TABLE OF CONTENTS

1. 1. “ONE” –  Our Wholesale Contract (Wholesalers/Distributors; purchase of goods and services)
   2. “TWO” – Advertising Contract (Advertisers; purchase of advertising in our media and publishing network)

ONE: WHOLESALER/DISTRIBUTOR CONTRACT

1. Wholesale Contract Definitions

1.1 Veurst Ltd (Registered Company Number 10513478), and its subsidiaries (“Veurst,” “We,” “Us,” “Our”) owns and operates Veurst and its media network, print publications, products, websites, mobile applications, and other linked and related pages, content, features, products, software, video player and tools offered by Veurst (the “Services”) and/or this “Site”. These are the terms and conditions (the “Terms”) on which We, Veurst Ltd supply any of Our products (the “Products”) to you, whether purchased offline (“Physical Purchase”) or online (the “Site”), in your capacity as a retailer, whether you operate your business via a physical retail shop or e-commerce website. The supply of Products to you is strictly not for commercial or business use or resale. If you would like to talk to Us about becoming one of Our authorised retailers or wholesalers, please contact Us.

1.2 We may request that you provide proof of the existence of your business and the sales methods that you use in order for Us to establish that you are a retailer. This may include but not limited to, your business address, company registration certificate and the URL of your business website, from which you operate.

1.3 You confirm that you have authority to bind any business or company on whose behalf you use Our Site to order and purchase Products.

1.4 These Terms will apply to any contract between Us for the sale of Products to you and replace and supersedes any previous terms and conditions. We reserve the right to revise these Terms from time to time. Every time you wish to order Products, please check these Terms to ensure you understand the terms which will apply at that time.

1.5 We intend to rely on these Terms and any documents expressly referred to in them in relation to the contract between Us. While We accept responsibility for statements and representation made by Our duly authorised employees and agents, please ensure that you ask for any variations from these Terms to be confirmed to you in writing to avoid any confusion between us. If you think that there is a mistake or require any changes to be made to these Terms, please contact Us to discuss this as soon as possible.

1.6 Please read these Terms carefully and make sure that you understand them and check that the details on your order for the Products and in these Terms are complete and accurate, before you confirm you place an order for Products with Us by making payment to Us in accordance with these Terms. You are responsible for all information provided to Us in relation to the products ordered and We shall not be responsible for any errors or missing information in the details that We receive from you.

1.7 We shall confirm your eligibility as a retailer of Our Products in writing and these Terms shall apply irrespective of any orders for Products that you place with Us. If you do not meet Our eligibility requirements as a retailer Our terms and conditions of supply in respect to consumers shall apply to any orders for Products that you place with Us.

1.8 Where, at Our sole discretion, We consider that you do not qualify as a retailer, you may, however, qualify for other schemes on offer at the time of order request.

1.9 We may at Our sole discretion apply a discount on very large Orders made by you which We shall notify to you in writing at the relevant time.

2 ORDERING PRODUCTS

2.1 Your order for Products is made when you visit Our Site(s) and place an order online or make a Physical Purchase via an order form. When you submit an order, it will be subject to acceptance by Us by way of a confirmation from an authorised Veurst Ltd Representative or automated system. Our acceptance of the Order will take place as described in clause 2.5.

2.2 There is a minimum order quantity (“MOQ”) of 2 per order, for trade orders. We reserve the right to change the MOQ without notice although We will endeavour to give prior notice.

2.3 In addition to the provisions of clause 2.2, if you are based in a certain countries, we may require a higher MOQ.

2.4 If We are unable to supply you with any Product(s) ordered or if We are unable to comply with the timescale set out in your Order, We will inform you of this by email as soon as is reasonably practicable upon becoming aware of any such issues, and We will not process the Order unless and until you confirm to Us by email that you wish Us to proceed and the details of any changes required to be made to your Order. If We are able to, We will offer you the nearest alternative or if you would prefer, We will refund you the full amount that you have paid for the product within 7-14 business days, where you have paid for the Products.

2.5 Once your Order is received by Us, it will be processed by us where stock is available. We will email you with confirmation of your Order.

2.6 An estimated dispatch and delivery date is generally issued on our website and/or Our agent prior to completing your order. Please note that any dispatch and/or delivery date provided are estimates only and the time of delivery is not of the essence.

2.7 We endeavour to meet delivery time estimates for the entirety of your Order and small orders are usually available for immediate dispatch. However, at busy times and depending upon the number of products ordered, deliveries may take longer:

2.7.1 up to 100 Products, around 3-4 weeks from the date of your Order;

2.7.2 up to 250 Products, around 5-6 weeks from the date of your Order;

2.7.3 up to 500 Products, around 6-8 weeks from the date of your Order; and

2.7.4 over 500 Products, around 8-12 weeks from the date of your Order.

2.8 Please quote the Order number in your order invoice in all subsequent correspondence with Us relating to the Order to enable us assist you effectively.

2.9 The Invoice provided will only relate to Products ordered at the time. Where a Product from your Order cannot be fulfilled or are not ready for dispatch for any reason, they will be added to your next Order or shipment.

2.10 We will endeavour to confirm your Order and issue the Invoice within 24-72 business hours, excluding weekends and public holidays.

2.11 Subject to clause 2.12 , once you receive the Invoice, We must receive payment in accordance with clause 10 and in any event within 7 calendar days of receipt of the Invoice in full for both the price of the Products ordered and any delivery or other applicable charges (if any) before We accept your Order. Once your Invoice is paid, then your Products will be dispatched to you in accordance with clause 4 scheduled for crafting by Our manufacturers. The contract between Us will only be formed and these Terms will be deemed accepted by you once cleared payment from you is received by Us in respect of your Order including any delivery or other applicable charges.

2.12 At Our sole discretion, We may agree to provide credit to you in respect of any Products that you order from Us. In such circumstances, the provisions of clause 10 shall apply in respect of such Products.

2.13 Please tick the relevant checkbox when prompted to do so to confirm you accept these Terms and Our delivery and return and cancellation policies. If you refuse to accept these Terms and Our delivery and return and cancellation policies, you will not be able to order any Products from Our Site.

2.14 If any of these Terms conflict with any term of the Order, the Order will take priority.

2.15 You may make a change to the Order for Products insofar as they are not specially made to order at any time before We dispatch the Products by contacting Us, except in the case of made-to-order Products. We will notify you of any amended prices in writing if this applies. You may be able to cancel the Order strictly in accordance with clause 11 in these circumstances.

2.16 We reserve the right to refuse or decline any Order at Our sole discretion.

2.17 Our leather Products may come in many different leathers and finishes. Where possible, We can supply you with sample swatches upon request. Where samples swatches are not available, you may consider purchasing samples of the Product.

3 PRODUCTS

3.1 The Product images on Our Site are for illustrative purposes only. Although We have made every effort to display the Products and colours accurately, We cannot guarantee that your computer’s display of the colours accurately reflect the colour of the Products. The Products that you receive from Us may vary slightly from those images.

3.2 Although We have made every effort to be as accurate as possible, because Our Products are mostly handmade, all sizes, weights, capacities, dimensions and measurements indicated on Our Site have a 3% tolerance. In addition, you should note that We cannot guarantee a uniformed appearance to each Product as most are handmade and some from natural materials and slight imperfections may occur.

3.3 Once an Order and payment is received, the Order is processed within 24-28 business. And where an order is placed via email and other means other than Our e-commerce ordering system, We will confirm an estimated dispatch and delivery date via email. Please note however that any dispatch and/or delivery estimate given are estimates only.

4 DELIVERY

4.1 We will deliver the Product(s) ordered by you with a hard copy of the Invoice, to the address which you provided for delivery at the time of Order. We are not liable for any missing items where you have not provided the correct delivery address or any information required for delivery.

4.2 Products delivered will be accompanied by a delivery note and any necessary paperwork.

4.3 Timescales for delivery and delivery charges will vary and may differ from that quoted on Our Site depending on the size of your Order. Timescales and delivery charges provided are estimates only, We reserve the right to calculate or re-calculate the appropriate delivery costs and notify you in writing.

4.4 Once an Order has been processed, you will receive a Notification Email confirming that your order is on the way. In the unlikely event that the Product ordered is not immediately available, you will be notified.

4.5 Orders for delivery to UK addresses are shipped via (but not limited to) Royal Mail, DHL or My Hermes.

4.6 Order for International delivery are shipped via (but not limited to) Royal Mail, DHL or My Hermes.

4.7 Business or Working days means that Saturdays, Sundays and public holidays are not included in this period in processing and delivery dates and times.

4.8 When using Our standard delivery service, please allow 10-14 calendar days for delivery of your Order.

4.9 Where you require express delivery not listed on Our website, We will endeavour to, at Our sole discretion try to assist you with facilitating such options.

4.10 Any instructions for the courier to leave your Order with a third party or somewhere will be passed on to the courier on your behalf.

4.11 The courier may contact you with the contact information you supplied us with during your Order if they have any issues with delivery of your Order. A signature will be required in order to make and take delivery of your Order from the courier.

4.12 Should you require a timed deliver, please speak to Our agents.

4.13 If no one is available to accept your delivery at your chosen address, the courier may leave you a note to let you know that a delivery was attempted.

4.14 Occasionally Our delivery to you may be affected by an Event Outside Our Control. In such cases We will contact you with a revised estimated delivery date.

4.15 Delivery of an Order shall be completed when We deliver the Product(s) to your chosen delivery address.

4.16 If We are not able to deliver the whole of the Order at one time due to operational reasons or stock shortages, We will deliver the Order in instalments. Additional delivery costs will not apply when. However, if you ask Us to deliver the Order in instalments, you may be liable for additional delivery costs. Each instalment shall constitute a separate contract governed by these Terms. If We are late delivering an instalment or one instalment is faulty, that will not entitle you to cancel any other instalment.

4.17 The Product(s) will be your responsibility and owned by you from the point at which We or the courier first attempt delivery, whether you (or any nominated alternative) take delivery or not.

4.18 Where any Product is to be delivered internationally you will be responsible for any and all tax, duties and/or any other amounts payable in respect of the shipping of the Product(s) into the relevant country.

5 SELLER’S GUARANTEE OF PRODUCTS

5.1 We comply with the statutory manufacturers guarantee of 12 months where this applies. Pursuant to the terms in this document, upon notification and approval by Our agent, a faulty Product may be returned for repair or replacement.

5.2 To claim the Craftsmanship Guarantee your customer is required to register the Product with Us within 14 calendar days of their purchase of the Product. This Craftsmanship Guarantee does not apply in the circumstances described in clause 5.3.

5.3 The Craftsmanship Guarantee does not apply to any defect in a Product arising
from:

5.3.1 fair wear and tear;

5.3.2 wilful damage, neglect, abnormal storage, accident, negligence by you or by any third party;

5.3.3 if you fail to use the Product in accordance with any user or Product maintenance information that We issue with Our Product online or offline;

5.3.4 any alteration or repair by you or by a third party; and

5.3.5 any specification provided by you.

5.4 The Craftsmanship Guarantee is in addition to your legal rights in relation to the Product that is faulty or not as described. Advice about your legal rights is available from your local Citizens’ Advice Bureau or Trading Standards office. Nothing in these Terms will affect those legal rights.

5.5 Where a Product is returned to Us from the UK mainland as a result of a craftsmanship failure in accordance with clause 5.1, if you notify Us before returning the Product in reliance on the Craftsmanship Guarantee, We will issue you with an RMA Number (Return Merchandise Authorization) and send you a prepaid address label for the return or have a courier collect on our behalf. Please do not attempt to return the Product without an RMA Number as we’re unable to trace returns without an RMA Number.

6 GOODWILL GUARANTEE AND REPAIR OF PRODUCTS

6.1 As a gesture of goodwill, we may, at Our own discretion absorb some charged that may arise from your own error. We shall determine at our sole discretion what is appropriate and shall be payable in accordance with clause 8 and before any order is undertaken by Us.

6.2 If you are not entirely satisfied with a Product for any reason, you may return it to Us at your own cost within 21 calendar days of receipt if you send Us the proof of purchase. We will refund you the price you paid for the Product once We have received the Product back in a sale-able condition.

6.3 Following your receipt of the Products, you will have a period of 48 hours to check for any defects, faults or errors in respect of the Products delivered and to notify Us that you will be returning any Products to Us and the reason for any such returns.

6.4 If you fail to notify Us within the 48 hour period referred to in clause 6.3 that you intend to return any Products to Us, We are under no obligation to accept the return of any such Products from you, but where We do accept their return We do so at Our sole discretion and on such terms as We shall specify to you in writing.

6.5 In respect of your first Order only, as a gesture of goodwill, We may (at Our sole discretion) accept your Order on a sale or return basis, provided that any Products returned to Us are returned in accordance with clause 9.

6.6 If you return any Product to Us, for any reason other than misdescription or fault, where We agree to accept the return of the Product, We may deduct an amount that We consider at Our sole discretion is appropriate from the amount of the refund payable to you. We will notify you of the amount of any deduction that will make and the amount of the refund that We will pay to you, before making any such payment. Any refund payable to you shall be made in accordance with clause 9.8, 10.7.

7 RISK AND TITLE

7.1 Risk and responsibility for the Products shall pass to you from the point at which We or the courier first attempt delivery, whether or not you (or any nominated alternative) take delivery or not.

7.2 Title to the Products shall not pass to you until We have received payment in full (in cash or cleared funds) for:

7.2.1 all the Products in respect of the delivery ; and

7.2.2 any applicable delivery or other charges.

7.3 Until title to the Products has passed to you, you shall:

7.3.1 hold the Products on a fiduciary basis as Our bailee;

7.3.2 store the Products separately from all other goods held by you so that they remain readily identifiable as Our property;

7.3.3 not remove, deface or obscure any identifying mark or packaging on or relating to the Products;

7.3.4 maintain the Products in satisfactory condition and keep them insured against all risks for their full price from the date of delivery (or attempted delivery);

7.3.5 notify Us immediately if it becomes subject to any of the events listed in clause 8.2; and

7.3.6 give Us such information relating to the Products as We may require from time to time,but you may resell or use the Products in the ordinary course of business.

7.4 If, before title to the Products pass to you, you become subject to any of the events listed in clause 8.2, or if We reasonably believe that any such event is about to happen and notify you accordingly, then, provided that the Products have not been resold and without limiting any other right or remedy that We may have (including those rights set out in clause 8.1), We may at any time require you to deliver up any Products that you hold and, if you fail to do so promptly, enter any of your premises or of any third party where the Products are stored in order to recover them.

8 INSOLVENCY OR INCAPACITY

8.1 If you become subject to any of the events listed in clause 8.2 , or We reasonably believe that you are about to become subject to any of them and We notify you accordingly, then, without limiting any other right or remedy available to Us, We may cancel or suspend all further deliveries under these Terms or under any other contract between you and Us without incurring any liability to you, and all outstanding sums in respect of Products delivered to you shall become immediately due and payable.

8.2 For the purposes of clause 8.1 , the relevant events are:

8.2.1 you suspend, or threaten to suspend, payment of your debts, or you being unable to pay your debts as they fall due or you admit inability to pay your debts, or (being a company) you are deemed unable to pay your debts within the meaning of section 123 of the Insolvency Act 1986, or (being an individual) you are deemed either unable to pay your debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986, or (being a partnership) you have any partner to whom any of the foregoing apply;

8.2.2 you commence negotiations with all or any class of your creditors with a view to rescheduling any of your debts, or make a proposal for or enter into any compromise or arrangement with any of your creditors;

8.2.3 (being a company) a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with your winding up, other than for the sole purpose of a scheme for your solvent amalgamation with one or more other companies or your solvent reconstruction;

8.2.4 (being an individual) you are the subject of a bankruptcy petition or order;

8.2.5 any of your creditors or encumbrances attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of your assets and such attachment or process is not discharged within 14 days;

8.2.6 (being a company) an application is made to court, or an order is made, for the appointment of an administrator or if a notice of intention to appoint an administrator is given or if an administrator is appointed over you;

8.2.7 (being a company) a floating charge holder over your assets has become entitled to appoint or has appointed an administrative receiver;

8.2.8 a person becomes entitled to appoint a receiver over your assets or a receiver is appointed over your assets; any event occurs, or proceeding is taken, with respect to you in any jurisdiction to which you are subject that has an effect equivalent or similar to any of the events mentioned in clause 8.2.1 to clause 8.2.8 (inclusive);

8.2.10 you suspend, threaten to suspend, cease or threaten to cease to carry on all or substantially the whole of your business;

8.2.11 your financial position deteriorates to such an extent that in Our opinion your capability to adequately fulfil your obligations under these Terms has been placed in jeopardy; and

8.2.12 (being an individual) you die or, by reason of illness or incapacity (whether mental or physical), are incapable of managing your own affairs or become a patient under any mental health legislation.

8.3 Termination of these Terms and any contract between us , however arising, shall not affect any of the parties’ rights and remedies that have accrued as at termination. Clauses which expressly or by implication survive termination of these Terms and any contract between us shall continue in full force and effect.

9 RETURN OF PRODUCTS

9.1 Where you are returning a Product from the UK mainland and the Product has a fault, if you notify Us before returning the Product to Us We will provide you with an RMA Number (Return Merchandise Authorization). All postage related charges in respect of returns are payable by you.

9.2 When returning a Product, please ensure that it is in a securely packaged with suitable packaging to ensure that the Product does not get damaged in transit whilst being returned. It is advised that a FRAGILE label is placed on the packaging where the item being returned is at risk of damage in transit. You should include written details with the Product being returned that clearly shows your RMA number, order number, name and address, reason return and the action you would like Us to take.

9.3 We are not liable for Products damaged in transit. We reserve the right to refuse a refund or repair on the grounds that insufficient care has been taken to return the Product to us. If you have returned the Product for a refund, We may decide against this if we are unable to repair and resell. If you have returned the item for repair, We will attempt to complete all repairs as expected, but We may charge for repairs caused by damage in transit (in addition to any charges we have quoted to your for repair, if that is what you have returned the item to us for). We will contact you if that is the case and gain your agreement to full payment before we commence the work.

9.4 When returning the Product, always ensure that you obtain a receipt or proof of posting from the relevant delivery agent so that if the Product does not arrive with Us, you can prove that it was actually posted back to Us and when.

9.5 Products can be returned to Us at the following address:

Veurst Ltd
71-75 Shelton Street
London
WC2H 9JQ
United Kingdom

9.6 Once the Product is received by Us, We will confirm this to you via email within 7 business days of Our receipt and the actions that We will take. If you have any queries regarding the Product returned, please do not hesitate to contact Us and We will endeavour to assist you.

9.7 Exchanges and repairs are usually processed within 10-14 business days of Our receipt of the returned Product, but please allow up to 31 business days depending upon the issue. Most refunds are processed within just a few days of Our receipt of the returned Product, but please allow up to 14 business days from the date of Our receipt of the returned Product. Any refund payable to you shall be made in accordance with clause 11.8, 9.8.

9.8 Once you decide to return a Product to Us for whatever reason, the item is your responsibility until it reaches Us and you must not use it and must take reasonable care of it while it remains in your possession. The Product must be returned to Us in a saleable condition as received by you, intact and undamaged.

9.9 For your own protection, We recommend that you send the Product back to Us using a delivery service that insures you for the value of the Product as We cannot be held responsible for any items damaged or lost in the post.

10 PRICE AND PAYMENT

10.1 The price of the Products will be as quoted on Our Site or by Our agent in writing. Our prices may change from time to time, but price changes will not affect any Order(s) that We have confirmed with you.

10.2 These prices include Sales Tax/VAT (where applicable) at the current rates. However, if the rate of VAT changes between the date of the Order and the date of your payment of the Invoice, We will adjust the rate of VAT that you pay, unless you have already paid for the Products in full before the change in the rate of VAT takes effect.

10.3 The prices for the Products exclude any delivery costs (if applicable), which will be added to the total amount due. Our delivery charges are as set out in these Terms and will be confirmed in the Invoice issued to you.

10.4 It is always possible that, despite Our best efforts, some of the Products or delivery costs We sell may be incorrectly priced. We will normally check prices as part of Our dispatch procedures so that, where the Products’ correct price or the delivery cost is less than Our stated price, We will charge the lower amount when dispatching the Products to you. If the pricing error is obvious and unmistakeable and could have reasonably been recognised by you as a mispricing, We do not have to provide the Products or send them to you at the incorrect (lower) price. If the Product’s correct price or the delivery cost is higher than the price stated in Our Site or in these Terms, We will contact you as soon as possible to tell you about the error and We will give you the option of continuing to purchase the Products at the correct price or amending your delivery specification (where the mispricing relates to delivery charges), or cancelling your Order. We will not process your Order until We have your instructions. If We are unable to contact you using the contact details you provided during the order process, We will treat the Order as cancelled and notify you in writing. We will refund you the full amount paid by you as soon as is reasonable if you have already made a payment to Us.

10.5 You may pay for Products using the following methods:

10.5.1 a debit or credit card (We accept all major credit and debit cards); or PayPal; or

10.5.3 a cheque; or

10.5.4 a telegraphic transfer direct to Our bank account (details of which are available on request).

10.6 Subject to clause 2.11, Payment for the Products and all applicable delivery charges is required to be made before your Order is accepted dispatched by Us and in advance.

10.7 Any charges or fees payable to any financial institution or bank for processing payment in respect of your Order are your responsibility and must be paid by you. Any refund payable by Us to you will not include an amount in respect of any such charges or fees.

10.8 Where any credit is provided to you by Us pursuant to clause 2.11 , you shall pay the Invoice in full and in cleared funds in accordance with the terms of credit set out on the Invoice or as otherwise agreed between us in writing and the provisions of this clause 10 in respect of payment generally.

10.9 Time of payment shall be of the essence in respect of any payments to be made by you to Us pursuant to these Terms.

10.10 If you fail to make payment due to Us on the due date for payment (the “ Due Date”), then you shall pay interest on the overdue amount at the rate of 4% per annum above the base rate of Barclays Bank plc from time to time. Such interest will accrue on a daily basis from the Due Date until the date of actual payment of the overdue amount, whether before or after judgement. You shall be required to pay the interest together with the overdue amount.

10.11 You shall pay all amounts due under these Terms and any contract with Us in full and without any deduction or withholding except as required by law and you shall not be entitled to assert any credit, set-off or counterclaim against Us in order to justify withholding payment of any such amount in whole or in part. We may at any time, without limiting any other rights or remedies We may have, set off any amount owing to Us by you against any amount payable by Us to you.

11 YOUR RIGHTS TO CANCEL AND APPLICABLE REFUND

11.1 The Consumer Protection (Distance Selling) Regulations 2000 will apply to these Terms. These regulations entitle consumers to cancel an Order during the period set out in clause 11.4 below, and receive a refund. There are exceptions to which this cancellation right does not apply, which include but are not limited to made-to-order or customised Products. Most of Our Products are hand-made to order. Once you place an Order and confirm the details in writing for Products, including but not limited to customised Products, and make payment in respect of it, We will take that as your confirmation to Us to commence making your Product, in which case due to the very individual nature of customised products which cannot be re-sold, you will no longer be able to cancel the Order.

11.2 There may be occasions when We are selling Products, which although they are handmade, are not made specially to order (for example, samples or standard Products which have not been customised). These Products will be identified as such, so that you will know this is the case when you place your Order. In this case, the right to cancel referred to in clause 11.1 will apply. Your legal right to cancel an Order starts from the date on which We receive payment in full in respect of your Order in accordance with clause 2.4, which is when the contract between Us is formed and is available for a period of 7 working days. If the Products have already been delivered to you, you have a period of 7 working days, starting from the day after the day you receive the Products in which you may cancel your Order.

11.3 As a gesture of goodwill however, where a Product is not customised, the Order or part of it may be cancelled at any point before Our dispatch of the Products and any amounts paid by you will be refunded. If the Product has already been dispatched, then you will have to wait for the Products to be delivered and then return the Products to Us using the returns procedure set out above.

11.4 If you want to cancel an order for a customised Product, then it is recommended that you contact Our agents to establish if the Product has been completed or customised. If not, then We may be able to cancel your Order at Our sole discretion. If the Product has been made past the point where We can use the parts for other Products, then unfortunately We will not be able to cancel your Order.

11.5 To cancel an Order or part of it, please email Us at [email protected]. You may wish to keep a copy of your cancellation notification for your own records. We will endeavour to confirm cancellation of your Order within 24-72 business hours. This excludes cancellation of an Order or part of it is placed over a weekend and public and national holidays.

11.6 If We agree to cancel your Order or part of it, you will receive a full refund of the price you paid for the Products and any applicable delivery charges paid. We will process the refund due to you as soon as is reasonably practicable and, in any case, within 30 calendar days of the day on which you gave Us notice of cancellation as described in clause 11.4. If you returned the Products to Us because they were faulty or mis-described, please see clause 11.7.

11.7 If you have returned the Products to Us under this clause 11 because they are faulty or mis-described, We will either offer you a replacement Product or refund the full price of the defective Product (if paid by you). You will also be issued with an RMA Number for a return of the Product(s) and arrange a collection.

11.8 We will make any refund to you in the manner in which payment was made by you to Us.

11.9 If the Products were delivered to you:

11.9.1 unless the Products are faulty or not as described (in this case, see clause 11.7), or where you are relying on the Craftsmanship Guarantee in clause 5, you will be responsible for the cost of returning the Products to Us; and

11.9.2 you have a legal obligation to keep the Products in your possession and to take reasonable care of the Products while they are in your possession.

12 OUR RIGHTS TO CANCEL AND APPLICABLE REFUND

12.1 If We have to cancel an Order for Products or part of it (including made-to-order or customised Products) before the Products are delivered where We have already began processing your order, We have a right to cancel your Order under this clause 12, We will not charge you anything and you will not have to make any payment to Us.

13 OUR LIABILITY TO YOU AS A CONSUMER

13.1 Where any of Our Products are purchased by you with a view to selling them on to any third party, such as other businesses for internal use or consumers for personal use, Our contract is strictly with you and We are in no circumstances liable or responsible to the end customer (whether directly or indirectly) in respect of any of Our Products or otherwise.

13.2 If We fail to comply with these Terms, We are responsible for loss or damage you suffer that is a foreseeable result of Our breach of the Terms or Our negligence, but We are not responsible for any loss or damage that is not foreseeable. Loss or is foreseeable if they were an obvious consequence of Our breach or if they were contemplated by you and Us at the time We entered into this contract.

13.3 These Terms shall apply to any repaired or replacement Products supplied by Us. We only supply the Products for domestic and private use. You agree not to use the Products for any commercial, business or re-sale purpose, and We have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

13.4 To the maximum extent permitted by law, We disclaim any and all express, implied or statutory warranties, guarantees, representations or other terms and conditions relating to these Terms or their subject matter not expressly set out in these Terms, including without limitation the warranties or guarantees of merchantability, acceptable quality, title, non-infringement of third parties rights, and fitness for particular purpose and any other terms implied by sections 13 to 15 of the Sale of Goods Act 1979.

13.5 Subject to any obligations under the non-excludable provisions and to the fullest extent permitted by law, in no event shall We and any of Our parents, subsidiaries, affiliates, related companies, suppliers, advertisers, sponsors, third party service providers, and/or Our employees, officers, directors, and agents be liable for any incidental, consequential, punitive, indirect or special damages (or lost profits and damages) whether based on warranty, contract, tort (including without limitation negligence), or any other legal theory, and whether or not We are advised of the possibility of such damages. Because some states or jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the limitations set forth in this paragraph may not apply to you. If the foregoing limitations are held inapplicable or unenforceable for any reason, then, subject to any obligations under the non-excludable provisions and to the fullest extent permitted by law, Our maximum liability to you for any type of damages shall be limited to the actual amount paid by you for the relevant Products.

13.6 We do not exclude or limit in any way Our liability for:

13.6.1 death or personal injury caused by Our negligence or the negligence of Our employees or agents;

13.6.2 fraud or fraudulent misrepresentation;

13.6.3 breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); and

13.6.4 defective products under the Consumer Protection Act 1987.

14 EVENTS OUTSIDE OUR CONTROL

14.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of Our obligations under these Terms that is caused by an Event Outside Our Control (as defined in clause 14.2).

14.2 An “Event Outside Our Control” means any act or event beyond Our reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks.

14.3 If an Event Outside Our Control takes place that affects the performance of Our obligations under these Terms:

14.3.1 We will contact you as soon as reasonably possible to notify you; and

14.3.2 Our obligations under these Terms will be suspended and the time for performance of Our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects Our delivery of Products to you, We will arrange a new delivery date with you after the Event Outside Our Control is over.

15 YOUR OBLIGATION TO US

15.1 We shall notify you of Our wholesale pricing tables from time to time which set out:

15.1.1 the minimum recommended price of Our Products (the “MRP”) which is the minimum price for which you are permitted to sell Our Products without Our express prior permission in writing. The MRP is the price that We sell the Products for when consumers contact Us direct (plus an amount in respect of any duties, taxes or shipping that are applicable);and

15.1.2 the recommended retail price of Our Products (the “RRP”) which is the price that We recommend you sell the Products for on the high street outside of the UK.

15.2 You may sell Products for a price in excess of the MRP, but you are not permitted to sell any Products for less than the MRP without Our express prior written permission because, amongst other things, it may damage Our brand.

15.3 You agree , undertake and covenant to Us that where you intend to sell any of Our Products to any third party, you shall:

15.3.1 Not apply any discounts or sales to, or in respect of , any of Our Products unless agreed with Us in writing in advance;

15.3.2 Confirm to Us in writing the names of any businesses or individuals or other resellers (the “Resellers”) who are intending to or will sell Our Products on to any third party and update Us as and when any new Resellers place any orders or requests for Our Products with you. You require Our express permission to sell Our Products on any third party website or sales channels;

15.3.3 Where We notify you of any list of Resellers, businesses or individuals who We do not want you to sell Our Products to (for whatever reason and at Our sole discretion), including at the date of these Terms, Amazon, eBay, Etsy and Gumtree, immediately cease to make sales or provide any of Our Products to such Resellers, individuals or businesses, including for the avoidance of doubt, the fulfilment of any outstanding orders or the provision of any samples or gifts to them; and

15.4 Where you fail to comply with the provisions of clause 15.1 to clause 15.3 (inclusive), We may and reserve the right at Our sole discretion to give you a warning for your failure to comply with those provisions and/or cease providing you with any of Our Products and Our trading relationship with you.

16 INFORMATION ABOUT US AND HOW TO CONTACT US

16.1 If you have any questions or if you have any complaints, please contact Us by e-mailing Us at [email protected].

16.2 If you wish to contact Us in writing, or if any clause in these Terms requires you to give Us notice in writing, you can send this to Us by e-mail at [email protected] or by pre-paid post to:

Veurst Ltd
71-75 Shelton Street
London
WC2H 9JQ
United Kingdom

We will confirm receipt of any such notice by contacting you in writing. If We have to contact you or give you notice in writing, We will do so by e-mail or by pre-paid post to the address you provide to Us in the Order process. When We use the words “writing” or “written” in these Terms, this will include e-mail unless We say otherwise.

17 HOW WE MAY USE YOUR PERSONAL INFORMATION

17.1 We will use the personal information you provide to Us to:

17.1.1 provide the Products;

17.1.2 process your payment for such Products; and

17.1.3 inform you about similar products or services that We provide, but you may stop receiving these at any time by contacting Us in writing.

17.2 We will not give your personal data to any other third party.

18 INTELLECTUAL PROPERTY RIGHTS

18.1 The Site design and all intellectual property rights in the Site, including all text, graphics, information, content, and other material displayed on or that can be downloaded from the Site are either the property of, or used with permission by, Us and are protected by copyright, trademark and other laws and may not be used, reproduced, published, transmitted, distributed, displayed, performed, exhibited, modified, used to create derivative works, sold, re-sold or used in any sale, or exploited for in any way, in whole or in part, except as provided for in these Terms and unless you obtain the prior written consent of the owner of such material. All such rights are reserved.

18.2 Our status (and that of any identified contributors) as the author s of material on the Site must always be acknowledged.

18.3 The copyright in any translation of any materials on the Site shall be are owned by Us, however loose and including a gist or précis, shall remain Our property.

18.4 You may not modify the information or materials located on the Site in any way or reproduce or publicly display, perform, or distribute or otherwise use any such materials for any public or commercial purpose. You must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text. Any unauthorised use of any such information or materials may violate copyright laws, trademark laws, laws of privacy and publicity, and other laws and regulations.

18.5 Certain trademarks, trade names, service marks and logos used or displayed on the Site are Our registered and unregistered trademarks, trade names and service marks. Other trademarks, trade names and service marks used or displayed on the Site are the registered and unregistered trademarks, trade names and service marks of their respective owners. Nothing contained on the Site grants or should be construed as granting, by implication, estoppal, or otherwise, any licence or right to use any trademarks, trade names or logos displayed on the Site without Our written consent or the written consent of such third party owner.

18.6 If you print off, copy , translate or download any part of the Site or the materials displayed on it in breach of these Terms, your right to use the Site will immediately cease and you must, at Our option, return or destroy any copies of the materials that you have made.

19 OTHER IMPORTANT TERMS

19.1 We may transfer, assign, charge, subcontract or deal in any other manner with all or any of Our rights and obligations under these Terms to another organisation but this will not affect your rights or Our obligations under these Terms. You may only transfer, assign, charge, subcontract or deal in any other manner with all or any of your rights or your obligations under these Terms to another person if We agree in writing.

19.2 This contract is between you and Us. No other person shall have any rights to enforce any of its terms whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.

19.3 Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful, invalid or unenforceable that provision or part-provision shall, to the extent required, be deemed or deleted, and the remaining paragraphs will remain in full force and effect.

19.4 If any unlawful, invalid or unenforceable provision of these Terms would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.

19.5 A waiver of any right or remedy under these Terms is only effective if given in writing and shall not be deemed to be a waiver of any subsequent breach or default. No failure or delay by a party to exercise any right or remedy provided under these Terms or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.

19.6 Except as set out in these Terms, any variation to these Terms shall only be valid and binding when agreed and confirmed in writing by Us.

19.7 These Terms are governed by English law and any contract for the purchase of Products between Us and any dispute or claim arising out of or in connection with it or its subject matter or formation (including any non-contractual disputes or claims) will be governed by English law.

19.8 You and We both agree to submit to the exclusive jurisdiction of the English courts however, We reserve the right to bring proceedings against customers in the countries of their residence.

TWO: ADVERTISING CONTRACT

1. Definitions & Interpretation

1.1 In these terms and conditions:

1.2 “Advertisement” shall mean any kind of advertising or promotional, including, but not limited to, advertorial content and other forms of advertisement. That is, as the case may be: (i) to be published online (including, but not limited to, articles, banner, skyscraper, pop-up, or other forms of online or electronic display advertising) via or as part of or in connection with any Online Publication; (ii) to be printed in a Print Publication and/or (ii) to be published or otherwise displayed by electronic means.

1.3″Advertisement Confirmation” shall mean Veurst Ltd’s written confirmation of the Buyer’s order;

1.4 “Advertiser” shall mean any person who promotes products or services to the general public or a section of the public, whether such person is the Buyer or not;

1.5 “Buyer” shall mean the person or organisation that places or agrees to place an order with Veurst Ltd for the publication of the Advertisement;

1.6 “Advertiser Material” shall mean the  Content Deadline, together with any other obligations of the Buyer which Veurst Ltd may  specify in connection with the proposed publication of the Advertisement  (whether included in the Advertisement Confirmation, the Booking  Form, the Rate Card or otherwise) including, but not limited to,  the delivery format and/or file configuration  in which any copy for the Advertisement (whether for an Online Publication or a Print Publication) is to be supplied to Veurst Ltd;

1.7 “Veurst Ltd” shall mean Veurst Ltd of  7119 W Sunset Blvd # 1330, Hollywood, CA 90046, Registered Company Number 10513478, with its registered head office at Veurst Ltd, 71-75 Shelton Street, London
WC2H 9JQ, United Kingdom, and all of its associated and subsidiary companies.

1.8 “Site” shall mean the Site on the World Wide Web located at:

www.celebritystyleweddings.com

www.celebritystyleliving.com

www.celebritystyleshops.com

and all of its associated and subsidiary companies.

1.9 “Content Deadline” shall mean, where applicable, the latest date (as shown on the Advertisement Confirmation) by which the Buyer is required to give Veurst Ltd the full information required to fulfil the Buyer’s order. Advertisements to be published in an Online Publication may not be subject to a Content Deadline;

1.10 “Online Publication” shall mean any website operated or controlled by Veurst Ltd and all of its associated and subsidiary companies or other electronic medium (including,  but not limited to, e-mail communications and alerts), whether connected with or related to the title of a Print Publication or otherwise;

1.11 “Print Publication” shall mean any leaflet, magazine or newspaper insert or ‘onsert’ (and  including any supplement for which no charge is made to its recipient and which  is published whether regularly or occasionally as part of or in association  with such newspaper or magazine) published by Veurst Ltd, whether online or offline;

1.12 “Artwork” shall mean any images, photographs, graphics or any materials to be used in the Advertisement purchased by the Buyer or Advertiser.

1.13 “The Rate Card” shall mean the rate card from time to time in force which is used by Veurst Ltd and as such may include (amongst other things) Veurst Ltd’s scale of advertisement rates and also technical specifications relating to the standard and quality of reproduction of any Advertisement including its setting, style, delivery format, file configuration and size and wording;

1.14 “Suspension Order” shall mean, where it applies, a written notice given by the Buyer to Veurst Ltd requesting that the publication of the  Advertisement should be temporarily suspended (for a period no longer than three (3) months) until further notice; and

1.15 “Working Days” shall mean 9am to 6pm any day Monday to Friday inclusive, other than Christmas Day, New Years Day, Good Friday, bank and other public holidays and days when Veurst Ltd may close for refurbishment or other reason.

1.16 Where the context so admits, words importing the one gender shall include all other genders and words importing the singular shall include the plural and vice versa.  A reference to a statute, statutory provision or other legislation is a reference to it as it is in force from time to time, taking account of any amendment or re-enactment.

2. Application of these Terms and Conditions

2.1 All Advertisements accepted for publication by Veurst Ltd are accepted subject to these terms and conditions which shall apply to the exclusion of all other terms and conditions (including any which the Buyer purports to apply under any purchase order, confirmation of order, specification or other document). Any variation to these terms and conditions and any representations about the Advertisement shall have no effect unless expressly agreed in writing and signed by an authorised representative of Veurst Ltd. The Booking Form and or Order Form shall form part of these terms and conditions.

2.2 Unless circumstances specifically dictate otherwise in connection with the publication of an Advertisement in an Online Publication, no order placed by the Buyer shall be deemed accepted by Veurst Ltd until the Advertisement Confirmation is issued.

2.3  Notwithstanding any other provision of these terms and conditions, nothing herein shall require  Veurst Ltd to do or omit to do anything which would contravene any applicable laws or  regulations including, but not limited to, the Data Protection Act 1998, the Gambling Act 2005 and the Consumer Protection from Unfair Trading Regulations 2008.

3. The Buyer’s Obligations

The Buyer hereby warrants, represents and undertakes to Veurst Ltd that:

a) in relation to any  and all Advertisements the Buyer contracts with Veurst Ltd as principal notwithstanding that the Buyer may be acting directly or indirectly for the  Advertiser or in any other representative capacity;

b) should the Buyer change its name, trading style, identity, address, or should any other details  disclosed by the Buyer to Veurst Ltd change, where applicable, the Buyer must give written notice to  Veurst Ltd within 5 Working Days of such change(s) (i.e. for where the type of service the Buyer has purchased from Veurst Ltd is not the type that allows them to update their Veurst Ltd account details online, under Buyer’s ‘Business Account Home’);

c) any and all other Advertiser Dependencies will be met and, unless otherwise agreed in writing by Veurst Ltd, all copy for any Advertisements will be delivered to Veurst Ltd in an approved digital format and/or file configuration and, in the case of an Advertisement to be published in a Print Publication, delivered at least 21 Working Days prior to the Copy Deadline;

d) the publication of  the Advertisement by Veurst Ltd (either in the Print Publication or the Online Publication or both, as the case may be) in the form originally submitted by  the Buyer (or as amended pursuant to Condition 4 below) will not breach any contract with a third party or infringe any copyright, trade mark or other  proprietary right of any third party or otherwise be unlawful or render Veurst Ltd  liable to any proceedings, claims, demands, costs or expenses or any other loss  whatsoever;

e) in the case of any Advertisement submitted for publication by the Buyer which contains the name or pictorial representation, whether photographic or otherwise, of any living person or any part of the anatomy of any living person or any material by which any living person may be identified, the Buyer or the Advertiser has obtained the authority of that living person to make use of his or her name, identity, image, representation and/or copy;

f) in relation to any financial promotion (as defined under the Financial Services and Markets Act  2000), the Advertiser is, or its content have been approved by, an authorised  person within the meaning of the Act or the Advertisement is otherwise  permitted under the Act, under the Financial Promotion Order 2001 or under any  other legislation subordinate to the Act;

g) the Advertisement  complies with the requirements of all relevant legislation (including  subordinate legislation, the rules of statutorily recognised regulatory  authorities and the law of the European Economic Community) and applicable laws  for the time being in force or applicable to the United Kingdom;

h) all advertising copy  submitted to Veurst Ltd is legal, decent, honest and truthful, and complies with the  British Code of Advertising, Sales Promotion and Direct Marketing and all other  relevant codes under the general supervision of the Advertising Standards  Authority;

i) all instructions,  artwork or other material submitted to Veurst Ltd by electronic means shall not contain software viruses or any other computer code, files or programs designed  to interrupt, damage, destroy or limit the functionality of any computer  software or hardware or telecommunications equipment, and shall not be  corrupted;

j) any information  supplied in connection with the Advertisement is accurate, complete and true;

k) the Advertiser will place his Advertisement (whether electronically or otherwise) in the correct category for the type of goods and or services being offered, failure to do so may result in Veurst Ltd modifying the Advertisement or result in refusal of service to the Buyer;

l) where the Buyer is  the Advertiser’s agent, the Buyer is authorised by the Advertiser to place the  Advertisement with Veurst Ltd and the Buyer will indemnify Veurst Ltd against any claim  made by the Advertiser against Veurst Ltd arising from publication of the same; and

m) the Buyer has  retained sufficient quantity and quality of any artwork, film or other  materials and copy relating to the Advertisement as Veurst Ltd shall not be liable for the loss of or damage to any of these items submitted to Veurst Ltd.

4. Advertisements: Copy, Alterations, Accuracy, Publication, etc.

4.1  Notwithstanding Condition 3 above Veurst Ltd shall be entitled at any time to require the Buyer to  amend their any artwork, materials, general ad content and copy for and relating to any Advertisement, or refuse (without notice) to publish any Advertisement for the purpose of:

a) complying with any  legal or moral obligations placed on Veurst Ltd or the Buyer or the Advertiser; or

b) avoiding the  infringement of (i) the rights of any third party or (ii) the British Code of  Advertising, Sales Promotion and Direct Marketing and all other relevant codes  under the general supervision of the Advertising Standards Authority or (iii)  any other applicable law; or

c) meeting to Veurst Ltd’s reasonable satisfaction (i) the production and quality specifications  stipulated on the Rate Card or (ii) any other Advertiser Dependencies.

4.2  Veurst Ltd reserves the right at its  discretion and without notice to the Buyer:

a) to decline to publish, or omit,  alter, suspend or change the position of any Advertisement otherwise accepted  for insertion, or publication.  However,  Veurst Ltd will endeavour to comply with the reasonable and practicable wishes of the  Buyer although Veurst Ltd does not warrant the date of publication or insertion, the  wording, or the quality of the reproduction of the Advertisement; and

b) to destroy all artwork, film, copy or other materials submitted by the Buyer and which have  been in Veurst Ltd’s possession for more than six (6) months from the date of their  last use by Veurst Ltd, unless specific written instructions have been received from  the Buyer to the contrary.

4.3  All copyright and all  other rights of a similar nature that are created or exist in material  originated by Veurst Ltd in connection with the publication of the Advertisement  remains vested in Veurst Ltd.

4.4 Advertisements: Online Publications

4.4.1 The Buyer shall submit copy for the Advertisement at least 48 hours prior to the intended go-live date (where relevant).  If the Buyer submits its copy late then Veurst Ltd reserves the right to publish the Advertisement at a time of its choosing.

4.4.2  If the Buyer is  supplying creative content in the form of an Advertisement that links to  another website the Buyer must inform Veurst Ltd in writing at least 2 Working Days  prior to the intended go-live date.

4.4.3 If an Advertisement links to another website the Buyer is responsible for maintaining the link and for the content of the linked-to website. Veurst Ltd may remove any Advertisement which contains content or links to a website which, in Veurst Ltd’s discretion, is (or is likely to be) defamatory or objectionable or otherwise likely to bring Veurst Ltd into disrepute.  The Buyer will indemnify Veurst Ltd from and against any claims or liability suffered or incurred by Veurst Ltd arising in any connection from links contained in an Advertisement.

4.4.4 If Veurst Ltd receives complaints about the content of an Advertisement it may, at its discretion, remove the Advertisement from display without reference or liability to the Buyer or Advertiser.

4.4.6 The provisions set out in this condition 4.4 apply in addition (save where the context expressly permits) and without prejudice to all other provisions set out in these terms and conditions.

5. Advertisements: Responsibility and Liability

5.1  The Buyer shall indemnify and keep  indemnified Veurst Ltd against all proceedings, claims, demands, damages, costs,  expenses or any other loss whatsoever arising directly or reasonably foreseeable  as a result of (i) the publication of the Advertisement or (ii) any breach of  the Buyer’s obligations under these terms and conditions or implied by law.

5.2 With regard to the actual or intended insertion of an Advertisement in any Print or Online Publication Veurst Ltd shall not be responsible to the Buyer or liable for:

a) checking the correctness of the Advertisement in the form it is received from the Buyer;

b) any error in the Advertisement in the form it is received from the Buyer;

c) the wording, representation, placement or quality of colour or mono reproduction of  the Advertisement;

d) the actual  positioning or prominence of the Advertisement in the Print and/or Online  Publication (as the case may be);

e) the repetition of any  error in an Advertisement ordered for more than one insertion;

f) the distribution of the Print or Online Publication in a specific geographical  area;

g) the failure,  corruption or malfunction of any system of electronic publication, whether by  means of electronic storage, display or retrieval equipment or otherwise;

h) any order given by the Buyer in the nature of a “stop order” or cancellation or transfer of the publication of the Advertisement unless it is given to Veurst Ltd in writing, in the case of an Advertisement to be published in a Print Publication, at least 28 Working Days before the Copy Deadline and, in the case of an Advertisement to be published in an Online Publication, at least 72 Working Hours prior to the intended go-live date;

i) any loss whatsoever caused by delay or failure by Veurst Ltd to issue the Print or Online Publication on the due date (or such other date of release, display or publication, as the case may be), or Veurst Ltd’s decision to suspend the Print and/or Online publication or cease the Print or Online Publication altogether;

j) the payment of any  damages or other compensation for breach of contract because of Veurst Ltd’s failure  to perform any of its obligations under these terms and conditions if such  failure is caused by anything beyond Veurst Ltds reasonable control (that is to say  as a result of force majeure) including acts or threats of terrorism, strikes,  lock-outs or other industrial actions or trade disputes, pandemic, epidemic or  other widespread illness whether involving Veurst Ltd’s employees or those of any  third party;

k) any loss whatsoever  caused as a consequence of any instructions, artwork or any other material  relating to the Advertisement being submitted by the Buyer in electronic form  that is in breach of the warranty at Condition 3(h) above;

l) any matter of complaint, claim or query (whether in relation to the Advertisement, in which case Condition 5.3 shall apply, or Veurst Ltd’s invoice related thereto) unless raised with Veurst Ltd in writing within 5 Working Days following the publication of the Advertisement or at the date on which it is claimed the Advertisement was intended to appear, or the receipt by the Buyer of the invoice giving rise to it; and

m) any failure of the Advertisement to meet or generate any target response levels or page impressions.

5.3  Subject to Condition 5.2, if an  Advertisement contains an error caused by Veurst Ltd and this detracts materially from the Advertisement then provided the Buyer gives written notice to Veurst Ltd of  the error in the Advertisement (as the case may be):

a) within 5 Working Days of its publication or display in the case of a single order; or

b) before either the Copy Deadline for its next insertion or subsequent go live date (as the case  may be) in the case of a series order

Veurst Ltd will at its discretion either:

c) give the Buyer credit for the cost of  the Advertisement containing the error; or

d) publish the Advertisement for a second  time without charge to the Buyer

and to that extent such credit or re-publication (as the case may be) shall be Veurst Ltd’s maximum liability to the Buyer.  Such matter dealt with under this Condition 5.3 shall not affect the liability of the Buyer for payment by the due date of Veurst Ltd’s charges for the Advertisement and all other Advertisements.

5.4  Except to the extent specified in Condition 5.3, Veurst Ltd shall not be liable for any loss or damage suffered by the  Buyer (or the Advertiser) as a result of any total or partial failure of  publication, distribution or availability of any Print or Online Publication in  which any Advertisement is scheduled to be included, or for any error, misprint  or omission in the printing of any Advertisement. In general, Veurst Ltd does not guarantee the Buyer or Advertiser and or any Site user that the Site’s services will be uninterrupted, secure or error-free or that any data generated, stored, transmitted or used via or in connection with the Services will be complete, accurate, secure, up to date, received or delivered correctly or at all. Veurst Ltd may have to suspend the Services for repair, maintenance or improvement. If so Veurst Ltd will do what it can to restore Services as quickly as possible.

5.5  The total liability of Veurst Ltd to the  Buyer for any act or omission of Veurst Ltd, its employees or agents relating to any  Advertisement shall not exceed the amount of the full refund of any price paid  to Veurst Ltd for the Advertisement or the cost of a reasonably comparable further or  corrective Advertisement.  Without limiting the foregoing, Veurst Ltd shall not be liable for any (i) loss of profits, goodwill or business or (ii) indirect or consequential loss.

6. Payment Terms

6.1  Payment for any Advertisement or any other goods or services is due in advance of the publication of the Advertisement in accordance with the terms set out in the Payment Schedule in  this clause unless Veurst Ltd has previously agreed in writing to open a credit  account for the Buyer, and where a credit account is opened then payment of the  account shall become due 30 days after the date of Veurst Ltd’s invoice and the Buyer will ensure that payment is received by Veurst Ltd no later than this due date.  The Buyer must submit all information requested by Veurst Ltd (including, but not limited to, any relevant purchase order number) and in accordance with Veurst Ltd’s instructions and deadlines in order for Veurst Ltd to generate its invoices, and failure to supply such information in accordance with any such request or instructions shall not excuse late or non-payment.

Payment Schedule: Print, Display, Digital and other forms of Advertisement

a) A payment of 25% initial deposit 4 weeks in advance of the first date of publication of the Advertisement (“Minimum Payment Price”);

b) A payment of 50% 2 weeks in advance of the first date of publication of the Advertisement;

c) A payment of 25% 1 week in advance of the first date of publication of the Advertisement.

6.2  All the rates and charges payable under or with reference to these terms and conditions are subject to and exclusive of Value Added Tax which shall be charged in addition at the rate from time to time in force.

6.3  If the Buyer:

a) fails to pay Veurst Ltd’s invoice in  accordance with the Payment Schedule  in Condition  6.1 above; or

b) is in breach of any obligation under these terms and conditions,

Veurst Ltd shall be entitled to terminate its contract with the Buyer immediately (without prejudice to any other right or remedy available to Veurst Ltd whether under these terms and conditions or otherwise) and, without prejudice to Veurst Ltd’s right to terminate its contract with the Buyer in such circumstances, the outstanding balance owed by the Buyer shall become due and payable immediately.

6.4 Without prejudice to Condition 6.4, Veurst Ltd shall be entitled to:

a) charge interest on any outstanding balance owed to Veurst Ltd at the rate of 5% above the base rate of The Bank of England from the date that the invoice became due for payment until the date it is paid in full (whether before or after  Judgment);

b) charge an administration fee of $70 if any check drawn in its favour by the Buyer in purported satisfaction of any unpaid invoice is dishonoured on presentation;  and

c) instruct a debt collection agency (apart from solicitors) to recover  any sum due and in that case all charges incurred by Veurst Ltd as a result of such  instruction shall be payable by the Buyer in any event upon demand.

6.5  Veurst Ltd reserves the right at its discretion and without  notice to the Buyer:

(a) to charge the Buyer for any extra production and colour processing costs because of any act or omission by the Buyer to supply artwork, film, copy or other materials of  sufficient quality or otherwise in accordance with the Advertiser Dependencies; and

(b) to change any matters  shown on the Rate Card, including in particular (but not limited to), its scale  of advertisement rates at any time;

6.6 any currency conversions necessary to prepare an invoice shall be calculated at the rate quoted by (HSBC Group at the date of invoice).

7.  Cancellation & Termination

7.1 Veurst Ltd shall not be bound by any request from the Buyer to stop, cancel or suspend an Advertisement unless such request is in writing and confirmed in writing by Veurst Ltd.

7.2 Without prejudice to Condition 7.1, any Online Publication will not be refunded once an order has been placed. Where the Buyers or Advertiser wishes to terminate an Advertisement, termination can be granted provided this is requested in writing. Veurst Ltd will hold the remaining paid time in a holding account for 3 months.

7.3 Without prejudice to Condition 7.1 and 7.2, the following costs remain due on cancellation of other types of advertisement, and the Buyer acknowledges that these charges represent a genuine pre-estimate of Veurst Ltd’s losses:

Other Display advertising

a) notice of cancellation received 29-42 days or more before first publication, 50% of total booking fee due

b) notice of cancellation received 15-28 days before first publication, 80% of total booking fee due

c) notice of cancellation received 0-14 days before first publication, 100% of total booking fee due

If the Buyer has paid sums for Advertisements in advance and is entitled to a refund, Veurst Ltd shall use its reasonable endeavours to pay such refund to the Buyer within 30 Working Days of receipt of the written notice of cancellation.

7.3 Should the Buyer, part way through wish to stop or cancel an Advertisement that is being displayed in an Online Publication for an agreed period of time in excess of 14 days then the Buyer must given written notice to Veurst Ltd of its request to stop or cancel the Advertisement and all charges connected with the display of  the Advertisement shall, unless otherwise expressly agreed by Veurst Ltd in writing, be non-refundable.

7.4 Veurst Ltd shall be entitled (without prejudice to any other remedy available to it) to treat this contract as repudiated if the Buyer or the Advertiser;

(a)  being an individual dies or makes voluntary arrangement with his creditors or his estate becomes subject to an administration order or he becomes bankrupt;

(b)  being a company becomes insolvent, has a receiver appointed to manage its assets or it enters  into liquidation or commences to be wound up (other than for the purpose of  amalgamation or reconstruction);

(c)  allows an encumbrancer to take possession of any of its property or assets; or

(d) is unable to pay its debts as they fall due or ceases or threatens to cease to carry on business.

8.  General

8.1  Governing Law.  These terms and conditions (and Veurst Ltd’s contract with the Buyer) shall be governed by and construed according to English Law and the parties submit to the exclusive jurisdiction of the English courts.

8.2 Severance.  If any provision of these terms and conditions is or becomes invalid, illegal or void, that shall not affect the validity and legality of the other provisions.

8.3 Waiver.  No failure or delay by Veurst Ltd to exercise any right or remedy provided under these terms and conditions or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.

Third Parties.  None of the provisions of these terms and conditions are intended to confer a benefit on or be enforceable by any third party under the Contracts (Rights of Third Parties) Act 1999 or otherwise.

By advertising with Veurst Ltd, you agree to be bound by the terms in this agreement, including Veurst’s general Terms of Business.

Veurst Ltd reserves the right to amend or change this terms and conditions document at any time without any notice to you. By continuing to use the Site following any such change you will be deemed to have accepted such change. It is your responsibility to check regularly to determine whether these terms and conditions have been changed. If you are not in agreement to any such change you must immediately stop using the Site.

Last Updated: 06 August 2023