B2B Terms

1. Status of these B2B Terms

These conditions apply to genuine professional purchases and commercial services agreed with MAISON ENTERPRISE LTD, trading as Maison Designers, 71-75 Shelton Street, Covent Garden, London, United Kingdom, WC2H 9JQ. The actual purpose and party determine business status; a business label, high value or trade discount does not remove mandatory consumer rights.

The accepted Professional Marketplace Seller Agreement and Seller Schedule govern a partner selling through that programme. A wholesale purchase, direct supply to Maison, consignment and independent service are distinct arrangements. These general B2B Terms supplement them only where applicable and do not confer an authority or charge that was not actually agreed.

2. Professional status and authority

A B2B applicant must provide accurate company name, trading name, company registration number, VAT number, EORI number where relevant, country, business role, contact authority and any KYB, beneficial-owner, source-of-funds, sanctions or trade evidence requested by Maison Designers. The person placing an order confirms that they are authorised to bind the company or professional business they represent.

3. KYB and account approval

B2B access is not automatic. Maison Designers may approve, refuse, suspend, limit or withdraw B2B access where company evidence is incomplete, expired, inconsistent, high risk, disputed or not suitable for the transaction. B2B pricing, seller/supplier workflows, payout reserves, invoice terms and no-consumer-return treatment apply only where Maison Designers has approved the relevant B2B status or written commercial terms.

4. Separate B2B acceptance

The transaction must identify the professional party, scope, applicable documents and commercial offer before commitment. Acceptance may be evidenced by a signed document, identified electronic acceptance or written exchange by an authorised representative. Business status, approval and the agreement actually supplied must be distinguishable.

An internal note, timestamp, account approval or invoice records what happened; it does not alone prove acceptance of a term never supplied. Preserve the accepted text, price particulars and subsequent variations separately. New terms are not imposed on an earlier transaction by updating a public page.

5. Orders, invoices and final trade commitment

An accepted genuine professional order is binding. There is no general consumer change-of-mind cancellation right for such an order. The accepted offer identifies when the goods order or service is accepted and any agreed cancellation right. A quotation, invoice, payment authorisation and dispatch are not treated as interchangeable acceptance events where the actual agreement says otherwise.

Maison may refuse a discretionary cancellation where no right to cancel exists. If it agrees to cancellation, the settlement must account for properly earned professional remuneration, authorised commitments and any loss lawfully recoverable for an established breach, crediting unperformed work, avoided expenditure and other recoveries. Completed services are not made free merely because the related sale does not proceed.

This clause does not remove an agreed remedy for defective performance, an applicable goods obligation or liability that cannot lawfully be excluded. It does not convert a consumer purchase into a trade sale or an ordinary preparation step into automatic forfeiture.

6. No consumer cooling-off flow

For confirmed B2B, reseller, supplier and trade transactions, the consumer distance-selling cooling-off return flow does not apply in the same way as it applies to eligible consumers. Commercial remedies, if any, are governed by these B2B Terms, the invoice, signed terms, written quote, marketplace terms, supplier agreement, order-specific terms and applicable law.

7. Pricing, discounts and invoice terms

B2B pricing may be handled by trade tier, written quote, invoice, account discount, private portal pricing, sourcing fee, buyer premium, marketplace commission or bespoke commercial agreement. Payment deadlines, deposits, cleared-funds requirements, late payment rights, cancellation consequences and invoice references may be recorded with the order. A discount or trade price does not create a consumer return right.

8. Sourcing, custom work and service fees

A professional confirmation may commission sourcing, examination, authentication, appraisal, Passport documentation, photography, preparation, cleaning, servicing, polishing, restoration, resizing, engraving, alteration, production, design, courier, insurance, customs or other specified work. It must identify the service, fee and taxes, deliverable, spending authority and when remuneration is earned before the commitment.

The professional fee may remunerate expertise and responsibility, not only direct costs. An independently commissioned examination can properly earn its fee on a supported negative report where that is the promised service; an inconclusive result must be within the agreed scope and properly supported. Work genuinely supplied and authorised irrecoverable commitments can remain payable without a sale. Work not supplied, credits due, avoided costs and other recoveries are accounted for.

Routine preparation is not retrospectively turned into an undisclosed charge. Additional scope requires prior agreement. A service fee, a damages claim and a right to deduct or set off are distinct; none permits duplicate recovery or evasion of liability for Maison's own deficient performance.

9. Delivery, insurance and customs

B2B clients must provide accurate address, company, VAT, EORI, import, export and customs information and must cooperate with carrier, insurer, broker, sanctions, customs and tax requests. Refused delivery, non-collection, customs non-cooperation, unpaid duties, inaccurate documents, storage, re-import, return-to-sender, specialist courier and insurance costs may be charged, deducted, set off or recovered where permitted by the applicable commercial terms and law.

9A. Standard tracked and premium delivery options

The accepted delivery arrangement identifies whether carriage is standard tracked, insured, specialist or independently buyer-arranged, and its charge. A tracked service alone is not represented as full-value insurance. A premium or specialist option is supplied only where actually agreed and available for the item, value and destination.

The carrier's conditions and liability limits do not by themselves remove an obligation Maison expressly assumed. Risk allocation between professional parties follows the actual agreement and applicable law. Consumer delivery-risk rules are not replaced by this B2B provision.

9B. Dispatch, delivery estimates and buyer cooperation

Dispatch may depend on cleared funds, order acceptance, product readiness, service completion, authentication/perizia review, Digital Passport preparation, security checks, export documents, courier availability and customs requirements. Delivery estimates are approximate. The business buyer must respond promptly to reasonable Maison Designers, carrier, broker, customs, insurer or authority requests needed to release, clear, deliver, redeliver or return the parcel.

10. Commercial claim window

A professional recipient must inspect the goods, packaging, inclusions and documents promptly so far as reasonably practicable and notify a concern without undue delay after discovery, with the transaction and available supporting evidence. A specific commercial claim window is binding only within its disclosed scope, where agreed before commitment and legally enforceable. An unspecified period is not later selected to reject a claim.

An apparent discrepancy and a latent defect or concealed title/authenticity issue are not automatically subject to the same discovery circumstances. The effect of delay, alteration, repair or missing evidence is assessed against the applicable right and actual prejudice. Maison may rely on a valid commercial time limit, failure to mitigate or substantiated misuse where available, but does not treat every delayed notification as loss of all remedies.

11. Authentication and Digital Passport

An assessment, report or Digital Passport records the agreed item identity, findings and supporting information within its commissioned scope. It is not an insurance policy or investment guarantee. A specific authenticity or description commitment actually made for a sale remains binding; calling a report evidence does not remove that commitment.

Records can support claims, delivery, returns and settlement. Preparation, document supply, account access and owner assignment are different. An external technology or specialist label does not itself prove service performance. Additional work and independent commissions follow their actual accepted scope and price.

12. Seller, supplier and reseller warranties

A professional seller or supplier contracting on these terms warrants lawful title or disclosed authority sufficient to sell; authentic goods and documents as represented; accurate material information; disclosed relevant wear, repairs, replacements and alterations; lawful source and trade; and absence of undisclosed encumbrances preventing the transaction. A material uncertainty must be disclosed before commitment, not concealed behind a general knowledge qualification.

It must keep availability current, supply the exact agreed unit and cooperate with reasonable authentication, delivery, return, tax, customs and lawful evidence requests. Maison review or payment does not release those warranties.

Where the seller's breach requires reversal of proceeds or causes reasonable evidenced loss, Maison may claim the corresponding repayment or indemnity and use an agreed lawful reserve or set-off, with causation, mitigation and other recoveries accounted for. The Professional Marketplace Seller Agreement further specifies these obligations for its programme. Maison's own fault and non-excludable duties are not transferred merely by naming an indemnity.

13. Payout holds, reserves and set-off

Under an actual professional payout arrangement, Maison may pause the affected release or retain a proportionate reserve for an identified payment, delivery, inspection, return, authenticity, title, customs, tax, legal, fraud, chargeback or provider exposure. The applicable basis, amount or method, review and release conditions must be explained so far as lawful. A provider reserve is not automatically a fee owed by the counterparty.

Reserves are reviewed when relevant facts change and at reasonable intervals. The portion no longer justified is released, subject to genuine legal/provider restrictions. A temporary hold is distinct from a final entitlement; unrelated undisputed sums are not retained merely to pressure acceptance of another claim.

An identified amount lawfully due from the same professional party may be recovered or set off against amounts Maison owes it where the accepted agreement, law and provider arrangements allow. Supply the transaction and calculation and a route to identify an error. There is no bank-debit mandate, cross-seller recovery, automatic currency conversion, fixed reserve percentage or forfeiture created by this general clause. The specific accepted marketplace agreement governs that programme.

14. Chargebacks and evidence

B2B counterparties must cooperate promptly with chargeback, fraud, delivery, customs, authenticity, condition, return, insurance and legal evidence requests. Maison Designers may use accepted terms versions, account KYB evidence, order notes, invoice terms, shipping records, courier scans, customs records, product photos, authentication evidence, communication logs, inspection results and payout records to respond to providers, acquirers, card networks, insurers and advisers where lawful.

15. Liability and legal limits

Nothing in these B2B Terms excludes or limits liability for fraud, fraudulent misrepresentation, death or personal injury caused by negligence, title obligations that cannot be excluded, or any other liability that cannot legally be excluded. Any exclusion or limitation between businesses is subject to applicable law, including the Unfair Contract Terms Act 1977 where relevant, and applies only so far as reasonable and enforceable.

15A. Business loss limitation

Subject to section 15 and applicable law, Maison is not liable to the professional counterparty for indirect or consequential business loss, including the relevant loss of opportunity, prospective resale profit, revenue, management time or reputation. The character of a loss depends on the facts, not merely its label. No particular sale, margin, future valuation or commercial outcome is guaranteed unless expressly agreed.

Direct loss, responsibility for goods or funds and other binding obligations follow the applicable agreement and law. A monetary cap applies only where specifically agreed and subject to the applicable reasonableness requirement. Nothing converts money otherwise due to a counterparty into a capped damages claim.

16. Changes and signed copies

Future changes do not rewrite earlier transactions. An item-specific agreement governs within its scope; an accepted professional programme Schedule and agreement govern that relationship; these B2B Terms supplement relevant general matters. Purchase orders, invoices, quotes and correspondence evidence an agreement only to the extent actually incorporated and accepted. An entire-agreement arrangement cannot remove fraud, mandatory rights or an enforceable promise merely through a later label.

For a continuing professional intermediation relationship, the applicable rules on notice, restrictions, reasons, ranking, data and dispute arrangements govern, including any actual exemption. The Professional Marketplace Seller Agreement specifies the change and termination framework. The actual business classification, scope, authority and original accepted documents remain relevant to every claim.

17. Governing law, notices and continuing obligations

These genuine business arrangements are governed by the law of England and Wales. The parties agree to the exclusive jurisdiction of its courts for a professional dispute, subject to jurisdiction rules that cannot be displaced, a valid specific agreement and legally available urgent protective relief. A consumer is not deprived of mandatory protections or court access by a business label.

Use the published Contact Us route or the agreed professional contact for notices and concerns. Earned remuneration, supported repayment/indemnity claims, confidentiality, lawful record use and obligations needed to resolve earlier transactions survive ending the relationship to their appropriate extent. A delay in enforcement is not a general waiver. Any ineffective provision is addressed without treating a saving phrase as validation of an unreasonable exclusion.