GENERAL TERMS AND CONDITIONS
OF SALE AND SERVICE PROVISION
1. Purpose and Scope
1.1. These General Terms and Conditions govern the provision of technical assistance, maintenance, repair, installation, diagnostics, machining, welding services and the supply of materials by Trisodema, Unipessoal, Lda. (“Trisodema”).
1.2. They apply to all interventions, travel, supplies, quotations, orders or related operations, unless otherwise agreed in writing.
1.3. The delivery of equipment, acceptance of quotations, placement of orders or scheduling of services implies full acceptance of these General Terms and Conditions by the Client.
1.4. Trisodema may engage subcontractors or specialised third parties, remaining responsible for the technical coordination of the services performed.
1.5. These General Terms and Conditions prevail over any conditions presented by the Client, unless expressly accepted in writing by Trisodema. Any divergent, additional or contrary conditions communicated by the Client shall be deemed null and void unless expressly accepted in writing by Trisodema.
1.6. In the event of the provision of services and/or supply of materials outside the territory of Portugal, specific commercial, technical, logistical and tax conditions may apply, which shall be defined and accepted in writing and shall prevail over these General Terms and Conditions with regard to the relevant operation.
2. Prices, Working Hours and Surcharges
2.1. Prices may be updated at any time without prior notice, unless otherwise agreed in writing.
2.2. The following surcharges apply to the base rate:
– After 8:00 p.m.: +30%
– Saturdays: +75%
– Sundays and public holidays: +100%
2.3. All amounts are subject to VAT at the applicable legal rate.
3. Travel, Accommodation and Logistics
3.1. Services requiring travel with accommodation are subject to mandatory prior quotation.
3.2. The hourly rate is calculated from the moment technicians leave Trisodema’s premises (Rua dos Covais, n.º 10, 3360-312 Travanca do Mondego) until their return thereto. This entire period — travel, intervention and return — is billed in accordance with the current hourly rate.
3.3. Travel distance is billed separately, in accordance with the current per-kilometre rate.
3.4. Special equipment, tools or rented vehicles incur additional costs.
3.5. Waiting times, restricted access, delays attributable to the Client or unavailability of equipment on site are billed as working hours.
4. Supply of Materials
4.1. Materials supplied, whether domestic or imported, are subject to prepayment unless otherwise agreed in writing.
4.2. Special materials ordered or imported specifically for the Client may be subject to specific terms or lead times.
4.3. Ownership of the supplied materials remains with Trisodema until full payment of all amounts due (retention of title).
4.4. Unless otherwise agreed in writing, the supply of materials shall be deemed made under EXW – Ex Works (current Incoterms®) conditions, at Trisodema’s premises or, where applicable, at the supplier’s premises in the case of direct shipment to the Client.
4.5. The risk of loss, damage, deterioration, misplacement or delay transfers to the Client upon delivery of the materials to the carrier, regardless of whether transport is arranged by the Client, Trisodema or the supplier, even where carriage costs are included in the price.
4.6. Transport, packaging, insurance, loading and unloading are always the responsibility and at the expense of the Client. Trisodema shall not be liable for any damage occurring during transport, handling or packaging.
4.7. The Client must inspect the materials upon receipt. In the event of damage, shortages or defects, the Client must immediately record the appropriate reservations on the transport document and submit a claim to the carrier within the legally applicable deadlines. Failure to do so invalidates any claim against Trisodema.
4.8. The Client undertakes to inform Trisodema in advance should it intend to export, re-export or resell, outside the national territory, any materials supplied by Trisodema.
4.9. Any customs obligations, licences, certifications, duties, taxes or charges applicable to the export, re-export or resale outside the national territory shall be the sole responsibility of the Client, unless otherwise agreed in writing.
5. Estimates, Deadlines and Hourly Billing
5.1. Estimates provided by Trisodema are indicative only.
5.2. Hours effectively worked shall always be billed.
5.3. Deadlines for execution, delivery, completion of services or availability of materials are indicative and do not constitute contractual obligations.
5.4. Service execution depends on external factors, including parts availability, supplier logistics, on-site working conditions, equipment accessibility and information provided by the Client.
5.5. Trisodema shall not be liable for delays resulting from circumstances beyond its control, including stock shortages, supplier delays, adverse conditions or force majeure.
5.6. Such delays do not entitle the Client to compensation, discounts, service cancellation or contract termination.
6. Diagnostics and Non-Conclusive Interventions
6.1. Any diagnosis, dismantling, testing or technical analysis is always billable, regardless of approval or feasibility of repair.
6.2. If a quotation is not approved, the equipment will be returned in its existing condition and may not be reassembled.
6.3. Dismantling for diagnostic purposes may reveal additional faults not initially detectable.
7. Warranty
7.1. The warranty for services provided by Trisodema is 90 (ninety) days from the date of the intervention and is strictly limited to the defect addressed.
7.2. The warranty excludes:
a) normal wear and tear;
b) misuse or operation outside design conditions;
c) lack of maintenance;
d) interventions, repairs or modifications carried out by third parties;
e) faults different from or subsequent to those repaired.
7.3. New materials and components supplied follow, where applicable, the warranty provided by the respective manufacturer. In any case, the warranty conditions stated in the respective quotation or commercial document shall prevail.
7.4. The warranty does not cover travel or related costs.
7.5. Equipment or components sealed with labels, varnish or markings must not be tampered with. Any violation results in immediate loss of warranty.
7.6. Interventions by third parties without written authorisation from Trisodema automatically void the warranty.
7.7. Adjustments and calibrations are carried out based on the conditions existing at the time of intervention.
8. Limitation of Liability
8.1. Trisodema’s liability for direct damages is limited to the value of the intervention performed.
8.2. Indirect damages, loss of production, loss of profit, delays or operational interruptions are excluded.
8.3. Trisodema shall not be liable for pre-existing defects or internal failures of the equipment serviced.
9. Safety and Working Conditions
9.1. The Client must ensure appropriate access, safety, power supply, lighting and working environment conditions.
9.2. If risks to technicians are identified, Trisodema may suspend the intervention, with work and travel performed up to that point being billed.
9.3. Equipment presenting operational risk may be refused for intervention.
10. Completion and Continuation of Works
10.1. Work performed shall be billed even if the intervention cannot be completed due to external reasons (missing parts, testing requirements, technical limitations or Client unavailability).
10.2. Continuation of services is conditional upon full payment of the previous invoice.
10.3. Any additional parts required shall be billed separately.
11. Equipment at Trisodema’s Premises
11.1. Equipment not collected within 60 (sixty) days may be considered abandoned.
11.2. Storage costs may be charged.
11.3. Liability for stored equipment is limited to the coverage of existing insurance policies.
12. Cancellations, Rescheduling and Returns
12.1. Cancellations of services, interventions or material orders must be made in writing and are subject to Trisodema’s express acceptance.
12.2. Cancellations or rescheduling with less than 24 hours’ notice may result in billing of minimum travel, technical preparation and/or allocated working hours.
12.3. Used, customised, manufactured, machined or Client-specified parts are non-cancellable and non-returnable.
12.4. Following order confirmation, the Client has 1 (one) business day to request cancellation; thereafter, all incurred costs shall be borne by the Client.
12.5. Returns are accepted only for new materials in original, complete and undamaged packaging, subject to Trisodema’s acceptance.
12.6. Return costs charged by suppliers shall be re-invoiced to the Client, plus a 20% administrative fee.
12.7. Materials with a unit value equal to or below €200 (two hundred euros) are not eligible for return.
12.8. Transport and risk of return are the sole responsibility of the Client.
12.9. Supplies associated with technical services are considered final and non-returnable once executed.
13. Invoicing and Payments
13.1. Invoices are issued with a payment term of 15 days, unless otherwise agreed in writing.
13.2. For new Clients, immediate payment applies to the first service.
13.3. Payment is deemed completed only upon full credit of the invoiced amount.
13.4. In the event of late payment, the following procedures apply from the invoice due date:
a) After 7 (seven) days, a reminder will be sent free of charge.
b) After 14 (fourteen) days, a first notice will be issued, applying:
– late payment interest at the annual legal rate applicable to commercial transactions, increased by 5 percentage points, calculated daily and proportionally to the days of delay;
– a minimum compensation of €40 (forty euros), as provided for in Article 7 of Portuguese Decree-Law No. 62/2013.
c) After 21 (twenty-one) days, a second notice will be issued, with amounts updated according to additional days of delay.
d) If any deadline falls on a non-working day, it shall be extended to the next working day.
13.5. Failure to pay any amount results in immediate maturity of all outstanding amounts, making the full debt payable.
13.6. Trisodema reserves the right to suspend ongoing services, supplies or new scheduling in case of payment default, without this constituting contractual breach.
13.7. For supplies or services with a value equal to or below €100 (one hundred euros), payment is due upon delivery or completion of the service.
13.8. The Client must pay invoices in full and may not withhold, deduct or offset any amounts without prior written authorisation.
Any claims or disputes shall be analysed separately and do not suspend payment obligations.
Unilateral withholdings or offsets constitute contractual breach.
14. Tacit Acceptance
14.1. Invoices, technical reports and communications not contested within 8 (eight) days shall be deemed accepted without reservation.
15. Intellectual Property and Confidentiality
15.1. Studies, diagnostics, reports, photographs, projects and technical documents produced by Trisodema are its exclusive property.
15.2. They may not be used, copied or disclosed to third parties without written authorisation.
15.3. Both parties shall maintain confidentiality regarding shared technical and operational information.
16. Data Protection
16.1. Client data shall be processed exclusively for contractual execution, invoicing and technical communications.
16.2. The Client may exercise rights of access, rectification and erasure through Trisodema’s official contacts.
16.3. Data shall not be transferred to third parties, except where legally required.
17. Communications
17.1. Formal communications must be sent to Trisodema’s registered office or official email address.
17.2. Communications shall be deemed received on the 3rd (third) working day after dispatch, unless proven otherwise.
18. Applicable Law and Jurisdiction
18.1. The contracts for the sale of goods and the provision of services entered into under these General Terms and Conditions shall be governed by Portuguese law. The application of the United Nations Convention on Contracts for the International Sale of Goods (CISG) is expressly excluded.
18.2. For the resolution of any disputes arising out of or in connection with these General Terms and Conditions, the courts of the judicial district corresponding to Trisodema’s registered office shall have exclusive jurisdiction, with express waiver of any other jurisdiction, without prejudice to mandatory legal provisions.
(Version 12/2025)