Terms and Conditions

In these conditions THE APOTHECARIST Ltd will be referred to as the Company

1. 1. Definitions

      1. 'customer' means the customer placing an order for Goods with the Company.

      2. 'Company means THE APOTHECARIST Ltd.

      3. 'Goods' means all Goods which are subject to the Customer's order which are to be supplied to the Customer by the Company under these Conditions

   2. Orders

      1. There shall be no binding agreement between the Customer and the Company until the Customer's purchase order form has been accepted in writing by the Company. Any prior indications by the Company made verbally shall be provisional only.

      2. All orders are accepted subject to the availability of Goods and to these terms and conditions. No terms put forward by the Customer shall be binding on the Company.

      3. The Customer accepts that these Conditions and any specific details stated on its accepted order constitute the entire understanding between the parties and supersede any prior promise, representation, undertaking or understanding of any kind.

2. Terms of trading

   1. price

      1. The price quoted excluded VAT (unless otherwise stated). Rates of tax and duties on the Goods will be those at the time of delivery.

      2. Our quotations lapse after 30 days (unless otherwise stated).

      3. The price quoted excludes delivery (unless otherwise stated).

      4. At any time before delivery we may adjust the price to reflect any increase in our costs of supplying the Goods.

   2. Delivery

      1. All delivery times quoted are estimates only.

      2. If we fail to deliver within a reasonable time, you may (by informing us in writing) cancel the contract, however;

         1. You may not cancel if we receive your notice after the Goods have been despatched; and

         2. If you cancel the contract, you have no further claim against us under that contract.

      3. If you accept delivery of the Goods after the estimated delivery time, it will be on the basis that you have no claim against us for delay (including indirect or consequential loss, or increase in the price of the Goods.

      4. We may deliver the Goods in instalments. Each instalment is treated as a separate contract.

   3. Delivery and Safety

      1. We may decline to deliver if:

         1. We believe it would be unsafe, unlawful or unreasonably difficult to do so; or

         2. The premises (or the access to them) are unsuitable for our vehicle.

   4. Payment Terms

      1. You are to pay us in cash (or otherwise cleared funds) before delivery unless you have an approved credit account.

      2. If you have an approved credit account, payment is due no later 14 days from the day of delivery, unless otherwise agreed in writing.

      3. If you fail to pay us in full on the due date:

         1. we may suspend or cancel future deliveries;

         2. we may cancel any discount offered to you;

      4. If you have an approved credit account, we may withdraw it or reduce your credit limit or bring forward your due date for payment. We may do any of those at any time without notice.

   5. Title

      1. Until you pay all debts you may owe us:

         1. all Goods supplied by us remain our property;

         2. you must store them so that they are clearly identifiable as our property

         3. you must insure them in full

      2. You must inform us (in writing) if you become insolvent

      3. Despite our retention of title to the Goods, we have the right to take legal proceedings to recover the price of the Goods supplied should you not pay us by the due date.

   6. Risk

      1. The Goods are at your risk from the time of delivery.

      2. Delivery takes place either:

         1. at our premises(if you are collecting them or arranging carriage) or

         2. at your premises of the place specified in your order (if we are arranging carriage)

      3. you must inspect the Goods on delivery. If any Goods are damaged (or not delivered), you must tell us within 24 hours of delivery and confirm this in writing within 5 working days of delivery. You must give us or the carrier a fair chance to inspect the damaged Goods.

   7. Warranties

      1. We warrant that the Goods:

         1. comply with their description on our acknowledgement of order form; and

         2. are free from defect at the time of delivery (as long as you comply with clause 8.3)

      2. Our Goods are natural, rustic, hand crafted materials and therefore size, colour and shape may differ from published image or any sample supplied.

      3. If you believe that we have delivered Goods which are damaged or defective in materials or workmanship, you must

         1. inform us (in writing), with full details, within five working days of delivery;

         2. follow our returns procedure, a copy of which is available on request.

      4. If the Goods are found to be defective in material or workmanship (following our investigations and you have complied with those conditions (in clauses 8.3 and 9.2) in full, we will (at our option) replace the Goods or refund the price.

      5. we are not liable for any other loss or damage (including indirect or consequential loss, financial loss, loss of profits or loss of use)arising from the contract or the supply of Goods or their use, even if we are negligent.

      6. Our total liability to you (from one single cause) for damage to property caused by our negligence is limited to one million pounds.

      7. For all other liabilities not referred to elsewhere in the terms and conditions our liability is limited in damages to the price of the Goods.

   8. Specification and Intellectual Property

      1. If we prepare the Goods in accordance to your specifications or instructions, you must ensure that the specifications or instructions are accurate.

      2. We reserve the right to have first refusal on the right to buy back, any Goods supplied, Goods made to our design or a supplied design, if they are to be sold to a 3rd party. Buyback to be at a price to match that of any other 3rd party offer which is confirmed in writing.

      3. We reserve the right to make without notice any minor changes in the specification of the Goods as we think necessary or desirable.

      4. You recognise the Company's title to and ownership of all intellectual property in relation to the Goods.

      5. If the combined cost of labour and materials supplied to you by the Company exceeds £10,000 the Company require a credit as 'THE APOTHECARIST LTD as either purchase or decoration, whichever is deemed most relevant.

      6. You recognise all copyright, design rights and all other intellectual property rights existing in our designs and products, and the images and text are, and will remain, the property of the Company.

2. 8. 7. You consent to the Company using & publishing pictures from, and making reference to, having supplied to/worked on the service, for our media and marketing requirements across all platforms, once the service has been provided.

      8. Rented goods subject to our additional rental terms and conditions.

   9. Return of Goods

      1. We will accept the return of Goods from you only:

         1. by prior arrangement (confirmed in writing); following our returns procedure, a copy of which is available on request.

         2. on payment of an agreed handling charge (unless the Goods were defective when delivered); and

         3. Where the Goods are as fit for sale as they were on delivery.

   10. Export Terms

       1. Clause 10 of these terms shall apply to exports except where inconsistent with any written agreement between us.

       2. Where the Goods are supplied by us to you by way of export from the United Kingdom the 'Incoterms' of the International Chamber of Commerce which are in force at the time when the contact is made shall apply and the Goods shall be shipped ex-works unless otherwise agreed.

       3. The incoterms are treated as amended by these terms (read as a whole) to the extent that they are inconsistent with them.

       4. You are responsible for complying with any legislation or regulations governing the importation of the Goods into the country of destination and for the payment of any duties due.

       5. Where the Goods are to be sent by us to you by a route including sea transport we shall be under no obligation to give a notice under section 32(3) of the Sale of Goods Act 1979.

       6. You are responsible for arranging the testing and inspection of the Goods at our premises before shipment except where otherwise agreed. We are not liable for any defect in the Goods which would be apparent on inspection unless a claim is made before shipment. We are not liable for any damage during transit.

       7. Payment of all amounts due to us shall be made as stipulated by us, unless otherwise agreed in writing.

       8. We shall have no liability for death or personal injury arising from the use of the Goods where the Goods are to be delivered in the territory of another state (within the meaning of s.26 (3) (b) Unfair Contract Terms Act 1977)

   11. Cancellation Terms

       1. We may cancel the order, by written notice if:

          1. you fail to pay us money when due (under the order or otherwise);

          2. you become insolvent;

          3. you fail to honour your obligations under these terms.

       2. You may not cancel the order unless we agree in writing (and clause 4.2.2 then applies)

   12. Waiver and Variations

       1. Any waiver or variation of these terms is binding in honour only unless:

          1. made (or recorded) in writing;

          2. signed on behalf of each party; and

          3. expressly stating an intention to vary these terms.

       2. All orders that you place with us will be on these terms (or any that we issue to replace them)

   13. Force Majeure

       1. If we are unable to perform our obligations to you (or able to perform them only at unreasonable cost) because of circumstances beyond our control, we may then cancel or suspend any of our obligations to you, without liability.

       2. Examples of those circumstances include act of God, accident, explosion, fire, transport delays, strikes and other industrial disputes and difficulty in obtaining supplies.

   14. General

       1. English law is applicable to any contract made under these terms. The English and Welsh courts have non-exclusive jurisdiction.

       2. If you are more than one person, each of you has joint and several obligations under these terms.

       3. If any of these terms are unenforceable as drafted:

          1. it will not affect the enforceability of any other of these terms; and

          2. if it would be enforceable if amended, it will be treated as so amended.

       4. We may treat you as insolvent if:

          1. you are unable to pay your debts as they fall due; or

          2. you (or any item of your property)become the subject of:

             1. any formal insolvency procedure

             2. any application or proposal for any formal insolvency procedure; or

             3. any application, procedure or proposal overseas with similar effect or purpose.

       5. All brochures, catalogues and other promotions materials are to be treated as illustrative only. Their contents form no part of any contract between us and you should not rely on them in entering into any contract with us.

       6. Any notice by either of us which is to be served under these terms may be severed by leaving it at or delivering it to (by first Class post) the others registered office or principle place of business. All such notices must be signed.

       7. No contract will create any right enforceable (by virtue of the Contracts (Rights of Third Parties) Act 1999) by any person not identified as the buyer or seller.

       8. The only statements upon which you may rely in making the contract with us, are those made in writing by someone who is our authorised representative and either:

          1. contained in our estimate (or any covering letter)and not withdrawn before the contract is made; or

          2. which expressly state that you may rely on them when entering into the contract.

       9. Nothing in these terms affects or limits our liability for fraudulent misrepresentation.

Safety

Please note the following safety instructions for Natural Materials:

1. Many of our materials are natural & unprocessed which have been grown in a field and stored in a farm environment.

2. When dry, they can be brittle and can cause splinters so you should always wear gloves when handling. Only use it in a well-ventilated environment.

3. You should wash your hands thoroughly after being in contact with them.

4. Unless otherwise specified our materials are Not Fire Retarded and Are flammable.

5. You should keep them away from heat and any source of ignition including open fires and grinding sparks.  For use as set props, we offer Fire Retarding as an optional extra.