1. Scope of application
1.1. The General Conditions of Sale set out below apply to all commercial transactions in which SANTOSOM - Comércio e Indústria de Audiovisual, Lda. participates as a supplier of goods and services.
1.2. These Conditions come into force on 1st September 2024, revoking and replacing any general customer conditions previously in force, except for orders that have been awarded or are in the production phase on that date.
1.3. In the course of the commercial relationship with SANTOSOM - Comércio e Indústria de Audiovisual, Lda., the customer agrees to accept these General Conditions of Sale without reservation, which shall prevail over all provisions contained in orders or customer correspondence, except in cases where there is a written instrument expressly agreed to by SANTOSOM - Comércio e Indústria de Audiovisual, Lda.
1.4. SANTOSOM - Comércio e Indústria de Audiovisual, Lda. reserves the right to amend the General Terms and Conditions of Sale without prior notice, without prejudice to the due safeguarding of contracts already concluded and in progress.
2. Prices
2.1. Prices included in the tables, quotes and proposals of SANTOSOM – Comércio e Indústria de Audiovisual, Lda. are presented in euros (EUR) and do not include taxes and fees that may be applicable on the date of invoicing.
2.2. SANTOSOM – Comércio e Indústria de Audiovisual, Lda. reserves the right to change the listed sales prices without prior notice, with the new prices applying to orders submitted from the date of the change.
2.3. While an order is pending, and in the event of unforeseeable and uncontrollable circumstances, namely variations in exchange rates, costs of raw materials, transport or insurance, the sales prices may be adjusted by SANTOSOM – Comércio e Indústria de Audiovisual, Lda., with such change being communicated in writing to the customer. In this case, the customer may, within 8 (eight) days from the date of receipt of the communication, and by any means, cancel the order, and will be refunded any payment that may have been made up to that point. After that period, and in the absence of a response, the new price will be considered as accepted.
3. Product specifications
3.1. Information regarding prices, models, dimensions, features and other specifications of products provided to potential interested parties does not bind SANTOSOM – Comércio e Indústria de Audiovisual, Lda. until a contractual proposal is submitted and/or accepted.
3.2. SANTOSOM – Comércio e Indústria de Audiovisual, Lda. reserves the right to change the specifications of products and materials contained in catalogues and other sales literature without prior notice.
3.3. Product specifications, including price, contained in catalogues and other sales literature are valid for the period defined in these instruments, unless changes are made under clause 2.2. or when printing or typographical errors occur.
4. Proposals
Proposals submitted by SANTOSOM – Comércio e Indústria de Audiovisual, Lda. are valid for 30 (thirty) days from the date of issue, unless otherwise indicated in writing.
5. Orders
5.1. The order for products and the contracting of services must be made by the customer through the person in charge with the authority to do so.
5.2. All orders are subject to written acceptance by SANTOSOM – Comércio e Indústria de Audiovisual, Lda.
5.3. The cancellation of an order, the alteration of the quantities or qualities of the products ordered by the customer during the execution period requires written acceptance by SANTOSOM – Comércio e Indústria de Audiovisual, Lda. and may require payment for the materials and services that have been spent up to that point.
5.4. The modification, at the initiative of SANTOSOM – Comércio e Indústria de Audiovisual, Lda., of the quantities or qualities of the products ordered depends on the express acceptance of the customer and may give rise to the readjustment of the agreed contractual services.
5.5. The cancellation of an order is always possible up to 3 (three) days after the customer submits the order request, except in the case of specially manufactured products whose production has already begun or when the order has already been shipped.
5.6. SANTOSOM – Comércio e Indústria de Audiovisual, Lda. reserves the right to suspend contractual services whenever the customer fails to comply with the agreed payment conditions.
5.7. In the event of a disproportion between the value of the order and the customer’s usual purchasing volume, or in the case of special manufacturing orders, SANTOSOM – Comércio e Indústria de Audiovisual, Lda. may require advance payment or the provision of guarantees of compliance.
5.8. If, before the start of production of an order, facts or circumstances occur or become known that give rise to a well-founded fear that the customer is unable to comply with his/her obligation to pay the price, SANTOSOM – Comércio e Indústria de Audiovisual, Lda. may suspend the contractual services and require advance payment or the provision of performance guarantees.
6. Transport and delivery
6.1. The delivery deadlines stated verbally or in writing are merely indicative and are not binding on SANTOSOM – Comércio e Indústria de Audiovisual, Lda., unless expressly stated otherwise.
6.2. SANTOSOM – Comércio e Indústria de Audiovisual, Lda. shall not be liable for damages resulting from late delivery, unless otherwise expressly stipulated in the contract.
6.3. The indicated delivery deadlines will always be considered extended when there are force majeure reasons not attributable to SANTOSOM – Comércio e Indústria de Audiovisual, Lda., namely difficulties in the acquisition, transport or import of goods, strikes, government constraints, among others.
6.4. In the situations described in the previous clause, as well as in all other situations not expressly covered herein, but in which the delays in delivery are not attributable to SANTOSOM – Comércio e Indústria de Audiovisual, Lda., the customer does not have the right to cancel the order or demand any compensation, for any reason whatsoever.
6.5. The risk of loss or damage to the goods is transferred to the customer upon delivery to the carrier or shipper of the goods, even if contracted by SANTOSOM – Comércio e Indústria de Audiovisual, Lda.
6.6. The packaging of the goods is done according to the usages or according to the catalogue of SANTOSOM – Comércio e Indústria de Audiovisual, Lda., and whenever the customer requests a special form of packaging, the corresponding costs will be borne.
6.7. SANTOSOM – Comércio e Indústria de Audiovisual, Lda. does not accept the return of packaging because it is of the non-recoverable type.
7. Payment conditions
7.1. Payments will be made in cash, by bank transfer or by certified bank cheque.
7.2. For customers without a current account, and unless otherwise agreed, all payments will be made at the premises of SANTOSOM – Comércio e Indústria de Audiovisual, Lda. upon delivery of the goods.
7.3. Clients of SANTOSOM – Comércio e Indústria de Audiovisual, Lda. with long-term business relationships may be granted the possibility of making purchases on credit by opening a current account. In these cases, payments will be made within the deadlines expressly agreed between the parties.
7.4. Failure to pay within the stipulated deadlines will result in the client being in default, implying the immediate termination of the contract without the need for SANTOSOM – Comércio e Indústria de Audiovisual, Lda. to notify the client and with the legal consequences arising from such non-compliance.
7.5. Failure to pay an instalment, when payment in this manner has been agreed, will result in the immediate maturity of the remaining payments, except in the case of a single instalment that does not exceed one-eighth of the price.
7.6. Client discounts are defined in accordance with the Discount Table by Type of Client and Product or by express agreement of the Commercial Director.
7.7. Discounts based on quantity are defined in the respective Table.
8. Ownership
SANTOSOM – Comércio e Indústria de Audiovisual, Lda. reserves ownership of all goods supplied until full payment of the invoiced amounts.
9. Warranty
9.1. The warranty period for products sold by SANTOSOM – Comércio e Indústria de Audiovisual, Lda. is 6 (six) months from the date of delivery of the goods, and any non-conformity must be reported within 30 (thirty) days of becoming aware of it, in accordance with the provisions of article 916 of the Portuguese Civil Code.
9.2. Once a situation of non-conformity is detected, it must be immediately communicated to SANTOSOM – Comércio e Indústria de Audiovisual, Lda., which may require the delivery of the product for assessment and certification of the non-conformity by its technicians.
9.3. The communication referred to in the previous point must be made in writing and must be accompanied by a brief description of the defect and the corresponding invoice or equivalent document proving the purchase by the customer.
9.4. If the non-conformity is verified, and if it is not due to misuse or any other cause attributable to the customer that occurred after delivery, SANTOSOM – Comércio e Indústria de Audiovisual, Lda. will ensure that the non-conformity is remedied in accordance with the applicable legislation.
10. Returns
10.1. Except for errors in the execution of the order or lack of conformity of the goods, the return of goods under distance contracts concluded with other professionals will only be accepted with prior written agreement from SANTOSOM – Comércio e Indústria de Audiovisual, Lda. and after checking the condition of the returned material. The return/exchange of material that, despite being in good working order, shows signs of having already been used or worked on, or in the case of custom-made goods, will not be accepted.
10.2. The customer has 8 (eight) working days, counting from the date of delivery of the goods, to formalize the return request in writing, indicating the reason for the return and attaching the respective invoice or other document proving the purchase of the goods.
10.3. In the event of a return, the costs of transport, reception and inspection of the goods will be borne by the customer.
10.4. SANTOSOM – Comércio e Indústria de Audiovisual, Lda., upon accepting the return, will issue the corresponding credit note or exchange the product.
11. Jurisdiction and applicable law
11.1. Any transaction of a commercial nature between SANTOSOM – Comércio e Indústria de Audiovisual, Lda. and the customer is subject to Portuguese law.
11.2. The courts of the District of Aveiro shall have jurisdiction for any dispute arising from the application of these General Conditions of Sale, with express waiver of any other courts.
