Arcaneseed

Terms and Conditions

Last updated: 07/05/2021

1.Information about us

1.1 Please read these Terms of Use (“Terms”, “Terms of Use”) carefully before using the https://www.arcaneseed.com website (the “Service”) operated by Arcaneseed LLP (“us”, “we”, or “our”).

Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service.

By accessing or using the Service you agree to be bound by these Terms. If you disagree with any part of the terms then you may not access the Service.

2. Your status

2.1 By applying for a trade account and/or placing an order through our site, you warrant that you are legally capable of entering into binding contracts.

2.2 We reserve the right, at our sole discretion and for whatever reason, to withdraw our Products and/or Services from any trade customer at any time and without notice. Arcaneseed shall not be liable for any losses (financial or otherwise) associated with such withdrawal.

2.3 If you are a member of our optional membership scheme, Affiliates Member PLUS, please also refer to the specific terms and conditions which govern that scheme.

3. How the contract is formed between you and us

3.1 After registering on our site and placing an order online, you will receive an email from us acknowledging that we have received your order. Please note that this does not mean that your order has been accepted. Your order constitutes an offer to us to buy a product (Product) and/or services (Services) from our site. All orders are subject to acceptance by us, and we will confirm such acceptance to you by sending you an email that confirms that the Product has been dispatched (Dispatch Confirmation) or that the Services will be performed, as the case may be. The contract between us (Contract) will only be formed when we send you a Dispatch Confirmation (in the case of Products) or a confirmation email (in the case of Services).

3.2 The Contract will relate only to those Products whose dispatch we have confirmed in the Dispatch Confirmation and/or those Services we have confirmed we will provide (as appropriate). We will not be obliged to supply any other Products or Services which may have been part of your order until the dispatch of such Products has been confirmed in a separate Dispatch Confirmation and/or we have confirmed provision of the Services.

3.3 you must provide us with an accurate and valid email address so that we can contact you and so that we can accept your order(s). You must also ensure that if this address and/or the delivery address changes between submitting your order and delivery of the Product(s) by us to you (or to your customer, in the case of dropshipping), you advise us of the new address(es). We will not be responsible for failure to perform under these Terms and Conditions where such failure is attributable to a change of address or any other relevant information.

3.4 Please note, any amendments to orders once placed and/or changes to invoices once raised (where such are required by you) will incur an administration fee of £5.

4. Cancellations policy

4.1 If you wish to cancel your order:

(a) you can notify us by creating a ticket through your account before we have dispatched the Products or started to perform the Services (as the case may be); or
(b) where goods have already been dispatched, by returning the un-opened goods to us by clause 8 below.

5. Availability and delivery

Orders and shipping

5.1 We ship orders every business day from Monday to Friday (except for bank holidays). Orders are downloaded from 6.30 pm every business day and most drop ship orders will be shipped the following business day; we aim to ship all other orders (including bulk / wholesale orders) within two (2) business days’ of the order being placed unless there are exceptional circumstances.

5.2 We will arrange for delivery of the Products ordered by you by the method (if applicable) and to the address which you specify in the checkout procedure. However, please note, as some of the dropship rates are subsidised by us, if a trade order or drop-ship order weighs over 1kg, we will ship via the cheapest option. This is normally via courier (even if you have selected a Royal Mail service).

5.3 If you (or your customer(s), in the case of dropshipping) do not take delivery of the Products, or if you do not supply accurate and complete delivery instructions, we may cancel the order and retain the Products. In this event, we will refund you the price of the Products, but you will still be liable to pay any delivery or associated charges. If you require the item(s) to be re-shipped, the full shipping charges will be applied again. In the event of lost mail due to incorrect address details being provided, we will not be able to refund your shipping costs (if applicable). Besides, you will be liable for any return fees charged to us by the courier (if applicable). Log in and click here to view our Trade Shipping & Dropship Rates pdf file for full details of trade drop ship rates, shipping charges and estimated delivery periods.

Dropshipping

5.4 Login and click here to view FAQs on ordering and dropshipping.

5.5 Login and click here to view our Trade Shipping & Dropship Rates pdf file, for full details of trade drop ship rates, shipping charges and estimated delivery periods.

6. Risk and title

6.1 The Products will be at your risk from the time of delivery.

6.2 Ownership of the Products will only pass to you when we receive full payment of all sums due in respect of the Products, including delivery charges.

7. Price and payment

7.1 The price of the Services, the Products and any applicable delivery charges will be as quoted on our site from time to time, except in cases of obvious error. All prices quoted are in UK pounds sterling (£).

7.2 Unless specified otherwise on the site, Services prices and Product prices exclude VAT and the cost of delivery. The total order cost is shown at the point of checkout.

7.3 In cases where free delivery does not apply, delivery charges vary according to the method of delivery and the delivery address specified in your order. Log in and click here to view our Trade Shipping & Dropship Rates pdf file for full details of trade drop ship rates, shipping charges and estimated delivery periods.

7.4 In most cases, you will make an online payment at the time of placing your order. Products are subject to availability. If we are unable to supply the Products, we will inform you of this as soon as possible. Either a full refund will be given where you have already paid for the Products, or (at your request) we can fulfil the order once the item(s) become available.

7.5 Services prices, product prices and delivery charges are liable to change at any time, but changes will not affect orders in respect of which we have already sent you a Dispatch Confirmation (in the case of Products) or confirmation email (in the case of Services).

7.6 Our site contains a large number of Products and Services and it is always possible that, despite our best efforts, some of those listed on our site may be incorrectly priced. We recommend that you log in and refer to the relevant Product and Service purchase pages and/or our latest Trade Price List for up-to-date pricing information, but we will also normally verify prices as part of our dispatch procedures or service provision. Where a Product’s / Service’s (as the case may be) correct price is less than our stated price, we will normally charge the lower amount (at our discretion). If a Product’s or Service’s correct price is higher than the price stated on our site, we will normally, at our discretion, either contact you for instructions before dispatching the Product or providing the Service or reject your order and notify you of such rejection.

7.7 We are under no obligation to provide the Product or Service to you at the incorrect (lower) price, even after we have sent you a Dispatch Confirmation or email confirmation (as the case may be) if the pricing error is obvious and unmistakeable and could have reasonably been recognised by you as an error.

8. Our returns and refunds policy

If you return a Product to us unopened and in the same condition as when it was sent out to you, a full refund will be given when the goods have been received, less the shipping costs and any other costs incurred due to the return – refer to clause 5.3 above. Nothing within these provisions shall affect your statutory rights.

9. Warranty

We warrant to you that any Product or Service purchased from us through our site will, on delivery, conform in all material respects with its description, be of satisfactory quality, and be reasonably fit for all the purposes for which products or services of that kind are commonly supplied.

10. Our liability

10.1 Subject to clause 10.3, if we fail to comply with these Terms and Conditions substantially, we shall only be liable to you for the purchase price of the Products or Services affected by such failure.

10.2 Subject to clause 10.3, we will not be liable for losses that result from our failure to comply with these Terms and Conditions that fall into the following categories:

(a) loss of income or revenue;
(b) loss of business;
(c) loss of profits;
(d) loss of anticipated savings;
(e) loss of data; or
(f) waste of management or office time.

10.3 Nothing in this agreement excludes or limits our liability for:

(a) death or personal injury caused by our negligence;
(b) fraud or fraudulent misrepresentation;
(c) any other matter for which it would be illegal for us to exclude or attempt to exclude our liability.

11. Import duty

11.1 If you order Products from our site for delivery outside the UK, they may be subject to import duties and taxes which are levied when the delivery reaches the specified destination. You will be responsible for payment of any such import duties and taxes. Please note that we have no control over these charges and cannot predict their amount. Please contact your local customs office for further information before placing your order.

11.2 Please also note that you must comply with all applicable laws and regulations of the country for which the Products are destined. We will not be liable for any breach by you of any such laws.

12. Written communications

12.1 It may be that certain applicable laws require that some of the information or communications we send to you should be in writing. When using our site, you accept that communication with us will be mainly electronic and you agree that we may contact you by email, text message or provide you with information by posting notices on our site.

12.2 You also agree to the electronic means of communication referred to in clause 12.1 for contractual purposes and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.

12.3 By registering with us as a trade customer, you agree to receive our email newsletters and text messages from time to time. These include important information and updates, including product alerts, stock updates, holiday dates, special offers and more.

13. Notices

All notices given by you to us must be given to Arcaneseed, or (ideally) by logging into your account and creating a ticket. We may give notice to you at either the email or postal address you provide to us when registering as a trade customer (as may be updated by you through your account from time to time), or in any of the ways specified in clause 12 above.

14. Transfer of rights and obligations

14.1 The Contract between you and us is binding on you and us and our respective successors and assignees.

14.2 You may not transfer, assign, charge or otherwise dispose of a Contract, or any of your rights or obligations arising under it, without our prior written consent.

14.3 We may transfer, assign, charge, sub-contract or otherwise dispose of a Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.

15. Events outside our control

15.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by events outside our reasonable control (Force Majeure Event).

15.2 A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:

(a) strikes, lock-outs or other industrial action;
(b) civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;
(c) fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disasters;
(d) impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport;
(e) impossibility of the use of public or private telecommunications networks; and
(f) the acts, decrees, legislation, regulations or restrictions of any government.

15.3 Our performance under any Contract is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Contract may be performed despite the Force Majeure Event.

16. Website Information

16.1 Information and the Products and Services obtained from or through our site and/or our organisation should not be taken as medical advice for any reason. The information is not intended to replace advice given by a doctor. No claim or opinion is intended to be, nor should it be construed to be medical advice.

16.2 The information, Products and Services on our site are not intended to diagnose, treat or cure any disease and are not a guide for self-diagnosis and/or treatment.

16.3 We do not accept responsibility for the use or misuse of the information on our site and/or Products and/or Services purchased from or through our site.

16.4 We have tried to ensure that the information provided on our site is accurate. However, neither we nor any third parties, provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on our site for any particular purpose. The content of our site is for your general information and use only.

16.5 You acknowledge that information and materials found on our site may contain inaccuracies or errors and we expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law. We do not accept liability for any loss (direct, indirect or consequential) which may arise from reliance on information contained on our site or in respect of any error or omission. Your use of any information or materials on our site is entirely at your own risk, for which we shall not be liable. Except as expressly provided for elsewhere in these Terms and Conditions, it shall be your responsibility to ensure that any products, services or information available through our site meet your specific requirements.

16.6 From time to time our site may also include links to other websites. These links are provided for your convenience to provide further information. They do not signify that we endorse those websites. We have no responsibility for the content of any linked websites.

16.7 You may not create a link to our site from another website or document, or copy images or text from our site, without our prior written consent.

16.8 Unless expressly stated otherwise, all information provided by Arcaneseed through this site is for business use only and not for consumer use. Any information set out on this site on health claims as defined in regulation EC 1924/2006 is not for consumer use unless specifically mentioned.

17. Waiver

17.1 If we fail, at any time during the term of a Contract, to insist upon strict performance of any of your obligations under the Contract or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this will not constitute a waiver of such rights or remedies and will not relieve you from compliance with such obligations.

17.2 A waiver by us of any default will not constitute a waiver of any subsequent default.

17.3 No waiver by us of any of these Terms and Conditions will be effective unless it is expressly stated to be a waiver and is communicated to you in writing following clause 13 above.

18. Severability

If any of these Terms and Conditions or any provisions of a Contract are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

19. Entire agreement

19.1 These Terms and Conditions (and any document expressly referred to in them) constitute the whole agreement between us and supersede all previous discussions, correspondence, negotiations, previous arrangement, understanding or agreement between us relating to the subject matter of any Contract.

19.2 We each acknowledge that, in entering into a Contract, neither of us relies on, or will have any remedies in respect of, any representation or warranty (whether made innocently or negligently) that is not set out in these Terms and Conditions or the documents referred to in them.

19.3 Each of us agrees that our only liability in respect of those representations and warranties that are set out in these Terms and Conditions (whether made innocently or negligently) will be for breach of contract.

19.4 Nothing in this clause 19 limits or excludes any liability for fraud.

20. Our right to vary these Terms and Conditions

20.1 We have the right to revise and amend these Terms and Conditions without notice and from time to time to, without limitation, reflect changes in market conditions affecting our business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements and changes in our systems’ capabilities.

20.2 You will be subject to the policies and Terms and Conditions in force at the time that you order Products and/or Services from us, unless any change to those policies or these Terms and Conditions is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to those policies or these Terms and Conditions before we send you a Dispatch Confirmation or confirmation email as the case may be (in which case we have the right to assume that you have accepted the change to the Terms and Conditions unless you notify us to the contrary within seven (7) business days of receipt by you of the Products).

21. Law and jurisdiction

Contracts for the purchase of Products and/or Services through our site and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) will be governed by English law. Any dispute or claim arising out of or in connection with such Contracts or their formation (including non-contractual disputes or claims) will be subject to the non-exclusive jurisdiction of the courts of England and Wales.

Accounts

When you create an account with us, you must provide us with information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account on our Service.

You are responsible for safeguarding the password that you use to access the Service and for any activities or actions under your password, whether your password is with our Service or a third-party service.

You agree not to disclose your password to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.

Intellectual Property

The Service and its original content, features and functionality are and will remain the exclusive property of Arcaneseed LLP and its licensors.

Links To Other Web Sites

Our Service may contain links to third-party web sites or services that are not owned or controlled by Arcaneseed LLP.

Arcaneseed LLP has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party web sites or services. You further acknowledge and agree that Arcaneseed LLP shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web sites or services.

We strongly advise you to read the terms and conditions and privacy policies of any third-party web sites or services that you visit.

Termination

We may terminate or suspend access to our Service immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach the Terms.

All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

We may terminate or suspend your account immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach the Terms.

Upon termination, your right to use the Service will immediately cease. If you wish to terminate your account, you may simply discontinue using the Service.

All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Disclaimer

Your use of the Service is at your sole risk. The Service is provided on an “AS IS” and “AS AVAILABLE” basis. The Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.

Governing Law

These Terms shall be governed and construed following the laws of the United Kingdom without regard to its conflict of law provisions.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements we might have between us regarding the Service.

Changes

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is a material we will try to provide at least 30 days notice before any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Service after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, please stop using the Service.

Contact Us

If you have any questions about these Terms, please contact us.

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