Terms and Conditions

These terms and conditions (“Terms”) govern every contract under which Harper Charles Company Ltd, a company registered in England and Wales with company number 11952055, having its registered office at 1b Riverside Avenue West, Lawford, Manningtree, Essex, United Kingdom, CO11 1UN and VAT registration number 352 6420 16 (“Harper Charles”), designs, manufactures, delivers, builds, and/or installs goods and/or services to customers (“Client”).

The Terms govern the sale of Goods and Services by Harper Charles and will form the basis of the Contract between the Client and Harper Charles.

Before making an Order, the Client must ensure that they have read these Terms carefully. If the Client is unsure about any part of these Terms, they should ask the Harper Charles team for clarification.

Harper Charles may update these Terms from time to time to reflect changes in its business practices, legal requirements or operational processes. Any updated Terms will apply to Contracts entered into after the date of publication. Harper Charles will not vary the Terms applicable to an existing Contract without the Client’s agreement in writing.

1. Definitions

1.1. In these Terms, the following definitions shall apply:

“Approved Designs” means the design of the Goods approved by the Client in writing and forming part of the Order.

“Completion” means the physical completion of the Goods, and “Complete” and “Completed” shall be construed accordingly.

“Consultation Form” means the document completed by or on behalf of the Client setting out initial project requirements, site details and other relevant information for the Project.

“Contract” means the contract for the purchase of Goods or Services from Harper Charles which includes these Terms and the relevant Purchase Order.

“Deliverables” has the meaning given to it in clause 5.2.

“Deposit” means the Project deposit, being 80% of the Price.

“Design Fee” means the fee payable by the Client for the design stage of the Project as set out in the Design Fee Proposal.

“Design Fee Proposal” means the written proposal issued by Harper Charles setting out the scope and fee for the design stage of the Project.

“Force Majeure Event” has the meaning given to it in clause 17.1.

“Goods” means items supplied by Harper Charles, including but not limited to bespoke furniture.

“Installation Date(s)” means the estimated dates or timeframe for installation of the Goods.

“Minimum Design Fee” means the minimum Design Fee applicable to Projects covering less than 200 square feet, as specified in the Design Fee Proposal.

“Order” means the Client’s order for the provision of Goods or Services placed with Harper Charles.

“Price” means the price payable for the Goods and Services.

“Project” means the overall interior design, manufacture and installation project undertaken by Harper Charles for the Client, as described in the Design Fee Proposal and Purchase Order.

“Purchase Order” means Harper Charles’ written acceptance of the Order referencing these Terms.

“Services” means the services provided by Harper Charles in respect of the design, manufacture, delivery, build, and installation of the Goods.

“Schedule of Works” means the written programme issued by Harper Charles setting out the proposed dates, sequence and scope of installation and related works for the Project.

“Site Survey Fee” means the fee payable by the Client for any site visit, inspection, measurement or survey carried out by or on behalf of Harper Charles in connection with the Project prior to manufacture or installation, as notified to the Client in writing.

“Technical Drawings” means the detailed drawings, plans, specifications and measurements prepared by or on behalf of Harper Charles for the manufacture and installation of the Goods, based on the Approved Design, and submitted to the Client for approval prior to manufacture.

“Variation” means any agreed change to the scope, specification, design, materials, quantities, timing or other requirements of the Project after acceptance of the relevant Design Fee Proposal or Purchase Order.

2. Formation of Contract

2.1. These Terms apply to each Contract for Harper Charles to provide Goods and/or Services.

2.2. A legally binding contract for the design stage shall be formed when the Client signs and returns the Design Fee Proposal.

2.3. Following completion of the design stage, a legally binding contract for the manufacture and supply of the Goods forming part of the Project shall be formed when:

(a) the Client confirms the Goods to be supplied for the Project following any quotation issued by Harper Charles; and

(b) Harper Charles issues Purchase Order confirming its acceptance.

2.4. The Design Fee Proposal will remain open for acceptance by the Client for twenty-eight (28) days from the date of issue. Harper Charles may, at the Client’s request, issue a revised design proposal or variation. Harper Charles reserves the right to withdraw any design proposal at its discretion at any time prior to acceptance.

2.5. All quotes or estimates provided by Harper Charles are valid for twenty-eight (28) days from the date of issue and shall not constitute a legally binding offer capable of acceptance until confirmed by a Purchase Order.

2.6. When placing an order for Goods, the Client must ensure that all information provided is correct, accurate, and complete. Harper Charles shall manufacture the Goods in accordance with the Approved Designs and Technical Drawings. Once Technical Drawings have been approved and signed off by the Client, no further amendments shall be permitted without incurring additional charges and potential delays to the Project timeline. Harper Charles shall not accept a return of any Goods resulting from incorrect information provided by the Client. This does not affect the Client’s statutory legal rights.

3. Services

3.1. Harper Charles provides the Services subject to these Terms, including the following obligations:

(a) to perform the Services in a timely and professional manner, exercising due care and skill;

(b) to cooperate with the Client as reasonably required for the provision of the Services; and

(c) to deliver the Services in accordance with the specifications or descriptions set out in the Design Fee Proposal and/or Purchase Order, as agreed between the parties.

3.2. Unless otherwise agreed in writing or where an alternative supplier has responsibility for a specific element of the Project, Harper Charles shall undertake all purchasing related to the Goods and Services comprised in the Project.

3.3. Harper Charles reserves the right to review and adjust the rates chargeable to the Client for the Services. No change to rates shall affect a Design Fee Proposal or Purchase Order already accepted, and any revised rates shall apply only to future proposals or agreed Variations.

4. Client Responsibilities

4.1. Subject to these Terms, the Client shall:

(a) ensure that all information provided in the Consultation Form is accurate and complete;

(b) provide correct and accurate plans, drawings, and measurements necessary for Harper Charles to perform its Services;

(c) promptly provide any information, surveys, reports, or other items reasonably required by Harper Charles to deliver the Services in a timely manner; and

(d) ensure that any changes or alterations to initial instructions are mutually agreed in writing with Harper Charles.

4.2. Where the Client appoints any Consultant or sub-contractor to perform professional services in connection with the Project, the Client shall:

(a) ensure that each Consultant or sub-contractor is responsible for the proper performance of their services; and

(b) require such third parties to cooperate with Harper Charles to enable Harper Charles to properly and effectively perform its Services.

4.3. Any purchases of goods made directly by the Client are not the responsibility of Harper Charles and Harper Charles shall not be liable for any defect, delay or incompatibility arising from such purchases.

4.4. Where decisions or approvals are required from the Client, such decisions shall be provided within a reasonable time to enable Harper Charles to perform the Services in accordance with the agreed Project timeline.

4.5. Harper Charles shall not be liable for any delay to the Project or the Project timeline to the extent such delay arises from or is attributable to the Client’s failure to comply with this clause 4.

5. Design, Revisions and Variations

5.1. The minimum area covered by the Design Fee is 200 square feet. For Projects covering less than 200 square feet, the Client shall be charged the Minimum Design Fee.

5.2. The Client must promptly and carefully review any draft revisions or versions of the Approved Design, Technical Drawings, or other design deliverables (the “Deliverables”). By approving the Deliverables, the Client confirms to Harper Charles that:

(a) the Deliverables have been checked for accuracy; and

(b) the Deliverables meet the Client’s requirements.

Any request by the Client for changes or variations to the Deliverables after approval of the draft shall be considered a Variation.

5.3. Harper Charles reserves the right to charge additional fees for Variations, including costs for materials, labour, professional services, and any impact on third party suppliers.

5.4. Variations may result in adjustments to the Project timeline and/or Price, and Harper Charles shall notify the Client in writing of any anticipated delays.

5.5. All Variations must be agreed in writing between Harper Charles and the Client before implementation.

5.6. Harper Charles shall provide revisions as reasonably necessary to ensure the Deliverables meet the agreed specifications. Revisions requested outside the original scope of work, or beyond a reasonable number of iterations, may incur additional fees.

5.7. Harper Charles shall not be liable for any errors or omissions in the Deliverables resulting from incorrect, incomplete, or delayed information supplied by the Client.

6. Payment Terms

6.1. The Client’s approval of the Deliverables authorises Harper Charles to confirm orders and instruct manufacturers to commence production in accordance with the Approved Design and Purchase Order.

6.2. Unless otherwise agreed in writing:

(a) the Design Fee shall be payable in full upon acceptance of the Design Fee Proposal;

(b) following completion of the design stage, the Client shall pay the Deposit prior to commencement of manufacture; and

The Deposit invoice must be paid in cleared funds before manufacture of the Goods will commence. A separate invoice will be issued for payment of the final balance.

6.3. Notwithstanding clause 6.2, the following Services shall be payable in full prior to the commencement of performance by Harper Charles:

(a) Orders with a value of £20,000 or less (excluding VAT);

(b) Site Survey Fee; and

6.4. Unless otherwise specified, all prices quoted in the Design Fee Proposal or any quotation issued by Harper Charles exclude:

(a) value added tax (VAT);

(b) out-of-pocket costs and charges relating to the Project (including third-party fees, travel, site visits, etc.), unless otherwise stated; and

(c) any additional expenses arising as a consequence of instructions, delays, Variations, or omissions by the Client, which shall be payable in addition to the quoted prices.

6.5. Any additional work or Services requested by the Client outside the agreed scope of the Project shall be charged at Harper Charles’ prevailing hourly rates, which will be added to the next invoice.

6.6. The Client shall pay all invoices within seven (7) days of the invoice date, unless otherwise stated on the invoice. If the Client fails to pay within the prescribed period, Harper Charles reserves the right to:

(a) charge interest on overdue sums at 5% per annum above the Bank of England base rate (or at a rate of 5% per annum for any period where the said base rate falls below 0%), from the due date until full payment, whether before or after judgment;

(b) suspend provision of further Services and/or delay manufacture, delivery or installation of the Goods without liability; and

6.7. The Client shall reimburse Harper Charles for all costs, including legal costs on an indemnity basis, incurred in enforcing its rights under the Contract, including recovery of any sums due.

6.8. The Client shall not deduct, reduce, or withhold payment due to claims or alleged claims against Harper Charles, except where such deduction is required by law.

6.9. The Price shall be as stated in the relevant Purchase Order, which shall indicate whether it includes or excludes the cost of delivery and/or installation of the Goods.

6.10. For Goods exported outside the UK, the Price shall include VAT only where required by applicable law. The Client shall be responsible for:

(a) all customs duties and taxes;

(b) obtaining any necessary licences; and

6.11. If the VAT rate changes between the date of order and the date of payment, Harper Charles shall adjust the VAT payable accordingly. Payments already received in full shall not be adjusted.

7. Goods, Delivery and Risk

7.1. Where Harper Charles arranges delivery of Goods for the Project, the Client shall:

(a) inspect the Goods promptly upon delivery and report any defects, damages, shortages, or concerns to Harper Charles within seven (7) days of delivery, provided that this clause does not affect the Client’s statutory rights; and

(b) acknowledge delivery, and Harper Charles may confirm completion of delivery via email, message, or phone call, including photographic evidence where appropriate, once the Goods have been delivered to the address provided by the Client.

7.2. Delivery timescales may vary depending on the availability of the Goods and third party suppliers. Harper Charles shall contact the Client to arrange a mutually convenient delivery date.

7.3. Harper Charles reserves the right to charge the Client for any storage costs or fees incurred if the Client is unable to accept delivery on the agreed date.

7.4. If any defects or damage occur as a result of Harper Charles’ fault, Harper Charles shall, at its discretion:

(a) repair or replace the affected Goods; or

(b) reimburse the Client in accordance with the terms set out in clause 13 (Liability).

7.5. Delivery shall be deemed complete, and risk in the Goods shall pass to the Client, when the Goods have been delivered to the delivery address specified in the Purchase Order and the Client, or a person authorised by the Client, has taken physical possession of the Goods, unless installation is to be carried out by Harper Charles, in which case clause 8.11 shall apply.

8. Installation

8.1. Any delivery or installation date stated in the Purchase Order is for guidance purposes only and shall be deemed an estimate. A binding Installation Date(s) shall only be agreed upon once the Schedule of Works has been reviewed and accepted by the Client.

8.2. Harper Charles shall provide a service whereby the Goods are delivered to the delivery address specified by the Client and, where applicable, installed in accordance with the agreed Schedule of Works. The Client shall:

(a) review, confirm, and approve the Schedule of Works upon receipt;

(b) note that all dates and timings within the Schedule of Works are agreed with subcontractors. Once confirmed by the Client, no further amendments shall be permitted without Harper Charles’ agreement in writing, and any requested changes may result in additional charges and Project delays; and

(c) ensure full and unrestricted access to the site on the dates and times specified. Where Harper Charles or any appointed subcontractor is unable to gain access due to the Client’s failure, Harper Charles reserves the right to charge for reasonable time and costs incurred.

8.3. The Client shall ensure that the installation team has a clear path and adequate space to deliver, assemble, and install the Goods. This includes moving any furniture or loose items, including items of value, and adequately protecting items that cannot be moved. Harper Charles shall only consider reimbursing the Client for damage to remaining items where such damage is caused by its negligence.

8.4. If the site is not ready for installation as agreed, Harper Charles reserves the right to charge for reasonable time and costs incurred due to delays or inability to perform the installation.

8.5. In the event that Harper Charles, its personnel, or subcontractors are required to perform installation, assembly, or other work on site outside the standard agreed hours as a result of the Client’s request or other circumstances attributable to the Client, Harper Charles shall notify the Client as soon as reasonably practicable. Where such extended or out-of-hours work arises as a result of the Client’s request for additional works, Harper Charles may charge an additional fee for such work, which shall be agreed in writing prior to commencement.

8.6. Upon completion of installation, Harper Charles shall conduct a handover with the Client, at which point the Client will sign off the project in writing.

8.7. Any concerns regarding the Order must be raised with Harper Charles within seven (7) days of installation, without prejudice to the Client’s statutory rights.

8.8. Ownership of the Goods shall pass to the Client only once full payment of the Price has been received, which applies notwithstanding delivery or installation of the Goods.

8.9. Where Harper Charles carries out installation, risk in the Goods shall pass to the Client upon completion of installation at the Client’s address.

9. Product Specifications and Limitations

9.1. Any sample package provided by Harper Charles in relation to the Client’s Order is for illustrative purposes only. Due to factors such as batch variations, the final product may differ from the confirmed sample. Samples should therefore be regarded as approximate representations only, unless expressly stated to be a binding specification in the relevant Purchase Order.

9.2. In the event that a bespoke sample is requested or required prior to confirmation of the Project, Harper Charles reserves the right to charge for the production of such bespoke sample, with such charge to be agreed in advance.

9.3. Products supplied by Harper Charles may exhibit variations due to their natural materials and characteristics. Harper Charles shall not be held liable for such variations, where they are inherent in the material and do not render the Goods defective. Examples include, but are not limited to:

(a) Wood and Veneer

o Wood is a natural material and may exhibit slight movement, colour variation, and differences in grain.

o Natural wood and veneer may be affected by heat and humidity. Clients should avoid placing items near radiators, underfloor heating, or in direct sunlight. Harper Charles accepts no responsibility for damage caused by environmental conditions after delivery, save where such damage arises from a defect in the Goods.

(b) Fabrics

o All fabrics are susceptible to fading if exposed to strong natural or artificial light for prolonged periods. Silk is particularly sensitive. Light-proof linings should be requested where appropriate.

o Harper Charles shall not be liable for fading or other damage caused by exposure to light, unless such fading arises from a manufacturing defect.

o Fabrics may also be subject to shrinkage, stretching, or dropping due to atmospheric conditions, for which Harper Charles cannot be held responsible, unless caused by defective workmanship or materials.

9.4. Harper Charles recommends that products be stored and maintained in environmental conditions of 18–22°C (64–72°F), with relative humidity of 40–60%, and kept away from direct sources of heat or moisture.

10. Manufacturer Warranties

10.1. Harper Charles may provide the benefit of any guarantees or warranties offered by the original manufacturer of the Goods.

10.2. Where the Client wishes to rely on a manufacturer’s guarantee, Harper Charles shall use reasonable endeavours to assist the Client in addressing any issues. However, the manufacturer remains responsible for remedying any defects or problems with the Goods under its guarantee.

11. Order Changes and Cancellations

11.1. Harper Charles reserves the right to cancel an Order prior to commencement of manufacture or installation where it is compelled to do so due to a Force Majeure Event, unavailability of stock, or, in the case of Services, unavailability of key personnel or materials necessary to perform the Services. Harper Charles shall notify the Client promptly in such circumstances. Where advance payment has been made and the Goods or Services have not been delivered or performed, Harper Charles shall refund such payment less any reasonable costs already incurred in relation to the Project.

11.2. Harper Charles may cancel an Order for Goods or Services at any time with immediate effect by providing written notice to the Client if:

(a) the Client fails to comply with the provisions of clause 6. This does not affect Harper Charles’ right to charge interest under clause 6.6; or

(b) the Client materially breaches the Contract and fails to remedy the breach within fourteen (14) days of receiving written notice from Harper Charles.

11.3. Where Harper Charles cancels an Order for which advance payment has been made, and the Goods or Services have not been delivered or performed, Harper Charles shall refund the payment to the Client within fourteen (14) days, less any reasonable costs already incurred in relation to the Project.

11.4. If the Client is a consumer and the Contract is concluded at a distance or off-premises, the Client has the right to cancel the Contract for Services within fourteen (14) days without giving any reason. The cancellation period shall expire fourteen (14) days after the date of conclusion of the Contract for Services. To exercise the right to cancel, the Client must inform Harper Charles of their decision to cancel by a clear written statement.

11.5. If the Client requests that Services begin during the fourteen (14) day cancellation period and subsequently exercises the right to cancel, the Client shall pay Harper Charles an amount proportionate to the Services supplied up to the date of cancellation.

11.6. If the Client wishes to make any changes to an Order after the Purchase Order has been issued, the Client must notify Harper Charles immediately. Harper Charles will confirm whether the requested changes are possible, and advise the Client of any impact on the Price, Completion, and Completion timescales. Once the Approved Design has been confirmed and Technical Drawings signed off, no changes to the Order are permitted without incurring additional fees and potential delays. Where manufacture has commenced, the Client acknowledges that the Price for the Goods shall remain payable in full.

11.7. All Goods supplied by Harper Charles are bespoke and made to the Client’s specifications. Accordingly, the statutory right to cancel does not apply to the Goods once manufacture has commenced.

11.8. Once the Purchase Order has been issued, Order cancellations by the Client are not permitted after manufacture of the bespoke Goods has commenced, except in the case of a Force Majeure Event, or as otherwise required by law.

11.9. As the Goods are bespoke and made to order, the Client has no right to a refund once the manufacture has commenced. The Client remains obliged to pay the Price in full.

11.10. Either party may terminate the Contract with immediate effect by written notice if the other party commits a material breach of the Contract and fails to remedy that breach within fourteen (14) days after being notified in writing to do so.

11.11. Harper Charles may also suspend or terminate the Contract by written notice if the Client prevents or materially delays the provision of the Services, including by failing to provide reasonable access to the site or required information necessary for the Project to proceed.

12. Faulty or Damaged Goods

12.1. The Client must fully inspect the Goods on delivery and, where applicable, upon installation. Any visible issues, defects, or damage should be notified to Harper Charles as soon as reasonably practicable. Claims should, where possible, be supported by timestamped photographic evidence.

12.2. Harper Charles shall not be liable for any damage to the Goods arising after delivery or installation due to:

(a) use of inappropriate or incorrect cleaning solutions or methods;

(b) improper use of the Goods; or

unless such damage arises from a defect in the Goods or their installation.

12.3. Cleaning and care instructions for the Goods are available upon request.

12.4. Normal wear and tear of the Goods following sign-off shall not be considered a fault of Harper Charles.

12.5. The installation team may document the sign-off with photographic evidence. Once the Goods have been signed off, the Client may raise additional concerns, which Harper Charles will investigate. Where no defect is found, Harper Charles reserves the right to charge a reasonable call-out or inspection fee.

13. Liability

13.1. Nothing in this Contract shall exclude or limit either party’s liability for death or personal injury caused by its negligence (or that of its personnel), fraud or fraudulent misrepresentation, or any other liability which cannot be legally excluded or limited.

13.2. Subject to clause 13.1, Harper Charles shall not be liable whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss suffered by the Client which falls within any of the following categories:

(a) loss of profits;

(b) loss of sales or business;

(d) loss of agreements or contracts;

(e) loss of anticipated savings;

(f) loss or corruption of data;

(g) loss of goodwill;

(h) indirect or consequential loss; or

(i) special damages, even if Harper Charles was aware that such loss might arise.

13.3. Subject to clause 13.1, Harper Charles’ total liability to the Client arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall be limited to directly foreseeable loss.

13.4. Harper Charles shall not be liable for any loss, damage, cost or expense arising from information or instructions supplied by the Client that are incomplete, inaccurate or misleading.

13.5. Nothing in these Terms limits or excludes the Client’s statutory rights as a consumer.

14. Intellectual Property

14.1. All copyrights, design rights, and any other intellectual property rights in materials, documents, drawings, Technical Drawings, Deliverables, designs, or other items prepared or produced by Harper Charles, or on its behalf, in connection with the provision of the Services or the Project shall vest in and remain the exclusive property of Harper Charles.

14.2. Subject to full payment of the sums due under the Contract, the Client is granted a non-exclusive, non-transferable licence to use such materials solely for the purposes of the Project. The Client shall not reproduce, distribute, or exploit them for any other purpose without the prior written consent of Harper Charles.

15. Data Protection and Privacy

15.1. Harper Charles recognises the importance of data protection and undertakes to fully comply with its data protection obligations. Any personal data provided by the Client will be used solely in connection with the provision of Services and the fulfilment of the Contract, and in accordance with applicable data protection legislation.

15.2. For full details on how Harper Charles processes personal data, please refer to its privacy policy and cookies policy, as may be updated from time to time.

16. Marketing and Content Use

16.1. The Client acknowledges that Harper Charles may capture photographs and/or video footage of any aspect of the Services provided, including, but not limited to, the manufacturing process, installation, and the completed project.

16.2. Such photographs and video footage may be used by Harper Charles for marketing purposes, including publication on social media platforms, websites, and promotional materials, including printed materials, editorial features, press coverage, magazine publications and industry award submissions, and both organic and paid advertising campaigns provided that no personal data or identifying features of the Client or their property are included without consent. Harper Charles will exercise reasonable discretion when capturing and using such content.

16.3. The Client may request that specific areas of their property not be featured by notifying Harper Charles in writing at or before installation. Harper Charles will use reasonable endeavours to honour such privacy requests and ensure content is created in accordance with the Client’s preferences. No personal data or identifying information will be included in marketing content without the Client’s express consent. Any identifying details will be removed unless otherwise agreed in writing.

17. Force Majeure

17.1. Harper Charles shall not be liable for any failure or delay in performing its obligations under these Terms where such failure or delay is caused by an event beyond its reasonable control (“Force Majeure Event”). Such Force Majeure Events include, but are not limited to:

(a) power failure or failure of internet or communication services;

(b) strikes, lockouts, or other industrial action by third parties;

(d) acts of terrorism (threatened or actual), acts of war (declared, undeclared, threatened, actual, or preparations for war);

(e) epidemic, pandemic, or other public health emergency; or

(f) any other natural or human-caused event beyond Harper Charles’ reasonable control.

17.2. If a Force Majeure event occurs that is likely to adversely affect Harper Charles’ ability to perform its obligations under the Contract:

(a) Harper Charles shall notify the Client as soon as reasonably possible;

(b) Harper Charles’ obligations under these Terms shall be suspended for the duration of the Force Majeure Event, and any applicable time limits shall be extended accordingly;

(c) Harper Charles shall notify the Client when the Force Majeure Event has ended and provide revised dates, times, or availability of Goods or Services, as necessary;

(d) If the Force Majeure Event continues for more than 60 days, either party may cancel the Contract by written notice, and Harper Charles shall refund within fourteen (14) days any sums paid in respect of the Goods or Services not yet supplied, less any reasonable costs incurred in relation to the Project.

18. General Legal Terms

18.1. No Partnership. Nothing in these Terms, nor any action taken by Harper Charles or the Client, shall create, or be deemed to create, a partnership, joint venture, employer-employee relationship, or principal-agent relationship between the Parties.

18.2. Assignment. Harper Charles may transfer or assign its rights and obligations under these Terms to any third party without the Client’s consent. The Client may not assign or transfer its rights or obligations without Harper Charles’ prior written consent.

18.3. Notice. All notices under these Terms shall be in writing and sent by email to the most recent email address provided by the receiving party. Notices are deemed delivered at the time of transmission, except where the notice relates to legal proceedings.

18.4. Third Party Rights. These Terms are between Harper Charles and the Client only. Unless expressly stated otherwise, no third party shall have any rights to enforce any term of these Terms & Conditions.

18.5. Severance. If any provision of these Terms is found to be unlawful, invalid, or unenforceable, it shall be severed from the remainder of these Terms & Conditions, which shall continue in full force and effect.

18.6. No Waiver. No failure or delay by Harper Charles in exercising any right under these Terms constitutes a waiver of that right. Similarly, no waiver by Harper Charles of any breach of these Terms shall constitute a waiver of any subsequent breach, whether of the same or a different provision.

18.7. Variation. No variation of these Terms shall be effective unless it is in writing and signed by both parties or their authorised representatives.

18.8. Entire Agreement. These Terms, together with the Design Fee Proposal and any Purchase Order, constitute the entire agreement between the Client and Harper Charles and supersede all prior agreements, promises, warranties, representations, or understandings, whether written or oral, relating to their subject matter. Nothing in this clause limits or excludes liability for fraud or fraudulent misrepresentation.

18.9. Governing Law and Jurisdiction. The Contract, these Terms, and the relationship between Harper Charles and the Client (whether contractual or otherwise) shall be governed by and construed in accordance with the laws of England and Wales. Where the Client is a consumer, they shall benefit from any mandatory provisions of the law in their country of residence. Nothing in these Terms shall reduce or remove any of the Client’s statutory consumer rights.

19. Contact Information

Harper Charles can be contacted at:

Email: enquiries@harpercharles.com

Website: https://www.harpercharles.com/pages/contact