the CUSTOMER;
    5. Products assembled or installed in disregard of LEUK’s assembly instructions;
    6. Products supplied by third parties not incorporated into products supplied by LEUK;
    7. Consumables.
  2. In any case, products must be used in a dry, ventilated environment protected from natural elements, at temperatures between 18ºC and 22ºC and relative humidity between 50% and 70%.

Clause 12 – Force Majeure

  1. Force Majeure is considered any unforeseen or fortuitous event, independent of LEUK's will, which demonstrably prevents the timely fulfillment of its contractual obligations.
  2. The following events are considered cases of force majeure, provided they meet the conditions set out in paragraph 1:
    1. War or hostilities, riots or public order disturbances, robberies, earthquakes, floods, fires, or any natural disaster;
    2. Accidents, labor disturbances such as strikes preventing the use of transport means, facilities, or the manufacturer's equipment, as well as transport difficulties, serious mechanical breakdowns without replacement equipment, or non-compliance by suppliers, namely power outages.
  3. In cases of Force Majeure preventing the fulfillment of obligations assumed by LEUK, LEUK reserves the right to proceed without prior and immediate notice to the suspension of deliveries or to cancel the CUSTOMER'S order, being exonerated by the delivery of the part already completed, with the price being reduced proportionally.

Clause 13 – Confidentiality

  1. The CUSTOMER undertakes to maintain in strict confidence all data, information, records, processes, and “know-how” received from LEUK, mentioned as being confidential, and shall not disclose their content to third parties without LEUK's prior consent.
  2. The confidentiality obligations provided above shall not apply to data, information, and records that:
    1. Are already in the public domain at the time of their receipt, or become so in accordance with applicable law, after their receipt;
    2. The CUSTOMER proves to already have in their legitimate possession at the time of receipt, without having been directly obtained from LEUK.

Clause 14 – Jurisdiction for disputes

Without prejudice to the parties being able to stipulate an arbitration agreement under Directive 2013/11/EU of the EP and the Council of 21.05 (ADR Directive), any and all issues emerging from these general and particular conditions, including those relating to their interpretation, validity, or effectiveness, shall be the exclusive competence of the court of the district of Barcelos, with express waiver of any other, unless there is a change of venue clause.

The contract modeled by these general conditions and by the particular conditions of each order is governed by Portuguese Law and by the provisions of the treaties governing the European Union under the terms defined by Union Law.

Revised in January 2026.