general-sales-conditions

1st Clause – Scope

  1. These General Conditions regulate the relations between LEUK SOLUTIONS UNIPESSOAL, LDA., hereinafter referred to as LEUK, and the CLIENT, and are applicable to all orders, instructions and deliveries regarding products, equipment, materials and services provided by LEUK, prevailing over any other forms of use or agreements that are not registered in writing.
  2. Addendums, exclusions or changes to the general or specific conditions and to the orders that lead to the manufacture and delivery of products, materials and services, are only considered valid if they have been fully accepted by LEUK, in writing, including by post.
  3. Catalogues, prospectuses or advertising material are merely informative and have no contractual or binding nature whatsoever.

 

2nd Clause – Orders and specific conditions

  1. Orders of products, equipment, materials and services provided by LEUK are only considered valid when submitted in writing, in the form of a purchase order or a signed and stamped quote, received by LEUK via post or email, with the corresponding quote reference/number from LEUK, the indication of price, deadline and general or specific conditions of provision, duly dated and signed.
  2. “Specific conditions” or “orders” are understood as the agreements registered on the purchase order with the explicit acceptance by LEUK.
  3. The relations between LEUK and the CLIENT will be exclusively regulated by the specific conditions of each order and the provisions of these general conditions.
  4. The cancellation of orders received by LEUK will require from the CLIENT the payment of the arising expenses, losses and lost profit, namely raw material that has already been purchased for equipment manufacturing, the value of labour spent on preparation or machine deployment, as well as other resources necessary for the manufacturing.

 

3rd Clause – Quotes

  1. Quotes are valid for a period of thirty days from the issuance date, and are subject to revision after the reception and analysis of files and other communications required for product, equipment, materials and service provision. The CLIENT will be informed in the case of any update to the mentioned files.
  2. The prices on any quote issued by LEUK do not include taxes, namely VAT, or any other fees in force.

 

 

4th Clause – Materials and information

The CLIENT commits to providing LEUK, within the established deadline and when sending the quote, with all the elements necessary for a proper and correct order placement, specifically, all the elements necessary and intended for the manufacturing of equipment and materials stated in the order, by direct delivery or email.

 

5th Clause – Deadlines

  1. The execution deadline of the order starts at the moment when LEUK receives the purchase order or, if applicable, when it receives the instructions and other information that the CLIENT commits to deliver, whichever occurs later, and will be agreed to jointly.
  2. The delivery deadline starts at the date of order processing, as established on the 1st paragraph of this clause.
  3. No indemnities may be expected from LEUK for potential losses caused by extensions of the execution deadline, failure of the CLIENT to comply with obligations regarding the provision of instructions or due to difficulties in the use of the elements provided or other situations caused by the non-commitment of our providers.

 

6th Clause – Price

  1. The prices are set in the quote.
  2. Based on a change in circumstances that makes the execution of the order more costly for the CLIENT, LEUK reserves the right to review the price which, in case of rejection by the CLIENT, dismisses LEUK from the execution of the order, without the attribution of any responsibility.

 

7th Clause – Payment conditions

  1. Payment will be carried out within the deadline established on the invoice, according to the terms and conditions agreed to in the general or specific conditions.
  2. Until otherwise established, transactions with new clients will be carried out with a prompt payment regime, through bank transfer or cheque issued by the CLIENT.
  3. The payment of all invoices is done at the LEUK headquarters, in the city of Barcelos, or at the store in the same municipality, or through bank transfer to any of the indicated IBANs.
  4. VAT will be added to the prices, at the legal rate in force.
  5. The transfer of ownership of the ordered products will only be processed after the effective and full payment.

 

8th Clause – Delay and failure

  1. In the event of a delay in payment, in relation to the dates indicated on the invoice, the CLIENT is obliged to pay LEUK interest, which is calculated considering the rate currently in force, without prejudice to LEUK’s right to immediately suspend any provisions and to the compensation for potential damage caused by said failure to comply.
  2. Without prejudice to the abovementioned, a payment failure by the CLIENT entitles LEUK, in addition to the rights guaranteed by law or specific condition, the right to immediately suspend, without prior notice, any other provisions agreed to until the full payment of the overdue debt.

 

9th Clause – Packaging, shipping, transport and reception

  1. LEUK is responsible, when required, for the packaging of the equipment stated in the order, in such a way as to protect it against the usual transport handling and in order to be identifiable as a LEUK product destined to the CLIENT.
  2. Any and all other accommodation for the equipment stated in the order must be agreed to with LEUK’s commercial department, and might require an extra payment by the CLIENT, inherent to the special packaging conditions.
  3. LEUK’s shipping times are as stated in the 5th Clause of these general conditions, and the company will not be held responsible for shipping delays attributable to a third party in the logistical flow.
  4. Shipping is considered processed from the moment it is communicated to the CLIENT that the product is ready for transport or, when contact cannot be established, from the date of the shipping document associated to the product.
  5. In the case the CLIENT has not received the product within 10 days after the aforementioned communication, LEUK will issue the corresponding invoice and reserves the right to charge for storage costs.
  6. Except otherwise established in writing, the transport of products or equipment indicated in the purchase order is carried out at the expense of the CLIENT, even if LEUK arranges for the transport, in which case the CLIENT will be charged.
  7. At the request of the CLIENT, LEUK can ensure shipping insurance, whose cost will be incurred by the CLIENT.
  8. Orders will be accompanied at all times by the corresponding shipping document with a clear and explicit indication of the nature and quantity of the shipped object.
  9. All products must be examined by the CLIENT, or the recipient indicated by them. For legal and contractual purposes, the examination of the provided product and equipment will be considered complete, under the terms presented by LEUK, if the CLIENT does not sign or return the corresponding declaration to LEUK, within a maximum of 48 hours from the delivery date.

 

10th Clause – Limited warranty

  1. LEUK provides a five-year warranty for its own manufactured products and a two-year warranty for resale products, provided under the terms of its limited warranty, which includes repairs, replacements or refunding the CLIENT, at its own discretion, whenever defects are detected that prevent or limit the use of the product for the intended purpose.
  2. This means that any limitation, complaint or defect found must be communicated in writing to LEUK, within the warranty period, using our Request for Return of Material form (RMA LEUK060.0), together with the corresponding and duly detailed justification and following its indications.
  3. After analysing the complaint, and in the event of its acceptance, LEUK will proceed, at its own discretion, to the free of charge repair and replacement of the equipment, object of the complaint, or issue a refund.
  4. It is consigned that, despite the type of defect in question, its communication will not result in the termination of the provision contract between the CLIENT and LEUK, according to which LEUK’s responsibility is limited to, when the complaint is accepted at its own discretion, the repair or replacement of the defective product or the issue of a refund.
  5. The limited warranty agreed to by LEUK terminates when the installation and assembly of the products are performed by an installer that is not certified by LEUK.
  6. The CLIENT does not have a right to withhold the payment of invoices or to make unconventional deductions due to defective goods or equipment.
  7. Resale of the provided products by the CLIENT leads to the immediate termination of the limited warranty agreed to by LEUK.
  8. Orders will be accompanied at all times by the corresponding shipping document with a clear and explicit indication of the nature and quantity of the shipped object.

 

 

11th Clause – Defective products

  1. For limited warranty purposes, referred to in the previous clause, defective products are not considered as such in the following situations:
  2. a) Natural wear or aging of lamps and LED lights.
  3. b) Natural colour and texture variations of the finish.
  4. c) Colour variations in the lacquering of aluminium materials.
  5. d) Products that were modified by the CLIENT.
  6. e) Assembly or installation of products that did not observe the assembly instructions provided by LEUK.
  7. f) Products provided by a third party not included in the range of products provided by LEUK.
  8. g) Consumables.
  9. In any event, products must be used in a dry and ventilated environment, protected against natural elements and at temperatures between 18 °C and 22 °C and humidity levels between 50% and 70%.

 

12th Clause – Force majeure

  1. Force majeure is considered an unexpected and accidental event, regardless of LEUK’s will, which clearly prevents the timely compliance of the contractual obligations.
  2. Provided that they meet the conditions described in the first paragraph, the following cases are considered cases of force majeure:
  3. a) War or hostilities, riots or public disorder, robberies, earthquakes, floods, fires or any natural disaster;
  4. b) Accidents, labour disturbances, such as strikes that prevent the use of the manufacturer’s transportation, facilities or equipment, as well as difficulties in transport, critical mechanical breakdowns without replacement equipment or failure of compliance by providers, namely power outages.
  5. In cases of force majeure which prevent LEUK from fulfilling its obligations, LEUK reserves the right to, immediately and without prior notice, suspend deliveries or cancel orders from the CLIENT, exonerating itself through delivery of the completed part and proportionally reducing the price.

 

13th Clause – Confidentiality

  1. The CLIENT is obliged to hold in confidence all data, information, records, processes and know-how obtained from LEUK, with the statement that they are confidential, and shall not display their content to a third party without LEUK’s consent.
  2. The confidentiality requirements previously described are not applicable to data, information and records that:
  3. a) Are already of public domain at the time of their reception, or become of public domain, according to the applicable law, after their reception;
  4. b) The CLIENT proves to already be in their legitimate possession at the time of reception, without having obtained them directly from LEUK.

 

14th Clause – Jurisdiction for disputes

  1. The contract containing these general conditions, and the specific conditions of each order, is governed by the Portuguese Law and by the provisions of European Union treaties, under the terms defined by the European Union Law.
  2. Without prejudice to the parties in establishing an arbitration agreement, under the terms of Directive 2013/11/EU of the European Parliament and of the Council of 21 May 2013 (Directive on consumer ADR), all and any emerging issues from these general and specific conditions, including those relating to its interpretation, validity and effectiveness, will be the exclusive competence of the District Court of Barcelos, explicitly renouncing any other, except in the case of a clause depriving the referred court of its own jurisdiction.

Revised on December 15, 2020