Art. 1 – Definitions

Within this document:

• Supplier – Brander Promo & Advertising SRL (identification details above).
• Client – any legal entity or organization purchasing products/services from the Supplier.
• Products – goods and/or services provided (promotional items, customization, consultancy, design).
• Customized products – products on which printing, engraving, embroidery, or other customization is applied at the Client’s request.
• Special import order – products sourced upon the Client’s request from external suppliers, not part of current stock.
• Defect – non-conformity of the product with the written confirmed technical specifications.

Art. 2 – Applicability

These Terms and Conditions apply to all offers, orders, and contracts between the Supplier and the Client.

Any general terms of the Client are not applicable unless expressly accepted in writing by the Supplier.

Art. 3 – Offers and Orders

• Offers are non-binding and may be modified until written confirmation of the order.
• The order becomes firm only after written confirmation by the Supplier.
• For customized products, execution starts only after written approval of the proof.
• For special import orders, an advance payment of at least 50% may be required.

Art. 4 – Prices and Payment

• Prices are in euros, excluding VAT and delivery costs, unless otherwise stated.
• The Supplier may update prices according to costs (production, transport, exchange rates).
• Payment terms are as stated on the invoice; non-payment generates penalties (commercial interest) according to the Civil Code.
• The Supplier may suspend deliveries until outstanding amounts are paid.

Art. 5 – Delivery and Transfer of Risk

• Delivery times are indicative and depend on stock, volume, and customization complexity.
• The risk transfers to the Client upon handover to the carrier.
• Partial deliveries are possible and invoiced separately.

Art. 6 – Return Policy

• Customized products CANNOT be returned, except for a manufacturing defect confirmed by the Supplier.
• Special import orders may be returned only with the Supplier’s written consent and only if the Client agrees to:
  • cover transport costs both ways to the external supplier; and
  • pay a logistics and restocking fee: 30% of the product value.
• Any accepted return must be in the original packaging, intact products, and with accompanying documents.

Art. 7 – Claims (3 days)

Client’s obligation upon receipt: The Client shall inspect the products immediately after receipt (quantity, integrity, conformity).

Written notification within 3 days: Any non-conformity, visible defect, or shortage must be notified in writing to the Supplier within a maximum of 3 calendar days from receipt. Failure to notify within the term means the products are deemed accepted as compliant.

Filing a claim does not suspend the payment obligation.

Art. 8 – Intellectual Property

• Designs, drawings, samples, photographs, and graphic files created by the Supplier remain its property.
• The Client guarantees they own the rights to logos, texts, and materials provided for customization and indemnifies the Supplier against any third-party claims.

Art. 9 – Force Majeure

The Supplier is not liable for delays or non-performance caused by events beyond its control (natural disasters, conflicts, pandemics, strikes, customs restrictions, shortage of raw materials, etc.).

Art. 10 – Limitation of Liability

• The Supplier’s total liability for direct damages shall not exceed the value of the product/service that caused the claim.
• The Supplier is not liable for indirect losses, loss of profit, or other commercial damages.

Art. 11 – Applicable Law and Jurisdiction

This document is governed by Romanian law. Disputes shall be settled by the competent courts in Ilfov County.

Art. 12 – Final Provisions

• Amendments to the Terms and Conditions shall be communicated in writing and come into force 30 days after notification.
• If any clause becomes null/unenforceable, the remainder shall remain valid; the clause will be replaced by one with a similar purpose and effect.