UNITED KINGDOM, THURSDAY, MAY 26TH, 2022

Terms and Conditions of Cereus Nights

1. Definitions

1.1 Cereus Nights is a flower delivery service operating on a basis of a Subscription and Bespoke service. Cereus Nights will be referred to hereinafter as “Cereus Nights” or “we”, “us”, “our”.

1.2 In this document the terms below will have the following meanings, unless explicitly stated otherwise:

Agreement: any offer or quotation from Cereus Nights accepted by the Customer, any order placed by a Customer with Cereus Nights, or any other agreement between the Customer and Cereus Nights;

Bespoke service: an Agreement between Cereus Nights and the Customer for the agreed or indefinite number of periods in which Cereus Nights will supply you with bespoke products created by Cereus Nights as further agreed per individual Agreement.

Subscription: an Agreement between Cereus Nights and the Customer for the agreed or indefinite number of periods in which Cereus Nights will supply you with one or more products offered in Subscription service, such as flowers, related accessories as further agreed per individual Agreement;

Customer: the purchaser, being a consumer or a party acting in an occupational or business capacity which enters into an agreement with Cereus Nights. The Customer is also referred to hereinafter as “you”;

Terms and Conditions: these general terms and conditions, including any future updated versions thereof;

Website: www.cereusnights.com or any other Website through which Cereus Nights remotely offers its services and/or products to the Customer and includes all web pages controlled by us such as Instagram;

Content: any content in any form created and published on the Website by us or any third party with our consent.

2. Agreement

You enter into Agreement with Cereus Nights via the Website when you make it known that you accept an offer or quotation from us.

2.1 You may transfer the Agreement, or any rights and obligations under the Agreement to a third party only with explicit prior consent from Cereus Nights;

2.2 Cereus Nights has the rights to transfer its rights and obligations under an Agreement to a third party,

either in full or part. You consent to this, which also qualifies as cooperation to the extent required. Such transfer will not affect the validity of an Agreement.

3. Subscription

3.1 Subscription offers a flexible weekly, fortnightly or monthly flower delivery service with a set price of £33 and a complementary delivery.

3.2 Subscription Acceptance Policy

All Subscription requests received are subject to acceptance by Cereus Nights. We reserve the right to reject any Subscription request without giving reasons. In the event of rejection, refund will be issued via the payment method used to place the order. To be eligible for a Subscription, you must be resident in the United Kingdom and must be over 18 years of age.

3.3 Timing of your Subscription

Delivery of Subscription is set for every Thursday, but you will be able to select the frequency of recurrence. Changes to the frequency must be made by 11:59 pm on Monday, 2 working days before delivery day. Please note that if we haven’t received a notice of any changes to your Subscription in advance in accordance with this paragraph we are unable to provide refunds for any deliveries sent out.

3.4 Pausing your Subscription

If you wish to pause your Subscription, please do so at the My Account area of the Cereus Nights website

or by contacting Customer Service at 07311542642. Pausing of Subscription must be made by 11:59 pm on Monday, 2 working days before delivery day. Please note that if we haven’t received a notice of pausing your Subscription in advance in accordance with this paragraph we are unable to provide refunds for any deliveries sent out.

3.5 Cancelling your Subscription

The Subscription can be canceled by 11:59 pm on Monday, 2 working days before the delivery date and a full refund will be issued. The easiest way to cancel your Subscription is at the My Account area of the

Cereus Nights website. You can also cancel by contacting Customer Service at 07311542642. Please note that if we haven’t received a notice of cancellation in advance in accordance with this paragraph we are unable to provide refunds for any deliveries sent out.

4. Bespoke Service

Bespoke service offers tailored flower products created for events, weddings, contracts for businesses and projects. All Bespoke service requests received are subject to acceptance by Cereus Nights. We reserve the right to reject any request without giving reasons. Bespoke service is executed on the specification of each individual Agreement between Cereus Nights and the Customer.

5. Price

5.1 All prices include delivery charges unless otherwise stated;

5.2 All prices include VAT unless otherwise stated;

5.3 Cereus Nights reserves the right to change the set price of the product it offers in the form of a

Subscription, in which case Cereus Nights will inform you of a change by no later than 14 days before the change enters into effect. In the event of a change that results in a price increase, you can terminate the

Agreement as long as you inform us by 11:59 pm on Monday, 2 working days before the delivery date.

6. Payment

All our payments are processed securely by Stripe or Paypal. If you create an account and enter your payment details, your card will be stored securely by Stripe. We never store or have access to your credit or debit card details.

For more details on how Stripe process and protect your information please visit

https://stripe.com/gb/privacy

6.1 Payments for Subscription service

When you use our Subscription service your credit or debit card will be billed on the morning of the delivery

day only. For ongoing deliveries, you will be billed on a recurring basis on the day of the delivery. The amount your card will be billed in any given week will be the value of your order(s) for the given week.

6.2 Payments for Bespoke service

Unless specified and agreed otherwise, payments for Bespoke service will be taken in full or in part after you have accepted our offer or quotation.

7. Offers, Promotional codes, and Discount codes.

7.1 Offers

At our discretion, we may offer products and services at discounted prices. Offers are valid only for the time specified by us.

7.2 Promotional codes

At our discretion, we may use promotional codes to promote our products or services.

Personalised promotional codes can be redeemed only by the customer in receipt of the special offer.

Introductory promotional codes are available only to new customers and are only available once to any one household. Only one promotional code can be used per one order.

7.3 Discount codes

Discounts codes can be used only once to any one person and cannot be used in conjunction with any other offers. Discount codes cannot be redeemed against delivery charges. Discount codes cannot be used for personal commercial purposes and/or purposes other than those for which they were issued. You are

not permitted to share personal discount codes with third parties unknown to you.

8. Delivery

8.1 General delivery policy

Cereus Nights delivers only in the United Kingdom. Delivery takes place at the address specified by the Customer when placing the order. Delivery charges are included in the price of the product unless stated otherwise.

8.2 Delivery of Subscription service

Delivery is only possible on the days specified by Cereus Nights. Timed deliveries are not available. We deliver by Royal Mail Tracked and via selected courier companies. We use bike courier Pedalme Ltd for deliveries within selected London areas. We will determine whether your order will be delivered by Royal Mail or by a courier and we reserve the right, at our discretion, to use a different delivery method without prior notification.

1.

8.2.1. Royal Mail Deliveries

The majority of our Royal Mail deliveries will be sent out on the delivery day and will be delivered within 1-2

working days. We will notify you via e-mail in case it will not be possible to send your delivery on a day specified in the Agreement. Please be aware that due to the impact of Covid-19 pandemic Royal Mail does not offer a guaranteed one-day delivery service, so we cannot guarantee the exact delivery date.

8.2.2. In the event of a delay by Royal Mail or a courier, we are unable to offer a refund or to resend your delivery. We can provide a tracking number for the delivery but we are unable to provide proof of delivery notifications for Royal Mail orders as this is not a signed for service.

8.2.3. Although we try our best to ensure punctual delivery for our customers and we will include any delivery instructions provided by you, we cannot guarantee that delivery instructions will be followed.

8.2.4. Cereus Nights cannot be held responsible if a delivery arrives late due to any circumstances impacting the availability of the postal service that we use or anything else outside of Cereus Nights’ control.

2.

8.2.5. Non – delivery

In the event of a non-delivery (flowers not having arrived 3 days after their intended delivery date), please contact Cereus Nights Customer Service at 07311542642(WhatsApp). It is the customer’s responsibility to contact us within 7 days of the scheduled delivery date in order to claim a refund. Failure to do so will result in the lapse of any rights to a refund.

8.2.6. Changes of Delivery Address

Please ensure that any changes made to the delivery address are accurate and done by 11:59 pm on

Monday 2 working days before your next delivery day. You must update your address details on the My Account section of the Website or by contacting Cereus Nights Customer Service at 07311542642. If we haven’t received a notice in advance in accordance with this paragraph we are unable to provide

refunds for any deliveries sent to the wrong address. Please note that during peak periods we begin processing orders earlier than usual, therefore we will need up to 7 days notice for any changes to be made.

8.3. Delivery of Bespoke service

Delivery of Bespoke service products will be executed as agreed upon in each individual Agreement between Cereus Nights and the Customer.

9. Our Promise

Cereus Nights set out to ensure the best quality and freshness for our flower products and guarantees that the products and services are in compliance with the Agreement, the specifications stated in the offer, the reasonable requirements of reliability and usefulness and the statutory provisions and government regulations applicable on the day the Agreement is concluded.

Please note that all floral products are subject to availability. We reserve the right, at our discretion, to substitute any product with an alternate product of a similar style and equivalent (or greater) value and quality where we find it necessary in order to meet our high-quality standards.

10. Returns and Refunds

Due to the perishable nature of flowers, we are unable to accept returns. As set out below we offer customers refunds or replacement flowers if our flowers do not meet acceptable standards.

10.1 Damage

Please contact us if the flowers you have received have been damaged, even if rarely, it can occur during the transit. We will require a photo of the damaged flowers within 72 hours of receipt in order to open a complaint and establish if you are eligible for a refund. If, at our discretion, the flowers do not meet our high-quality standards, we will offer you a free replacement at our next available delivery date, or a refund. If a refund is offered, it will be issued within 3 working days. Please note that banks might take an additional 3-5 days to refund the amount to your card. This is without prejudice to your statutory rights in respect of damaged, defective, or incorrectly supplied goods.

10.2 Freshness

Please let us know by contacting Customer Service at 0731154264 if the flowers you have received do not seem fresh. We will require a photo of the flowers within 72 hours of receipt in order to open a complaint and establish if you are eligible for a refund. If at our discretion, the flowers do not meet our high-quality standards, we will offer you a free replacement at our next available delivery date, or a refund. If a refund is offered, it will be issued within 3 working days. Please note that banks might take an additional 3-5 days to refund the amount to your card. This is without prejudice to your statutory rights in respect of damaged, defective, or incorrectly supplied goods.

10.3 Return non-perishable items.

If you wish to return any accessories, you can do so within 14 days of the date on which you place your order and we will refund to you the price you paid for the products along with the standard delivery cost for those products You will need to pay any costs associated with returning the products.

11. Our Liability

11.1 We accept liability for death or personal injury arising from our negligence.

11.2 We accept liability for fraud and fraudulent misrepresentation.

11.3 We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free. We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable. You agree that your use of, or inability to use, the service is at your sole risk.

11.2 To the extent permitted by law, Cereus Nights is not liable for any consequential damage, property damage, indirect damage, including lost profit, lost turnover and lost opportunities, due to a product delivered by it, including the putting into use of the product.

In all other respects, Cereus Nights is only liable for attributable failure up to a maximum of the amount that Cereus Nights received from you in accordance with the Agreement up to the time the damage occurred.

11.3 Cereus Nights is never liable for damage due to force majeure, which for example includes but is not limited to: strikes, illness, fire, disruptions at Ceres Nights or its suppliers, transport problems, weather conditions, pandemics, violence, riots or police and/or fire brigade action. Force majeure is also understood to mean such unforeseen circumstances at third parties of which Cereus Nights makes use when executing

the Agreement. The liability regime in the previous paragraphs of this clause also applies with regard to third parties engaged by Cereus Nights in the execution of an Agreement, as well as with regard to persons for whom Cereus Nights or such third party is liable.

12. Your Obligations

12.1 You agree to provide current, complete and truthful information about the account and the purchase made at our website.

12.2 You agree to update your account information in a timely manner. Any information that is necessary for us to execute your order such as your contact information, credit card number and expiration dates

needs to be updated by 11:59 pm on Monday 2 working days before the delivery date.

12.3 You must not pass the password of your account to any third parties and you will keep the password secure and protected from unauthorised persons and notify us in writing of any loss and transmission.

12.4 You are fully responsible for any misuse of your account. Cereus Nights is not liable for any damage resulting from incorrect information and/or loss of your password, and you indemnify Cereus Nights against any claims by third parties.

12.5 You agree to carefully examine and check for any cracks, breaks, and leaks vases, and any other products supplied by Cereus Nights before using them.

13. Prohibited uses

Please take note of prohibited uses of this Website and its contents. In an event of violations of any of the

prohibited uses mentioned in this clause and any other prohibitions set out in these Terms and Conditions, we reserve the right to terminate your Account and your access to our service. You are prohibited to use this Website and its contents :

13.1 for any unlawful, obscene or immoral purpose;

13.2 to submit false information;

13.4 to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances;

13.5 to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability;

13.6 to upload or transmit viruses or any other type of malicious code that will affect the functionality or

operation and/or security features of our Website or of any related website, other websites, or the Internet.

14. Privacy

Your submission of personal information through our website is governed by our Privacy Policy. To view our Privacy Policy.

15. Intellectual Property

15.1 All Content created and produced by Cereus nights or by any other content provider working for Cereus Nights is the intellectual property of William Farr ltd.

15.2 Content created and provided by Cereus Nights or by any other content provider working for Cereus Nights is subject to copyright. Copyright protection includes images, graphics, text, fonts, logos, icons, audio content, video content, digital downloads, software, data.

15.3 You may not copy, modify, publish, transmit, transfer or sell, reproduce, create derivative works from,

distribute, perform and display or in any way exploit any of the Content, in whole or in part, except as set out below in clause 14.3.

15.4 You might not use our name or our logo or trademark or any other Content on any website of yours or

that of any other person

15.5 When subject to the other terms of this agreement you may download or copy Content only for your own personal use, provided that you maintain all the copyright and other notices contained in it.

You may not store electronically any significant portion of any Content.

15.6 Nothing in these Terms and Conditions is intended to transfer or license any intellectual property rights of Cereus nights for your benefit. We reserve all rights in this respect and we will defend intellectual property rights in connection with our products, our Content and our Website.

16. Indemnification

You agree to indemnify us against all costs, claims and expenses arising from directly and indirectly from your breach of this agreement, any act, neglect or default by any agent, employee, licensee or customer of yours, a contractual claim arising from your use of the Subscription and any related products, a breach of the intellectual property of any person and your failure to comply with the law of any country.

17. Termination

Cereus Nights are entitled to terminate the Agreement out of court if you continuously fail to fulfil your obligations under the Agreement such as the payment obligation. Cereus Nights have the right to grant

you an opportunity to fulfil your obligations within a period set by us, it is done by means of a notice of default, but if you continue to fail to comply with these obligations termination will take place.

We reserve the right to always claim full compensation for any loss or damage, including collection costs, from you, in addition to termination of the Agreement.

18. Registered office and trading address

Cereus Nights operate under William Farr Ltd, registered at 119 The Hub 300 Kensal Road, London, England, W10 5BE. William Farr Ltd is listed in the trade register of the Chamber of Commerce under

number 11811109.