1.1Who We Are

Fine Blooms LLC (“Seller”) strives to become the best flower shop in the United Arab Emirates, with superlative customer service and prompt, caring attention for our customers. These Terms & Conditions, and our Privacy & Cookie Policy (collectively, “Terms”) govern our flower shop, its website (“Website”), our floral bouquets, arrangements and related products (“Products”) and any services that we provide (“Services”) (collectively, our flower shop, Website, Products and Services are the “Business”).

1.2Acceptance

By using this Website or interacting with our Business, you (also referred to as a “user” or “Customer” as the case may be) represent and warrant that you are of legal age and you have the legal capacity to enter into these Terms, and you shall be deemed to accept these Terms. If you do not agree wholly and unreservedly with these Terms, you may not use this Website or interact with our Business. “Using” or “interacting with” the Website includes, but is not limited to, registering an account, viewing web pages, or any uses via mobile applications, mobile devices, personal computers, email, telephones or other electronic devices.

1.3Revisions

In our sole discretion, we may revise the Terms from time to time. At our option, we may give you reasonable notice of these updates, provided that it is ultimately your responsibility to review these Terms from time to time, to become aware of and understand any changes. Your continued use of this site or any Service after such updates means that you agree with the revised Terms.

1.4Privacy & Cookie Policy

The Privacy & Cookie Policy, which are appended to Terms & Conditions, are integral parts of the Terms. Also, for particular Services or portions of the Website, we may post specific rules. In case of any conflict between the Terms and a specific rule, the specific rule will prevail.

1.5Not Contractual Offer

While we take reasonable efforts to update our Website, we may from time to time, alter the Services, or other aspects of our products without prior notice. Nothing on our Website regarding shall be deemed as a binding contractual offer.

1.6Non-Acceptance of Customer Terms

From time me to time, we may deal with wholesale or large institutional buyers, with their own standardized contractual terms. This Agreement constitutes the entire agreement between the parties hereto and supersedes and completely replaces all of Customer’s standard, supplemental or conflicting terms and conditions.  Neither Seller’s commencement of performance nor the delivery of Products or Services shall be deemed as acceptance of Customer’s standard, supplemental or conflicting terms and conditions. Seller shall only be bound to such terms only in accordance with this Agreement. Customer’s acceptance of the Products or Services from Seller shall constitute acceptance of the terms and conditions contained herein.

2.1Placement

Orders placed by Customer through the Website must include delivery dates, quantities, and specify the Products concerned (the “Orders”).  While the Website provides functionality to allow Customer to input these details, Customer is ultimately responsible to ensure that Seller is appropriately informed of Customer’s Order. The Orders are non-cancellable and non-returnable, except as provided in the Refund and Return Policy below.

2.2Order Acceptance

Seller shall not be bound by an Order until Seller accepts it in writing.  Seller may, based on Product availability, stocking level, lead time or other reasonable factors, refuse any Order, or require Customer to modify any Order as a condition for Seller’s acceptance.

2.3Substitutions

Occasionally, substitutions may be necessary to create Customer’s requested bouquet due to the availability of certain flowers at certain times of the year. Additionally, the substitution of certain keepsake items may be necessary due to increased demand, especially during major holidays. Seller shall notify Customer if an such substitutions are necessary and request Customer to confirm. However, if Customer does not confirm any substitutions within the given time Seller has the discretion to cancel or modify the order. In case of modification of the Order, Seller shall take care to maintain the style, theme and color scheme of the arrangement, using flowers of equal value. In single-flower arrangements, such as an all rose bouquet, or orchids, Seller will make every attempt to match the flower type, but may substitute with another similar color.

2.4Special Instructions

Seller shall not be bound by any special instructions mentioned by Customer until Seller acknowledges such instructions in writing.

2.5Lead Times

Seller shall not be responsible for delays or additional costs resulting from the acts of third parties or events not under the Seller’s reasonable control. Without limitation, this includes all shipment lead times. All lead times or delivery times stated shall be deemed estimates, not binding commitments. If Customer places an Order that Seller reasonably deems to be extraordinarily large or complex, Seller may increase the lead time accordingly.  If changing conditions result in any increase in the costs necessary to comply with an agreed lead time, Seller may pass these costs to Customer.  If feasible, Seller may provide an advance estimate of the increased costs to Customer. If Customer refuses to absorb the increase in cost, Seller may increase the lead time accordingly, or cancel the shipment altogether, in Seller’s sole discretion.

3.1Pricing

The prices of the Products and Services shall be provided to Customer on an electronic invoice and Seller shall have no obligation to provide further pricing information to Customer regarding the Products. Customer’s acceptance of Seller’s quote and placing the Orders with the Seller shall constitute Customer’s acceptance of the prices. Pricing for the Products may be increased in the event of any increase in Seller’s cost, change in market conditions or any other causes beyond Seller’s control. The pricing for the Products is subject to change by Seller upon rescheduling or reconfiguration of the Orders by Customer. Seller reserves the right to correct any errors or omissions regarding the invoices, the Orders or the Products.

3.2Exclusions

Unless otherwise agreed to in writing by Seller, all prices quoted are exclusive of shipping and handling, import costs, insurance costs, duties and all taxes including, but not limited to, excise, value added, goods and services taxes and any other taxes, whether in the jurisdiction of Seller or Customer. Customer agrees to indemnify and hold Seller harmless for any liability for taxes in connection with the sale, including the collection or withholding thereof and including penalties and interest thereon. Where applicable, shipping and handling charges and taxes may appear as separate items on Seller’s invoice.

4.1Means of Payment

The Website may specify various means of payment through third party online payment solutions. Seller shall be deemed to have received payment only upon actual receipt of funds from the online payment solution. Customer bears the risk of any service error or interruption in connection with use of the online payment solutions. Seller may invoice separately parts of the Order or each shipment of the Orders. Customer agrees to pay each separate invoice pursuant to this Agreement and without the benefit of setoff or deduction.

4.2Past Due Amounts

Seller may impose a penalty of 12% interest per annum on any past due amounts. Customer acknowledges that this penalty is reasonable in light of the damage and disruption to Seller’s business that late payments cause. The penalty shall act as an indemnity to Seller for such damage and disruption, but shall not be Seller’s sole remedy in this regard.  Seller may avail itself of any applicable remedy in respect of late payments.

4.3Shipping Charges

Shipping and handling charges to and from Seller’s facility, or carrier’s acceptance point, as the case may be, to Customer’s address shall be paid by Customer to Seller, in addition to the purchase price of the Products, unless otherwise agreed to in writing by Seller.

5.1Shipping Information

Seller shall be entitled to rely on and use Customer’s account information to fulfill Customer’s orders in the manner that the Seller deems most feasible.   In the absence of Customer’s instructions, or when Customer’s instructions are not feasible, Seller may, at its reasonable discretion, select the carrier and method of shipment, and otherwise ship in accordance with any of Customer's previous orders.  If Customer requests any change in the shipping method after the same has been selected, Seller shall not be bound to comply. If Seller agrees to change the shipping method, Customer shall pay any associated costs, including Seller’s change order fees.

5.2Suspension or Cancellation

If Seller believes in good faith that Customer's ability to make payments may be impaired, or if the Customer’s payment information is questionable or potentially fraudulent, or if Customer shall fail to pay any invoice when due, Seller may cancel or suspend delivery of any Orders or any remaining balance thereof. The Customer shall remain liable to pay for the Products. Furthermore, Seller may re-sell or otherwise dispose of the undelivered Products.

5.3Ex-Works

All deliveries will be made ex-works. Delivery of the Products to the carrier, or carrier’s acceptance point shall constitute delivery to Customer, however Seller retains title to the Products until Customer makes full payment for the Products, at which time title shall pass to Customer. Seller shall be responsible for requesting carrier to pick up Products, or dropping off Products at the carrier’s acceptance point, as the case may be.

5.4Risk of Loss

Unless Customer requests otherwise, Seller shall arrange for delivery of the Products to Customer immediately after the Products become ready and available for shipment. Customer acknowledges that delivery dates provided by Seller are estimates only and Seller shall not be liable for delays in delivery or for failure to perform due to causes beyond the control of Seller nor shall the carrier be deemed an agent of Seller. In the event of delay caused by such event, the date of delivery shall be extended for a period equal to the time lost as a consequence of the delay in delivery without subjecting Seller to any liability or penalty.  After carrier picks up the Products, risk of loss or damage to Products shall pass to Customer. If the Products perish while in the custody of the carrier, the Seller shall be deemed to have performed its obligations in full. Delivery of a quantity, which varies from the quantity specified, shall not relieve Customer of the obligation to accept delivery and pay for the Products delivered. Delay in delivery of one installment shall not entitle Customer to cancel other installments.

6.1Notice to Seller

Considering the perishable nature of the Products, Customer shall inform Seller of any discrepancies or deficiencies not later than 24 hours from receipt of Products, after which time Customer will be deemed to have irrevocably accepted the Products in the quality and quantity of the shipment, and no refunds will be allowed.

6.2Non-Receipt

If Customer claims an Order was not delivered, Seller shall have at least 3 days to verify the same. If non-delivery occurred for reasons beyond the control of Seller, such as due to carrier errors, inclement weather, or absence of persons tor receive the shipment, Seller reserves the right to attempt a redelivery.

6.3Cancellation

Cancellation requests must be made prior to Seller’s delivery of the Order to the carrier. If the cancellation request is received after the carrier accepts the Order for delivery, no refund can be issued.

6.4Customer Error

No refunds shall be made for reasons arising from Customer error, including but not limited to incorrect information entered by Customer into the Website Order form, or wrong delivery address resulting in unreceived Orders.

6.5Refunds

If there is a deficiency or discrepancy in the Order, not due to reasons beyond Seller’s control, Seller shall issue a refund to Customer, with no interest or any other penalty. This refund shall be the Customer’s sole remedy, and Customer waives any other remedy in this regard.

7.1Customer Account

A Customer may register a Website account to purchase our Products online through the Website. In this regard, the customer must provide personal information as requested, including real name, address, email, phone number and other relevant information. Seller will safeguard such information in accordance with our Privacy Policy. Seller reserves the right, in its discretion, to approve or disapprove of any Customer Account.

7.2Customer Responsibilities

By creating a Customer Account, a Customer represents and warrant that all information in the Profile is truthful, complete and not misleading. Further, the Customer should maintain the confidentiality of his password and account and is fully responsible for all activities that occur under the account. The Customer shall immediately notify us of any unauthorized use of his password or account or any other breach of security.

7.3Verification

Seller may verify any the information supplied by Customer. If Seller reasonably suspects any information to be untrue, not current, misleading or incomplete, Seller may terminate or suspend the account, subject to applicable law and regulation.

7.4Suspension or Termination

Seller reserves the right to, without notice, suspend or terminate any user or Customer Account, including but not limited banning, deleting or denying access to any account, in case of any of the following events:

• in the Seller’s discretion, a user could cause harm to the Seller or the Website’s reputation;
• when necessary to prevent imminent loss or damage to lives, property or data, or to protect the Seller’s intellectual property or confidential information; or
• when the user has materially breached any of the Terms.

8.1Third Party Links

The Website may contain hypertext or other links to external sites that are not provided or maintained by the Website. The Website makes no representation regarding the accuracy, relevance, timeliness, or completeness of these external sites. In addition, the inclusion of links to third party sites is not intended to endorse any views expressed, or products or services offered, on these sites, or the organizations sponsoring the sites.

8.2Third Party Services

To deliver dynamic services and enhanced functionality to site visitors, the Website may use third-party add-ins on some of its web page, or provide certain services that are hosted on third party providers. In such cases, note that such third parties have their own terms of use and policies, which shall apply in respect of their specific services. Seller disclaims any responsibility for any liability arising from use of these third party services.

Disclaimer: Seller disclaims any express or implied warranty of any kind, including without limitation any warranties against hidden defects, non-infringement of third party rights, warranty of merchantability or fitness for a particular purpose.

Limitation: For any transaction, if damages are awarded to Customer despite the Customer’s waiver of remedies above, Seller’s liability for damages to Customer for any reason shall not exceed the total of all payments actually made by Customer to Seller in respect of that transaction.

Indirect Damages: Customer shall not in any event be entitled to, and Seller shall not be liable for, indirect, special, incidental or consequential damages of any nature including, without limitation, business interruption costs, removal and/or reinstallation costs, loss of profit or revenue, loss of data, promotional or manufacturing expenses, overhead, injury to reputation or loss of customers, even if Seller has been advised of the possibility of such damages. Customer's recovery from Seller for any claim shall not exceed Customer's purchase price for the product giving rise to such claim irrespective of the nature of the claim, whether in contract, tort, warranty, or otherwise.

Limitation Period: No action by Customer may be brought at any time for any reason against Seller more than 12 months after the facts occurred upon which the cause of action arose.

 

9.1Injunction

Customer acknowledges that any breach of this Agreement would cause more than monetary damages to Seller, and would result in irreparable disruption and injury to Seller’s business.  Considering the inadequacy of monetary damages to compensate the Seller for any breach by Customer, Seller shall be entitled to obtain an injunction against the threatened or continued breach of this Agreement, without need to prove actual damages, and without need to post a bond or surety, if allowed by applicable law.

9.2Governing Law

This Agreement and the legal relations of the parties will be governed by the laws of the United Arab Emirates.  The courts of Abu Dhabi shall have exclusive jurisdiction over all disputes relating to the Agreement.  The Seller may, at the Seller’s sole discretion, elect arbitration and the procedures to govern the arbitration with respect to any claims asserted by or against the Seller. Any court having jurisdiction over the matter may render judgment on the arbitration award.

9.3Force Majeure

Seller shall not be liable for its inability to supply any Product or failure to deliver due to causes beyond Seller’s reasonable control including, but not limited to, acts of God, natural or artificial disaster, riot, war, strike, delay by carrier, shortage of Product, acts or omissions of other parties, acts or omissions of civil or military authority, government actions, changes in law, material shortages, fire, strikes, floods, epidemics, quarantine restrictions, acts of terrorism, delays in transportation or inability to obtain labor, materials or Products through its regular sources, which shall be considered as an event of force majeure excusing Seller from performance and barring remedies for non-performance. In an event of force majeure condition, the Seller’s time for performance shall be extended for a period equal to the time lost as a consequence of the force majeure condition without subjecting Seller to any liability or penalty. Seller may, at its option, cancel the remaining performance, without any liability or penalty, by giving notice of such cancellation to Customer.

9.4Entire Agreement

This Agreement (together with any agreements, policies or terms incorporated by reference) shall constitute the complete, final and exclusive statement of the terms of the Agreement between the parties with respect to the subject matter of this Agreement and the transactions between the parties and shall not be modified or rescinded, except by a writing signed by Seller and Customer. The provisions of this Agreement supersede all prior oral and written quotations, communications, agreements, and understandings of the parties with respect to the subject matter of this Agreement. Products furnished and services rendered by Seller are done so only in accordance with these terms and conditions.

9.5General

The parties are independent contractors.  The Agreement does not establish a joint venture, partnership or agency relationship. As used herein, terms appearing in the singular shall include the plural and terms appearing in the plural shall include the singular. No rights, duties, agreements or obligations hereunder may be assigned or transferred by Customer, by operation of law, merger or otherwise, without the prior written consent of Seller. Any attempted or purported assignment shall be void. Seller's obligations under these terms and conditions may be performed by divisions, subsidiaries or affiliates of Seller. Customer shall continue to be bound to the agreement regardless of Seller’s change of control.  The obligations, rights, terms and conditions hereof shall be binding on the parties hereto and their respective successors and assigns. The waiver of any provision hereof or of any breach or default hereunder shall not be deemed a waiver of any other provision hereof or breach or default hereunder. Any provision hereof which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof in that jurisdiction or affecting the validity or enforceability of such provision in any other jurisdiction.

9.6Recording Notice

Customer is hereby notified that Seller may record Customer’s telephone conversations and use such recordings for purposes including but not limited to staff training, quality control, and monitoring and recording the details of the Orders or Customer requests. Seller reserves the right to report any default or late payment of Customer to trade and credit agencies, or any other organization as the Seller may deem appropriate.

9.7Notices

Any notice under this contract shall be in writing (which may include e-mail) and may be served by leaving it or sending it to the address of the other party, in a manner that ensures receipt of the notice can be proved. E-mail verification tools, including read notifications, may constitute proof of receipt of notice. Seller may provide Customer with notice by email or posting on its website. Notice will be deemed given twenty-four hours after Seller’s email is sent, unless Customer notifies Seller that the email address is invalid. Notice posted on the Seller’s website shall be deemed given ten (10) days following the initial posting.  Seller may obtain confirmation of email receipt from Customer’s internet service provider (“ISP”). If the Customer’s ISP requires Customer’s consent for the foregoing, the Customer shall be deemed to have given this consent. Customer shall provide further proof of this consent at any time on Seller’s request.