1. Purpose
The current General Terms and Conditions of Sale are intended to define the terms and conditions of sale of Vinomatos, Lda.’s products and services.
Any sale requires the Customer to carefully read, understand, and accept these terms and conditions in advance.
Our sales are subject to these General Terms and Conditions of Sale, which prevail over all other purchase conditions, unless formally and expressly waived by Vinomatos, Lda.
Vinomatos reserves the right to change these Terms and Conditions at any time, with the General Terms and Conditions in effect on the date of the quote/proposal being applicable. These Conditions were reviewed and updated on 09/01/2019.

2. Intellectual Property
In accordance with the laws and conventions governing intellectual property and/or other similar rights, all trademarks, designs, models, texts, photographs, illustrations, logos, plans, and other documents are the exclusive property of Vinomatos, Lda. Its reproduction, use and image capture is expressly prohibited and may not be made available, modified or otherwise exploited, in whole or in part, for any purpose whatsoever, unless duly authorized by Vinomatos, Ltda.

3. Contract Formation
Any changes proposed by the customer based on our quote/proposal will only be considered accepted by Vinomatos, Lda, with these Special Conditions prevailing over these General Conditions, if put in writing and duly signed.

4. Receiving Orders – Transportation
Unless otherwise agreed, goods will be delivered to the Vinomatos, Lda. facilities. Transport, packaging, insurance and customs costs, if any, as well as those relating to the sending of material, are the responsibility of the Customer. If, for the Customer’s convenience, the material remains at Vinomatos, Lda’s facilities after its provision, the risk of deterioration or perishing is immediately transferred to the Customer.
Unless otherwise expressly stated by Vinomatos, Lda, delivery times are given for guidance only, subject to the provisions of the law.

5. Retention of Title
All installment sales are made with retention of title of the goods sold in favor of Vinomatos, Lda until full payment of the respective price. Até ao pagamento integral, o Cliente não pode ceder a sua utilização, onerá-los, aliená-los ou desloca-los, sem autorização prévia da Vinomatos, Lda.

6. Payments
Unless otherwise specified, goods or services are paid in full upon issuance of the corresponding invoice or equivalent document.
The prices set by Vinomatos, Lda are subject to VAT calculated at the legal rate in effect on the invoice date.
All sales not settled by the due date are subject to interest on arrears at the legal rate of 12% plus 1.5%.

7. Warranty
Vinomatos, Lda undertakes to remedy any deficiencies detected in the operation of the equipment that are caused by defects or flaws in design, material, or workmanship, within 12 months of delivery of the item. The warranty does not include: – Defects in material or design from the buyer; – Changes in operation caused by normal wear and tear of the item or negligence/lack of maintenance by the buyer; – Changes in operation resulting from force majeure; Under warranty, Vinomatos, Lda will replace, at no cost to the customer, parts/components recognized as defective by its technical services. Replacing parts does not result in an increase in the previously specified warranty period. This warranty does not cover labor costs and those resulting from disassembly, assembly and transportation operations. Vinomatos, Lda is not responsible for the payment of any compensation relating to losses, damages or injuries to people or objects other than those covered by the scope of supply, nor for lost profits, production losses or others.

8. Unfair Competition
The enticement and diversion of experienced Vinomatos employees in key positions for the development of its economic activity (technicians and specialized equipment operators) during the two-year period following the issuance of the last invoice constitutes unfair competition by customers/competitors operating in the same market. By adopting such conduct, the client/competitor causes the loss of an important market share and clientele gained through its own merit by Vinomatos, and at the expense of this appropriation, obtains gains for itself, translated into a substantial reduction in Vinomatos’ revenue. Consequently, the client/competitor undertakes to compensate Vinomatos, Lda in the amount of 500,000 euros, corresponding to the expenses incurred by it in the recruitment process, integration, investment in employee training/specialization, as well as losses due to the abusive use of the know-how and innovation acquired by Vinomatos.

9. Return of Material
Verification/acceptance of the indicated quantities of each product or service included in this quote is the sole responsibility of the customer. Once the material has been shipped or delivered, there will be no right to return any products.

10. Competent Jurisdiction
For all matters arising from this contact, the Court of the District of Ourém (Portugal) has jurisdiction.
The law applicable to purchase and sale contracts concluded under these General Conditions of Sale is Portuguese law.