Terms & Conditions

Definitions

Our Website: “Our Website” (capitalised or otherwise) hereinafter refers to http://sam-taylor- johnson.myshopify.com and/or derivative websites to the aforementioned website, through its uniform resource locator, domain or otherwise and/or other websites, which may be accessed by any party so as to transact with us or the access of which results in the transfer of data or information to our website or to us, or which results in the transfer of data or information from us in the form of cookies from us to such parties.

We: “We” “Us” or “Our” (capitalised or otherwise) to the exclusion of all other parties, hereinafter and above, refers to Sam Taylor Johnson (operating as a sole trader) from 6 Albert Terrace, London, NW1-7SU, who is registered for VAT as GB 697325982, and her agents, employees and attorneys (whether natural persons or otherwise), who may be contacted by email at shop@samtaylorjohnson.com or by telephone at 020 3204 1160.

You: “You” or “Your” (capitalised or otherwise) hereinafter refers to all parties who access our website, so as to enter into any kind of transaction with our website or take any kind of action, which may result in the transfer of data or information to our website or to us, or which results in the transfer of data or information from us in the form of cookies to such parties and/or refers to all parties who use any part of our website, who are otherwise referred to as “Customers”.

1.

Your use of our website is governed by these Terms and Conditions and Policies. By using any part of our website or by completing customer registration with us and/or by placing an order on our website, you agree to be bound by the Terms and Conditions, which thereinafter form a contract between you and us. We reserve the right to change these Terms and Conditions at any time and we encourage you to revisit these Terms and Conditions periodically to ensure that you are at all times fully aware of our Terms and Conditions. Any changes are effective immediately upon posting to our website. Your continued use of our website constitutes your agreement to all such Terms and Conditions.

We endeavour to ensure that the availability of our website will be uninterrupted and that transmissions using it will be error-free. However, due to the nature of the internet, this cannot be guaranteed. Also, your access to our website or parts of it may occasionally be suspended or restricted to allow for repairs, updates, maintenance or the introduction of new facilities.

We neither assume nor bear any responsibility, and shall not be liable for any damages caused by viruses or other forms on contamination or destructive features that may affect your computer equipment, software, data or other property on account of your access to, use of, or browsing of our website or your downloading of any materials, text, images, video or audio from our website or any linked websites.

2. Capacity & Eligibility

To be capable and eligible to order or purchase products on our website and to enter into and form contracts on our website, under the Governing Law you must:

a. Register your information with our website (or with us by other means of communication, in which case we reserve the sole right and discretion to decide whether such means of registration or registration are acceptable to us); of which you warrant and represent that any personal information which you are required to provide or choose to provide when you  2 register as a customer is accurate, current and true in all respects, that any changes to your personal information shall be brought to our attention immediately, that you did not and shall not seek to impersonate or represent any other party or person (whether a natural person or otherwise) or to use a false name, alias or any other name that you are not authorised to use,

b. Be 18 years old or older and warrant and represent that you have the necessary legal capacity to contract,

c. Be the holder of a valid debit or credit card (or be capable to authorise other means of payment if so arranged with us, in which case we reserve the sole right and discretion to decide whether such means of payment or payment are acceptable to us).

3. Registration Process

a. Registering Passwords: In registering with us or our website and/or to obtain the ability to use our website, by way of the website’s registration process, you may need to register, obtain or submit a password or other confidential identifying information, which shall be used to validate your order.

b. Confidentiality of Passwords: Any such password or other identifying information created by us or you as a result of this process is confidential and you warrant and represent that you will not allow anyone else to use your password.

c. Implied Acceptance: Any such password or other identifying information created by us or you as a result of this process, does not imply or create any acceptance by us of your details and does not imply that we will accept you as a customer, nor that you can place orders with us.

d. Limitation of Liability: You expressly agree that we may not be subject to any action, liability or dispute resolution procedure, or other action, which is a result of lapses in your protection of the confidentiality of any passwords or other identifying information created by us or you.

4. Ordering Process

In making an order request or a request to purchase products from our website, the requested products are selected by virtually adding such, to your online shopping basket on our website. Following you clicking the "check out" button, you will be guided through a final confirm order process, by which final authorisation shall be placed by you, to make an order request or a request to purchase products from our website.

Acknowledgement of your order request or your request to purchase products from our website, shall subsequently be made by us, in the form of an email (or by other means of communication of which we reserve the sole right and discretion to decide the nature and means of) providing you with a customer order number and the value of your order which has been debited to your credit/debit card or the value of your order in terms of any alternative payment methods as described in section.2 above. Any acknowledgement of your order request or of your request to purchase products from our website shall not and may not be construed as a confirmation or acceptance of your order request or your request to purchase products from our website.

Unless we have notified you that we do not accept your order or you have cancelled your order in accordance with the processes set out below, our acceptance of your order and the completion of the contract between you and us will take place upon your receipt of an email from us notifying you that we have despatched the products ordered by you. A separate email following the email notifying you  3 that we have despatched the products ordered by you, shall also be sent by us, which is to be construed as a VAT invoice and receipt for the products ordered by you,

Our acceptance of your order will be deemed to be complete and received by you at the time and date of our sending of the email. The deemed time and date of receipt by you shall apply regardless of whether, for reasons outside our control, you have not received that email.

We reserve the right to refuse to accept your order if the item(s) you have ordered are out of stock, if we are unable to obtain authorisation for your payment or if we identify a product or pricing error. We reserve the right to reject any offer to purchase by you at any time.

If we are unable to fulfil your order following the acknowledgement of your order request or your request to purchase products from our website, we will contact you by email, post or telephone advising you of this.

Information regarding your order may be obtained from us by emailing the email address, as defined above.

5. Delivery

a. From our acceptance of your order, please allow thirty (30) calendar days for delivery.

b. All reasonable efforts shall be made to deliver the products to you within the period specified above. This period is intended to be construed as the agreed period of delivery for the purposes of the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.

c. All deliveries shall be made by us specifically to you and shall not wittingly be delivered to any third party without specific instructions by you to us to do so. You expressly agree that we may not be subject to any action, liability or dispute resolution procedure, or other action, which is a result of the delivery of the products to any third party upon specific instructions by you to us to do so.

6. Passing of Property & Risk

a. All legal ownership of the products shall be retained by us, until full payment has been made by you and such payment has been received by us. Legal ownership of the products will immediately revert to us in the event that a refund of any such payment is made to you.

b. All risk in the products will pass from us to you upon delivery of the products to you, unless an alternate means of delivery (such as a specific courier, delivery agent, neighbour etc.) other than that specified by us, is specified by you, in which case risk shall pass to you upon the delivery of the products by us to the party specified by you.

7. Acceptance

a. Upon receipt of the products you must inspect the products and you will be deemed to have accepted the products unless you duly notify us that you have cancelled the order and/or you return the products in accordance with the processes set out below. If no such action is taken, we shall not be obliged to accept any rejection of the products at a later date.

b. If you have not received the entire order as detailed in the order confirmation email sent to you when an order is received, please inform us by emailing the email address, as defined above.

c. Your statutory rights are not affected.

8. Returns

a. General

i. In the event that you wish to return a product ordered or purchased from us, you have the right to cancel your order within fourteen (14) days after delivery, starting from the day after you receive the products, without giving any reason for doing so.

ii. This right does not extend to personalised products, unless there is an error on our part or because a product is damaged or defective.

iii. In the event that you wish to return a product ordered or purchased from us, after the end of the fourteen (14) days after delivery, we reserve the sole right and discretion to accept such returns and to apply reasonable fees to accept such returns.

iv. The returns policy defined in this section is intended to, and is to be construed to, be in compliance with the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.

b. Cancellation of Orders

i. If you cancel your order we will reimburse to you all payments received from you, including the costs of delivery (except for the supplementary costs arising if you chose a type of delivery other than the least expensive type of standard delivery offered by us).

ii. We may make a deduction from the reimbursement for loss in value of any products supplied, if the loss is the result of unnecessary handling by you.

iii. We will make the reimbursement without undue delay, and not later than within fourteen (14) days, after the day we receive back from you any products supplied, or 14 days after the day you provide evidence that you have returned the products, or if there were no products supplied, 14 days after the day on which we are informed about your decision to cancel this contract.

iv. We will make the reimbursement using the same means of payment and currency as you used for the initial transaction, unless you have expressly agreed otherwise; in any event, you will not incur any fees as a result of the reimbursement.

c. Returns Process

In order to exercise the right to cancel your order you must return the products to us in accordance with the process defined herein.

i. You must give us notice by emailing the email address, as defined above before the end of thefourteen (14)day period, providing full details of the customer order number and the products which are being returned. We will then email you with a returns number and returns form.

ii. Upon contacting us and having acquired a returns number, please complete the returns form we have provided, including a brief description of the products being returned, the customer order number and returns number. Please retain a copy of the returns form for your records.

iii. Please return the products, properly and securely packaged, to the following address by recorded delivery: Returns c/o Sam Taylor Johnson. 6 Albert Terrace, London, NW17SU.

iv. You must take reasonable care to ensure returned products are received by us and are not damaged in transit, bearing in mind the nature and value of the product. We cannot accept any liability if you return products by any method other than a recorded delivery method provided by the domestic mail carrier in the UK (the Royal Mail and its successor organisations). In any event, we accept no liability in respect of returned products unless and until such returned products have been received by us in their original condition and in their original packaging, and which we reasonably believe have not been used. Please make sure that the returned package is properly secured and that that you have enclosed the necessary returns form.

v. We will process the applicable refund and notify you by email when your refund has been processed.

vi. We will so process the returned products and any applicable refund within 14 days after our receipt of your notice of cancellation. We will refund any such applicable refund by crediting your credit/debit card (or as otherwise applicable) including the costs of any outbound postage costs otherwise to be borne by you.

vii. If you cancel your order but do not return such products to us within 21 days we shall be entitled to recover such products from you and to charge you for the direct costs of recovering such products. You should note that these charges (which may be deducted from any refund) could be greater than the cost of you returning the products to us and may exceed the price you have paid for the products. Until such products are returned to us, you are obliged to exercise all reasonable care to store the products safely and in appropriate conditions.

viii. In the event that you wish to return a product ordered or purchased from us, before it has been dispatched, please contact us by emailing the email address, as defined above.

ix. Subject to section. 8 (a) iii above, any notice given by you after the time limits shall not be effective to entitle you to return your products or receive a refund. Please note that we cannot accept returned products which have been personalised or which we reasonably believe have been used.

x. Your statutory rights remain unaffected.

9. Description of Goods, Accuracy of Information and Merchantability

Subject to the relevant statutes, we will take all reasonable care to ensure that all details, descriptions, depictions and prices of products appearing on our website are correct at the time when the relevant information was entered onto our systems. Although we aim to keep our website as up to date as possible, the information including product descriptions, depictions and availability appearing on our website at a particular time may not always reflect the position exactly at the moment you place an order. In particular, please note that colours as they appear on-screen may not be representative of the colours as they actually appear on products. To the extent permitted by applicable law, we do not warrant that product descriptions, depictions, colours, availability details or other content available on our website are accurate, complete, reliable, current, or error-free and we cannot confirm the price or availability of a product until your order is accepted in accordance with our order acceptance policy set out above.

10. Intellectual Property & Use of Content

a. Any and all content available on our website and/or forming part of or on the products depicted or made available by means of our website, including, but not limited to, text, graphics, logos, button icons, images, audio clips, data compilations, and software, and the compilation thereof is the property of us or our affiliates, licensors and partners and is protected by UK and international copyright and other similar laws. The names, artists’ names, logos, service marks and trademarks which may be displayed on our website and/or forming part of or on the products depicted or made available by means of our website are the registered and unregistered marks of us or our affiliates, licensors and partners in the UK and other countries, and are protected by UK and international trade mark and similar laws. All other trademarks not owned by us, our affiliates, our partners or our licensors that appear on our website are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us.

i. All images which appear on our website, which may be or are sought to be used by you must be credited to their respective owners or authors.

ii. All images which appear on our website must not be edited or manipulated in any way.

iii. Requests to reproduce all images which appear on our website for any other purposes including print, press, online use, and broadcasting should be communicated by emailing the email address, as defined above.

11. Limited Licence

a. For accessing our website, we grant you a limited, revocable, and non-exclusive licence to access and make personal, non-commercial use of our website.

b. This limited licence provided for in this section does not include the right to:

i. download, modify or otherwise manipulate our website or its contents except for the purposes of caching or as otherwise necessary in order to access or view content,

ii. make any use of our website, the products depicted herein or made available by means of our website or their content other than for personal and non-commercial use,

iii. create any derivative work based upon either our website, the products depicted herein or made available by means of our website or their content,

iv. collect account information or seek to provide account information for the benefit of any third party,

v. create any hypertext link to any part or parts of our website,

vi. utilise framing techniques to enclose our website or any portion of our website,

vii. use any meta-tags, any other kind of “hidden text” or any other means so as to utilise our name or the Intellectual Property defined in these Terms and Conditions without our express written consent,

viii. use software crawlers, robots, spiders, or similar data gathering and extraction tools for any reason, or to take any other action that may impose an unreasonable burden or load on our website's infrastructure.

12. Legal Notices, Prohibitions, Indemnities & Third Party Websites

a. Termination of Limited Licence

Without prejudice to any other remedy provided by the Governing Law or any other applicable laws, any unauthorised use by you of our website or contrary or in breach of these Terms and Conditions terminates the limited licence defined in these Terms and Conditions.

b. Adult Content

Our website may contain material, directed at mature audiences, which may be unsuitable for people under the age of eighteen or of other ages, depending upon jurisdiction. We neither assume nor bear any responsibility for people under such an age as described above, viewing unsuitable material on our website.

c. Offensive Content

Our website may contain material, which some people may find offensive. We would like to stress that we have no intention of causing any offence and suggest that people who find any material contained on our website offensive should either not view the material in question or should not visit our website. We neither assume nor bear any responsibility for any offence that may be caused by people viewing our website.

d. Quality of Materials Posted

You are expressly prohibited from posting or transmitting or to send, use or reuse any unlawful, illegal, threatening, libellous, defamatory, obscene, scandalous, inflammatory, blasphemous, pornographic, or profane material, or any material which infringes any party’s intellectual property rights or right to privacy, or which constitutes or contains software viruses, commercial solicitations, chain letters, mass mailings, or any form of spam, or any material that could constitute or encourage conduct that would be considered a criminal offense or give rise to civil liability to any party in any jurisdiction.

e. Hacking

You are expressly prohibited from the use or manipulation of our website in any way (including but not limited to hacking techniques etc.) that causes, or is likely to cause, our website or access to it be damaged, impaired or interrupted in any way.

f. Indemnities

You agree to defend, indemnify and hold us harmless for any loss, damages or costs, including reasonable legal fees, resulting from any third party claim, action, or demand resulting from your use of our website outside of and/or in breach of these Terms and Conditions. You also agree to indemnify us for any loss, damages, or costs which may arise as a result of any activity that is enacted or participated in by you, which is in breach of any prohibitions described in this section or in these Terms and Conditions.

g. Third- Party Websites

We are not responsible for the content of any off-website pages or any other websites linked to or from our website. Links appearing on our website are for convenience only and are not an endorsement by us of the referenced content, product, service, or supplier. Your linking to or from any off-website pages or other websites is at your own risk. We are in no way responsible for examining or evaluating, and we do not warrant the offerings of, off-website pages or any other websites linked to or from our website, nor do we assume or bear any responsibility or liability for the actions, content, products, or services of such pages and websites, including, without limitation, their privacy statements and terms and conditions. You should carefully review the terms and conditions and privacy policies of all off-website pages and other websites that you visit.

13. Governing Laws, Underlying Laws, Disputes & Choice of Forum

a. Governing Laws

These Terms and Conditions are construed to be in accordance with and governed, to the exclusion of the law of any other forum, by the laws of England and Wales, without regard to the jurisdiction in which any action may be instituted.

b. Underlying Statutes

These Terms and Conditions are intended to, and are to be construed to, be in compliance with (inter-alia) the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.

c. Disputes & Choice of Forum

To the fullest extent permitted by the governing law, any dispute relating in any way to your visit to our website and any order or purchase by you of any products from us shall be submitted to confidential dispute resolution (including but not limited to arbitration) at a forum of our choosing in London except that, to the extent you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in the English Courts, and you consent to exclusive jurisdiction and venue in such courts. In the event of a choice of arbitration by us, arbitration under this agreement shall be conducted under the rules then prevailing of the International Chamber of Commerce. The arbitrator’s award shall be binding and may be entered as a judgement in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this agreement shall be joined to an arbitration involving any other party subject to this agreement, whether through class arbitration proceedings or otherwise. To the extent arbitration is not permitted by applicable law, any dispute relating in any way to your visit to our website shall be submitted to an appropriate court or other judicial body in London, and all applicable provisions of this section shall apply.

14. General and Miscellaneous

a. Whole Agreement

You acknowledge, agree, warrant and represent that these Terms and Conditions together with our Cookie Policy and Privacy Policy, constitute the complete and exclusive agreement between us concerning your use of our website and any order or purchase by you of any products from our website and shall supersede and govern all prior agreements, communications, proposals, or other arrangements made by any party in relation to such.

b. No Creation of Agency etc.

Nothing contained in these Terms and Conditions shall be construed as creating any agency, partnership, or other form of joint enterprise between you and us or any third party.

c. Language

For the purposes of our website, all contracts between you and us shall be concluded in English.

d. Severability

In the event that any part of these Terms and Conditions is held to be illegal, invalid, unenforceable or voidable in whole or in part, then these Terms and Conditions shall continue to be valid as to the other provisions and the remainder of the affected provision. Any waiver of any of the provisions of these Terms and Conditions by us shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other provisions of these Terms and Conditions.

e. Waivers

No failure to exercise and no delay on the part of either party in exercising any right, remedy, power or privilege of that party under these Terms and Conditions and no course of dealing between the parties shall be construed or operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power or privilege preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege. The rights and remedies provided by these Terms and Conditions are cumulative and are not exclusive of any rights or remedies provided by law. Time shall not be of the essence of these Terms and Conditions as regards any of the times, dates and/or periods mentioned herein.

f. Suspension of Rights

We may, with or without prior notice, terminate or suspend any of the rights granted by these Terms and Conditions (including without limitation your use of any password or other identifying information created by us or you as a result of the process described in these Terms and Conditions) and/or your access to our website or any part thereof. You shall comply immediately with any termination, suspension or other notice, including, as applicable, by ceasing all use of our website (including without limitation your use of any password or other identifying information created by us or you as a result of the process described in these Terms and Conditions). All and any liability which may be attached to us as a result of such termination or suspension is hereby excluded to the fullest extent permissible by law.

g. Refusal to Supply

We reserve the right to refuse to supply products to any person for any reason whatsoever, to withdraw any products from our website at any time and/or remove or edit any materials or content on our website. We will not be liable to you or any third party by reason of our withdrawing of any products from our website whether or not such products have been sold; removing or editing content (including without limitation any content) on our website; refusing to process a transaction or unwinding or suspending any transaction after processing has begun.

h. Feedback & Submissions

Although we welcome inquiries or feedback, it is our policy to decline unsolicited suggestions and ideas. Notwithstanding our policy with regard to unsolicited suggestions and ideas, any inquiries, feedback, suggestions, ideas or other information you provide us (collectively, “submissions”) will be treated as non-proprietary and non- confidential. Subject to the terms of our Privacy Policy, by transmitting or posting any submission, you hereby grant us a non-exclusive, royalty-free, transferable, and fully sub- licensable right to use, reproduce, modify, adapt, publish, sell, assign, translate, create derivative works from, distribute, and display any submission in any form, media, or technology, whether now known or hereafter developed, alone or as part of other works. You also acknowledge that your submission may not be returned and we may use your submission, and any ideas, concept, know- how or intellectual property rights contained therein, for any purpose including, without limitation, developing, manufacturing, distributing and marketing products. If you make a submission, you represent and warrant that you own or otherwise control the rights to it. You further represent and warrant that such submission does not constitute or contain software viruses, commercial solicitation, chain letters, mass mailings, or any form of “spam”. You may not use a false email address, impersonate any person or entity, or otherwise mislead us as to the origin of any submission. You agree to indemnify us for all claims arising from your claims to any rights in any submission.

i. Questions & Queries

Questions and queries regarding these Terms and Conditions should be communicated by emailing the email address, as defined above.