(a) These terms and conditions (the Terms) govern the provision of personal shopping, product sourcing, personal gifting and other fashion concierge services (the Services) from Hanna Turiee Hardman trading as THE FIND STUDIO (ABN 52 411 489 378) (The Find Studio) to you, being the entity that submits an Order (as defined in clause 2.(a)).
(b) You agree and acknowledge that by submitting an Order, you warrant that you have read and understood these Terms and you agree to be bound by these Terms from the time when The Find Studio first performs any Services until the time that these Terms are terminated in accordance with clause 11.
(a) You may request that The Find Studio provide the Services to you in respect of specific items (Items) by contacting The Find Studio on Whatsapp (+61 406 729 556), WeChat (thefindstudio), Instagram (@thefindstudio), email (email@example.com) or by other means approved by The Find Studio (an Order).
(b) The Find Studio may accept your Order by notifying you of its acceptance (in any manner) or by commencing the provision of the Services in relation to the Order, at which point:
(i)The Find Studio may advise you of any special conditions that may apply; and
(ii) you become bound by these Terms (and the Order forms part of these Terms).
(c) You acknowledge that The Find Studio is free to perform the Services in respect of the Items to third parties. You agree that you will not engage another entity to perform the same or similar Services in respect of the Items in an Order, except with The Find Studio’s prior written consent.
(d) In the event that you wish to vary the Services or Items in an Order after it has been accepted, then you may request this variation with The Find Studio and you acknowledge that, if your request is accepted, you will be liable to pay The Find Studio for Services it has already provided and expenses already incurred (as advised by The Find Studio) and clause 2(b) will apply.
(e) In the event that The Find Studio provides the Services or Items without a written Order, it may rely on any terms agreed verbally or otherwise.
(a) The Find Studio will provide the Services for an accepted Order, subject to your compliance with these Terms. You agree that The Find Studio may perform the Services in any way it deems necessary or appropriate, including by undertaking any incidental or related services and/or by liaising with or engaging any third parties to perform the Services, in whole or in part.
(b) If you request any additional or varied Services, The Find Studio may vary the Fees, which you agree to be liable for. If, after The Find Studio provides personal gifting recommendation Services, you do not proceed with an Order, you agree that you will be to pay The Find Studio for Services it has already provided and expenses already incurred (as advised by The Find Studio).
(c) You agree that The Find Studio may share or otherwise use images or content relating to the Services, or the Items, on its website, social media, marketing materials or otherwise, as determined by The Find Studio in its discretion. It may also share your personal information and delivery details to Suppliers or other relevant third parties, in order to supply Items to you.
(d) The Find Studio may suspend or cancel the Services in the event that any Fees (as defined in clause 5(a) below) are not paid in accordance with clauses 5 and 6 or if you fail to comply with these Terms.
(a) You may purchase Items, through The Find Studio, from third party retailers, suppliers or manufacturers (collectively, the Suppliers), upon The Find Studio’s confirmation. All Orders are subject to availability and confirmation of the price by Suppliers and you will not approach, engage or otherwise liaise with a Supplier directly, unless with The Find Studio’s prior written confirmation. The Find Studio will not, and is not obliged to, disclose the details of any Suppliers with you.
(b) Once The Find Studio locates an Item, it will endeavour to put it on hold for 24 hours. The Find Studio is unable to purchase an Item on your behalf until it has received full payment of its Invoice for the Item from you and, as such, any delays in payment may result in the Items no longer being available.
(c) If you pay an Invoice in accordance with these Terms, The Find Studio will deliver the Item to you after the requirements in clause 7(a) have been satisfied. If there are multiple Items in an Order, you acknowledge that they might be sent and invoiced separately, depending on availability, and that The Find Studio is not obliged to perform the Services in relation to all of the Items in an Order.
(d) You agree and acknowledge that the Items are manufactured by third parties and supplied by the Suppliers and, as such, The Find Studio provides no warranties or guarantee regarding any Items. The colours, sizes, construction and other aspects of the Items may vary slightly from the images and/or descriptions previously provided to you and you must use your own skill and judgment as to value, quality and suitability of any Services or Items that The Find Studio recommends, provides or makes available to you.
(a) You agree to pay The Find Studio fees for the Services, as set out below or as otherwise advised by The Find Studio (the Fees) and immediately upon issue of an invoice by The Find Studio:
(i) for each Item, a fee of $200 AUD (except in the case of rare Items, where this Fee may be varied by The Find Studio, by notice to you).
(b) You are liable to pay all postage and shipping costs associated with your Items, as well as any duties or other taxes or fees that are imposed on the Items. In respect of any expenses which you are liable to pay under these Terms you must either pay them directly or, if they have been paid by The Find Studio, you must immediately reimburse The Find Studio.
(c) Unless otherwise expressly stated, all amounts payable under Terms are stated exclusive of GST (as defined in A New Tax Policies (Goods and Services Tax) Act 1999 (Cth) (the GST Act)). If GST is payable, you must pay it in addition to the Fees.
(d) All amounts are in Australian dollars, unless otherwise stated by The Find Studio. The Find Studio is entitled to apply, deduct from or set-off any monies it receives from you towards any invoices which remain unpaid, or any other amounts owed by you to it under these Terms, as it deems fit. You agree that the Fees are non-refundable.
(e) The Find Studio accepts payment via credit or debit card using Stripe, bank transfers using TransferWise and any other methods it authorises from time to time. Stripe ensures that your information is kept safe and secure and additional processing fees (1.75% for domestic and 2.9% for international) will apply.
(f) In the event that you are late in paying the Fees, The Find Studio reserves the right to charge default interest, at a rate of ten percent (10%) per annum, calculated daily and charged weekly, on the total of all amounts which you owe to The Find Studio until such amounts are received by it in cleared funds.
(a) Once The Find Studio has located Item(s) in your Order, it will issue you an invoice (the Invoice) which will include the Price for Item(s), the Fees for Item(s), GST, if applicable, and other expenses for the Items, including postage costs and card surcharges.
(b) You must pay the Invoice in full, to be received in cleared funds by The Find Studio by the due date in the Invoice. The Find Studio may detain any Items in unpaid Invoices and is entitled to dispose of them in any manner that it deems fit.
7. Shipping and Delivery
(a) You acknowledge that The Find Studio will not provide you with an Item until after:
(i) it has received full payment of the Invoice for the Item from you, in cleared funds; and
(ii) it has confirmed with the Supplier that the Item is still available and has received the Item from the Supplier (unless The Find Studio directs the Supplier to post the Item directly to you).
(b) The Find Studio uses DHL Express to post Items to you (except in circumstances where The Find Studio has, in its discretion, directed a Supplier to post an Item directly to you). Upon the delivery of the Order to your nominated address, ownership of any Items in the Order pass to you. Your provision of incorrect or incomplete information may result in loss, or delay in the delivery of, your Items and additional handling and postage costs, which you are liable to pay. You may only change your nominated delivery address with The Find Studio’s consent, in which case you agree that you may be liable to pay additional re-direction costs.
(c) Dispatch and delivery times may vary depending on availability or factors outside of The Find Studio’s control, and you release it from any liability relating to the postage or timing or your Order.
(d) In the event that you do not receive any Items within seven (7) days of receiving The Find Studio’s confirmation of postage, please immediately notify The Find Studio via email.
8. Your Obligations
In relation to the Services, you must:
(a) provide The Find Studio with accurate, complete and up-to-date information at all times, including your full name, delivery address, email address and mobile number;
(b) promptly reply to any enquiries, and comply with any requests, from The Find Studio;
(c) comply with all laws (in this respect, you warrant that you are not prohibited from purchasing or using any Items);
(d) interact with The Find Studio and its directors, employees and contractors in a professional and courteous manner; and
(e) pay The Find Studio the Fees, in accordance with clause 5.
(a) If you wish to cancel an Order, you must notify The Find Studio in writing. If The Find Studio has already commenced the Services, you acknowledge that you may be liable to pay The Find Studio fees for Services provided and expenses incurred up to the time of such cancellation (as advised by The Find Studio).
(b) The Find Studio reserves the right to cancel an Order, in whole or in part, at any time, by notice to you. If it cancels an Order, it will refund any amounts it has received from you in relation to cancelled Items (except if the cancellation is as a result of your breach of these Terms, in which case you may be liable to pay The Find Studio fees for Services provided and expenses incurred up to the time of such cancellation (as advised by The Find Studio).
(c) Upon the cancellation of an Order, The Find Studio has no obligation to provide the Services or the Items in the cancelled Order.
10. Returns and Refunds
(a) You agree that The Find Studio does not accept returns or exchanges. Please ensure that you follow the care instructions for Items and otherwise handle them carefully (particularly delicate Items), as most suppliers will not accept returns if you have damaged, not cared for, worn or otherwise used the Item, or if you change your mind.
(b) In the event that you believe that there is a manufacturing defect in, or issue with, an Item that you wish to return, you must immediately (within one (1) day) notify The Find Studio in writing and advise The Find Studio of the full details of any alleged defects or flaws, including by providing photographs and other requested proof.
(c) If The Find Studio determines that you may be entitled to return the Item, it will assist you where reasonably practicable and provide you with instructions, which you must follow and in respect of which you agree to pay all costs (including return postage and handling costs). Notwithstanding this, The Find Studio makes no guarantees that the Supplier will accept a return of the Item. Please note that all Fees, postage costs and card surcharges are non-refundable in the event of a return, exchange or refund.
In the event that you breach any of your obligations contained in these Terms, The Find Studio notifies you of this breach and you fail to rectify the breach within a reasonable time, The Find Studio may terminate these Terms and/or an Order with immediate effect, upon which termination:
(a) The Find Studio may cease work on all Orders; and
(b) you will be liable to pay The Find Studio for all fees and expenses for Services performed up to the time of termination, as advised by The Find Studio, which will become immediately due and payable.
12. Intellectual Property
(a) The Find Studio owns all of the intellectual property rights related to or arising out of its business and the Services, including but not limited to any trademarks, databases, contacts, copyright, patents, know how, trade secrets, names of domains, moral rights, designs, inventions, confidential material, irrespective of whether these items or rights are registered, or capable of registration, which arise by operation of contract, legislation, common law or equity (the Intellectual Property).
(b) Nothing in these Terms is intended to be construed as granting you any goodwill or ownership rights in the Intellectual Property, which is the exclusive property of The Find Studio and its Related Entities or Associates (as defined in the Corporations Act 2001 (Cth)).
(a) Notwithstanding anything to the contrary, The Find Studio hereby disclaims, and is released from, all liability and claims relating to the Services and Items, including any defects or flaws in the Items, any delays in supplying the Services or Items, any damage to the Items outside of the control of The Find Studio (including during postage) and/or relating to your use of the Items.
(b) To the fullest extent permitted by law, The Find Studio excludes all warranties, guarantees or conditions, whether statutory, express, implied, collateral or otherwise, relating to the Services and the Items. In the event that The Find Studio is satisfied that any loss or damage is justified as its fault, its liability shall be limited to the value of the relevant Order. In no circumstances shall The Find Studio or its Related Entities or Associates be liable to you, or anyone claiming under or through you, for consequential or punitive losses or damages, howsoever caused, arising in relation to these Terms, the Services or the Items.
(c) You hereby release and indemnify The Find Studio (and its Related Entities and Associates), and keep The Find Studio released and indemnified, from and against all claims, demands, losses, damages, proceedings, compensation, costs, charges, expenses and liabilities relating to any breach of these Terms, or the warranties in these Terms, by you or your representatives or agents.
(a) You agree and acknowledge that The Find Studio may, in its absolute discretion and without notice to you, undertake an assignment, novation, merger or acquisition to or with a third party in relation to all or any of its rights, interests, obligations and/or liabilities in these Terms.
(b) You must not undertake an assignment, novation, merger or acquisition to or with a third party in relation to all or any of your rights, interests, obligations and/or liabilities in these Terms without The Find Studio’s prior written consent.
(a) Any notice to be given to any of Party will be served by post, hand or email (to the email address usually used by each Party in the course of communicating with the other party).
(b) Unless otherwise specified in the Agreement, all notices, Orders, demands, and other communications (other than routine operational or billing communications) required or permitted hereunder shall be in writing and shall be deemed to have been received by a Party:
(i) when actually received in the case of hand delivery against a signed receipt;
(ii) two (2) business days after being given to a reputable overnight courier with a reliable system for tracking delivery;
(iii) upon receipt, when mailed by Australia Post, registered or certified mail, return receipt requested, postage prepaid; or
(iv) one (1) business day after transmission by electronic mail.
(a) The essential terms of these Terms are contained in clauses 5, 6(b), 8 and 12.
(b) The expiration or termination of these Terms does not operate to terminate or extinguish any of the continuing obligations under these Terms, including under clauses 4 5(b), 5(f), 11, 12, 13 and 17(d) and those obligations remain in full force and effect and are binding upon the Parties.
17. General Provisions
(a) These Terms represents the entire agreement between the Parties and supersede all other agreements, arrangements and representations made between the Parties relating to the same subject matter. These Terms shall prevail in the event of, and to the extent of, any inconsistency between them and an applicable Order or any other statement by The Find Studio, unless otherwise expressly stated by The Find Studio.
(b) An amendment or variation to these Terms must be agreed in writing (including email) by the Parties.
(c) These Terms create the relationship of a contractor and not one of an employee, partner or legal representative.
(d) In the event that the Parties are in disagreement as to the interpretation or application of a provision of these Terms, you hereby agree and acknowledge that The Find Studio’s interpretation shall apply.
(e) Any failure, delay or partial exercise of The Find Studio’s rights under these Terms does not constitute a waiver of that right, unless the waiver is expressly waived in writing and signed by The Find Studio.
(f) These Terms are governed by the law in force in New South Wales. Each Party submits to the non-exclusive jurisdiction of the courts of New South Wales.
(g) The Find Studio shall not be in default of these Terms due to any failure or delay in the performance of any obligations if that failure or delay is due to any cause which is beyond its reasonable control and furthermore is not due to that its fault or negligence, which causes shall include, without limitation: storms, floods, other acts of nature, fires, explosions, epidemics, pandemics, riots, war or civil disturbance, strikes or other labour unrests, embargoes and other governmental actions or regulations that would prohibit The Find Studio from performing any aspects of the obligations set out in these Terms.
(h) Time is of the essence in these Terms unless it is agreed to otherwise by the Parties.
(i) The rights, powers, authorities, discretions and remedies under these Terms are cumulative and do not exclude any other right, power, authority, discretion or remedy.
(j) If any part of these Terms is invalid, illegal, unlawful or otherwise incapable of enforcement then that part will be deemed severed from these Terms and all remaining parts of these Terms will remain in full force.
In these Terms, unless otherwise specified:
(a) a reference to the singular includes the plural and vice versa;
(b) a reference to a person includes a natural person, a company or other entities recognised by law;
(c) a reference to any of the Parties by their defined terms includes that Party’s executors, administrators or permitted assigns or, being a company, its successors or permitted assigns;
(d) a reference to any legislation, statute, ordinance code or other law includes regulations and other instructions under it and consolidations, modifications, amendments, re-enactments or replacements of it;
(e) a reference to any governmental or other body includes any statutory body which replaces, succeeds to the relevant power and functions of, or which serves substantially the same purposes or objects as such body;
(f) a reference to a time is to that time in Sydney, Australia;
(g) a reference to writing includes electronic communication;
(h) an obligation, representation or warranty on the part of two or more persons binds them jointly and severally;
(i) an obligation, representation or warranty in favour of two or more persons is to be construed for the benefit of them jointly and severally;
(j) use of the word ‘including’ or any similar expressions are not words of limitation;
(k) any reference to you in these Terms includes your representatives, agents, directors, employees and contractors, where the context permits (as determined by The Find Studio);
(l) any reference to The Find Studio’s consent, satisfaction or discretion may be withheld or exercised in its absolute discretion;
(m) if the time for something to be done or to happen is the 29th, 30th or 31st day of a month, and that day does not exist, the time is instead the next day; and
(n) if the time for something to be done or to happen is a day that is not a business day, the time is extended to the next business day.