All Services and Orders are accepted by Skinologic Ltd subject to these terms and conditions which shall override any other terms or conditions which the Customer (as defined below) purchasing services or goods from Skinologic Ltd attempts to incorporate either through negotiation or as a result of an Order (unless such terms are expressly agreed by an authorised signatory of Skinologic Ltd in writing).

SKINOLOGIC LTD TERMS AND CONDITIONS OF BUSINESS

Background

1. Skinologic Ltd, a company registered in London with Company Number 14147403 and having its registered office at Omnibus Business Centre, 39-41 North Road, London, N7 9DP  and trading address is 29 Warren Street  Fitzrovia  London  W1T 5NE  (“Skinologic Ltd”, “we”, “us” or “our”) provides certain facial skincare services delivered by video and audio consultations.
2. These are the terms and conditions on which Skinologic Ltd supplies services to the Customer.
3. Please read these terms carefully before deciding to use Skinologic Ltd. These terms tell you who we are, how we will provide products to the Customer, how we or the Customer may change or end the services, what to do if there is a problem and other important information.

1. Interpretation

1.1 The definitions and rules of interpretation in this clause apply in these Conditions: –

• Business Day  – a day other than a Saturday, Sunday or public holiday in England when banks in London are open for normal over the counter business.
• Clinic  – the Supplier’s premises or other location where the Services are to be supplied, as set out in the Order and/or Online facility from which the Skin Specialist/Consultant administers the Services to the Customer on a face-to-face via video basis
• Conditions  – the terms and conditions set out in this document as amended from time to time;
• Confidential Information  – information that is proprietary or confidential and is either clearly labelled as such or identified as Confidential Information in clause 11.6 or clause 11.7;
• Consultation  – has the meaning provided in clause 7.1;
• Contract  – the contract between the Supplier and the Customer for the supply of Services in accordance with these Conditions.
• Customer – individuals residing in the United Kingdom who make use of the Services;
• Customer Account – an account set up by the Customer in order to access Services;
• Customer Data – the data inputted by the Customer, Skinologic Ltd or a Skin Specialist/Consultant on the Customer’s behalf for the purpose of using the Services or facilitating the Customer’s use of the Services;
• Documentation – the documentation made available to the Customer by Skinologic Ltd online as notified by Skinologic Ltd to the Customer from time to time which sets out a description of the Services and the user instructions for the Services;
• Online/Video Skincare Consultation– has the meaning provided in clause 7.1;
• Fee – any fee which is not a Membership Fee payable by the Customer to Skinologic Ltd for the Services as set out in the Order or the Price List from time to time;
• Goods – any products, training booklets, kits, posters and anything else advertised and sold by us from time to time
• Normal Business Hours – 9:00am to 5:00pm local UK time, each Business Day;
• Membership – Customers pay a recurring fee to access the value Skinologic Ltd creates through services and goods
• Membership Fee – A recurring payment. 
• Order – the Customer’s order for the Services and/or goods as set out in the Customer’s order form for Services which is submitted in writing or online;
• Platform – has the meaning provided in clause 2.5;
• Policies – means the policies of Skinologic Ltd (currently the Privacy Policy) as notified to the Customer as part of these Conditions and as delineated from time to time;
• Price List – the price list for the Services in place from time to time and available to view from the Client Account;
• Privacy Policy – the privacy policy of Skinologic Ltd in place from time to time and available from the Website;
• Services – has the meaning provided in clause 3;
• Skin Specialist/Consultant  – a fully-trained Skin Therapist/Nurse/Doctor/Dermatologist who is participating in the provision of the Services;
• Treatment – any service or advice given by a Skin Specialist/Nurse/Doctor/Dermatologist to the Customer.
• Website – the website of Skinologic Ltd from time to time.

1.2 In these Conditions, the following rules apply:

1. clause and paragraph headings shall not affect the interpretation of these Conditions.
2. a person includes an individual, corporate or unincorporated body (whether or not having separate legal personality);
3. a reference to a company shall include any company, corporation or other body corporate, wherever and however incorporated or established;
4. unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular;
5. unless the context otherwise requires, a reference to one gender shall include a reference to the other genders;
6. a reference to a statute or statutory provision is a reference to it as it is in force as at the date of these Conditions;
7. a reference to a statute or statutory provision shall include all subordinate legislation made as at the date of these Conditions under that statute or statutory provision;
8. a reference to writing or written includes e-mail.

2. General

1. Skinologic Ltd owns and operates the Platform.
2. These Conditions apply to the exclusion of any other terms and conditions which are implied by trade, custom, practice or otherwise while dealing.
3. The Contract constitutes the entire agreement between the parties.
4. The Order constitutes an offer by the Customer to purchase the Services in accordance with these Conditions and the Policies. The Customer is responsible for ensuring that the terms of the Order submitted by the Customer are complete and accurate. The Order will be deemed accepted by Skinologic Ltd when Skinologic Ltd starts to supply the Services.
5. By registering a Customer Account with Skinologic Ltd, whether on clinic grounds or through the Website and/or any mobile and/or tablet applications (together the “Platform”) the Customer is deemed to have accepted the Conditions in full, along with any other policies which are published and made available from time to time on the Website.
6. The Customer acknowledges that he has not relied on any statement, promise, guarantee or representation as to quality or fitness for purpose made or given by or on behalf of the Seller about any goods (or their life or use) and/or Services which is not set out in the Documentation and/or these Conditions. The Customer waives any rights or remedies that he may have in respect of any warranty, representation, consent or undertaking that is implied by law.

3. Services and memberships

1. Skinologic Ltd provides for private services between the Customer and a Skin Specialist either on clinic grounds or through the Platform in order for the Customer to gain professional skincare advice and/or be provided with administrative services (including but not limited to product recommendations, advice and support) (the “Administrative Services”), all of which will incur the charges as outlined in clause 9 (“Services”).
2. The Customer accepts that the Skin Specialists are independent skincare professionals and are individually responsible for any skincare advice which the Skin Specialist provides to the Customer. Skinologic Ltd is not responsible for any advice provided by the Skin Specialist to the Customer.
3. The Services may from time to time include, only where found to be appropriate by the Skin Specialist, the issuing of skincare product prescriptions from the Skin Specialist to the Customer, which will incur the cost of the product prescribed by the Skin Specialist via the customer portal from which the Customer chooses to purchase at their own discretion  (“Prescriptions”).

4. Memberships terms

   a. Platinum Skin Membership – monthly pass

   • 1x membership services per month
   • Membership activates after the first payment is received
   • The membership will auto renew monthly.
   • Initial minimum term of 6 months.
   • You can cancel at any time, giving 30 days written notice.
   • Membership will cease once the full term has elapsed.
   • A 6 month subscription period must be taken to receive complementary benefits without incurring any chargebacks.
   • In the event of any cancellation before each 6 month term has expired, any benefit taken prior to cancellation, including complementary treatment or product on birthday and/or skin care joining gift, will be charged for at the final membership fee payment.
   • The customer is responsible for scheduling in your appointments. Any missed appointments or late cancellations will class as a treatment for that month.

   b. Ultimate Skin Club Membership – Monthly pass

   • Membership activates after the first payment is received
   • 1x membership services per month
   • The membership will auto renew monthly.
   • Initial minimum term period of 4 months.
   • You can cancel at any time, giving 30 days written notice.
   • Membership will cease once the full term has elapsed.
   • A 12 month subscription period must be taken to receive complementary benefits without incurring any chargebacks.
   • In the event of any cancellation before each 12 month subscription period has expired, any benefit taken prior to cancellation, including complementary treatment or product on birthday and/or skin care joining gift, will be charged for at the final payment subscription.
   • The customer is responsible for scheduling in your appointments. Any missed appointments or late cancellations will class as a treatment for that month.

   c. Ultimate Skin Club Membership – Quarterly  pass

   In addition to the above Skin Club Membership terms and conditions –

   • 1x membership services every 3 months
   • An initial joining fee of £270 OR a 3 month subscription period is required in order to receive your first treatment. The minimum membership period of 6 months applies.

   d. Weight Management Membership 

   • Membership activates after the first payment is received
   • The membership will auto renew monthly.
   • Initial minimum term period of 1 months.
   • You can cancel at any time, giving 30 days written notice.
   • You must complete your medical evaluation with our clinician monthly in order to avoid delays.

4. Skinologic Ltd’s obligations

1. Skinologic Ltd undertakes that the Services will be provided substantially in accordance with the Documentation and the provisions in clause 3 and with reasonable skill and care.
2. The undertaking at clause 4.1 shall not apply to the extent of any non-conformance which is caused by use of the Services contrary to Skinologic Ltd’s instructions, these Conditions, or modification or alteration of the Services by any party other than Skinologic Ltd or Skinologic Ltd’s duly authorised contractors or agents. If the Services do not conform to the foregoing undertaking, Skinologic Ltd will, at its own expense, use all reasonable commercial endeavours to correct any such non-conformance promptly, or provide the Customer with a further Consultation for no additional charge to the Customer. Such correction or substitution constitutes the Customer’s sole and exclusive remedy for any breach of the undertaking set out in clause 4.1. Notwithstanding the foregoing, Skinologic Ltd:
   1. does not warrant that the Customer’s use of the Platform will be uninterrupted or error-free; or that the Services, Documentation and/or the information obtained by the Customer through the Services will meet the Customer’s requirements; and
   2. is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and the Customer acknowledges that the Services and Documentation may be subject to limitations, delays and other problems inherent in the use of such communications facilities.
3. Skinologic Ltd warrants that it has and will maintain all necessary licences, consents, and permissions necessary for the performance of the Services.

5. Customer obligations

1. In order for the Services to be provided, the Customer must ensure that his network and systems comply with the relevant technical specifications provided by Skinologic Ltd from time to time.
2. It is the sole responsibility of the Customer to provide honest and accurate information to the Skin Specialist and Skinologic Ltd as and when requested by the Skin Specialist and/or Skinologic Ltd, and the Customer acknowledges that any skincare advice or information provided by the Skin Specialist is based on such information. Skinologic Ltd is not liable for any loss or damage suffered by the Customer or any third party in the event that any information provided by the Customer to the Skin Specialist and/or to Skinologic Ltd is inaccurate, false or erroneous in any way.
3. The Customer shall only use the Platform for domestic and private use; under no circumstances is the Customer permitted to use the Platform for any commercial or business purposes.
4. The Customer acknowledges and accepts that that the Platform is not to be used in cases of medical emergency and acknowledges that it is the sole responsibility of the Customer to assess whether the Services are suitable and/or sufficient for the Customer’s needs and the extent to which the Services can be relied upon by the Customer.
5. The Customer acknowledges and accepts that Skinologic Ltd reserves the right to deny any person access to the Platform and/or the Services, including suspension or termination of the Customer Account upon notice, wherever the Customer is found to be acting in an inappropriate manner towards any Skin Specialist or any employee, consultant, adviser and/or officer of Skinologic Ltd. Inappropriate behaviour may include but is not limited to:
   1. threatening, abusive, offensive behaviour;
   2. foul language; and
   3. excessive use of any Service within the reasonable opinion of Skinologic Ltd.
6. Skinologic Ltd does not provide Consultations for people under the age of 18.

6. Customer Data

1. The Customer shall own all right, title and interest in and to all of the Customer Data and shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of the Customer Data.
2. Skinologic Ltd will use the Customer Data to:
   1. provide the Services;
   2. process the Customer’s payment for the Services; and
   3. inform the Customer about similar services that Skinologic Ltd provide, but the Customer may stop receiving these at any time by contacting Skinologic Ltd.
3. Further details of how Skinologic Ltd processes Customer Data are set out in our PRIVACY POLICY

7. Consultations

1. The Services are administered by a Skin Specialist either on clinic grounds or through video, audio and text (“Consultation”).
2. The Customer acknowledges that the security of any Consultation cannot be guaranteed and acknowledges that, whilst Skinologic Ltd will make reasonable efforts to provide the Customer with a Consultation within a reasonable time frame, there is no guarantee that a Consultation will be provided within a specific time frame and any Consultation is subject to the availability of Skin Specialists.

8. Third party providers

The Customer acknowledges that the Services may enable or assist him to access the website content of, correspond with, and purchase products and services from, third parties through third-party websites and that it does so solely at his own risk. Skinologic Ltd makes no representation, warranty or commitment and shall have no liability or obligation whatsoever in relation to the content or use of, or correspondence with, any such third-party website, or any transactions completed, and any contract entered into by the Customer with any such third party.  Any contract entered into and any transaction completed through any third-party website is between the Customer and the relevant third party, and not Skinologic Ltd.  Skinologic Ltd recommends that the Customer refers to the third party’s website terms and conditions and privacy policy prior to using the relevant third-party website.  Skinologic Ltd does not endorse or approve any third-party website nor the content of any of the third-party website made available through the Services.

9. Charges and payment

1. The Customer shall pay the Fees and/or Membership Fees to Skinologic Ltd for the Services in accordance with this clause 9.
2. The Customer shall provide to Skinologic Ltd valid, up-to-date and complete debit or credit payment card details as part of the Order. For any Customers who are not Membership Customers Skinologic Ltd will charge or invoice for the Services and/or Administrative Services prior to the conclusion of the Service, at which time the amount(s) due will become payable.
3. The Clinic offers payment in full, or payment plans for the membership and services fee subject to suitability.
   1. The customer agrees to pay the membership fee as per the selected payment plan.
   2. Payment plans must be paid in full by the agreed date, and failure to do so may result in debt collectors’ enforcement and additional costs incurred by the customer.
   3. If payments plans fail, membership access will be revoked without warning and no refunds given on payments made to date.
   4. The Consultation, Service or Membership fee is strictly non-refundable, except as required by applicable consumer protection laws.
   5. Once enrolled / purchased, the customer is fully responsible for the full payment of the Consultation, Service or aggregated Membership fee, regardless of completion or participation.
   6. Consultation, Service or Membership services must be used within the given timeframe. No refund or return of treatment will be issued if unused.

4. Skinologic Ltd reserves the right to charge the Customer for any Administrative Services arising following the conclusion of a Consultation, Service or Reoccurring Payment.

5. If Skinologic Ltd has not received payment within 5 Business Days after the due date, and without prejudice to any other rights and remedies of Skinologic Ltd:
   1. Skinologic Ltd may, Charge any cards on file
   2. Skinologic Ltd may, without liability to the Customer, disable the Customers’ Account and the  access to all or part of the Services.  Skinologic Ltd shall be under no obligation to provide any or all of the Services while the invoice(s) concerned remain unpaid; and
   3. interest shall accrue on a daily basis on such due amounts at an annual rate equal to 8% over the then current base lending rate of The Bank of England from time to time, commencing on the due date and continuing until fully paid, whether before or after judgment.
6. All amounts and fees stated or referred to in the Order:
   1. shall be payable in pounds sterling;
   2. are, subject to clause 15, non-cancellable and non-refundable;
   3. are exclusive of value added tax, which shall be added to Skinologic Ltd’s invoice(s) at the appropriate rate.
7. Skinologic Ltd shall be entitled to increase the Membership Fees upon 30 days’ prior notice to the Customer and the Order shall be deemed to have been amended accordingly.
8. Skinologic Ltd does not accept any payment for the Services through insurers of any kind.

10. Proprietary rights

1. The Customer acknowledges and agrees that Skinologic Ltd and/or its licensors own all intellectual property rights in the Services, the Documentation, the Platform and the Website. Except as expressly stated herein, Skinologic Ltd grants the Customer no rights to, under or in any patents, copyright, database right, trade secrets, trade names, trademarks (whether registered or unregistered), or any other rights of licences or any other intellectual property rights in respect of the Services or the Documentation.
2. Skinologic Ltd confirms that it has all the rights in relation to the Services and the Documentation that are necessary to grant all the rights it purports to grant under, and in accordance with, the terms of these Conditions.
3. Skinologic Ltd grants to the Customer a limited, revocable and non-exclusive licence to access and make personal use of the Website and the Platform. This limited licence does not include the right to:
   1. frame or utilise framing techniques to enclose the Website and/or the Platform or any portion thereof;
   2. modify or download the Website and/or the Platform or its contents (except caching or as necessary to view content);
   3. make any use of the Website and/or the Platform or its content other than personal use;
   4. create any derivative work based upon either the Website and/or the Platform or its content;
   5. collect account information for the benefit of another party;
   6. use any meta tags or any other “hidden text” utilising our name or the trademarks; or
   7. use software robots, spiders, crawlers, or similar data gathering and extraction tools, or take any other action that may impose an unreasonable burden or load on our infrastructure.

11. Confidentiality

1. In order for the Services to be provided, the Customer may provide both Skinologic Ltd and the Skin Specialist (the “Receiving Party”) with Confidential Information. The Customer’s Confidential Information shall not be deemed to include information that:
   1. is or becomes publicly known other than through any act or omission of the Receiving Party;
   2. was in the lawful possession of the Receiving Party before the disclosure;
   3. is lawfully disclosed to the Receiving Party by a third party without restriction on disclosure; or
   4. is independently developed by the Receiving Party, which independent development can be shown by written evidence.
2. Subject to clause 11.4, the Receiving Party shall hold the Customer’s Confidential Information in confidence and not make the other’s Confidential Information available to any third party, or use the other’s Confidential Information for any purpose other than the implementation of this Contract.
3. Each party shall take all reasonable steps to ensure that the other’s Confidential Information to which it has access is not disclosed or distributed by its employees or agents in violation of the terms of these Conditions.
4. A party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority or by a court or other authority of competent jurisdiction, provided that, to the extent it is legally permitted to do so, it gives the other party as much notice of such disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this clause 11.4, it takes into account the reasonable requests of the other party in relation to the content of such disclosure.
5. Neither party shall be responsible for any loss, destruction, alteration or disclosure of Confidential Information caused by any third party.
6. The Customer acknowledges that details of the Services, and the results of any performance tests of the Services, constitute Skinologic Ltd’s Confidential Information.
7. Skinologic Ltd acknowledge that the Customer Data is the Confidential Information of the Customer.
8. The Customer shall not, without the prior agreement of Skinologic Ltd, make, or permit any person to make, any public announcement concerning these Conditions without the prior written consent of the other parties (such consent not to be unreasonably withheld or delayed), except as required by law, any governmental or regulatory authority (including, without limitation, any relevant securities exchange), any court or other authority of competent jurisdiction.
9. The above provisions of this clause 11 shall survive termination of this Contract, however arising.

12. Cancellation

1. Skinologic Ltd reserves the right to postpone, amend or cancel any Consultation, service or Membership and further reserves the right, but is not obliged, to offer alternative times without any responsibility on its part.
2. In the event of postponement, Skinologic Ltd and the Customer will work together to make appropriate alternative arrangements for a date or dates to be mutually agreed.  Each party will bear their own losses.
3. The Customer may postpone or amend any Consultation or Service by providing Skinologic Ltd with 48 hours’ notice via the online portal or in writing (including by email) and receiving consent from Skinologic Ltd in writing (including by email) in this time period. Doing so within the 48hrs timeframe will forfeit any payment made. It is the responsibility of the Customer to arrange for a new booking if the Customer has cancelled the existing Consultation, Service or Membership.
4. The Customer cannot cancel any Consultation, Service or Membership without first providing Skinologic Ltd with 48 Hours’ notice via the online portal or in writing (including by email) and receiving consent from Skinologic Ltd in writing (including by email) in this time period. Memberships which require 30 days’ notice. It is the responsibility of the Customer to arrange for a new booking if the Customer has cancelled the existing Consultation, Service or Membership.
   1. Consultation, Service or Membership fee strictly non-refundable, except as required by applicable consumer protection laws.
   2. Once enrolled or purchased, the customer is fully responsible for the full payment of the Consultation, Service or Membership full term value, regardless of completion or participation .
5. In the case of a cancellation or termination by Skinologic Ltd for whatever reason, Skinologic Ltd will notify the Customer as far in advance as possible and will arrange for a new appointment or, if requested by the Customer within 2 Business Days after the cancellation, a full refund of all monies paid (unless it is due to the Customer’s failure or fault) and Skinologic Ltd will have no other obligation or liability to the Customer.   Skinologic Ltd is not liable to the Customer for any loss (consequential or otherwise), cost, expenditure, damage or compensation for such changes.
6. Skinologic Ltd may refuse and cancel a Consultation, Service or Membership at any time if Skinologic Ltd considers that the Services may be used for illegal acts or activities or which might contravene the Skinologic Ltd’s principles.
7. Skinologic Ltd is not responsible for any errors or omissions in correspondence or published material and has taken reasonable steps to ensure that the information contained in its own and third party or agents’ websites, brochures, tariffs, leaflets and advertising is correct.  Skinologic Ltd reserves the right to amend or withdraw any service, facility or amenity as previously described without notice.

13. Indemnity

1. The Customer shall indemnify, and keep indemnified, Skinologic Ltd against all liabilities, costs, expenses, damages and losses (including but not limited to any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other professional costs and expenses) suffered or incurred by Skinologic Ltd arising out of or in connection with:-
   1. any breach of these Conditions by the Customer; or
   2. any information provided by the Customer to the Skin Specialist or to Skinologic Ltd that is inaccurate, false or erroneous in any way.
   3. This indemnity shall apply whether Skinologic Ltd has been negligent or at fault.

14. Limitation of Liability

1. Except as expressly and specifically provided in these Conditions:
   1. the Customer assumes sole responsibility for his use of the Services and the Documentation and for conclusions drawn from such use. Skinologic Ltd shall have no liability for any damage caused by errors or omissions in any information, instructions or scripts provided to Skinologic Ltd by the Customer in connection with the Services, for any actions taken by Skinologic Ltd at the Customer’s direction, or for any loss or damage that is not foreseeable;
   2. Skinologic Ltd shall have no liability to the Customer for any loss of profit, loss of business, depletion of goodwill and/or similar losses or loss or corruption of data or information or pure economic loss or any other commercial loss;
   3. the Skin Specialists are not employees of Skinologic Ltd and Skinologic Ltd does not warrant the content of any Service delivered by a Skin Specialist to the Customer and is not liable for their actions or omissions unless the Skin Specialist has acted under direct instruction from Skinologic Ltd; and
   4. all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from these Conditions.
2. Nothing in these Conditions excludes the liability of Skinologic Ltd:
   1. for death or personal injury caused by Skinologic Ltd’s negligence; or
   2. for fraud or fraudulent misrepresentation.
3. Subject to clause 15.1 and clause 15.2:
   1. Skinologic Ltd shall not be liable whether in delict (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss or damage however arising under these Conditions; and
   2. Skinologic Ltd’s total aggregate liability in contract, delict (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of this Contract shall be limited to the amount paid by the Customer to Skinologic Ltd in the 12 month period prior to the date of the event giving rise to the relevant claim.

15. Force majeure

Skinologic Ltd shall have no liability to the Customer under these Conditions if it is prevented from or delayed in performing its obligations under these Conditions, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of Skinologic Ltd or any other party), failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or sub-contractors, provided that the Customer is notified of such an event either before or as soon as reasonably practicable after such event.

16. Conflict

If there is an inconsistency between any of the provisions in the main body of these Conditions and the Order, the provisions in the main body of these Conditions shall prevail.

17. Waiver

No failure or delay by a party to exercise any right or remedy provided under these Conditions or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.

18. Rights and remedies

Except as expressly provided in these Conditions, the rights and remedies provided under these Conditions are in addition to, and not exclusive of, any rights or remedies provided by law.

19. Severance

1. If any provision (or part of a provision) of these Conditions is found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions shall remain in force.
2. If any invalid, unenforceable or illegal provision would be valid, enforceable or legal if some part of it were deleted, the provision shall apply with whatever modification is necessary to give effect to the commercial intention of the parties.

20. Entire agreement

1. These Conditions constitute the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
2. Each party acknowledges that in entering into these Conditions it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Conditions.
3. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in these Conditions.
4. Nothing in this clause shall limit or exclude any liability for fraud.

21. Assignation

1. The Customer shall not, without the prior written consent of Skinologic Ltd, assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under these Conditions.
2. Skinologic Ltd may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under these Conditions.

22. Variation

Skinologic Ltd reserves the right to vary these Conditions from time to time.

23. No partnership or agency

Nothing in these Conditions is intended to or shall operate to create a partnership between the parties, or authorise either party to act as agent for the other, and neither party shall have the authority to act in the name or on behalf of or otherwise to bind the other in any way (including, but not limited to, the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).

24. Third party rights

These Conditions do not give rise to any rights under the Contract (Third Party Rights) (England) Act 1999 for any third party to enforce or otherwise invoke any term of this agreement.

25. Notices

1. A notice sent by email shall be deemed to have been received at the time of transmission (as shown by the timed printout or mail attachment provided by the sender where requested).

26. Governing law and Jurisdiction

These Conditions and any dispute or claim arising out of or in connection with them or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England. Each party irrevocably agrees that the courts of England shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Conditions or their subject matter or formation (including non-contractual disputes or claims).

These terms and conditions were last updated on 26th August 2024