Terms & conditions.

TERMS AND CONDITIONS

Penelope’s Flowers

Terms and Conditions

(Retail Orders

–

Perishable Goods)

Published by:

Penflo Retail Limited (Company No. 16604769) trading as Penelope’s Flowers

Registered Address: 82a James Carter Road, Mildenhall, IP28 7DE

Website: www.penelopesflowers.co.uk

Email: info@penelopesflowers.co.uk

Legal Eﬀect of These Terms

1. These Terms and Conditions (“Terms”) apply to all orders for flowers, bouquets, accessories,

and related goods placed with Penflo Retail Limited trading as Penelope’s Flowers (“we”, “us”,

“our”).

2. By placing an order through our website, by telephone, WhatsApp, Instagram, or in person, you

(“you”, “the customer”, “the purchaser”) agree to be bound by these Terms.

3. These Terms form the entire agreement between you and us. No verbal statement, social media

message, or prior communication shall create any additional contractual right or obligation

beyond what is set out here.

4. If you place an order online, you will be required to tick a box confirming acceptance of these

Terms before payment is completed. If you place an order by bank transfer, you will be sent a

copy of these Terms by email immediately after payment. If you do not agree to them, you must

notify us by email within 24 hours of receipt of that email to cancel and receive a full refund. After

that period, your order will be binding and non-refundable.

5. These Terms are written in accordance with and governed by the laws of England and Wales.

All disputes shall be subject exclusively to the jurisdiction of the courts of England and Wales,

with Cambridge County Court being the most appropriate venue for resolution.

6. If any provision of these Terms is found to be unlawful or unenforceable, the remainder shall

continue in full force and eﬀect.

7. These Terms are presented in the English language only. All communications, disputes, and

proceedings shall be conducted in English.

Definitions and Interpretation

1.1 In these Terms, unless the context otherwise requires:

(a) “Company”, “we”, “us”, “our” means Penflo Retail Limited (Company No. 16604769) trading

as Penelope’s Flowers, whose registered oﬃce is at 82a James Carter Road, Mildenhall, IP28

7DE.

(b) “Customer”, “you”, “your” means the person or entity placing an Order with us, whether as

purchaser, recipient, or on behalf of a third party.Page of 2 13

by telephone, by WhatsApp, by Instagram, or by any other channel accepted by us, and

confirmed by us in accordance with these Terms.

(d) “Goods” means all flowers, bouquets, arrangements, accessories, packaging, and related

items supplied by us.

(e) “Perishable Goods” means all fresh flowers, foliage, and any other natural items which are

subject to decay, wilting, or deterioration, and which are therefore exempt from cancellation rights

under the Consumer Contracts Regulations 2013.

(f) “Delivery” means the completion of the courier’s delivery process at the delivery address

supplied in the Order. Delivery is evidenced conclusively by the courier’s records, including but

not limited to electronic tracking data, signature, time-stamp, GPS scan, or delivery card

notification. For the avoidance of doubt:

(i) Delivery is deemed complete once signed for at the delivery address, regardless of who signs;

(ii) Delivery is also deemed complete when the courier makes a bona fide attempt to deliver and

records such attempt in their system, even if the recipient does not collect the Goods;

(iii) We do not authorise “safe place” deliveries or delivery to neighbours; and

(iv) Once Delivery is complete, all risk in the Goods passes to you.

(g) “Complaint” means a communication which strictly meets all evidential requirements set out

in Clause 5, including:

(i) sent to info@penelopesflowers.co.uk only;

(ii) submitted within two (2) hours of the recorded Delivery time;

(iii) accompanied by a continuous, unedited video showing the entire bouquet and its

surroundings and showing that the Care Instructions were followed in full;

(iv) supported by time-stamped photographs evidencing the alleged defect; and

(v) supported by proof of identity or authority to act where requested.

Any communication not meeting all of these requirements shall not constitute a Complaint for the

purposes of these Terms.

(h) “Care Instructions” or “Care Card” means the written instructions enclosed with every

bouquet, including without limitation the requirements to cut stems, refresh water, and protect

from environmental conditions. Failure to follow the Care Instructions in full automatically

voids any right to raise a Complaint, seek a refund, replacement, or Credit Note.

(i) “Business Day” means any day excluding Saturday, Sunday, and bank holidays in England.

(j) “Force Majeure Event” means any event beyond our reasonable control, including but not

limited to acts of God, weather conditions, strikes, labour disputes, road closures, transport

disruption, epidemic or pandemic, or courier failure.

(k) “Credit Note” means a non-refundable voucher issued by us in lieu of a refund, valid for

twelve (12) months from the date of issue, and redeemable only against future purchases of

Goods.

(l) “Abusive Behaviour” means any communication or conduct which is threatening, hostile,

defamatory, oﬀensive, disrespectful, or unreasonable, as determined in our sole discretion.

Abusive Behaviour includes but is not limited to harassment (repeated or excessive calls, emails,

or messages), swearing, insults, threats, hostility, or defamatory remarks. Abusive Behaviour

results in immediate forfeiture of all rights to refunds, replacements, or Credit Notes.

(m) “Chargeback” means any reversal, retrieval, or dispute of a card or electronic payment

initiated by the Customer without first following the Complaints procedure in Clause 5. Any

unjustified Chargeback shall constitute non-payment for the purposes of these Terms and may be

referred to debt recovery.Page of 3 13

(n) “Evidence Records” means all order, payment, and delivery data generated during the

transaction, including IP addresses, device identifiers, time-stamped checkout logs, courier

scans, signatures, and related metadata, which the Customer agrees may be relied upon as

conclusive evidence of contract formation, payment, and Delivery.

(o) “Entire Agreement” means these Terms together with your Order confirmation, which

constitute the full and complete agreement between us and you, excluding all prior

representations or communications.

1.2 Headings are for convenience only and do not aﬀect interpretation.

1.3 Words in the singular include the plural and vice versa.

1.4 References to legislation include any amendments, re-enactments, or replacements of that

legislation.

1.5 Where these Terms impose an obligation on the Customer to notify us, such notification must

be in writing to info@penelopesflowers.co.uk and is not eﬀective until actually received by us.

Orders and Formation of Contract

2.1 All Orders are subject to acceptance by us. An Order is binding on you once payment is made

in full. We reserve the right, at our sole discretion, to cancel any Order prior to Dispatch for

reasons including but not limited to unavailability of Goods, closure of our business, fraud

prevention, failed security or identity checks, or events beyond our reasonable control. Where we

cancel an Order, our sole liability shall be to refund the sums paid.

2.2 An Order shall be deemed accepted by us and a contract formed only when we send you an

Order confirmation email, or in the case of Orders placed by bank transfer, when payment is

received and we send you these Terms by email.

2.3 If you place an Order online, you will be required to tick a box confirming your acceptance of

these Terms before payment can be completed. If you place an Order by bank transfer, you will be

sent these Terms immediately after payment. If you do not agree, you must notify us by email

within twenty-four (24) hours of receipt of that email to cancel and receive a full refund. After this

period, the Order shall be binding and non-refundable.

2.4 It is your responsibility to provide complete and accurate information when placing an Order,

including the recipient’s name, delivery address, contact details, and any message card text. We

shall not be liable for late or failed Delivery arising from incorrect or incomplete details supplied by

you.

2.5 Orders may be amended only by written request sent to info@penelopesflowers.co.uk and

must be received at least twenty-four (24) hours prior to 9:00am on the day before Dispatch. Any

amendment not made in accordance with this clause shall not be eﬀective, and the original Order

shall stand and be chargeable in full.

2.6 We reserve the right to reject any amendment request which we consider unreasonable,

impractical, or inconsistent with the original Order.

2.7 Where specific flowers or accessories are unavailable, we reserve the right to substitute with

similar items of equal or greater value, without notice. Such substitution shall not constitute a

breach of contract.

2.8 You may not resell or otherwise commercially exploit the Goods without our prior written

consent.

2.9 All Orders are personal to the Customer. Payments made are non-transferable to other

persons or Orders, unless we agree otherwise in writing.Page of 4 13

2.10 Any abusive, threatening, or unreasonable communication from a Customer at any stage of

the Order process shall entitle us to cancel the Order immediately. In such circumstances, the

Customer shall forfeit all rights to refunds, replacements, or Credit Notes.

2.11 Minimum Age. You must be at least 18 years old to place an Order. By placing an Order,

you confirm you are legally capable of entering into binding contracts.

2.12 Message Content. We may refuse to print or deliver any message card text which we

consider illegal, oﬀensive, abusive, or otherwise inappropriate. We may cancel any associated

Order in such circumstances, with our liability limited to refunding the sums paid.

Payment and Pricing

3.1 All prices for Goods are shown in pounds sterling (GBP) and are inclusive of VAT where

applicable. Delivery charges are shown separately at checkout unless otherwise stated.

3.2 The price payable for an Order shall be the price confirmed at the time the Order is placed.

Prices are fixed once the Order is accepted.

3.3 We reserve the right to correct any error or omission in pricing at any time. If an Order has

been placed at an incorrect price, we may cancel the Order and refund all sums paid.

3.4 Full payment is required at the time of placing the Order. We do not begin preparation or

Dispatch of any bouquet until cleared payment has been received in full.

3.5 We accept payment by Stripe, bank transfer, Klarna, and such other payment methods as may

be available on our website at the time of Order. We reserve the right to add or remove payment

methods at any time without notice.

3.5A Security checks. To protect against fraud, we may conduct verification checks, including

address verification, CVV, 3-D Secure/SCA, IP/device checks, and request proof of identity or

authority to use the payment method. We may refuse, cancel, or delay any Order pending

satisfactory completion of such checks. Where an Order is cancelled for security reasons, we will

refund all sums paid.

3.5B Third-party finance providers. Where you pay via Klarna or any other finance provider, their

separate terms apply to your finance agreement. We are not responsible for their credit checks,

decisions, or timelines. A finance provider’s refusal or reversal does not extinguish your liability for

the Order where Goods have been dispatched.

3.6 All payments must be made in GBP. We shall not be liable for any bank charges, currency

conversion costs, or delays imposed by your payment provider.

3.7 Where payment is attempted but fails, or is later reversed or disputed, the Order shall be

cancelled automatically. If Goods have already been supplied, we reserve the right to recover the

outstanding sums together with all reasonable recovery costs and interest as provided under the

Late Payment of Commercial Debts (Interest) Act 1998, being 8% above the Bank of England

base rate.

3.8 You must not attempt to charge back or reverse any payment except where you are legally

entitled to do so.

3.8A Chargebacks and dispute resolution. You agree not to initiate a Chargeback or payment

dispute unless you have first followed the Complaints procedure in Clause 5 in full and allowed us

up to fourteen (14) working days to investigate and respond. You authorise us to share relevant

order, delivery, and communications data with our payment processor, banks, law enforcement,

and debt recovery partners for the purposes of preventing fraud and resolving disputes. Where a

Chargeback is raised without following Clause 5, or where a Chargeback is rejected by the cardPage of 5 13

scheme or payment processor, you shall reimburse us for: (a) the chargeback fee applied to us by

our processor; and (b) a reasonable administration fee of £35 to cover dispute-handling costs and

evidence preparation. Nothing in this clause limits your statutory rights where a Chargeback is

lawfully due.

3.9 Promotional discounts, oﬀers, and voucher codes are applied at our discretion. They may not

be combined unless expressly stated and may be withdrawn at any time without notice.

3.10 Gift vouchers and Credit Notes are strictly non-refundable. Each voucher carries an expiry

date which is printed on the voucher, after which it cannot be used. Expiry dates are strictly

enforced. Vouchers are non-transferable and may not be redeemed for cash.

3.11 All payments are non-transferable to other Orders or persons unless we agree otherwise in

writing.

3.12 Any “free gift” or bundled promotion is conditional on retention of the main Order. If the

Order is refunded, any free gift must also be returned or its value deducted from the refund.

3.13 We reserve the right to suspend or cancel future Orders where a Customer has failed to pay

any sums due under a previous Order.

Delivery

4.1 We deliver all retail Orders using Royal Mail Special Delivery (before 1pm) unless otherwise

agreed in writing. We reserve the right to substitute an alternative carrier without notice where

operationally required.

4.2 Delivery is deemed complete either:

(a) when the Goods are signed for at the delivery address supplied in the Order, regardless of who

signs; or

(b) when Royal Mail (or other appointed courier) makes a bona fide attempt to deliver the Goods

at that address and records such attempt in their system, including by way of electronic tracking,

GPS scan, signature, or delivery card notification.

In either case, Delivery shall constitute full and proper performance of our obligations, and all risk

in the Goods shall pass to you at that point.

4.3 We do not authorise delivery to “safe places” or to neighbours. If the recipient is not available,

Royal Mail will leave a delivery card. It is your responsibility to arrange redelivery or collection

directly with Royal Mail.

4.3A As flowers are Perishable Goods, it is your responsibility to ensure that the recipient is

available to accept Delivery at the agreed time. We are not responsible where Delivery is

attempted but cannot be completed due to the recipient being unavailable. In such

circumstances, Royal Mail may hold the Goods at their delivery depot pending collection. We

accept no liability for any deterioration, wilting, or damage to the Goods arising while they are

awaiting collection. By placing an Order, you acknowledge and accept this risk.

4.4 Once Delivery is complete, all risk in the Goods passes to you. We shall not be liable for

deterioration, damage, or loss occurring after Delivery, including without limitation failure to follow

the Care Instructions, unsuitable storage conditions, or handling by any person other than us.

4.5 You must inspect the Goods immediately upon Delivery. Any Complaint as to quality, damage,

or condition must be raised strictly within two (2) hours of the recorded Delivery time and in

accordance with Clause 5 (Complaints and Refunds). After this period, the Goods shall be

deemed accepted in satisfactory condition.

4.6 Orders for next-day delivery must be placed by 6:00pm two days prior to the intended delivery

date. For example, an Order for delivery on the 10th must be placed no later than 6:00pm on the

8th.Page of 6 13

4.7 Deliveries are available Tuesday to Saturday only. No deliveries are made on Sundays or

Mondays. Saturday delivery is available at an additional charge as shown at checkout.

4.8 Deliveries to hospitals, hotels, schools, and other large institutions are made entirely at your

risk. In such cases, Delivery will be deemed complete once the Goods have been delivered to and

signed for at the reception, mailroom, or equivalent.

4.9 Delivery times are guaranteed by Royal Mail. Where Delivery is made later than 1pm, you shall

be entitled only to a refund of the delivery charge, which we will claim from Royal Mail on your

behalf. We shall have no further liability for delay, loss of occasion, emotional distress, or any

consequential damages.

4.10 Where an Order is undeliverable due to Customer error, including incorrect address details,

refusal of Delivery, or failure to collect from Royal Mail within the prescribed period, the Order will

be deemed fulfilled and no refund shall be due. A redelivery charge may apply if we agree to

resend.

4.11 We shall not be liable for delay or failure in Delivery caused by a Force Majeure Event. In

such cases, we will attempt redelivery on the next available Business Day. If redelivery is not

possible, we may issue a Credit Note in lieu of refund.

4.12 As flowers are Perishable Goods, no right of return applies under the Consumer Contracts

Regulations 2013 once Delivery has been completed.

4.13 To the fullest extent permitted by law, we exclude liability after Delivery for issues inherent to

natural products and the recipient’s environment, including without limitation:

(a) wilting, decay, or deterioration arising from exposure to heat, cold, sunlight, draughts, or other

environmental conditions;

(b) failure to follow the Care Instructions;

(d) diﬀerences in size, shape, or colour compared with website images or descriptions;

(e) minor imperfections, blemishes, or natural markings in petals or foliage;

(f) failure of buds to open, or early or late blooming;

(g) loss or damage arising from handling by the recipient after Delivery;

(h) staining or damage to surfaces caused by water or plant material;

(i) allergic reactions or adverse eﬀects in recipients, pets, or third parties;

(j) loss of occasion, emotional distress, or any indirect or consequential loss;

(k) wilting or damage occurring while Goods are held by Royal Mail or any courier awaiting

collection;

(l) natural variation and minor imperfections in colour, size, shape, petal edges, or stem condition

which are characteristic of fresh flowers and do not aﬀect overall quality.

4.14 Flowers may arrive with natural protective “guard petals” still attached. This is intentional and

protects the inner bloom during transit. Guard petals may be removed by the recipient if desired

and do not constitute damage or defect. Some flowers, particularly hydrangeas, may appear

slightly dehydrated due to time spent in protective packaging. This is normal and remediable.

Hydrangeas should be lightly misted with clean water on their petals, taking care not to wet other

flowers in the bouquet. Other flowers must not be sprayed directly, as doing so may cause mould

or damage.

Complaints and Refunds

5.1 All Goods are Perishable Goods within the meaning of the Consumer Contracts (Information,

Cancellation and Additional Charges) Regulations 2013 and are therefore exempt from the

statutory right of cancellation. No right of return applies once Delivery has been completed.

5.2 You must inspect the Goods immediately upon Delivery. Any Complaint as to quality, damage,

or condition must be raised strictly within two (2) hours of the recorded Delivery time. After thisPage of 7 13

period, the Goods shall be deemed accepted in satisfactory condition and no refund,

replacement, or Credit Note will be due.

5.3 For a Complaint to be valid, you must:

(a) notify us in writing by email to info@penelopesflowers.co.uk only. Messages sent by

telephone, WhatsApp, social media, or any other channel are not accepted and will be

disregarded;

(b) provide a single continuous, unedited video clearly showing the entire bouquet and its

surroundings, with the alleged defect visible, and showing that the Care Instructions were

followed in full (including cutting stems, placing in fresh water, and any other steps on the care

card);

(d) include the order number and the recorded delivery time in the email subject line; and

(e) where requested by us, provide reasonable proof of identity and/or authority to act in relation

to the Order (for example, a redacted bank transaction confirming payment, or a utility bill

showing your name and address).

5.3A If the Care Instructions are not followed in full and evidenced in both the video and the

photographs, you lose the right to raise a Complaint, and no refund, replacement, or Credit Note

will be due.

5.3B We will acknowledge and respond to valid Complaints within forty-eight (48) hours of

receipt. If you send further messages or repeated communications before that time has elapsed,

the response period resets from the most recent message. Repeated calls, messages, or

excessive contact may be treated as harassment. Where we consider behaviour to be harassing,

we may close the Complaint without further investigation.

5.3C No member of our team deserves or is required to tolerate abusive, disrespectful, or

oﬀensive conduct. Any communication that includes swearing, insults, threats, hostility, or

defamatory remarks will result in the Complaint being immediately rejected and all rights to

refunds, replacements, or Credit Notes forfeited.

5.3D Only the first Complaint submitted in accordance with Clause 5.3 will be assessed. Further

messages or attempts to raise the same Complaint via other channels (including telephone,

WhatsApp, Instagram, or repeated emails) will be disregarded. Excessive or repeated contact may

be treated as harassment. Where we consider behaviour to be harassing, we may close the

Complaint without further investigation, and all rights to refunds, replacements, or Credit Notes

will be forfeited.

5.4 Any communication not meeting the requirements of clause 5.3 shall not constitute a valid

Complaint.

5.5 We shall not accept liability for any deterioration, damage, or defect arising from:

(a) failure to follow the Care Instructions;

(b) unsuitable storage conditions after Delivery, including without limitation exposure to heat, cold,

sunlight, or draughts;

(d) minor blemishes, imperfections, or natural markings in petals or foliage;

(e) premature or delayed blooming;

(f) failure of buds to open;

(g) wilting or damage occurring while Goods are held by Royal Mail awaiting collection; or

(h) any handling of the Goods after Delivery.

5.6 Where a Complaint is accepted, our sole obligation shall be, at our discretion, either to:

(a) provide a replacement bouquet of equal or greater value; or

(b) issue a Credit Note for the value of the bouquet.Page o

5.7 Refunds, where expressly agreed, will be limited strictly to the price paid for the bouquet and

the delivery charge. Under no circumstances shall we be liable for consequential loss, indirect

damages, loss of occasion, or emotional distress.

5.8 We do not accept returns of flowers or other Perishable Goods under any circumstances.

5.9 Refunds, where approved, will be processed to the original payment method only and may

take up to fourteen (14) working days to appear in your account. Once processed, refund

methods are final.

5.10 Credit Notes are non-refundable, non-transferable, and valid for twelve (12) months from the

date of issue.

5.11 Any abusive, threatening, defamatory, or unreasonable communication from you shall result

in the immediate forfeiture of all rights to refunds, replacements, or Credit Notes. We reserve the

right to cease communication in such cases.

5.12 The burden of proof in establishing any defect or deficiency in the Goods rests with you.

Customer Obligations and Responsibilities

6.1 You are responsible for providing complete and accurate information when placing an Order,

including the recipient’s name, delivery address, contact details, and any personalised message

text. We shall not be liable for late, failed, or misdirected Delivery arising from errors or omissions

in the information you provide.

6.2 You must ensure that the recipient is available to accept Delivery at the agreed time. Where

Delivery is attempted but cannot be completed because the recipient is unavailable, the Order will

be deemed fulfilled and no refund shall be due.

6.3 You are responsible for checking that your Order confirmation has been received. If you do not

receive confirmation within twenty-four (24) hours of placing an Order, it is your responsibility to

6.4 You are responsible for inspecting the Goods immediately upon Delivery and for raising any

Complaint strictly in accordance with Clause 5. Failure to do so will result in the Goods being

deemed accepted in satisfactory condition.

6.5 You must follow the Care Instructions provided with the bouquet. Failure to follow the Care

Instructions in full voids all rights to Complaint, refund, replacement, or Credit Note.

6.6 You are responsible for ensuring that the Goods are suitable for the recipient. We accept no

liability for allergic reactions, incompatibility with pets, or any other adverse eﬀects.

6.7 You must ensure that Goods are handled responsibly after Delivery. We shall not be liable for

staining, water damage, or any other damage caused by the placement or care of the Goods in

your home or premises.

6.8 You must not use the Goods for resale or unauthorised commercial purposes without our prior

written consent.

6.9 You must not engage in Abusive Behaviour. Abusive Behaviour includes, but is not limited to:

(a) harassment through repeated or excessive calls, emails, or messages;

(b) disrespectful, oﬀensive, or hostile communications;

6.9A We will ordinarily issue one written warning requiring abusive or harassing conduct to cease

immediately. If such behaviour continues, or is serious in our reasonable opinion, all rights toPage of 9 13

refunds, replacements, or Credit Notes will be forfeited and we may cease communication. In

cases of serious abuse or threats, we may implement this forfeiture without warning.

6.10 Any attempt to provide false information, misrepresent facts, or submit staged or

manipulated evidence in support of a Complaint constitutes a breach of these Terms and will

result in immediate forfeiture of all rights under them.

6.11 By placing an Order, you acknowledge and accept that Goods are Perishable Goods and

that natural variation, limited longevity, dehydration during transit, guard petals, and deterioration

over time are inherent characteristics of fresh flowers and do not constitute defects.

Limitation of Liability

7.1 Nothing in these Terms excludes or limits our liability for death or personal injury caused by

our negligence, for fraud or fraudulent misrepresentation, or for any other matter which cannot

lawfully be excluded or limited.

7.2 Subject to clause 7.1, our total liability to you, whether in contract, tort (including negligence),

breach of statutory duty, or otherwise, shall in all circumstances be limited to the total price paid

by you for the Goods and the delivery charge in respect of the Order giving rise to the claim.

7.3 We shall not be liable for any loss, damage, cost, or expense which:

(a) is not a direct and foreseeable result of our breach of these Terms;

(b) arises from your failure to provide accurate or complete information;

(d) arises from your failure to follow the Care Instructions; or

(e) arises from any act or omission of Royal Mail or any third-party courier.

7.4 We shall not be liable under any circumstances for:

(a) loss of enjoyment, emotional distress, or disappointment;

(b) loss of occasion, including without limitation birthdays, anniversaries, weddings, or funerals;

(d) indirect or consequential loss of any kind, including without limitation:

(i) the cost of purchasing a replacement gift from another supplier;

(ii) travel or courier expenses incurred to obtain a replacement;

(iii) venue, catering, or event costs;

(iv) professional fees or other third-party charges connected with the event.

7.5 We shall not be liable for deterioration, wilting, or damage to Goods arising after Delivery has

been completed in accordance with clause 4.2.

7.6 Except as expressly provided in these Terms, all warranties, conditions, and other terms

implied by statute or common law are excluded to the fullest extent permitted by law.

Intellectual Property and Use of Materials

8.1 All intellectual property rights in our website, branding, logos, photographs, text, designs,

packaging, promotional materials, and bouquet concepts are owned by or licensed to us. You

may not copy, reproduce, publish, distribute, adapt, alter, or otherwise use any such material

without our prior written consent.

8.2 All images of bouquets and arrangements on our website and promotional material are

representative only. Actual Goods may vary due to seasonal availability, natural variation, or

substitution. Such variation shall not constitute a defect or breach of contract.

8.3 You may not use our name, logo, branding, or images in any manner that suggests

endorsement, aﬃliation, or association without our prior written consent. You may not use ourPage of

10 13

intellectual property or photographs for resale, advertising, promotional purposes, or in

connection with any competing business.

Public Statements and Reputational Harm

8.4 You must not publish, post, threaten to post, or otherwise communicate any statement

concerning us, our staﬀ, or our Goods that is false, misleading, defamatory, oﬀensive, or

otherwise likely to cause damage to our reputation. This includes but is not limited to online

reviews, social media posts, blogs, videos, or private/public forums.

8.5 Any attempt to threaten us with reputational damage (for example, by stating “I will post this

all over social media unless you refund me” or similar) shall be treated as Abusive Behaviour

under Clause 6.9. In such cases, you immediately forfeit all rights to refunds, replacements, or

Credit Notes, and your Complaint will be closed without further investigation.

8.6 If you proceed to publish or post any false, misleading, defamatory, or otherwise damaging

content concerning us, our staﬀ, or our Goods, we will treat this as a breach of contract and an

actionable wrong under the laws of England and Wales.

8.7 In the event of such publication, we will first issue a Letter of Intent requiring the removal of

the content and a written apology. If you fail to comply, we may issue a second Letter of Intent,

which will incur an administrative charge of £25 for our time and costs. This charge must be paid

in full within seven (7) days.

8.8 If the second Letter of Intent is ignored, or the £25 charge is not paid, we reserve the right to

instruct solicitors or debt recovery agents. You agree to be liable for all costs, fees, and expenses

incurred by us in connection with such enforcement, including without limitation legal fees, debt

collection costs, and court fees.

8.9 By placing an Order with us, you expressly agree that:

(a) you will not attempt to use threats of reputational harm to obtain refunds, replacements, or

other outcomes outside these Terms;

(b) if you publish content in breach of this clause, you will cooperate fully in removing it and

providing a written apology upon request; and

damages which may arise if you fail to comply.

8.10 We reserve the right to refuse service to any Customer who, in our reasonable opinion,

misuses our intellectual property, breaches this clause, or engages in conduct which damages or

risks damaging our reputation.

Data Protection and Privacy

9.1 We will collect, store, and process your personal data in accordance with applicable data

protection laws, including the UK General Data Protection Regulation (UK GDPR) and the Data

Protection Act 2018.

9.2 The personal data we collect may include your name, contact details, delivery address,

payment information, order history, and any other information you provide when placing an Order

or submitting a Complaint.

9.3 We will use your personal data only for the following purposes:

(a) processing and fulfilling your Order;

(b) delivering the Goods;

(d) communicating with you about your Order;

(e) internal record-keeping and fraud prevention; and

(f) internal marketing, including notifying you of oﬀers and promotions (unless you opt out).Page of

11 13

9.4 We may share your personal data with trusted third parties where strictly necessary for the

performance of our contract with you. These may include couriers, payment processors, IT

providers, and email service providers.

9.5 Where you fail to make payment, reverse or dispute a payment, or otherwise default under

these Terms, you expressly consent to us sharing your personal data with:

(a) our in-house recovery department (Smart Contract Enforcement);

(b) external debt recovery agencies; and

You also agree that any reasonable costs, charges, and legal fees incurred in such recovery will

be added to the outstanding balance and will be payable by you in full.

9.6 We will not sell, rent, or disclose your personal data to any third party for their own marketing

purposes.

9.7 We take appropriate technical and organisational measures to protect your personal data

against unauthorised or unlawful processing, accidental loss, destruction, or damage.

9.8 Full details of how we collect, use, and protect your personal data are set out in our Privacy

Policy, available on our website at www.penelopesflowers.co.uk.

Force Majeure

10.1 We shall not be liable for any failure or delay in performing our obligations under these Terms

where such failure or delay is caused by a Force Majeure Event.

10.2 A “Force Majeure Event” means any event beyond our reasonable control, including but not

limited to: acts of God, adverse weather conditions, floods, fire, explosion, accident, epidemic or

pandemic, strikes, labour disputes, road closures, transport delays, courier failure, IT system

failure, power failure, civil unrest, terrorism, or governmental restrictions.

10.3 Where a Force Majeure Event prevents or delays Delivery, we will attempt redelivery on the

next available Business Day.

10.4 If redelivery is not possible, we may issue a Credit Note equal to the price paid for the Goods

and the delivery charge. Such Credit Note shall be non-refundable, non-transferable, and valid for

twelve (12) months from the date of issue.

10.5 Except as expressly provided in this clause, we shall have no liability for any losses,

damages, costs, or expenses arising from a Force Majeure Event, including without limitation loss

of occasion, emotional distress, or consequential loss.

10.6 A Force Majeure Event does not entitle you to cancel your Order or claim a refund. Our

obligations are suspended for the duration of the Force Majeure Event, and performance will

resume as soon as reasonably possible thereafter.

Governing Law and Jurisdiction

11.1 These Terms and any dispute or claim (including non-contractual disputes or claims) arising

out of or in connection with them, their subject matter, or their formation shall be governed by and

construed in accordance with the laws of England and Wales.

11.2 The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or

claim (including non-contractual disputes or claims) arising out of or in connection with these

Terms.Page of

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11.3 Subject to the overriding discretion of the court, the most appropriate venue for any such

proceedings shall be Cambridge County Court, and you agree to submit to that venue where

possible.

11.4 All proceedings, correspondence, and communications relating to disputes shall be

conducted in the English language only.

General Provisions

12.1 Entire Agreement

These Terms together with your Order confirmation constitute the entire agreement between you

and us and supersede all prior discussions, correspondence, or representations. You

acknowledge that you have not relied on any statement, promise, or representation not expressly

set out in these Terms.

12.2 Severability

If any provision of these Terms is held to be invalid, unlawful, or unenforceable, such provision

shall be severed from the remaining Terms, which shall remain valid and enforceable to the fullest

extent permitted by law.

12.3 Assignment

You may not assign, transfer, or subcontract any of your rights or obligations under these Terms

without our prior written consent. We may assign or subcontract our rights and obligations at any

time without notice.

12.4 Waiver

No failure or delay by us in exercising any right or remedy under these Terms shall constitute a

waiver of that right or remedy, nor shall it prevent or restrict the further exercise of that or any

other right or remedy.

12.5 Third-Party Rights

A person who is not a party to the contract between you and us shall have no rights under the

Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Terms.

12.6 Notices

Any notice required to be given under these Terms shall be in writing and sent by email to

info@penelopesflowers.co.uk. Notices sent by post, telephone, WhatsApp, or social media shall

not be valid.

12.7 Variation

We may vary these Terms from time to time. The version in force at the time you place your Order

shall apply to that Order.

12.8 Collective Actions

By entering into these Terms, you agree that any claim against us must be brought by you as an

individual. To the fullest extent permitted by law, you waive any right to participate in collective,

group, or class actions against us.

Debt Recovery and Enforcement

13.1 Full payment is required at the time of placing an Order. No Goods will be prepared or

dispatched until cleared payment has been received in full.

13.2 Where payment is dishonoured, reversed, disputed, or otherwise fails after Goods have been

dispatched, you shall remain liable for the full amount due together with any applicable delivery

charges.Page of

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13.3 In the event of non-payment, you expressly consent to us recovering the outstanding sums

by all lawful means, including referral to:

(a) our in-house recovery department (Smart Contract Enforcement);

(b) external debt recovery agencies; and

13.4 You agree that any reasonable costs, charges, and expenses incurred by us in the recovery

of overdue sums (including administrative costs, debt collection fees, and legal fees) shall be

added to the outstanding balance and shall be payable by you in full.

13.5 Interest shall accrue on all overdue sums at the rate prescribed by the Late Payment of

Commercial Debts (Interest) Act 1998, being 8% per annum above the Bank of England base rate,

from the due date until payment in full is received.

13.6 Any unjustified chargeback or payment reversal raised by you will be treated as non-

payment. In such cases, we reserve the right to:

(a) recover the full disputed amount together with all associated bank charges, administrative

costs, and legal fees;

(b) record and share your details with credit reference agencies, debt recovery agencies, and

fraud prevention registers; and

13.7 Any abusive, threatening, defamatory, or unreasonable communication directed towards us,

including towards our staﬀ, agents, or representatives, will result in the immediate forfeiture of all

rights to refunds, replacements, or Credit Notes. We reserve the right to pursue damages and

recovery of legal costs in respect of such conduct.

13.8 By placing an Order, you expressly agree to these enforcement provisions and acknowledge

that:

(a) Smart Contract Enforcement is a lawful recovery arm of our business;

(b) you are liable for all costs of recovery, whether incurred in-house or through external agencies;

and

(c) you may not withhold payment, initiate chargebacks, or otherwise delay payment except where legally entitled to do so

Terms & conditions.

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