General Sales Conditions
I - Application of the general conditions of sale
All the orders signed and accepted by Palbit, SA implicates Customer adherence to these conditions of sale. Any other conditions that may be established only will be valid if contained in a written document.
II - Quotations Our quotations are subject to change
The quotations made by our representatives and agents are not legally binding until written confirmation by the company.
III - Contract
An order will be deemed accepted only when the company confirm it, in writing, by sending the "Accused of Receipt (AR)", which is based on the drawings / samples / specification sent by the customer. If the customer wish any changes to the contents of AR, it must submit his request in writing, within five days of its posting. Any other subsequent changes to sending the AR must be made in writing. Changes to the drawing / specification give the company the right to the cancellation of the contract. If the prices of raw materials increase after sending the AR, the company has the right to review prices accordingly. Any price change equal to or greater than 20% will authorize the cancellation of the contract by the customer. The quantities invoiced may diverge +/- 10% of the quantities contained in the AR whenever the satisfaction of the order require specific production to that order. Samples and pressing tools will always be invoiced. The minimum order is 200 EUR, excluding VAT. Shipments below this amount are subject to an administration fee of 25 euros. Any statement that contradicts the defined in these general sales conditions, in which we assume obligations or renounce rights, must be made by written notice and contain the signature of duly authorized person.
IV - Prices
1. The prices invoiced are those listed in the AR.
2. On the price must be added the Value Added Tax (VAT) that is in effect on the date of sale, or any other tax which, under the law, is or will be due to the State.
3. Prices are ex-works. Special packaging and shipping costs will be added to the price.
V - Payments
1. All invoices must be paid, except as provided by law, at the headquarters of Palbit, SA, located in Palhal, Branca, Albergaria-a-Velha.
2. Payments must be made within 30 days of issue of the invoice, if approved by Palbit SA the credit granting. With no credit approved the payments must be made in mode "collect on delivery" or "pre-payment".
3. Failure of the period for payment specified in the previous paragraph leads to the suspension of supplies, the payment of interests at the legal rate in effect on the amount owed from the due date until actual payment, as well as application of administrative expenses under the legislation in force.
4. If you have agreed the payment in installments, the lack of timely payment of a single installment, by the customer, determine the immediate expiration of the following installments.
5. In case of late payment, the company has the right to prohibit the resale, further use or the transformation of the products supplied and demand his return.
6. If the customer wish to pay by transfer, must do it for the BIC (Bank Identifier Code) indicated on the invoices, indicating the description of the transfer the company name of the customer.
VI - Delivery Time
1. Unless expressly information by Palbit, SA, the delivery times are given for guidance only.
2. Therefore, the failure of purely indicative delivery dates will not justify the cancellation of the order by the customer, or serve as basis for the claim over Palbit, SA for any type of compensation.
3. In the same way, Palbit, SA declines any liability for delay on the delivery of the goods, such as resulting from cases of force majeure or unforeseen circumstances and for which it has not contributed any willful act or gross negligence of Palbit, SA (mentioned merely by way of example all setbacks caused by operations, difficulty in finding the material or energy, transport delays, strikes, legal closures, lack of work, sources of energy or basic materials, difficulties in arranging the necessary official authorizations, measures / provisions officers, or delayed deliveries, incorrect or out of hours on the part of suppliers). In case of temporary impediments, the delivery times and services should be extended or postponed from the date of the impediment plus a reasonable period of time for preparation. Insofar as it is not expected that our client will accept our demand because of the delay, he will be able to get out of the contract, giving us a prompt written declaration.
4. Palbit for the purpose of delivery dates, it is understood that the shipment / dispatch / notice refers to the period of delivery to the successful tenderer (who was granted transportation), expeditor agent or 3ªs people in the shipping cost.
5. The initiation time of delivery that Palbit determines, assumes the clarification of all technical issues. A pre-condition (requirement) is supplemental to timely and properly perform the contractual obligations and duties by our client. In this direction the example / sample approval is given, it is a prerequisite that our client give an example / sample approval or inform us immediately of the reasons why the approval of this species can not be given.
6. Regardless of our rights arising from non-compliance by the client, we may require an extension of delivery dates and services or postponement of delivery dates and services to cover the period of time that the customer does not meet its obligations contractual and / or duties.
7. Palbit has the right to supply partial deliveries. If a partial delivery is applicable to our customer within the usage model that was specified in the contract, the delivery of the remaining goods as it was ordered it’s safeguard and our customer does not incur significant additional costs or additional costs due to this, not unless we agree to accept these costs.
VII - Property Reservation The products sold to the buyer are property of Palbit, SA until full payment, regardless of them being sold or transferred to third parties.
VIII - Warranties and Claims
1. Palbit, SA guarantees the functioning of the goods supplied against all manufacturing defects for a period of 1 year from the date of actual delivery of the goods to the customer. Whenever the imperative law imposes a period of superior warranty, will be worth the deadline imposed by law.
2. The report of any defect must be made immediately after receiving the goods by written notice. However, in cases where the defect can not be detected in a receiving inspection of the products, the customer will have to communicate the defect, by written, within 3 days.
3. The guarantee provided in the previous paragraph does not apply to replacements and repairs resulting from normal wear of the material, deteriorations or damage resulting from the negligent use, lack of supervision, maintenance or faulty use, and the use of the products under extreme and out of what are considered normal conditions and, also, a different use of the products for the purpose for which it was manufactured or sold. Not also apply if the customer intervene in the equipment, notably by repair or attempted repair by any way or for any other purpose.
IX - Claims
1. The existence of one defect must be recognized by the Quality Department of Palbit and on the company facilities.
2. In case of defect, attend the customer all rights conferred upon him by law. 3. Parts replaced, under the above warranty, must be returned to Palbit, SA.
X - Returns or exchange transactions are only possible subject to prior agreement from Palbit and within 30 days.
Appropriated documentation must accompany the returns, including order nº, invoice nº, delivery date, reasonand authority for
returns. Return or exchange items will be accepted only for the standard valid stock items if in awless as new condition and if return
delivery is pre-paid.
In individual cases, we may reserve the right for a handling charge up to 30% of the goods value. The minimum handling charge for
any return or exchange delivery is 25€.
XI - Technical Assistance
1. Subject to the rights of the customer, during the warranty period stated above, any technical assistance or services provided by Palbit, SA will be paid by the customer.
2. Subject to the rights of the customer, during the warranty period stated above, all of the material that is likely to replace or repair must be delivered at the Palbit SA facilities at the expense of the customer.
3. The customer who requests the management or technical assistance of Palbit, SA and put their employees at its disposal, whether they are subcontractors or hired workers paid by the customer, is required to have, for them, valid contracts of insurance against accidents at work as well as comply with safety standards that are applied.
4. The customer also is forced to respect the law rules of the environment that is held at effect.
XII - Studies, Projects and Intellectual Property and Industrial Rights
All studies, drawings, projects and documents, of any nature, provided by Palbit, SA to the customer, are property of Palbit. Being the owner of all intellectual and industrial property rights that exist about them, the customer can not disclose them to third parties or use them for any other purpose, in which Palbit, SA assigned them, without obtaining the prior written consent of this and such studies, drawings, projects and documents must be returned to Palbit, SA as soon as it requested to the customer, by written notice.
XIII - Reception of Goods
1. Whatever your destination, the risk of deterioration or perishing of goods is transferred to the customer once it leave the facilities of Palbit, SA, without prejudice to the legal provisions on the customer rights during the warranty period.
2. If the goods remain on the facilities of Palbit, SA for the convenience of the customer, or if this has delayed the shipment, the risk is transferred immediately to the customer.
3. Without prejudice to the rights of the customer during the warranty period, transportation costs, packaging, insurance and customs, if exist, as well as those relating to the shipment of the goods are responsibility of the customer.
4. The goods sold, although shipped postage prepaid, will be transported at the risk of the customer, who shall exercise their rights in case of failure, loss, damage or delay against the carrier.
5. In case of failure, loss or damage of material, the status must be verified at the time of the discharge and should be made immediately reservations that are applicable on the consignment note, against the signature of the carrier or his legal representative, in accordance with the applicable law.
6. Reservations must be confirmed by the customer by registered letter and send it to the carrier, within eight calendar days from the date of reception of merchandise.
7. If the above procedures are not followed, Palbit, SA will not be responsible for any damages.
8. Whenever the goods sold by Palbit, SA are not delivered to the customer warehouses, but somewhere else, will be understood, to all intents and purposes, the requirements of these Terms and Conditions as referring to the warehouses of Palbit, SA.
XIV - Communications between the Parties
1. Written notifications addressed by Palbit, SA to the customer will be sent to the address indicated in the order and Palbit, SA should be informed immediately of any change.
2. The written notification addressed from the customer to Palbit, SA should be sent to the headquarters.
3. When registered, written communications from either party are deemed received, unless proven otherwise, on the third day after sending, or on the next business day if this is not the case.
XV - Rescission of the contract
1. The purchasing contract, sale and service may be dismissed by Palbit, SA, if the customer fails to pay any of the installments of the price that is obligated, without prejudice to mandatory law available otherwise.
2. In such a situation, the customer is obliged to return the merchandise provided, within 8 calendar days of the date on which Palbit, SA will communicate by written notice the decision to terminate the contract and shall reimburse Palbit, SA for any transportation costs and, also, for any losses suffered by the merchandise in question.
XVI - Property Rights
1. Each customer must inform, by written notice, any breach of industrial property rights or copyrights by third parties.
2. If Palbit, SA manufacture something according to customer instructions or make deliveries or provide services according to customer specifications, he will be forced to compensate Palbit for the complaints/claims from third parties.
3. In case of rupture of the merchandise industrial property right or copyright of a third person, Palbit may rectify or replace the goods until no more breaking rights of third parties, however, on the delivery of the item will continue to accept it in accordance with the duties agreed in the contract and it shall be given to the customer the right to conclude a contract for exploration / commitment license. If it is not possible to do within a reasonable period of time, our customer have the right to exit the contract or appropriately reduce the purchase price.
4. In the case of ruptures / breakages due to third-party products that Palbit, SA provides by our option and at the cost of our customer, we claim our rights against the manufacturers or suppliers in origin or allocate them to the customer. Complaints against Palbit, SA in such cases exist under this provision only if the legal measures of the above mentioned claims against the manufacturers and suppliers in the origin or not successful, for example, does not make sense due to insolvency.
XVII - Jurisdiction and applicable law
1. The law courts of Baixo Vouga - court of Albergaria-a-Velha, will be responsible for solving any emerging issues from these general conditions, with express waiver of any other, without prejudice to the mandatory law that provides otherwise.
2. The law applicable to the sale and purchase contracts issued in accordance to these General Sales Conditions is the Portuguese law.
XVIII - Communication and information
1. These General Sales Conditions are communicated to the customer through the E-Commerce platform and are communicated to the customer on the 1st access to the same portal and constant remission of our offers to this platform of Palbit SA.
2. Any questions that the customer wishes to see answered about the terms of these General Sales Conditions should be addressed to Palbit, SA by letter and sent to its headquarters, or by email to the address email@example.com.