Terms and Conditions of Sale – Ross Promotional Products Ltd

By purchasing products from Ross Promotional Products Ltd (RPP), the buyer agrees to the following terms:

1. Agreement

   These terms govern the sale of products by RPP and take precedence over any other terms previously agreed upon.

2. Payment Terms

• Initial orders require Pro-Forma payment.

• If a completed customer form with an acceptable credit check is submitted before shipment, Pro-Forma payment may be waived.

• For approved accounts, payment is due within 30 days (strictly net).

• VAT will be added to all prices at the applicable rate.

3. Pricing and Specifications

   RPP reserves the right to update prices and product specifications before accepting a quote. While we will strive to provide notice, changes may occur without prior warning.

4. Shipping Charges

   Are clearly stated, if applicable.

5. Exclusive or Sole Agency

   RPP does not offer exclusive or sole agency rights, territorial restrictions, or any other similar limitations.

6. Liability

   RPP is not liable for:

• Failure to fulfil any obligation due to circumstances beyond our control.

• Delays in fulfilling obligations or for any resulting costs, losses, or damages.

7. Separate Deliveries

   Each delivery is treated as a separate contract. A failure in one delivery does not affect the fulfilment of the overall contract.

8. Claims for Damages or Loss

• Claims for goods damaged or partially lost during transit must be made in writing to both the carrier and RPP within 7 days of delivery.

• Claims for non-delivery must be submitted in writing within 7 days after receiving the dispatch notification.

• Disputes over invoices must be raised in writing within 14 days of the invoice date.

9. Warranties and Limitations of Liability

• RPP excludes all warranties, conditions, and representations concerning the goods.

• We are not liable for any loss, injury, or damage resulting from the use, storage, or application of the goods.

• Claims regarding the quality of goods must be reported within 7 days of receipt. Claims are limited to the invoice value of the goods.

9. • Specific warranties for refill items and inks are limited to 3 months from dispatch, as determined by the manufacturers.

   • No guarantees are given on battery life.

10. Order Cancellation

    The buyer may not cancel an order without written consent from RPP. Returns will only be accepted with prior authorisation; unauthorised returns will be sent back at the buyer’s expense.

11. Termination of Contract

    RPP may terminate the contract if the buyer breaches any terms or if, in RPP’s view, the buyer's financial standing becomes unsatisfactory.

12. No Guarantee of Suitability

    RPP does not guarantee that the goods are suitable for any specific purpose.

13. Variations in Specifications

    Any specifications regarding colour or size provided by the buyer are subject to reasonable commercial variations.

14. Indemnity for Custom Orders

    If goods are made or customised based on the buyer’s specifications, the buyer agrees to indemnify RPP against any claims, costs, or expenses resulting from patent, trademark, or design infringements.

15. Ownership of Tools

    Any tools used in the manufacture of customised goods remain the property of RPP, even if the buyer is charged for them.

16. Quantity Tolerance

    RPP reserves the right to supply up to 5% more or less than the quantity ordered for specially imprinted goods. The invoice will reflect the actual quantity shipped.

17. Buyer’s Materials

    RPP is not responsible for any damage to the buyer’s materials during manufacturing, processing, or finishing.

18. Ownership of Goods

    Legal and equitable ownership of goods remains with RPP until full payment is received. If the goods are sold before payment, the buyer will hold the proceeds of the sale in trust for RPP.

19. Risk

    Risk for the goods passes to the buyer upon dispatch.

20. Late Payments

    If payment is overdue, RPP may charge interest at 4% above the HSBC Bank PLC base rate on the outstanding balance.

21. Governing Law

    This contract is governed by Scottish law, and the buyer agrees to submit to the jurisdiction of the High Court of Justiciary in Scotland.

    Document Name	Quality System	Date	Written by	Authorised by
    Terms & Conditions	Version 1 – Feb 25	Feb-25	LR	SNR