1 DEFINITIONS

1.     Any reference to Company/Seller/We/Us shall mean Kimi,19 Luddington Rd
Solihull, West Midlands, B92 9QH (Registered office),                                             

2.     Any reference to You/Your/Buyer/Purchaser/Customer shall mean any person, sole trader, partnership, business, body corporate or other entities detailed in the appropriate section of the sales invoice/order form/Account application form and include all successors, heirs and assigns.

3.     The contract will mean the contract between the Seller and the buyer for the sale and purchase of the goods and includes these conditions, the Order, the Sellers Returns Policy and any other form in section 2.

4.     The Conditions will mean the standard terms and conditions for the supply of goods and services herein.

5.     The Goods means the goods or equipment to be supplied by the Seller to the buyer and be a core term of this agreement that all additional parts, connecting components or ancillary items, not detailed within the order form, shall be additional to this agreement.

6.     The Order means the offer from the Buyer to the Seller to purchase the goods in accordance with these conditions.

7.     Where the Buyer purchases in the course of a trade, profession, vocation or sport (where the buyer is a specialist or enthusiast) it is agreed that such a buyer shall mean a trade buyer. Where a person deals entirely as a consumer, statutory rights shall remain unaffected.

8.     The Sellers Returns Policy will mean the Sellers returns policy or policies for the Goods as may be published by the seller from time to time.

9.     The Services or Service will be the services or service to be supplied by the seller to the buyer pursuant to the contract.

10.   Working day means any day Monday to Friday inclusive excluding any United Kingdom public holidays or any other days mentioned on our website.

11.   Website will mean the website operated by Kimi. These include and are not limited to www.kyriandkimi.com or any other website which we may operate from time to time.

12.   Payment card is the credit or debit card or other payment system chosen by you to be used as the method of payment for the goods of which you have provided details to us when placing your order.

2 GENERAL

1.     These terms and conditions are the only conditions under which we will provide a service to you and can only be varied by an agreement, in writing of the Seller and Buyer.

2.     The Buyer accepts that in entering into the Contract it has not relied upon any prior promise, representation (except fraudulent misrepresentations) or undertaking of the Seller or of any of the Seller’s employees or agents nor any documents or faxes not expressly included in the definition of contract set out in these conditions.

3.     Brochure Descriptions. Web site information and samples on display are indicative only and any specifications, weights, measurements and technical data have been prepared by manufacturers and are for guidance only. Additionally, parts or components pictured or described within brochures or websites are for illustration purposes only and may vary in size, specification, colour and fitment. Buyers are therefore required to check current specification, colours, weights and measurements with the manufacturer or the Seller prior to order. Manufacturers also allow tolerances within the manufacturer of their products and also reserve the right to amend specifications, without notice, in order to improve products or where amendment becomes necessary and the Seller shall endeavor to inform the Buyer of any such amendment or change.

4.     The company reserves the right to amend technical or clerical errors in any order without notice. In addition, the buyer shall ensure that all details contained within the order are correct prior to submission to the Seller. Subsequent to delivery, the Seller shall accept no liability for any error or inaccuracy in order unless notified of such error within seven days of delivery/receipt of any document containing the said error

5.     Kimi reserves the right to change these Terms and conditions or the Contract from time to time without prior notice.

3 PRICE

1.     The price of the Goods shall be the price set out on the relevant page of this site. We reserve the right to change the prices set out on this site provided that if we accept an order from you the price for the goods will be the price set out in the relevant range at the time the order is placed.

2.     If the price of the Goods increases between the date we accept your Order and the delivery date, we will let you know and ask you to confirm [by e-mail/in writing] that the new price is acceptable. If it is not acceptable then you will, of course, have the option of canceling the order.

3.     The price of the Goods does not include insured postage or packaging. There will be an additional charge made relative to the size and amount of Goods insured for postage and packaging. This charge will be clearly shown on the Order form.

4.     The total price is inclusive of any applicable value added tax unless otherwise stated and is subject to availability.

4 PAYMENT TERMS

1.     Upon providing us with details of the Payment Card and submitting the Order you :

2.     Confirm and undertake that the information contained within the Order is true and accurate and that you are duly authorized to use the Payment Card; and

3.     Authorize us to deduct from the Payment Card account the full price of the Goods and all other payments which may become due to us under the Contract.

4.     If it is not possible to obtain full payment for the Goods from your account on delivery of the Goods to you, we can cancel the Order or suspend any further deliveries to you. This does not affect any other rights we may have.

5.     Where Goods are returned by you in accordance with your rights under the provisions of Condition 7, right to cancel we shall credit the Payment Card with the appropriate amount.

6.     We will not pass your personal information on to any third party without your permission. Unless solely due to our negligence we cannot be held liable for any losses you may suffer. If in any event your payment card is used fraudulently you are entitled to cancel the payment and be reimbursed by the card issuer without being charged for the loss.

7.     Where ordering of goods is not by advanced credit/debit/other card payments, Payment by the buyer of the price of goods following delivery is due seven days following the invoice date.

8.     As in 4/7 above it is expected that the buyer will reconcile the payment with the Sellers invoice/credit number. If this is not the case, at the discretion of the Seller, treat it as a payment of the oldest outstanding debt.

9.     The Buyer, within a period of 3 working days following receipt of an invoice is entitled to notify the Seller in hard copy format of any dispute of item/items contained in the invoice with details of the reasons for dispute and the Buyers proposals for resolving the dispute

10.   Failing to comply with the above 4/9 request the Buyer will pay such an invoice as set out in 4/7

11.   If the Buyer does serve a notice of dispute on an invoice under condition 4/9 the Buyer will on the due date for payment as in condition 4/7, pay the part of the invoice not disputed. Any matters in dispute will be referred for resolution between nominated representatives of the Buyer and Seller.

5 DELIVERY AND RISK

1.     Delivery of the Goods shall be made by us or our carrier to the address for delivery shown in the Order Form. It is extremely important that this address is accurate. A signature will be required on delivery. Please be precise about where you would like the Goods left if you are out when we deliver, this would be entirely at your own risk once the Goods have been delivered in accordance with your delivery instructions, and you will be responsible for them. Our responsibility for everything other than damage due to our negligence or due to a manufacturing design or design fault will cease upon delivery.

2.     We will do all that we reasonably can to meet the date given for delivery (usually 2 to 5 working days to mainland U.K) or, if no date has been agreed, within 30 days of the order date. We cannot be held responsible for delays beyond our control. If we are unable to make the delivery date we will contact you. If delivery cannot be made within 30 days of the given delivery date you will be entitled to either arrange a revised date or cancel the order and receive a full refund. If we are able to make delivery in advance of the given date we will contact you.

3.     If the order is a multiple order and we are unable to make delivery of the whole order but are able to deliver part we will contact you, informing you of this, and delivery will be on a mutually agreed date. In this instance delivery will be said to be made in installments. Each delivery shall constitute a separate contract and any failure by us to deliver any one or more of the installments in accordance with these conditions, or any claim by you in respect of any one or more installments will not entitle you to treat the contract as a whole as repudiated.

4.     If we fail for any reason within our control to fully/partially deliver your Goods any reimbursement shall be no more than the price of the Goods, together with any delivery and/or reasonable return costs.

5.     Either party is entitled to cancel the contract in respect of non-performance of obligations in relation to delivery. If cancelled we will refund you any monies already paid by you and any reasonable return costs incurred by you.

6.     As soon as we have delivered the Goods or services, you will be responsible for them. If you delay a delivery our responsibility for everything other than damage due to our negligence will end on the date we agree to deliver them, as set out in the contract.

7.     Subject to the provisions of Condition 7 and notwithstanding delivery and the passing of risk in the Goods, or any other provision of these Conditions, the property in the Goods shall not pass to you until we have received in cash or cleared funds payment in full of the price of the Goods. Goods supplied to you are not for resale.

8.     If the quantity of Goods delivered is more than that agreed by the Seller and the Buyer, the Buyer shall not be entitled to reject the delivery but the Seller will collect such excess Goods from the Buyer’s premises (or from such address as is reasonably specified by the Buyer) provided the Buyer notifies the Seller within the time limits set out in Condition 8.3. If the Buyer does not notify the Seller within the prescribed time limits, the Seller shall be entitled to invoice the Buyer and the Buyer shall pay the Seller in accordance with Condition 4.

9.     If the quantity of the Goods delivered is less than that agreed by the Seller and the Buyer, the Buyer shall not be entitled to reject the delivery, but shall be entitled only to a further delivery of Goods, to make up the deficiency, or (at the Seller’s option) a refund by way of a credit note of the appropriate part of the purchase price.

10.   The Buyer shall however have no entitlement whatsoever in respect of such non-delivery/over-delivery/short-delivery:

A.     Unless such claim is made (by post, facsimile, e-mail or by telephone) to the Seller’s sales office by the close of business on the first Working Day following the day of purported delivery. If the claim is made by telephone, the Buyer should note both the name of the person spoken to and any acknowledgement reference given. Any claim made by telephone should be confirmed in writing to the Seller by the close of business on the fifth Working Day following the day of purported delivery; or

B.     unless the Buyer:

C.     notifies the carrier in writing of any such over delivery, short delivery or non delivery; and

D.     Enters a note of the same upon the carrier’s receipt (except in the case of non delivery).
If by reason of the failure of the Buyer to give such notice the Seller is prevented from successfully claiming against the carrier for such over delivery, short delivery or non delivery, the rights of the Buyer under this Condition shall not apply and the Buyer shall be liable to pay the full price for all the Goods which are the subject of the Contract.

6 WARRANTY AND LIABILITY

1.     The Seller warrants that the Goods will be of satisfactory quality and fit for the ordinary purpose for which they were designed and supplied. The Seller however makes no warranties or representations as to any special purpose of the Buyer.

2.     Except as expressly provided in this Agreement the Seller excludes all representations, warranties, conditions and other terms implied by statute, common law, or otherwise to the fullest extent permitted by law. The Seller will endeavor to pass on to the Buyer the benefit of any guarantees or indemnities given to it for them by its supplier.

3.     If, notwithstanding the above, the Seller is found liable for any loss or damage suffered by the Buyer, its aggregate liability shall in no event exceed the price of the Goods subject of the claim and, without prejudice to the above, the Seller shall not be liable for any indirect, special or consequential loss, losses sustained in the ordinary course of business, loss of profit, loss of business, depletion of goodwill, loss of business opportunity, revenue, contracts or loss of savings whatsoever.

4.     Nothing in these Conditions shall apply to exclude or limit any liability to the Buyer in respect of:

A.     fraud, fraudulent misrepresentations; or

B.     death or personal injury of the Buyer caused by the Seller’s negligence; or

C.     the terms as to title and quiet possession implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982; or

D.     liability for defective products under the Consumer Protection Act 1987; or

E.     the terms as to goods corresponding with their description or sample implied by section 13 and section 15 respectively of the Sale of Goods Act 1979 where the Buyer deals as a consumer (as defined in section 12 of the Unfair Contract Terms Act 1977).

5.     All Goods sold by the Seller are covered with a comprehensive 12 month manufactures warranty, unless otherwise stated, covering both faulty materials and faulty workmanship. It does not apply to general wear and tear of the product (i.e. ratchet gears) and also to consumable products.

7 RETURNS AND CANCELLATIONS

1.     In so far as permitted by law the Seller has the discretion (which it may exercise as it wishes) to accept the return of any of the Goods supplied to but not required by the Buyer even though they are in accordance with the order (upon such terms in respect of a handling charge or otherwise as the Seller may choose) and to issue a credit note in respect thereof. Goods dispatched to order and returned will be the subject of a handling charge of 20% of the invoiced value or £5 whichever is greater plus delivery charges and re-furbishing costs where appropriate.

2.     An internet Buyer who, as an ordinary consumer and not in a course of business, purchases goods and services through the Seller’s dedicated website(s) may cancel and return the goods in accordance to his/her rights under The Consumer Protection (Distance Selling Regulations) 2000 within the specified time period of 7 days from the day after the (deemed) date of delivery by sending the Seller a written Notice Of Cancellation. The Buyer shall be entitled to refund of the purchase monies less a sum specified in 7/1 above, the handling charge, for the costs and expenses to the Seller of administration and collection. By Regulation 13 of the above where the Seller has supplied goods and/or services specifically to the Buyer’s specification (bespoke goods and/or services) the Seller may exercise a discretion whether or not to accept or reject any request for return and shall not be obliged whatsoever to accept any request to cancel.

3.     Repayment of any sums received to the Buyer for cancelled agreements shall be made within the specified period under the Regulations.

4.     Complaints may be directed to the Complaints Department at the Seller’s trading address or as indicated at the contact address provided on the Seller’s website.

5.     No cancellation of an order prior to dispatch will be accepted unless it is confirmed in writing or by fax prior to dispatch in the case of published stock items or prior to the commencement of the production process in respect of bespoke products.

6.     Goods must be returned complete and undamaged with all accessories and instructions. The original packing must be returned in reasonable condition at the buyer’s expense.

7.     ‘Promotional gifts’ which are supplied without charge must also be returned complete, undamaged and unused at the buyer’s expense.  The buyer will be notified of the cost of any unreturned ‘Promotional gifts’ and will be charged accordingly.

8.     To protect your own interest you should ask for and retain proof of any returns made to the seller from your carrier.

8 CLAIMS PROCEDURE FOR DEFECTIVE GOODS

1.     The Seller’s Complaints Department must be notified of any claim in respect of any of the Goods alleged to be defective by post, facsimile or e-mail specifying the reason giving rise to such claim or return. Notification must be made within the time limits set out below for each reason giving rise to a claim:

A.     where a product has a manufacturing fault or a part is missing or there is some other problem totally attributable to the manufacturer - within two (2) Working Days of delivery;

B.     where a product has been damaged by the Seller or in delivery of the product - within two (2) Working Days of delivery;

C.     Where such a claim or request is made by telephone it will only be considered by the Seller if it is confirmed in writing by the Buyer within a further three (3) Working Days. Where the Buyer makes such a claim or request by telephone it is advisable to note the name of the person spoken to and any acknowledgement reference.

2.     The Seller will only consider such a claim in respect of any of the Goods if the following further information is given:

A.     the invoice number of and/or the advice note in respect of the Goods;

B.     the part number of the item (or any description that clearly identifies the item to be returned);

C.     the quantity of the Goods (expressed in the Seller’s correct unit of sale) the subject of the claim; and

D.     The reason for the claim and the collections note number.

3.     In addition, where it is alleged by the Buyer that any of the Goods are defective due to damage occasioned to them, the Buyer shall notify the carrier in writing of such damage and notify the Seller within three (3) Working Days time. If by reason of the failure of the Buyer to give any such notice, the Seller is prevented from successfully claiming against the carrier for such damage, the Buyer shall be liable to pay for the Goods as though no such damage occurred.

4.     Where the Buyer could not have discovered the subject of the claim within the time limits set out in Condition 8/1, then the Buyer must notify the Seller within a reasonable time of the discovery of the potential claim.

9 FORCE MAJEURE

1.     We shall have no liability to you for any failure or delay in supply or delivery or for any damage or defect to goods supplied or delivered hereunder that is caused by any event or circumstance beyond our reasonable control (including without imitation act of God, strikes, and other industrial disputes, war, disruption to energy, fire, and internet or telephone connection).

10 COMMUNICATIONS

1.     Any communication sent electronically by e-mail or otherwise:

2.     will be deemed to have been sent once it enters an Information System outside the control of the originator of the message;

3.     will be deemed to have been received by the intended recipient at the time that in a readable form it enters an Information System which is capable of access by the intended recipient;

4.     will be deemed to have been dispatched in the case of a business at its principal place of business and in the case of an individual where he or she ordinarily resides;

5.     Will be deemed to have been received in the case of a business at its principal place of business and in the case of an individual where he or she ordinarily resides.

6.     To protect your own interests you should ask for a delivery receipt for any such and retain a hard copy of that delivery receipt and the original correspondence.

11 DISCLAIMER

Any information found on our website is intended for guidance purposes only. The website, price and availability of information are subject at our discretion to change without notice to you. Any such changes will apply to subsequent orders by you. However we provide a service to you as well as links to other websites on an "as is" basis. We make no representations or warranties of any kind (except when we are dealing with you as a consumer as defined in Section 12 of the Unfair Contract Terms Act 1977), express or implied, with respect to our website or the information, content, materials or products included in our site including without limitation, warranties of merchantability and fitness for a particular purpose. In addition, we do not represent or warrant that the information accessible via this website is accurate, up to date, uninterrupted or error free. You hereby expressly warrant that you are satisfied as to the suitability of the goods for your own specific purposes and that they are not sold to you on a trial basis.

We do not guarantee that this website will be compatible with all hardware and software which may be used by visitors to our site. In no event shall we be liable for any special, incidental or consequential damages, or for interrupted communications, lost data, loss of profits, reverses or viruses which may affect your computer equipment, software, data or other property as a result of you accessing, using or browsing our website or you downloading any of the materials, data, text or images contained thereon.