Terms & Conditions

ECOSCENT UK LIMITED

Last updated: September 2026

1. ABOUT THESE TERMS

1.1 These Terms & Conditions (“Terms”) apply to the supply of products and services by EcoScent UK Limited (“EcoScent”, “we”, “us” or “our”).

1.2 These Terms apply to purchases made through our website and, unless separate written terms have been agreed, to orders placed directly with EcoScent.

1.3 We supply both:

(a) consumers – individuals purchasing wholly or mainly for purposes outside their trade, business, craft or profession; and

(b) business customers – individuals or organisations purchasing wholly or mainly for business purposes.

1.4 Certain provisions apply differently to consumers and business customers. These are identified within these Terms.

1.5 Nothing in these Terms excludes or restricts any statutory right or liability that cannot lawfully be excluded or restricted.

1.6 Where EcoScent enters into a separate written agreement with a business customer, including a rental, service, subscription, private label or bespoke agreement, that agreement will take priority where it expressly conflicts with these Terms.

1.7 For business customers, unless otherwise expressly agreed in writing, the contractual documents will apply in the following order of priority in the event of inconsistency:

(a) any separately signed agreement;

(b) EcoScent’s written order confirmation or quotation containing terms expressly stated to override these Terms;

(d) other specifications or documentation incorporated into the order.

1.8 Any terms or conditions supplied or referred to by a business customer, including terms contained in a purchase order, will not apply unless EcoScent expressly agrees to them in writing.

2. ORDERS AND CONTRACT FORMATION

2.1 Placing an order does not automatically mean that EcoScent has accepted it.

2.2 We may decline an order before acceptance, including where:

(a) a product is unavailable;

(b) pricing or product information contains an obvious error;

(d) we cannot reasonably fulfil the order;

(e) delivery restrictions apply;

(f) required information has not been supplied; or

(g) we reasonably believe that the order cannot lawfully or safely be fulfilled.

2.3 Unless otherwise agreed in writing, a contract is formed when EcoScent:

(a) issues written acceptance or confirmation of the order;

(b) dispatches the products; or

whichever occurs first.

2.4 An acknowledgement that an order has been received does not necessarily constitute acceptance of that order.

2.5 Customers are responsible for checking order confirmations, quotations, specifications, delivery information and other documentation supplied by EcoScent and notifying us promptly of any errors.

2.6 Changes requested after an order has been accepted are subject to EcoScent’s agreement and may result in additional charges or revised delivery or completion times.

3. PRODUCTS AND PRODUCT INFORMATION

3.1 EcoScent takes reasonable care to ensure that product descriptions, specifications, images and other information are accurate.

3.2 Product images are illustrative. Minor differences in colour, finish, dimensions, packaging or appearance may occur where these do not materially affect the product’s function or quality.

3.3 Fragrance perception is subjective. Fragrance descriptions, fragrance notes, samples and recommendations are provided as guidance and do not guarantee that a particular fragrance will suit an individual’s preference or environment.

3.4 Coverage information, fragrance consumption, oil longevity and similar estimates are indicative only. Actual performance may vary depending on factors including:

(a) room size and layout;

(b) airflow and ventilation;

(d) positioning;

(e) HVAC configuration;

(f) operating schedule;

(g) intensity settings; and

(h) other environmental conditions.

3.5 Where a customer selects a product without requesting or receiving an express recommendation from EcoScent, the customer is responsible for considering whether the product is suitable for its intended use and environment.

3.6 Where EcoScent makes an express recommendation based on information supplied by the customer, that recommendation is based on the accuracy and completeness of the information provided.

3.7 Customers must notify EcoScent of any unusual or material site conditions or intended uses that could reasonably affect product selection, installation, performance or safety.

3.8 Nothing in this section affects any statutory consumer rights.

4. PRICES AND PAYMENT

4.1 Prices will be stated as inclusive or exclusive of VAT as applicable.

4.2 Delivery, installation and other additional charges will be identified separately where applicable.

4.3 Consumer orders must normally be paid in full before dispatch unless EcoScent expressly agrees otherwise.

4.4 Payment terms for business customers will be those stated on the relevant quotation, invoice, order confirmation or separate written agreement.

4.5 Business customers must pay invoices in full without deduction, set-off or withholding except where required by law or expressly agreed by EcoScent in writing.

4.6 Where a business customer fails to make payment when due, EcoScent may, subject to applicable law:

(a) charge interest on overdue amounts in accordance with applicable legislation;

(b) claim statutory compensation and reasonable debt recovery costs where available;

(d) place the customer’s account on hold;

(e) withhold further credit; and

(f) require outstanding amounts to be paid before further work is undertaken.

4.7 Suspension for non-payment does not remove any statutory rights that cannot lawfully be excluded.

4.8 Where an invoice is genuinely disputed, the business customer must notify EcoScent promptly, identifying the amount disputed and the reason. Any undisputed part of the invoice remains payable by the due date.

4.9 EcoScent may require a deposit, advance payment or payment in full before commencing or continuing bespoke work, procurement, production, installation or other services where stated in the quotation or otherwise agreed.

5. DELIVERY – GENERAL

5.1 Delivery charges and available delivery methods will be confirmed at checkout, on quotation or during the ordering process.

5.2 Any delivery date or timeframe provided is an estimate unless EcoScent expressly agrees in writing that a particular date is guaranteed.

5.3 EcoScent will take reasonable steps to meet estimated delivery dates and will notify customers where we become aware of a material delay.

5.4 Nothing in this section limits any statutory consumer rights concerning delivery.

5.5 Customers must provide a complete and accurate delivery address and all information reasonably required to complete delivery.

5.6 Where delivery cannot be completed because of:

(a) an incorrect or incomplete address supplied by the customer;

(b) failure to provide reasonable access;

(d) refusal of delivery without lawful justification; or

(e) another circumstance within the customer’s reasonable control,

EcoScent may charge reasonable additional delivery, collection, storage, handling or redelivery costs.

5.7 For consumer orders, risk in the products passes in accordance with applicable consumer law.

6. DELIVERY – BUSINESS CUSTOMERS

6.1 Unless otherwise agreed in writing, delivery to a business customer is completed when the products are delivered to the delivery address specified in the order or to a person reasonably appearing to be authorised to receive them.

6.2 Where a carrier is used, electronic delivery confirmation, carrier tracking information, photographic delivery evidence or a signature may be used as evidence of delivery.

6.3 EcoScent may make delivery in instalments where reasonably necessary. Each instalment may be invoiced separately where appropriate.

6.4 A delay affecting one instalment does not automatically entitle a business customer to cancel unaffected instalments.

6.5 Risk in products supplied to a business customer passes on completion of delivery unless otherwise expressly agreed in writing.

6.6 If a business customer fails to accept delivery when delivery is properly attempted, EcoScent may:

(a) arrange redelivery;

(b) store the products;

(d) where the failure continues, exercise any other contractual rights available to EcoScent.

6.7 Where products are held pending customer instructions, approvals or acceptance of delivery, additional storage charges may apply after reasonable notice.

7. RETENTION OF TITLE – BUSINESS CUSTOMERS

7.1 Ownership of products sold to a business customer remains with EcoScent until EcoScent has received payment in full for those products.

7.2 Until ownership passes, the business customer must:

(a) take reasonable care of the products;

(b) keep the products identifiable as EcoScent’s property where reasonably practicable;

(d) notify EcoScent promptly if the products become subject to any claim, seizure, insolvency process or other third-party interest.

7.3 Until ownership passes, the business customer must not pledge, charge or otherwise use the products as security for indebtedness.

7.4 If payment becomes overdue and remains unpaid, or the business customer becomes subject to an insolvency event, EcoScent may, to the extent permitted by law and subject to lawful access, require the return of products in which title remains with EcoScent.

7.5 The business customer must provide reasonable cooperation to facilitate lawful recovery of such products.

7.6 Recovery of products does not prevent EcoScent from pursuing any outstanding debt or other contractual remedy, subject to credit being given for any value recovered where legally required.

8. CONSUMER CANCELLATION AND CHANGE-OF-MIND RETURNS – GOODS

8.1 This section applies only to consumers.

8.2 Where a consumer enters into a qualifying distance or off-premises contract, they may have a statutory right to cancel without giving a reason.

8.3 For most goods, the cancellation period expires 14 days after the day on which the consumer, or a person nominated by the consumer other than the carrier, receives the goods.

8.4 Where a single order contains multiple goods delivered separately, the statutory cancellation period will be calculated in accordance with applicable law.

8.5 To exercise the right to cancel, the consumer must clearly notify EcoScent of the decision to cancel within the applicable cancellation period.

8.6 Following cancellation, the consumer must return the goods to EcoScent without undue delay and no later than 14 days after notifying EcoScent of the cancellation.

8.7 Unless EcoScent agrees otherwise or applicable law requires otherwise, the consumer is responsible for the direct cost of returning goods following a change-of-mind cancellation.

8.8 Consumers may inspect and handle goods only to the extent reasonably necessary to establish their nature, characteristics and functioning.

8.9 Where handling goes beyond what is reasonably necessary and causes a reduction in value, EcoScent may make a deduction from the refund to the extent permitted by law.

8.10 Where applicable, refunds will include the cost of EcoScent’s standard delivery option. Any additional amount paid for enhanced, expedited or premium delivery will not be refunded beyond the standard delivery cost except where required by law.

8.11 EcoScent may withhold a refund until the goods have been returned or the consumer provides evidence that they have been sent back, whichever occurs first, where permitted by law.

8.12 Refunds will be made using the original payment method unless otherwise agreed and within the timescales required by applicable law.

8.13 Statutory cancellation rights do not apply where an applicable legal exemption applies, including certain bespoke/personalised goods.

8.14 Cancellation without fault is separate from rights for faulty, damaged or misdescribed goods.

9. CONSUMER CANCELLATION – SERVICES

9.1 This section applies only to consumers purchasing services under a qualifying distance or off-premises contract.

9.2 The statutory cancellation period for a qualifying service contract is normally 14 days from the day after the contract is entered into, subject to applicable law.

9.3 Where a consumer asks EcoScent to begin providing a service during the statutory cancellation period, EcoScent may require the consumer to make an express request for the service to begin early.

9.4 If the consumer subsequently cancels after performance has begun following such a request, the consumer may be required to pay an amount proportionate to the services supplied before cancellation, where permitted by law.

9.5 Where a service has been fully performed during the cancellation period following the consumer’s express request and acknowledgement of the applicable consequences, the statutory cancellation right may be lost to the extent provided by law.

9.6 Nothing in this section affects statutory rights where services are not performed with reasonable care and skill or otherwise fail to conform to the contract.

10. FRAGRANCE OILS AND CONSUMABLE PRODUCTS

10.1 For change-of-mind returns, fragrance oils and other consumable products must be unopened, unused, sealed and in their original condition, subject always to applicable consumer law.

10.2 For business customers, opened or used fragrance oils and consumable products are non-returnable unless:

(a) the product is faulty, damaged, incorrectly supplied or materially not as described; or

(b) EcoScent expressly agrees otherwise in writing.

10.3 For consumers, where a fragrance oil or consumable product falls within a statutory exception applicable to sealed goods that are not suitable for return once unsealed for health protection or hygiene reasons, the statutory cancellation right will cease once the product is unsealed.

10.4 Where that statutory exception does not apply, the consumer’s cancellation rights will be determined in accordance with applicable consumer law, including any lawful deduction for diminished value caused by handling beyond what is reasonably necessary.

10.5 Customers should therefore satisfy themselves as to their fragrance selection before opening or using a full-size fragrance product.

10.6 Fragrance samples, descriptions and recommendations are intended to assist selection. Fragrance preference is subjective and disliking a fragrance does not, by itself, mean that the product is faulty or misdescribed.

10.7 Nothing in this section affects statutory rights where a product is faulty, damaged, incorrectly supplied or not as described.

11. BUSINESS CUSTOMER RETURNS

11.1 Business customers do not have an automatic change-of-mind right to cancel or return correctly supplied products unless expressly agreed in writing.

11.2 Any request to return correctly supplied, non-faulty goods is subject to EcoScent’s prior written approval.

11.3 Where EcoScent agrees to accept a discretionary business return, EcoScent may impose conditions including:

(a) a restocking or administration charge;

(b) return within a specified period;

(d) return in original packaging where reasonably required; and

(e) the customer paying collection or return delivery costs.

11.4 EcoScent may apply a restocking charge of up to 25% where this is agreed as a condition of accepting a discretionary return.

11.5 Agreement to accept a return on one occasion does not create an obligation to accept future returns.

11.6 Fragrance oils and consumables are additionally subject to Section 10.

11.7 Bespoke, customised, personalised and private label products are subject to Section 13.

12. FAULTY, DAMAGED, SHORT OR INCORRECT PRODUCTS

12.1 Faulty, damaged, short or incorrectly supplied products are dealt with separately from change-of-mind returns.

12.2 Consumers retain all rights and remedies available under applicable consumer law.

12.3 Nothing in these Terms limits a consumer’s statutory rights where goods are faulty, not of satisfactory quality, not fit for an applicable purpose or not as described.

12.4 Business customers must inspect products as soon as reasonably practicable following delivery.

12.5 Business customers should notify EcoScent of:

(a) visible transit damage;

(b) shortages;

(d) other defects reasonably apparent on inspection,

within five working days of delivery where reasonably practicable.

“Working Day” means Monday to Friday, excluding public and bank holidays in England.

12.6 A defect that could not reasonably have been identified on initial inspection must be notified to EcoScent promptly after discovery.

12.7 Failure by a business customer to notify EcoScent within the period in clause 12.5 does not exclude a claim where it would be unreasonable or unlawful to do so, but may be taken into account where delay has materially affected EcoScent’s ability to investigate the issue or make a claim against a carrier or supplier.

12.8 Where a fault or discrepancy is reported, EcoScent may reasonably require:

(a) photographs or video;

(b) serial numbers;

(d) information regarding installation and use;

(e) troubleshooting;

(f) remote assessment;

(g) return of the product for inspection; or

(h) an on-site inspection where appropriate.

12.9 Customers must provide reasonable cooperation to allow EcoScent to investigate.

12.10 A product will not be treated as defective solely because:

(a) the customer dislikes a fragrance;

(b) actual fragrance consumption differs from an estimate because of usage or environmental conditions;

(d) the product has been used incorrectly or contrary to supplied instructions.

12.11 Where EcoScent confirms a valid fault, the appropriate remedy will be provided in accordance with the customer’s statutory or contractual rights.

12.12 For business customers, subject to applicable law and any separate written agreement, EcoScent may elect to repair, replace or refund a confirmed defective product as appropriate.

13. BESPOKE, CUSTOM AND PRIVATE LABEL PRODUCTS

13.1 Scope

This section applies to bespoke, customised, personalised and private label products and services, including:

(a) private label candles;

(b) private label reed diffusers;

(d) bespoke fragrance development;

(e) products manufactured to a customer’s specification;

(f) customised packaging, labels or branding;

(g) specially sourced components or materials;

(h) modifications to EcoScent’s standard products requested specifically by a customer; and

(i) associated development, regulatory, artwork or technical work.

13.2 Quotations and Specifications

Bespoke work will be based on the quotation, specification, brief, approved sample, artwork or other written requirements agreed between EcoScent and the customer.

The customer is responsible for reviewing all specifications carefully before approval.

13.3 Minimum Order Quantities

Bespoke products may be subject to minimum order quantities (“MOQs”).

Unless otherwise agreed in writing, MOQs apply per agreed product, fragrance, variant, format or specification.

13.4 Development, Formulation and Sampling

Development, formulation, sampling, artwork, testing, regulatory review and other preparatory work may incur charges.

Unless otherwise agreed in writing, fees relating to work already undertaken or third-party costs already committed are non-refundable once the relevant work or commitment has commenced.

13.5 Customer Approvals

Where customer approval is required for any element of a bespoke product, including:

(a) fragrance;

(b) formulation;

(d) spelling and wording;

(e) colours;

(f) dimensions;

(g) packaging;

(h) positioning;

(i) labels;

(j) regulatory information; or

(k) specifications,

production may be held until the required approval has been received.

Customer approval constitutes confirmation that the customer accepts the approved element for production.

Customers must check all approvals carefully before confirming them.

EcoScent will not be responsible for errors contained in customer-supplied or customer-approved content except to the extent that EcoScent fails to manufacture or supply the product in accordance with the approved specification.

13.6 Changes After Approval

Changes requested after approval or commencement of development, sourcing, procurement, regulatory work or production are not guaranteed.

Where a requested change is possible, EcoScent may charge for:

(a) work already completed;

(b) wasted materials;

(d) revised artwork;

(e) additional development or formulation;

(f) additional testing or regulatory work;

(g) administration;

(h) third-party costs; and

(i) other reasonable costs arising from the change.

Revised production and delivery times may also apply.

13.7 Lead Times

Lead times for bespoke products are estimates unless expressly guaranteed in writing.

Lead times may depend on:

(a) timely customer approvals;

(b) availability of components and raw materials;

(d) testing or regulatory requirements;

(e) production capacity; and

(f) third-party suppliers.

Where the customer delays providing information, approval or materials reasonably required to progress an order, the estimated completion or delivery date may be revised accordingly.

13.8 Manufacturing Tolerances

Bespoke products may be subject to reasonable manufacturing tolerances.

Minor variations between samples and production runs or between individual production batches may occur in characteristics inherent to the manufacturing process, including colour, fragrance appearance, wax finish, fill level, component finish, label positioning or similar characteristics.

Reasonable variations will not constitute a defect where the products remain materially consistent with the agreed specification.

13.9 Customer-Supplied Content, Branding and Claims

The customer is responsible for ensuring that any names, logos, trade marks, artwork, wording, statements, claims or other materials supplied by the customer may lawfully be used.

The customer warrants that EcoScent’s authorised use of customer-supplied materials in accordance with the customer’s instructions will not infringe third-party intellectual property rights or other legal rights.

The customer must not require EcoScent to reproduce material that is unlawful, misleading or infringes third-party rights.

EcoScent may refuse to print, manufacture or supply material where we reasonably believe doing so could breach applicable law or third-party rights.

13.10 Business Customer Indemnity

Where the customer is a business, the customer will indemnify EcoScent against reasonable losses, liabilities, damages, costs and expenses arising from a third-party claim resulting directly from:

(a) customer-supplied artwork, branding, trade marks or other intellectual property;

(b) claims, wording or representations supplied or specifically required by the customer; or

except to the extent that the claim results from EcoScent’s own unauthorised alteration, negligence or breach of contract.

EcoScent will notify the customer of any material claim for which it seeks indemnification and will take reasonable steps to mitigate its loss.

13.11 Regulatory and Technical Requirements

EcoScent will be responsible for regulatory obligations that legally fall upon EcoScent in relation to products we manufacture or supply.

Where compliance depends upon information, claims, branding, intended use, destination market or other information controlled or supplied by the customer, the customer must provide complete and accurate information within the requested timeframe.

EcoScent may suspend or delay development, production or dispatch where information or approval reasonably required for legal or regulatory compliance remains outstanding.

Where the customer requests a change to formulation, packaging, labelling, intended use or destination market after regulatory or technical work has been completed, additional review, testing, documentation, lead time or charges may apply.

EcoScent may refuse or suspend supply to a destination where we reasonably believe the proposed supply would not comply with applicable regulatory requirements.

13.12 Cancellation – Business Customers

A business customer may not cancel a bespoke, custom or private label order after EcoScent has commenced work or incurred or committed costs specifically for that order except with EcoScent’s prior written agreement.

For this purpose, commencement includes development, formulation, sampling, artwork, regulatory work, sourcing, procurement, ordering components, production or other order-specific work.

Where EcoScent agrees to cancellation, the customer remains responsible for costs reasonably incurred or committed up to the date cancellation is accepted, including:

(a) development and formulation;

(b) artwork;

(d) raw materials;

(e) packaging and components;

(f) third-party commitments;

(g) completed products;

(h) work in progress; and

(i) other reasonable order-specific costs.

A request to cancel does not itself cancel the order unless and until EcoScent confirms acceptance of the cancellation in writing.

13.13 Customer Delay and Abandoned Projects

Where progress of a bespoke order is dependent on customer information, artwork, approval, payment, materials or instructions and the customer fails to provide them within a reasonable period, EcoScent may suspend work and revise the delivery timetable.

Where the delay continues for 30 days after EcoScent has requested the outstanding action, EcoScent may issue written notice requiring the customer to respond within a further reasonable period.

If the customer fails to respond within that period, EcoScent may:

(a) treat the project as suspended or abandoned;

(b) invoice amounts properly due for work completed and costs incurred or committed;

(d) after giving reasonable further notice, dispose of or otherwise deal with customer-specific materials or products where continued storage is unreasonable.

Any disposal will be subject to applicable law and EcoScent will take reasonable steps to mitigate unnecessary loss.

13.14 Cancellation – Consumers

Where bespoke, personalised or custom-made products fall within a statutory exception to consumer cancellation rights, the statutory change-of-mind cancellation right will not apply.

Nothing in this section removes statutory rights relating to faulty, misdescribed or otherwise non-conforming goods.

13.15 Inspection of Bespoke Products – Business Customers

Business customers must inspect bespoke products promptly following delivery and notify EcoScent of any alleged material departure from the approved specification as soon as reasonably practicable.

Any notification should identify the alleged non-conformity and provide reasonable supporting evidence where available.

Reasonable manufacturing tolerances under clause 13.8 will not constitute non-conformity.

13.16 Intellectual Property

Unless otherwise expressly agreed in writing, EcoScent retains ownership of its pre-existing intellectual property, technical knowledge, production methods and fragrance formulations.

Payment for bespoke development does not automatically transfer ownership of EcoScent’s fragrance formulations, manufacturing processes, technical information or other intellectual property.

The customer retains ownership of intellectual property belonging to the customer and supplied to EcoScent for use in fulfilling the order.

Any transfer or exclusive licence of intellectual property must be expressly agreed in writing.

14. INSTALLATION

14.1 Where installation is included, the customer must provide:

(a) safe and reasonable access;

(b) accurate site information;

(d) suitable power and infrastructure;

(e) any landlord, building-management or other permissions required; and

(f) a safe working environment.

14.2 Standard installation assumptions and any included installation time may be stated in the quotation or order confirmation.

14.3 Additional works, specialist access, electrical work, HVAC work, parking, permits, waiting time or other requirements outside the agreed scope may be charged separately.

14.4 If installation cannot proceed because:

(a) the site is not ready;

(b) access is unavailable;

(d) necessary permissions have not been obtained; or

(e) another circumstance within the customer’s reasonable control prevents installation,

EcoScent may charge reasonable abortive visit and rescheduling costs.

14.5 EcoScent may use suitably qualified employees, contractors or subcontractors to perform installation or related services.

14.6 EcoScent remains responsible for performance of its contractual obligations to the extent required by applicable law.

15. WARRANTY

15.1 Unless otherwise stated, purchased EcoScent scenting equipment is supplied with a manufacturer’s warranty from the applicable commencement date stated in the order or warranty documentation:

(a) new equipment – 12 months; and

(b) outlet equipment – six months.

15.2 Rental equipment will be maintained in accordance with the applicable rental agreement.

15.3 Any extended warranty will be subject to the terms stated when it is purchased or agreed.

15.4 Warranty cover applies to faults falling within the scope of the applicable warranty.

15.5 Warranty does not cover damage or failure caused by circumstances outside the warranty, which may include:

(a) misuse or negligence;

(b) failure to follow operating, cleaning or maintenance instructions;

(d) unauthorised modification or repair;

(e) incorrect or unauthorised installation;

(f) unsuitable environmental conditions;

(g) contamination;

(h) use of incompatible substances;

(i) damage caused by unsuitable third-party fragrance oils, cleaning products or other substances; or

(j) normal wear and tear where applicable.

15.6 EcoScent fragrance oils and approved cleaning products are recommended for use with EcoScent equipment.

15.7 Use of a third-party fragrance oil or cleaning product does not, by itself, remove statutory rights. However, damage, contamination, reduced performance or failure caused by an incompatible or unsuitable third-party product will not be covered by warranty.

15.8 EcoScent may reasonably inspect, test or assess equipment before accepting a warranty claim.

15.9 Customers must not knowingly continue using equipment in a manner likely to worsen a reported fault or cause additional damage.

15.10 Nothing in this warranty section restricts any consumer statutory rights.

16. PRODUCT USE AND MAINTENANCE

16.1 Customers must use products in accordance with supplied operating, safety, cleaning and maintenance instructions.

16.2 Products must not be modified, dismantled or repaired by unauthorised persons where doing so could affect safe operation, performance or reliability.

16.3 Customers are responsible for routine cleaning and maintenance specified for the relevant product.

16.4 EcoScent fragrance oils and approved consumables are recommended for EcoScent scenting equipment.

16.5 EcoScent is not responsible for damage caused by incompatible or unsuitable third-party substances to the extent permitted by law.

16.6 Customers are responsible for ensuring products are operated in an environment appropriate for the relevant equipment.

17. RENTAL, LOAN, TRIAL AND DEMONSTRATION EQUIPMENT

17.1 Equipment supplied on rental, loan, trial, demonstration or another returnable basis remains the property of EcoScent unless expressly agreed otherwise.

17.2 The customer must take reasonable care of the equipment while it is in their possession.

17.3 The customer must not sell, pledge, dispose of, materially alter or permit any security interest to be created over equipment belonging to EcoScent.

17.4 At the end of the applicable arrangement, equipment must be returned:

(a) in reasonable condition, allowing for fair wear and tear;

(b) clean and free from excess fragrance oil;

(d) securely packaged where return by carrier is required.

17.5 EcoScent may charge reasonable costs for:

(a) missing equipment;

(b) loss or theft;

(d) excessive cleaning;

(e) missing accessories;

(f) repair or refurbishment made necessary by customer-caused damage; or

(g) failure to return equipment.

17.6 Rental periods, minimum terms, notice requirements, termination rights and any applicable early termination charges will be governed by the applicable rental agreement, quotation or order documentation.

18. SERVICES, SOFTWARE AND CONNECTIVITY

18.1 Certain EcoScent products may rely on software, applications, internet connectivity, Bluetooth, Wi-Fi, mobile devices or third-party infrastructure.

18.2 Customers are responsible for providing compatible devices, power and connectivity where required.

18.3 EcoScent does not guarantee uninterrupted availability of third-party networks or services outside our reasonable control.

18.4 Temporary interruptions may occur because of maintenance, updates, connectivity failures, technical issues or circumstances outside EcoScent’s reasonable control.

18.5 EcoScent may make reasonable updates to software or systems where required for security, functionality, maintenance or legal compliance.

18.6 Where EcoScent provides access to software or an application for use with a product or service, EcoScent grants the customer a limited, non-exclusive, non-transferable right to use that software solely for its intended purpose and for so long as the customer is entitled to use the relevant product or service.

18.7 Customers must not attempt to gain unauthorised access to, interfere with or circumvent the security or technical operation of EcoScent software or systems.

18.8 Nothing in this section excludes responsibility that cannot lawfully be excluded.

18.9 Nothing in this section excludes responsibility that cannot lawfully be excluded.

19. INTELLECTUAL PROPERTY

19.1 All intellectual property owned by EcoScent before an order remains the property of EcoScent.

19.2 This includes, where applicable:

(a) fragrance formulations;

(b) product designs;

(d) software;

(e) branding;

(f) photography and videography;

(g) marketing materials;

(h) training materials; and

(i) website content.

19.3 Purchase of a product does not transfer ownership of intellectual property underlying that product.

19.4 Customers must not copy, reproduce, reverse engineer, commercially exploit or distribute EcoScent intellectual property except where authorised in writing or permitted by law.

20. CONFIDENTIALITY – BUSINESS CUSTOMERS

20.1 Each party must keep confidential any confidential commercial, technical or financial information disclosed by the other in connection with the contract.

20.2 EcoScent confidential information includes, without limitation, non-public:

(a) fragrance formulations;

(b) technical information;

(d) pricing structures;

(e) prototypes;

(f) product-development information; and

(g) commercial information.

20.3 Confidential information may be disclosed where:

(a) it is already lawfully public;

(b) it was lawfully known to the receiving party before disclosure;

(d) disclosure is made to employees, professional advisers, contractors or subcontractors who reasonably need the information and are subject to appropriate confidentiality obligations.

20.4 This section survives termination of the contract.

21. LIABILITY – CONSUMERS

21.1 Nothing in these Terms excludes or limits liability where it would be unlawful to do so.

21.2 Nothing in these Terms affects a consumer’s statutory rights.

21.3 EcoScent is responsible for losses suffered by a consumer that are a foreseeable result of EcoScent’s breach of contract or failure to use reasonable care and skill, subject to applicable law.

21.4 Products supplied under a consumer contract are intended for private use unless otherwise expressly stated.

21.5 To the extent permitted by law, EcoScent is not responsible under a consumer contract for business losses arising from use of products for commercial or business purposes.

22. LIABILITY – BUSINESS CUSTOMERS

22.1 Nothing in these Terms excludes or limits liability for:

(a) death or personal injury caused by negligence;

(b) fraud or fraudulent misrepresentation; or

22.2 Subject to clause 22.1 and applicable law, EcoScent will not be liable to a business customer for:

(a) indirect or consequential loss;

(b) loss of profit;

(d) loss of business;

(e) loss of anticipated savings;

(f) loss of goodwill; or

(g) loss of business opportunity.

22.3 Subject to clause 22.1 and applicable law, EcoScent’s aggregate liability arising out of or in connection with a contract will be limited to the liability cap specified in any separate written agreement or, where no separate cap has been agreed, the total amount paid or payable by the business customer to EcoScent under the contract giving rise to the claim.

22.4 Nothing in clause 22.3 is intended to exclude or restrict liability beyond what is permitted by applicable law.

22.5 Each party must take reasonable steps to mitigate losses arising from a breach.

23. SUSPENSION AND TERMINATION

23.1 EcoScent may suspend supply or performance where a business customer:

(a) fails to pay an undisputed amount when due;

(b) materially breaches the contract;

(d) creates a material safety, legal or regulatory risk; or

(e) becomes subject to an insolvency event, to the extent permitted by law.

23.2 Where appropriate, EcoScent may provide a reasonable opportunity to remedy a breach before termination.

23.3 EcoScent may terminate a business contract for material breach where the breach is incapable of remedy or, where capable of remedy, is not remedied within a reasonable period after written notice requiring it to be remedied.

23.4 Rights to terminate rental, subscription, service or other continuing arrangements will be governed by the applicable agreement and any mandatory legal rights. Where EcoScent offers a consumer subscription, additional subscription terms and cancellation information may apply and will be provided before the consumer enters into the subscription.

23.5 Termination does not affect rights or liabilities accrued before termination.

23.6 Outstanding sums properly due remain payable following termination.

24. EVENTS OUTSIDE OUR REASONABLE CONTROL

24.1 EcoScent will not be responsible for delay or failure to perform obligations caused by circumstances outside our reasonable control, subject to applicable law.

24.2 Such circumstances may include:

(a) severe weather;

(b) natural disasters;

(d) industrial action;

(e) transport disruption;

(f) significant supply-chain disruption;

(g) government action;

(h) war, terrorism or civil disturbance;

(i) utility failure;

(j) major telecommunications or infrastructure failure; or

(k) widespread failure or interruption affecting third-party systems upon which performance materially depends.

24.3 EcoScent will take reasonable steps to minimise the effect of such circumstances and resume performance where reasonably possible.

24.4 Where an event outside reasonable control prevents a material part of a business contract from being performed for more than 60 consecutive days, either party may terminate the affected part of the contract by written notice unless otherwise agreed.

24.5 Termination under clause 24.4 does not remove liability for sums already due or reasonable costs already incurred or irrevocably committed in relation to bespoke or customer-specific work, subject to applicable law and the circumstances giving rise to termination.

24.6 Consumer rights that cannot lawfully be excluded remain unaffected.

25. PRIVACY AND DATA PROTECTION

25.1 Personal data will be processed in accordance with EcoScent’s Privacy Policy and applicable data-protection law.

25.2 Where a service involves customer-controlled personal data, additional data-processing terms may apply.

26. SUBCONTRACTING

26.1 EcoScent may use employees, agents, carriers, contractors and suitably qualified subcontractors to perform all or part of its obligations.

26.2 Use of a subcontractor does not remove EcoScent’s contractual responsibility to the extent required by applicable law.

27. GENERAL – BUSINESS CUSTOMERS

27.1 Entire Agreement

For business customers, the contract constitutes the entire agreement between the parties concerning its subject matter and supersedes previous discussions, correspondence and understandings relating to that order.

27.2 Non-Reliance

Each business customer acknowledges that, in entering into the contract, it does not rely on any statement, representation or assurance that is not set out in the contract, except that nothing in this clause excludes liability for fraud or fraudulent misrepresentation.

27.3 Variation

No variation requested by a business customer will be effective unless agreed by EcoScent in writing.

27.4 Assignment

A business customer may not assign, transfer or otherwise dispose of its rights or obligations under the contract without EcoScent’s prior written consent.

EcoScent may assign or transfer its rights or obligations where this does not materially reduce the customer’s contractual protections and is otherwise permitted by law.

27.5 Waiver

Failure or delay in exercising a contractual right does not constitute a waiver of that right.

27.6 Severability

If any provision is found to be unlawful or unenforceable, the remaining provisions will continue in effect.

27.7 No Partnership or Agency

Nothing in the contract creates a partnership, joint venture or agency relationship between EcoScent and the customer.

27.8 Third-Party Rights

Unless expressly stated otherwise, a person who is not a party to the contract has no right to enforce any term of it under the Contracts (Rights of Third Parties) Act 1999.

28. NOTICES – BUSINESS CUSTOMERS

28.1 Formal notices relating to termination, material breach or other contractual rights must be in writing.

28.2 Notices may be delivered by hand, sent by prepaid first-class post or sent by email to the business contact details stated in the relevant contract, quotation or order documentation, or to replacement contact details subsequently notified in writing.

28.3 Routine operational communications, purchase orders, delivery updates and customer-service correspondence are not formal notices merely because they are sent by email.

28.4 This section does not apply where applicable law requires a different method of service.

29. CHANGES TO THESE TERMS

29.1 EcoScent may update these Terms from time to time.

29.2 The version applicable to an order will normally be the version in force when the relevant contract is entered into.

29.3 Publication of revised Terms does not retrospectively alter an existing contract unless:

(a) the contract expressly permits the relevant change;

(b) the parties agree the change; or

29.4 Continuing services, rentals, subscriptions or other ongoing arrangements may be subject to separate variation provisions contained in the applicable agreement.

Where EcoScent offers a consumer subscription, additional subscription terms and cancellation information may apply and will be provided before the consumer enters into the subscription.

30. COMPLAINTS AND CONTACT

30.1 Questions or complaints regarding an order, delivery, cancellation, return, product or service should be directed to EcoScent using the contact details published on our website.

30.2 Customers should provide the order number or account details and sufficient information for EcoScent to investigate the issue.

30.3 EcoScent will aim to investigate complaints reasonably and provide a response or update within an appropriate timeframe.

31. GOVERNING LAW AND JURISDICTION

31.1 These Terms and contracts entered into under them are governed by the law of England and Wales.

31.2 For business customers, the courts of England and Wales will have exclusive jurisdiction unless otherwise expressly agreed in writing.

31.3 Consumers retain any mandatory rights regarding applicable law and jurisdiction available to them.

32. ECOSCENT DETAILS

EcoScent UK Limited

Registered office:
Suite 4-316 Ilford Lane
Ilford
England
IG1 2LT

Company registration number:
10570455

Email:
ecoscent@ecoscent.co.uk

Telephone:
+44 (0) 203 137 7283

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Terms & Conditions | EcoScent