Terms & Conditions for Business-to-Business (B2B) Customers

1. Introduction

 

These terms apply to business customers purchasing products or services from Restrap Ltd. By making a B2B purchase or using the website, you agree to these terms in full. Any conflicting terms or conditions from your business do not apply unless agreed in writing.

2. Intellectual Property and Licence to Use Website

 

Restrap Ltd retains all intellectual property rights to the website and its content. As a business user, you are granted a non-exclusive, revocable licence to access, view, and download website materials for internal business purposes only. Redistribution, republication, or commercial use of the content without consent is prohibited.

3. Acceptable Use

 

You agree not to:

  • Engage in data scraping, automated data collection, or misuse of the website.
  • Use the website for illegal or harmful activities, including distributing malicious software.
  • You must not use our website to transmit or send unsolicited commercial communications.
  • You must not use our website for any purposes related to marketing without our express written consent.
  1. User content

In these terms of use, "your content" means material (including, without limitation, text, images, audio material, video material and audio-visual material) that you submit to our website, for whatever purpose.

You grant to us a worldwide, irrevocable, non-exclusive, royalty-free licence to use, reproduce, adapt, publish, translate and distribute your content in any existing or future media. You also grant to us the right to sub-license these rights and the right to bring an action for infringement of these rights.

You warrant and represent that your content will comply with these terms of use. 

5. Orders and Payments

Proforma Invoices:

  • All orders are subject to payment via proforma invoice. Payment must be received in full within 10 days of the invoice date.
  • Orders will not be processed or shipped until payment has been cleared.
  • Payment methods include BACS, Stripe, and Direct Debit.

Order Confirmation and Cancellation:

  • Orders are confirmed once the proforma invoice is issued. Failure to pay within 10 days results in automatic cancellation.
  • In case of cancellation due to non-payment, the customer may reorder, subject to product availability and current pricing.

Payment Terms

For business customers, payment for goods and services supplied on credit terms must be made in full within 30 days of the invoice date, unless otherwise agreed in writing.

Invoice Issuance

An invoice will be issued upon order confirmation, shipment of goods, or completion of services. The invoice will detail the payment terms, the total amount due, and the accepted payment methods.

Payment Methods

We accept the following payment methods:

  • Bank Transfer (BACS)
  • Stripe (Credit/Debit Card)
  • Direct Debit (via GoCardless)

Payment must be made in the currency specified on the invoice.

Late Payment

If payment is not received within the agreed payment term, the following actions may be taken:

  • Late Payment Fees: We reserve the right to charge interest on late payments at a rate of 8% per annum above the Bank of England base rate, or the highest rate allowed under applicable law, whichever is lower.
  • Suspension of Service or Delivery: We may suspend delivery of further goods or services until the outstanding invoice has been paid in full.
  • Debt Recovery Costs: You will be liable for any legal fees, court costs, and debt recovery fees incurred by us in collecting overdue payments.

Disputed Invoices

If you believe there is an error or discrepancy on your invoice, you must notify us within 7 days of receiving the invoice. Failure to dispute the invoice within this period will be deemed acceptance of the amount due.

Payment Extensions

In exceptional circumstances, an extension to the payment terms may be granted upon request, but this must be agreed to in writing before the original payment due date. Any agreed extension does not waive our right to charge interest on overdue payments.

Non-Payment and Order Cancellation

If payment is not received by the due date:

  • We reserve the right to cancel your order without notice.
  • Products or services may not be re-ordered under the same terms or prices following cancellation.
  • Orders may only be reinstated upon payment of the full invoice amount, subject to current pricing and product availability.

Credit Limit

For B2B customers with an established account, credit limits may apply. If you exceed your credit limit, we may request advance payment for additional orders or suspend further credit until your account is brought back within the approved limit

 

6. Retention of Title and Risk

 

Notwithstanding delivery and the passing of risk in the products, or any other provision of these conditions, the property of the products shall not pass to the buyer until we have received in cash or cleared funds payment in full of the price of the products and all other products agreed to be sold by us to the buyer for which payment is then due.

Until such time as the property in the products passes to the buyer, the buyer shall hold the products as our fiduciary agent and bailee, and shall keep the products separate from those of the buyer and third parties and properly stored, protected and insured and identified as our property. Until that time the buyer shall be entitled to resell or use the products in the ordinary course of its business, but shall account to us for the proceeds of sale or otherwise of the products, whether tangible or intangible, including insurance proceeds, and shall keep all such proceeds separate from any moneys or property of the buyer and third parties and, in the case of tangible proceeds, properly stored, protected and insured.

7. Delivery and Delays

 

  • Delivery dates are estimates and subject to availability. We are not liable for delays caused by third-party carriers or events beyond our control.
  • In cases of delayed delivery, you will be informed, and alternative arrangements may be discussed.

8. Returns and Refunds

 

Returns are only accepted if products are defective or damaged upon delivery. The buyer must notify Restrap Ltd within 7 days of receipt for a replacement or refund. No returns are accepted for non-defective products unless otherwise agreed in writing.

Refunds or credits for defective products will be processed within 14 days of receiving the returned goods. The buyer is responsible for return shipping costs unless the return is due to a product defect.

9. Limited Warranties

 

Products sold to businesses are covered under a limited warranty, excluding normal wear and tear or damage due to misuse. Any claims must be made within the agreed warranty period and will be handled at our discretion, including repair, replacement, or refund.

10. Limitation of Liability

 

We will not be liable for:

  • Loss of profits, revenue, or business opportunities.
  • Indirect, incidental, or consequential damages.
  • Data loss or corruption.
  • Any claims arising from delays, non-delivery, or defective products beyond the cost of the product itself.

11. Indemnity

 

You agree to indemnify us against any claims, losses, or damages arising from your breach of these terms, including legal fees incurred in connection with such claims.

12. Governing Law and Jurisdiction

 

These terms are governed by the laws of England and Wales. Any disputes arising from this agreement will be subject to the exclusive jurisdiction of the courts of England and Wales.

13. Amendments and Variations

 

We reserve the right to amend these terms for B2B customers at any time. The latest version will be available on the website, and changes will take effect immediately upon publication.

 

14. GDPR Compliance and Data Protection

 

At Restrap Ltd, we are committed to safeguarding the privacy of our customers and ensuring compliance with the General Data Protection Regulation (GDPR) (EU) 2016/679, as well as the Data Protection Act 2018 in the UK. This section explains how we collect, store, use, and protect personal data.

a. Data Collection

We may collect and process the following personal data:

  • Personal Information: Includes name, email address, postal address, phone number, payment details, and order history.
  • Usage Data: Information about how you use our website, including IP addresses, browser types, and interaction data, which may be collected via cookies or similar technologies.

b. Legal Basis for Processing

We collect and process personal data on the following lawful bases:

  • Consent: When you provide consent for specific data usage, such as subscribing to newsletters or marketing communications.
  • Contractual Obligation: When data is necessary for processing your order, fulfilling our contract with you, or delivering products and services.
  • Legitimate Interest: For purposes such as improving our website, preventing fraud, and understanding customer preferences, provided that such interests are not overridden by your privacy rights.

c. Data Usage

We use your personal data to:

  • Process and deliver your orders.
  • Communicate regarding order status, queries, and customer support.
  • Send you marketing communications (with your consent).
  • Improve our website and services.
  • Comply with legal and regulatory obligations.

d. Data Sharing

We do not sell or share your personal data with third parties for marketing purposes. However, we may share your data with:

  • Service Providers: Payment processors (such as Klarna, Stripe), delivery partners, and IT service providers.
  • Legal Authorities: If required by law or necessary to protect our legal rights.

e. Data Retention

We will retain your personal data only for as long as is necessary to fulfill the purposes outlined in this policy or as required by law. For example, order and transaction data will be kept for at least 7 years to comply with UK tax law.

f. Your Rights Under GDPR

As a data subject under GDPR, you have the following rights:

  • Right to Access: You can request a copy of the personal data we hold about you.
  • Right to Rectification: You can request corrections to any inaccurate or incomplete data.
  • Right to Erasure (Right to be Forgotten): You can request the deletion of your personal data where it is no longer necessary for the purposes for which it was collected.
  • Right to Restrict Processing: You can request a restriction on processing your personal data in certain circumstances.
  • Right to Data Portability: You can request to receive your personal data in a structured, commonly used, and machine-readable format.
  • Right to Object: You can object to the processing of your personal data for direct marketing purposes.
  • Right to Withdraw Consent: You can withdraw consent for data processing at any time (if consent was the basis for processing).

To exercise any of these rights, please contact us at central@restrap.com. We will respond to your request within one month, as required by GDPR.

  1. Data Security

We employ industry-standard security measures to protect your personal data from unauthorised access, disclosure, alteration, or destruction. However, no internet-based platform can be 100% secure, so we cannot guarantee absolute security.

h. International Data Transfers

If personal data is transferred outside of the European Economic Area (EEA), we will ensure that adequate protection is in place in line with GDPR requirements, such as transferring to countries with approved data protection standards or implementing contractual clauses to safeguard your data.

i. Complaints

If you believe your data protection rights have been violated, you have the right to lodge a complaint with the Information Commissioner's Office (ICO), the UK's data protection authority.

Privacy Policy

For further details on how we handle your personal data, please refer to our Privacy Policy, which is available on our website. Our Privacy Policy outlines in greater depth the data we collect, how it is processed, stored, and protected, and your rights in relation to that data.