1.1. The present general conditions defines, in everything that is not contradicted by particular conditions agreed between the two parties, the relationship established between Salemo & Merca and the Customer identified in the particular conditions of the proposal / order.



2.1. After the receipt of the purchase order for delivery of materials or services, Salemo & Merca will undertake to fulfil such requests under the agreed conditions. On the other hand, the Client will be obliged to purchase the requested material or service under the same conditions. In the event of total or partial cancellation of an order, due to force majeure, the Client shall bear all costs related to materials, labour and other incidental expenses for such cancellation.

2.2. The proposal / order, after signed and stamped by the Customer, automatically converts into an Order form according to the particular conditions established therein. Salemo & Merca after receiving the proposal / order by letter, email or other, duly valid by the Client, will take the necessary steps to provide the product to the Customer.

2.3. Salemo & Merca reserves the right not to accept orders when it does not have the technical or other means to fully realize the supply or the requested service.



3.1. The prices are in the proposal / order and in the respective invoices.

3.2. The sales prices will be those considered in the proposal / order and will be valid for 15 days, reserving to Salemo & Merca the right to change them after this period, giving such prior information to the Client in case of subsequent adjudication of the order.



4.1. The deadlines for delivery of the goods are those in the proposal / order.

4.2. Delivery times may be altered by checking any unforeseen circumstances that may hinder or disturb the normal operation of the production. In this case, Salemo & Merca undertakes to notify the Customer as soon as possible and will make every effort to obtain the appropriate solution.



5.1. The place of delivery of the merchandise is fixed in the proposal / order, and the transport may be on behalf of Salemo & Merca or on behalf of the Client.

5.2. If the location indicated for the delivery of the goods is in the warehouses of Salemo & Merca, and if the material is not lifted within eight business days of the date of the Commercial Services notice, Salemo & Merca reserves the right to issuing the invoice, as well as debiting storage charges.

5.3. The discharge of the material is always the responsibility of the Customer, who undertakes to ensure that material and human resources are adequate to the charge, so that, among others, the download time is minimized.

5.4. Without prejudice to the dispose in number 5.2, the non-fulfillment of the obligations established in the preceding number shall determine Salemo & Merca's right to return the material, where it will remain at the Client's order, considering for all purposes its obligations as fulfilled, due to payment and all other charges.



6.1. The deadlines and other conditions of payment are included in the proposal / order.

6.2. Failure to pay, even in part, invoices overdue gives Salemo & Merca the right to cancel or suspend the delivery of orders in the costumer portfolio.

6.3. Without prejudice to the provisions of the preceding paragraph, failure to pay in the time established of any invoice immediately determines the maturity of default interest at the agreed interest rate or in cases not included in the maximum legally permissible rate.

6.4. The possible granting or deferral of the payment term of invoices is the responsibility of Salemo & Merca, and is fixed in a timely manner, and may be modified, canceled or modified whenever seems appropriate.



7.1. Complaints about goods delivered must be submitted within a maximum of 8 working days from the date of delivery, and no claims are accepted after this deadline.

7.2. Complaints must be made by any written means, by letter, e-mail or others valid ways, directly to the Commercial Department, being necessary to mention the product involved, the number of the proposal / order, as well as the quantity involved and the claimed defect.

7.3. Once the complaints have been accepted by Salemo & Merca, any return must be made within a maximum of 8 working days, as soon as this is communicated to the Client, under penalty of forfeiture.



8.1. Salemo & Merca will be responsible for the damages caused when they exclusively result from a deficient production, limiting the value of damages to the value of the products and / or services provided.

8.2. Salemo & Merca reserves the right to make alterations to the products of its design, provided that according to its criterion, this constitutes a measure of improvement in relation to the characteristics previously described or proposed.

8.3. Any liability of Salemo & Merca is excluded whenever the non-conformity of the product results from the poor use of the product by the Customer.

8.4. The use of the product outside the safety regulations applicable to it, as well as the damages that may result therefrom, are the sole responsibility of the Customer.



9.1. When there is a default or default by one of the parties of their pecuniary obligations towards the other, the defaulting party is responsible for the judicial and extrajudicial costs in which the other party has proven to obtain compensation for the situation.



10.1. In order to resolve any and all questions arising from these general conditions, the jurisdiction of the Setubal district is expressly waived.