TERMS AND CONDITIONS OF SALE

These Terms and Conditions of Sale (“Terms”) shall be incorporated into any contract made with any of the Kahn companies which shall include A Kahn Design Limited, Project Kahn Limited and Chelsea Truck Co Ltd and for the purposes of these Terms the selling company shall be referred to as "We"/"Us"/"Our". All of Our contracts for the Goods and/or Services supplied to You are concluded on the following terms:

 

1. INTERPRETATION

1.1 In these Terms, the following words have the following meanings: Contract: any contract between Us and You for the sale and purchase of Goods and/or Services; Customer: the person, firm or company who purchases Good and/or Services from Us; Deposit: a deposit of such percentage as specified in the Order Form payable on the date referred to in the Order Form; Document: includes, without limitation, in addition to any document in writing, any drawing, plan, diagram, design, picture or other image or record embodying information in any form; Due Date: the date the Goods are made available for collection or delivery; Goods: any Goods agreed in the Contract to be supplied to the Customer by Us (including any parts of them) as set out in the Order Form; Intellectual Property Rights: all copyright and related rights, trade-marks, trade, business and domain names, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database right,  moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world; Order Form: means the Order Form listing the Goods and/or Services You are purchasing attached to these Terms and Conditions or completed on Our website; Premises: Our premises at 240 Canal Road, Bradford BD1 4SX or such other premises of Ours; Services: the fitting Services agreed between Us and You; VAT: value added tax chargeable under English law for the time being and any similar additional tax.

1.1 Headings in these Terms shall not affect their interpretation.

1.2 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).

1.4 A reference to writing or written includes e-mail.

1.5 Any obligation in the Contract on a person not to do something includes, without limitation, an obligation not to agree, allow, permit or acquiesce in that thing being done.

 

2 THE CONTRACT

2.1 Unless there is a variation under condition 2.2, the Contract will be on these Terms only, to the exclusion of any other terms and conditions (including any terms and conditions which You purport to apply under any purchase order, confirmation of order, specification or other document).

2.2 To be valid, one of Our directors must give You written confirmation of any change to these Terms or of any representations about the Goods or Services.

2.3 If We give you advice about how to store or use the Goods, or the tyre size to fit to any of our wheels, such advice is for guidance only and is not part of the Contract. We are not responsible for any errors in that advice.

2.4 Your order is not accepted by us until We give you an order confirmation or (if earlier) We deliver the Goods, or provide the Services to You. If We give you a quote there will not be a Contract between Us until We give You order confirmation or delivery or We provide the Services. 

2.5 Our catalogues, websites, instruction leaflets, manuals, drawings, specifications and price lists ("Information") are not an offer to You to create a Contract. We can correct any clerical error in the Information without any liability to You.

2.6 You must make sure that all details contained in Your Order Form are accurate. Our drawings, designs, specifications and particulars of weights, and dimensions are approximate only and We are not liable to You for any deviation from them except where You specifically bring these to Our attention when placing Your order with Us.

2.7 We may, without any recourse to You, make any changes to the specification of the Goods and/or Services which are needed to conform with any safety or other statutory requirement or, in relation to the Goods, which do not materially affect their quality or performance.

 

3. PRICE AND PAYMENT

3.1 The price for the Goods and/or Services shall be as listed in the Order Form as at the date of that Order Form and all payments in respect of the Goods and/or Services shall be due before we deliver the Goods and/or provide the Services, unless credit terms have been agreed in advance.

3.2 In addition to the price applicable, You must pay all value added tax, any other taxes, levies or duties, carriage, insurance costs, loading and unloading costs at order confirmation.

3.3 We may revise our price lists from time to time without telling You but We will only increase the price for the Contract between the date of Your order and when We deliver the Goods and/or provide the Services if there is an increase in the cost of raw materials, labour and/or other production costs, changes in the types or rates of tax contributions or levies.

3.4 Time for payment shall be of the essence and we will provide You with a proof of purchase as order confirmation. Payment will only be deemed to have been received by Us when We have received cleared funds. If You do not pay Us on the due date then, without affecting any of Our other rights or remedies, We reserve the right to:

3.4.1 treat the Contract as repudiated by You; and/or

3.4.2 suspend any further deliveries of the Goods to You or performance of the service to You; and/or

3.4.3 retain your Deposit and/or

3.4.4 charge you interest as specified under condition 4.1 below.

3.5 A deposit, if specified in the Order Form will be payable on each Contract on the date the order is made and held by Us as agent.

3.6 Notwithstanding the provisions of these Terms You may arrange for a finance company to purchase the Goods on the Due Date.

3.7 Local Currency prices are indicative only. We cannot guarantee the accuracy of the exchange rates used by the calculator. You should confirm current rates before making any transactions that could be affected by changes in the exchange rates. Foreign currency rates are for information purposes only and are subject to change without notice. Rates for actual transactions may vary. 

3.8 All prices on Our website are subject to change without notice. Whilst we make every effort to provide you the most accurate, up-to-date information, occasionally, one or more items on our web site may be mis-priced. In the event a product is listed at an incorrect price due to typographical, photographic, or technical error or error in pricing information received from our suppliers, We shall have the right to refuse or cancel any orders placed for Goods listed at the incorrect price.

If an item's correct price is higher than our stated price, we will cancel your order and notify you of the price error and order cancellation. You will, of course, have an opportunity to purchase the item at the correct price, if you so wish.

 

4. GOODS AND/OR SERVICES NOT AVAILABLE IMMEDIATELY

4.1 Where you are buying Goods and/or Services which are not available immediately:

4.1.1 You must pay us a deposit as specified at condition 3.5 and such deposit will act as a prepayment towards the Goods and/or Services and we will reserve the Goods for You.

4.1.2 Once the Goods are available we will telephone you or contact you using the information you have given to us on the Order Form. We will then arrange a mutually convenient time with you for you to collect the Goods from our showroom or for us to deliver them to you in accordance with condition 8 below. We will also ask you to pay the balance of the purchase price for the Goods prior to any delivery or collection taking place. This will be the total purchase price less any deposit you have paid, as stated on the Order Form. You may pay us when you come to collect the Goods from our showroom, or over the telephone.

4.1.3 If you do not pay us on the relevant date in condition 4.1.2 we may charge you interest (both before and after judgment) on the amount you have not paid at the rate of 5% a year above the base lending rate of HSBC Bank plc. We will charge you interest until you pay us in full. We can do this as well as using any other rights or remedies we have. You agree that it will be fair for us to charge interest in these circumstances (even if we are holding the Goods) because we will have to store the Goods on your behalf.

 

5. GOODS AND SERVICES SPECIFICATION

5.1 The quantity and description of the Goods and/or the type of Services to be purchased by You are set out on the Order Form. We will endeavour to ensure that the Goods are in accordance with our (or our suppliers’) current brochure or other published literature relating to our Goods and Services from time to time and that our publications and websites are up to date in relation to the Services which We provide.

5.2 Where you have ordered Goods which require fitting or installation and have not requested the Services from Us or where we are not able to provide you with the Services and we only supply the Goods themselves, We will not be responsible for installing the Goods. We may recommend suitable fitters and installers where, in Our opinion, you require this information. However, in such circumstances we do not make any representations or offer any warranties about the standard of work of anyone we may recommend. In such circumstances you will have a separate contract with anyone we recommend who then undertakes work for you in relation to Goods you have purchased from us. 

5.3 If the Goods are damaged during or after the fit process, we will not be liable to refund or replace the Goods and any warranty supplied by Us for the Goods will be void insofar as any loss or damage results from the actions of any fitter or any defect in the fitting process.

5.4 We may use demonstration products in our showroom to show how a typical product works and what it is made of. The Goods you order (as set out in the Order Form) will, as far as possible, be the same in appearance and operation as the demonstration products.

5.5 We may change the specification of the Goods (including substituting parts or materials) if it is necessary to comply with any safety or legal requirements. We will try to limit any such changes to minor or technical alterations wherever possible and will not change the colour or appearance of the Goods unless we agree it in advance with you.

 

6. MIS-USE OF INTELLECTUAL PROPETY RIGHTS

6.1 You agree not to make use of any of Our Intellectual Property Rights in any way other than as expressly agreed between Us. You agree not to copy any of our Goods or allow any other party to do so.

6.2 If you allow any of Our Goods to be copied without our permission you will be liable, together with the party who makes the copies, for any losses suffered by Us as a result.

 

7. ORDERS WHERE CONSUMER CONTRACTS REGULATIONS APPLY

7.1 Where you are dealing as a consumer (and not a business buyer) covered by the Consumer Contracts Regulations and have looked at our website or other publicity and you choose to order Goods and/or Services over the telephone, the internet or by email the provisions of this condition 7 will apply to any Contract between you and us. Condition 7 will not apply to any orders placed from outside of the UK.

7.2 Where you contact Us by telephone, internet or email with an order, a legally binding Contract will be made when we send You written confirmation by letter or by email to the postal address, or email address you have given us and You acknowledge receipt of such written confirmation. If You fail to acknowledge receipt within 24 hours of Us sending You written confirmation, such confirmation will be presumed delivered.

7.3 The price of the Goods you order are:

7.3.1 shown on our website at the time you place your order, unless otherwise agreed with You by telephone or email; or

7.3.2 where we have to order in "bespoke" items tailored to your needs from suppliers we may not be able to calculate the price immediately. If that happens, we will send confirmation of the price as soon as we know it. If you then change your mind, you are entitled to cancel the Contract but you must contact us within 2 working days to cancel.

7.4 The description of the Goods and/or Services you order are those shown on our website at the time you place your order.

7.5 The Goods may not be available when you order them. If that is the case we will let you know as soon as possible and when we expect such goods to be available.

7.6 We make every effort to ensure that the prices shown on our website are accurate at the time you place your order. If there is an error, we will let you know as soon as possible. You can then reconfirm your order at the correct price, or cancel your order. If you cancel, we will refund or recredit you any sum that you have paid us for the Goods.

7.7 You have the right to cancel the Contract at any time up to the end of 14 days after you receive the Goods but Goods made to Your chosen specification (i.e. custom built or bespoke) within the definition set out in the Consumer Contracts Regulations cannot be returned under this condition.

7.8 To exercise your right to cancel you must write to us and deliver it by hand, or send it to us by post, or email to the address at condition 14.1, giving details of the Goods ordered, (where appropriate) their delivery and the fact that you are cancelling the Contract.

7.9 Once you have notified us that you are cancelling the contract, we will refund or recredit you any sum (including delivery charges) that you have paid us for the Goods within 14 days, subject to such Goods being returned to us in a good condition and in the original packaging. You will be responsible for the costs of returning the Goods to Us.

 

8. DELIVERY

8.1 Time for delivery or performance shall not be of the essence and all such dates are estimates only. We are not responsible if there is any delay in delivery of the Goods or performance of the Services except if caused by Our negligence. If no dates are specified, delivery will be within a reasonable time and usually within 5 working days of You placing your order. "Delivery" means when the Goods are loaded onto Our vehicle or if collected by You, Your vehicle or when We perform the Services, as appropriate.

8.2 If We are delivering the Goods in instalments, each delivery is a separate contract and if We do not deliver any one or more of the instalments in accordance with these conditions or You make a claim in respect of any one or more instalments You shall not be entitled to treat the Contract as a whole as ended. If for the Goods:- (1) You request that delivery be postponed; or (2) You fail to take delivery of the Goods; or (3) We do not receive adequate delivery instructions from You at the time stated for delivery then: (a) risk of damage to or loss of the Goods will pass to You (including for loss or damage caused by Our negligence); (b) the Goods will be deemed to have been delivered; (c) we may store the Goods until actual delivery and charge You for all related costs including insurance of storage; (d) We may sell the Goods at the best price readily obtainable and charge You for any shortfall below the price under the Contract; and/or (e) without affecting any of Our other rights or remedies We may cancel the Contract or suspend any further deliveries of the Goods or performance of the Services to You.

8.3 If You nominate a place for delivery it is Your responsibility to make sure that suitable access equipment and manual labour is available to unload the Goods. IF IN OUR DRIVER'S REASONABLE OPINION THESE ARE NOT AVAILABLE WE MAY REFUSE TO DELIVER THE GOODS.

8.4 Our record of the quantity of any consignment of Goods despatched from Our place of business shall be conclusive evidence of the quantity received by You on delivery.

8.5 It is your responsibility to verify the information confirmed in the Order Form and We shall have no liability for any non-delivery or shortfall in the quantity of the Goods delivered unless You notify Us of any such error within 48 hours of delivery and only then, we may at our option:

8.5.1 deliver such quantity or the Goods to remedy the shortfall; and/or

8.5.2 issue a credit note to You against the invoice for the amount of the Goods where there is non-delivery.

8.6 You must arrange inspection of the Goods immediately on delivery and before the delivery receipt, if required, is signed.

8.7 Where We have provided You with the Services and You are not satisfied with the Services and notify us of the same within 48 hours of Us completing the Services, we may (following reasonable investigation of your complaint) at our option remedy any defects that We feel are reasonably required to remedy.

8.8 Where We agree to offer You Services pursuant to a bespoke design, We will not offer any refunds in respect of such Services but will offer to remedy any defects to the extent that We feel it is reasonable to do so, where You bring such defects to Our attention within 48 hours of Us providing You with such Services.

 

9. RISK IN AND OWNERSHIP OF GOODS

9.1 Risk of damage to or loss of the Goods shall pass to You when the Goods are delivered i.e. despatched from Our premises but You shall not own them until We have received from You full payment in cash or cleared funds of:

9.1.1 the price of the Goods; and

9.1.2 all other sums which You owe Us on any account.

9.2 Until You own the Goods, You must:

9.2.1 hold them on Our behalf (but without You owning them);

9.2.2 store them (at Your cost) separately from all of Your other Goods so that they can be identified as Our property;

9.2.3 not destroy, deface or obscure any identifying mark or packaging on them; and

9.2.4 maintain them in satisfactory condition insured on Our behalf for their full price against all risks to Our reasonable satisfaction and if We ask you to, produce the policy of insurance to Us;

9.3 You may not resell the Goods before You own them.

9.4 You shall not use the Goods which remain Our property as security for any of Your debts.

9.5 Your right to possession of the Goods shall end immediately and We can end the Contract under condition 8 if:

9.5.1 You are the subject of insolvency, administration, bankruptcy (or similar) orders, notices, proceedings, resolutions or arrangements in whatever jurisdiction or are unable to pay Your debts within the meaning of section 123 Insolvency Act 1986 or cease (or threaten to cease) to trade;

9.5.2 You are the subject of any execution on Your property or breach the Contract or any other contract between Us and (if capable of remedy) fail to remedy the breach within 30 days after being required to do so by Our written notice; or

9.5.3 in Our opinion You are in breach of any of the conditions of 9.2 to 9.4.

 

10. QUALITY AND WARRANTY

10.1 We warrant that on Delivery the Goods will be of satisfactory quality and that the Services will be provided using reasonable care and skill

10.2 Despite any of the other provisions of this condition 10, if You (a) process, manufacture and/or incorporate any of the Goods delivered to You with any other Goods; or (b) You sell the Goods; or (c) do not return the Goods to Us when We ask You to do; or (d) alter the Goods in any way, You shall be deemed to have accepted the Goods.

10.3 Where We are not the manufacturer of the Goods, or of any other goods supplied by a third party in connection with the Services We will use Our reasonable endeavours to transfer to You the benefit of any warranty, guarantee or indemnity given to Us.

10.4 All Goods carry the benefit of 12 months warranty against manufacturer defects. This warranty period shall not apply to any vehicles supplied by Us, which shall be supplied with warranty terms detailed in the contract for the supply of the vehicle.

 

11. LIMITATION OF LIABILITY

11.1 Subject to condition 9, the following provisions set out Our entire financial liability (including any liability for the acts or omissions of Our employees, agents and sub-contractors) to You in respect of:

11.1.1 any breach of these Terms; and

11.1.2 any representation, statement or tortuous act or omission including negligence arising under or in connection with the Contract.

11.2 All warranties, conditions and other items implied by statute or common law (save for the conditions implied by section 12 of the Sale of Goods Act 1979) are, to the fullest extent permitted by law, excluded from the Contract.

11.3 Nothing in these Terms excludes or limits Our liability for death or personal injury caused by Our negligence or fraudulent misrepresentation. YOUR ATTENTION IS IN PARTICULAR DRAWN TO THE PROVISIONS OF CONDITION 11.4.

11.4 Subject to conditions 11.2 and 11.3:

11.4.1 Our total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation or otherwise, arising in connection with the performance or contemplated performance of this Contract shall be limited to the price paid by You for the Goods under this Contract; and

11.4.2 We shall not be liable to You for any indirect or consequential loss or damage (whether for loss of profit, loss of business, depletion of goodwill or otherwise), costs, expenses or other claims for consequential compensation whatsoever (howsoever caused) which arise out of or in connection with the Contract.

 

12. EXPORT TERMS

12.1 Unless any special terms are agreed in writing between You and Us, where the Goods are supplied for export from the United Kingdom You shall be responsible (at Your cost) for complying with any legislation or regulations governing the importation of the Goods into the country of destination (including obtaining relevant licences, permits and permissions) and for the payment of any duties and for supplying all relevant details to Us where delivery is to be made at Your premises.

12.2 Unless the Goods are to be collected by You or Your carrier from Our premises, the Goods shall be delivered at Your nominated premises (as agreed by Us).

 

13. "FORCE MAJEURE" We reserve the right to defer the date of delivery, to cancel the Contract, to reduce the volume of the Goods ordered by You or suspend the provision of the Services to You (without liability to You) if We are prevented from or delayed in the carrying on of Our business due to circumstances beyond Our reasonable control including, without limitation, strikes, lock outs or other industrial disputes (whether involving Our workforce or of any other party), act of God, government actions, war riot, hostilities (whether war be declared or not), armed conflict, terrorist attack, terrorist activity, nuclear, chemical or biological contamination, sonic boom, civil commotion, invasion, revolution, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, power failure, breakdown of plant or machinery, fire, flood, storm, disease, epidemic, default of suppliers or subcontractors, difficulties or increased expense in obtaining raw materials, labour, fuel, parts of machinery, or import or export regulations or embargoes. If the event in question continues for a continuous period in excess of 20 days either You or We shall be entitled to give each other written notice to end the Contract.

 

14. GENERAL

14.1. Any notice You are required or permitted to give to us shall be made in writing or via telephone to the following address: 240 Canal Road Bradford BD1 4SX TEL: 01274 749999 EMAIL: info@kahndesign.com. Any party giving the notice may deliver the notice personally or by  email, first class recorded delivery post or first class air mail letter. A notice shall be deemed to have been served (if personally delivered) at the time of delivery or (if sent by first class recorded delivery post) 48 hours after posting or (if sent by first class air mail letter) 96 hours after posting or (if sent by email) at the time of transmission.

14.2 You cannot assign, transfer, charge or deal in any other manner with the Contract or any of Your rights under it, nor purport to do any of the same, nor subcontract any or all of Your obligations under the Contract without having obtained Our prior written consent.

14.3 We shall be entitled to assign Our rights under the Contract and sub contract any or all of Our obligations under the Contract to any third party.

14.4 When We are a member of a group of companies We may perform any of Our obligations or exercise any of Our rights under the Contract by ourself or through any other member of Our group, provided that any act or omission of any such other member shall be deemed to be Our act or omission.

14.5 Unless the right of enforcement is expressly granted, it is not intended that a third party should have the right to enforce a provision of the Contract pursuant to the Contracts (Rights of Third Parties) Act 1999.

14.6 No waiver by Us of any breach by You of the Contract shall be considered as a waiver of any subsequent breach of the same or any other provision.

14.7 No failure by Us to exercise nor Our delay in exercising any right or remedy under the Contract shall constitute a waiver of that right or remedy.

14.8 Except in respect of any undisputed credit or payment due and owing by Us to You, You shall pay all amounts due under the Contract in full without any deducting or withholding any money other than as required by law and You shall not be entitled to assert any credit, set off or counterclaim against Us in order to justify withholding payment of any such amount in whole or in part.

14.9 If any of these Terms is, or at any stage in the future becomes invalid, illegal or cannot be enforced in law, it will not affect the other Terms which will stay in force.

14.10 If there is a dispute between You and Us, we both agree that the Courts of England and Wales will be the only courts with the power to deal with the dispute and that English law will apply.

14.11 We will use any personal information you provide to Us in accordance with Our privacy policy (available to be inspected on Our websites) and in compliance with the applicable laws relating to data, in order to provide the Goods or Services, process your payment for such Goods or services, or to inform you about similar goods or services that We provide.

 

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