Subscription Policy

 SUBSCRIPTION TERMS AND CONDITIONS

1. Who we are and how to contact us

Ardrie Park Floral Studio is operated by Mt McMahon Pty Limited (trading as Ardrie Park Floral Studio). To contact us, please email us at kirsten@ardrieparkfloralstudio.com

2. Our contract with you
   • These terms and conditions (Terms) apply to the order by you for the purchase of the Goods by us to you (Contract). To the extent permitted by law, no other terms are implied by trade, custom, practice or course of dealing.
   • The Contract is the entire agreement between you and us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.
3. Placing an order and its acceptance
   • Please follow the onscreen prompts to place an order. Each order is an offer by you to buy the goods specified in the order (the Goods) subject to these Terms.
   • Our order process allows you to check and amend any errors before submitting your order to us. Please check the order carefully before confirming it. You are responsible for ensuring that your order is complete and accurate
   • After you place your order, you will receive an email from us acknowledging that we have received it, but please note that this does not mean that your order has been accepted. Our acceptance of your order will take place as described in clause 4.
   • Our acceptance of your order takes place when we send an email to you to accept it (Order Confirmation), at which point and on which date (Commencement Date) the Contract between you and us will come into existence. The Contract will relate only to those Goods confirmed in the Order Confirmation, sent via email.
   • If we are unable to supply you with the Goods for any reason, we will inform you of this by email and we will not process your order. If you have already paid for the Goods, we will refund you the full amount.
4. Subscription
   • You will have the choice of fresh locally grown, seasonal flowers and foliage as follows:
     • Floral Designer Choice (Best in Market);
     • Australian Natives; or
     • Plants and/or Terrariums (weekly watering and regular feeding included, at additional cost).
   • Subscriptions are automatically renewed according to your selected delivery interval and the products will be automatically delivered by the studio after each successful renewal. For example, if you started a weekly subscription, then the system will automatically charge your credit card each week and you will get the products to your doorstep each week, without the need to place the order by yourself.
   • You must incur six weekly charges before you can terminate or suspend your subscription. After such time, you can pause or cancel a subscription any time you want in the Customer Portal. Once paid, the weekly charge is non-refundable.
   • You can skip or reschedule the charge in the Customer Portal. Each scheduled delivery will have a Skip paymentbutton next to it, which you can use to skip the charge. You can reschedule the charge by clicking on the Reschedule button next to the Delivery Date.
   • You can add products to your subscription in the Customer Portal. Just click on the Editbutton in the products card and edit, remove or add products to your Subscription.
5. Subscription Fees
   • To the extent permitted by law or within this Agreement, all Fees and charges payable to us are non-cancellable, non-transferable and non-refundable.
   • If the Subscription can't be renewed because a payment can't be processed, you will receive an email with a link where you can safely update your payment method.
   • You will incur a default charge of 1.5% per month (18% annual rate) on the unpaid balances (minimum monthly charge of $5.00). If, after the incurring of a late fee, the debt remains unpaid, we may refer your debt to a debt collection agency. If you are required to do so, you must pay any costs that we may incur in connection with the recovery of the unpaid fees (including the agency’s fees and any legal fees).
   • If you have purchased the Goods using a Third Party Payment Provider, and that provider offers a return shipping cost option, the terms and conditions relating to that shall apply, except in circumstances where those terms are inconsistent with these terms.
6. Cancelling your order and obtaining a refund
   • We implore that you choose the type of florals at the consultation carefully as Goods may not be returned due to a “change of mind”. We do not issue refunds or exchanges.
   • There are a number of billing cycles that you must undertaken before you can cancel/pause your Subscription. Unless otherwise required by law, once paid, all Fees paid for the Goods are non-refundable.
   • We will not accept returns nor any liability for repair, exchange or refund in respect of defects or damage caused in whole or in part by misuse, abuse, neglect, accident or failure to follow product warning or care information.
7. Our
   • Any descriptions or illustrations at your consultation are for the sole purpose of giving an approximate idea of the Goods described in them.
   • We will supply the Goods to you in accordance with the specification given during our consultation at the date of your order in all material respects.
   • We warrant to you that the Goods will be provided using reasonable care and skill.
   • We will use all reasonable endeavours to meet any performance dates specified in the Order Confirmation, but any such dates are estimates only and failure to perform the Goods by such dates will not give you the right to terminate the Contract.
   • We will arrange with you the details of the delivery of the Goods (‘the Delivery’). If you are not present at the time of Delivery, we will leave the Goods in a safe space. In the event that there is no safe place to leave the Goods, we will not leave the Goods and they will be available for collection at our business location. While we will make every effort to delivery your order on time, we are unable to guarantee an exact time.
   • Your Goods also include a vase that always remains the property of ours. In the event that there is a breakage of the vase, the cost of the vase will be charged to you using the credit card provided to us in the Customer Portal.
8. Your obligations
   • It is your responsibility to ensure that:
     • the terms of your order are complete and accurate;
     • you cooperate with us in all matters relating to the Goods; and
     • you provide us with such information and materials we may reasonably require in order to supply the Goods, and ensure that such information is complete and accurate in all material respects;

7. Services in Australia only

We will only offer the Goods at addresses within Australia.

8. Payment
   • Payment for the Goods is in advance.
   • You can pay for the Goods using a debit card or credit card or using our Third Party Payment Provider.
   • When paying for the Goods via a Third Party Payment Provider such as PayPal, you agree to be bound by any terms and conditions of that Third Party Payment Service in addition to this agreement. The Third Party Payment Service or your bank or other financial institution may require you to pay processing fees or other fees and charges. Any such fees and charges are your sole responsibility and are not included in the price of the Goods, or other paid services unless otherwise specified. We accept no responsibility for your use of any Third Party Payment Service.
9. Intellectual property rights
   • All intellectual property rights in or arising out of or in connection with the Goods will be owned by us.
10. How we may use your personal information
    • We will use any personal information you provide to us to:
      • provide the Goods;
      • process your payment for the Goods; and
      • inform you about similar goods or services that we provide, but you may stop receiving this information at any time by contacting us.
    • Further details of how we will process personal information are set out in our privacy policy.
11. Limitation of liability
    • Nothing in this Contract limits or excludes our liability:
      • for death or personal injury caused by its negligence or willful misconduct or that of its employees, as applicable;
      • for fraud or fraudulent misrepresentation by it or its employees, as applicable; or
      • where liability cannot be limited or excluded by applicable law.
    • Subject to clause 1 we will not be liable to you, whether in contract, tort (including negligence) or otherwise, for any special, indirect or consequential loss arising under or in connection with this Contract, including any:
      • loss of profits;
      • loss of sales or business;
      • loss of production;
      • loss of agreements or contracts;
      • loss of business opportunity;
      • loss of anticipated savings;
      • loss of or damage to goodwill;
      • loss of reputation; or
      • loss of use or corruption of software, data or information.
    • Subject to clause 3 our maximum aggregate liability to you for any loss or damage or injury arising out of or in connection with the supply of Goods under this Contract, including any breach by us of this Contract however arising, under any indemnity, in tort (including negligence), under any statute, custom, law or on any other basis, is limited to the amount paid by you for the Goods. The liability however will be proportionately reduced to the extent that we contributed to the loss or damage.
    • Nothing in this Contract is intended to have the effect of excluding, restricting or modifying the application of all or any of the provisions of Part 5-4 of the Australian Consumer Law in Schedule 2 of the Competition and Consumer Act 2010 (Cth) (ACL), or the exercise of a right conferred by such a provision, or any liability of ours in relation to a failure to comply with a guarantee that applies under Division 1 of Part 3-2 of the ACL to a supply of Goods.
    • If we are liable to you in relation to a failure to comply with a guarantee that applies under Division 1 of Part 3-2 of the ACL that cannot be excluded, our total liability to you for that failure is limited to, at our option, the resupply of the Goods or the payment of the cost of resupply.
    • Nothing in this Contract limits or affects the exclusions and limitations set out in our terms and condition of use of our website.
    • This Clause 11 will survive termination of the Contract.
12. Confidentiality
    • We each undertake that we will not at any time during the Contract, and for a period of five years after termination of the Contract, disclose to any person any confidential information concerning one another's business, affairs, customers, clients or suppliers, except as permitted by clause 2.
    • We each may disclose the other's confidential information:
      • where the information is in the public domain as at the date of this Contract (or subsequently becomes in the public domain other than by breach of any obligation of confidentiality binding on either of us);
      • if either of us is required to disclose the information by applicable law or the rules of any recognised stock exchange or other document with statutory content requirements, provided that the recipient has[ to the extent practicable having regard to those obligations and the required timing of the disclosure] consulted with the provider of the information as to the form and content of the disclosure;
      • where the disclosure is expressly permitted under this Contract;
      • if disclosure is made to our respective officers, employees and professional advisers to the extent necessary to enable either of us to properly perform our obligations under this Contract[ or to conduct our business generally], in which case the we each must ensure that such persons keep the information secret and confidential and do not disclose the information to any other person;
      • where the disclosure is required for use in legal proceedings regarding this Contract; or
      • if the party to whom the information relates has consented in writing before the disclosure.
    • Each of us may only use the other's confidential information for the purpose of fulfilling our respective obligations under the Contract.
13. Termination
    • Without affecting any of our other rights, we may suspend the performance of Services, or terminate this Contract with immediate effect by giving written notice to you if:
      • you fail to pay any undisputed amount due under this Contract on the due date for payment and you remain in default not less than 30 days after being notified in writing to make such payment;
      • you commit a material breach of any other term of this Contract and that breach is irremediable or (if that breach is remediable) you fail to remedy that breach within a period of 14 days after being notified in writing to do so;
      • an insolvency event occurs in relation to you; or
      • there is a change of control of the company without the consent of us, such consent not to be unreasonably withheld or delayed.
    • You may immediately terminate, or suspend the performance of, any agreement in the event of substantial breach by me of my obligations hereunder, where any such breach has not been remedied within 30 days of written notice from you requiring the breach to be remedied.
    • Termination of this Contract does not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages for any breach of the Contract that existed at or before the date of termination.
    • Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination will remain in full force and effect.
14. Force majeure
    • We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Event Outside Our Control).
    • If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:
      • we will contact you as soon as reasonably possible to notify you; and
      • our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. We will arrange a new date for performance of the Goods with you after the Event Outside Our Control is over.

15. Notices
    • When we refer to "in writing" in these Terms, this includes email.
    • Any notice or other communication given a party or regarding the Contract must be in writing and be delivered personally, sent by pre-paid post or email.
    • In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to the specified email address of the addressee.
    • The provisions of this clause will not apply to the service of any proceedings or other documents in any legal action.
16. Variation

Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).

17. No waiver
    • Neither of us may rely on the words or conduct of any other party as being a waiver of any right, power or remedy arising under or in connection with this Contract unless the other party or parties expressly grant a waiver of the right, power or remedy. Any waiver must be in writing, signed by the party granting the waiver and is only effective to the extent set out in that waiver.
    • Words or conduct referred to in clause 1 include any delay in exercising a right, any election between rights and remedies and any conduct that might otherwise give rise to an estoppel.
18. Assignment and novation
    • We may assign or transfer our rights and obligations under the Contract to another entity but will always notify you in writing or by posting on our webpage if this happens.
    • You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.
    • A breach of clause 18.2 by you entitles us to terminate this Contract.
19. Severability
    • If the whole or any part of a provision of this Contract is or becomes invalid or unenforceable under the law of any jurisdiction, it is severed in that jurisdiction to the extent that it is invalid or unenforceable and whether it is in severable terms or not.
    • Clause 2 does not apply if the severance of a provision of this Contract in accordance with that clause would materially affect or alter the nature or effect of the parties' obligations under this Contract.
20. Relationship of the parties

The Contract is between you and us. No other person has any rights to enforce any of its terms.

21. Announcements

No party will make, or permit any person to:

• make any public announcement statement, press release or other publicity or marketing materials concerning the existence, subject matter or terms of this Contract, the wider transactions contemplated by it, or the relationship between the parties; or
• use the other party's trade marks, service marks, trade names, logos, symbols or brand names, in each case;

without the prior written consent of the other party, such consent not to be unreasonably withheld, conditioned or delayed, except as required by law, any governmental or regulatory authority (including, without limitation, any relevant securities exchange), any court or other authority of competent jurisdiction.

22. Governing law and jurisdiction

These terms and conditions, their subject matter and their formation, are governed by the laws of Victoria, Australia. You and we both agree that the courts in Victoria, Australia will have exclusive jurisdiction.