Terms and Conditions
The following are the Terms and Conditions which will govern the contract (“the Contract”) between “the Client” or “you” and Kinder Design Limited, a company registered in England and Wales with number 12211942 and whose registered office is at 1 Townsend Mews, London, SE23 3EY (“Kinder Design”, “we” or “us”).
1. THE SERVICES TO BE PROVIDED BY KINDER DESIGN
1.2 We will provide you with Services in accordance with the Description of the Project set out in the Letter of Engagement (which may be amended from time to time by agreement in writing between you and us).
1.3 We will ensure that the services are performed with reasonable care and skill and to a reasonable standard which is consistent with best trade practice.
1.4 We will ensure that we comply with all relevant codes of practice and statutory or regulatory requirements, including, but not limited to the Construction (Design and Management) Regulations 2015 (“CDM”). You agree that you will also comply with your obligations under CDM.
1.5 We will at all times hold a valid public and products liability insurance policy in the sum of £1,000,000 per claim and will hold and keep up to date any and all licences or permits as may be required in order to provide the services.
2. TIMING OF THE SERVICES
2.1 Any timings given to the Client by Kinder Design shall be approximate estimates of times and dates only and we cannot be held responsible for any delay in completion of the Project.
2.2 You must give us at least 48 hours’ notice if you do not require us to provide the Services on a particular day or at a particular time. We will not invoice you for cancelled visits to your premises provided such notice is given. If less than 48 hours’ notice is given we will invoice you for the length of time we would have attended for that cancelled visit.
3. THIRD PARTY CONTRACTORS
Where we or you identify that in order to complete the Project, there are services or products needed in addition to the Services, the following will apply:
We acknowledge that you may decide to appoint third party contractors to carry out those additional services. It will be your decision as to whether to appoint any third party contractor(s) and as to which third party contractor(s) to appoint. If you would like us to, we may recommend third parties if we are able to, but we will not be involved in the appointment of such third party contractors and the contract in that case will be between you and the third party contractor. We will not be a party to that contract. We shall not take any responsibility for the design or modification of the design of any structural, heating, air-conditioning, plumbing, electrical, ventilation or other mechanical systems installed or to be installed at the Project. (This will fall under the liability of contractors.)
4. PAYMENT TERMS
4.1 The charges for the Services are set out in the Estimate included in the Letter of Engagement.
4.2 Payment should be made by bank transfer to our bank account, whose details we will provide to you.
4.3 All invoices will be sent to you by e-mail and are due for payment within 14 days of receipt of the invoice.
4.4 All invoices not settled by the due date will be subject to late payment interest at the rate of 2% per month.
5.1 You may terminate the Contract with immediate effect by giving us written notice if:
5.1.1 We have breached the Contract in any material way and have failed to remedy that breach within [14 days] of your asking us in writing to do so; or
5.1.2 We enter into liquidation or have an administrator or receiver appointed.
5.2 We may terminate the Contract with immediate effect by giving you written notice if:
5.2.1 You fail to make a payment on time as required under Clause 6 (this does not affect our right to charge interest on overdue sums under Clause 4.4);
5.2.2 You have breached the Contract in any material way and have failed to remedy that breach within [14 days] of us asking you in writing to do so.
5.3 If at the termination date:
5.3.1 You have made any payment to us for any Services we have not yet provided, these sums will be refunded to you within 14 calendar days of the termination notice; or
5.3.2 We have provided Services that you have not yet paid for, the sums due will be deducted from any refund due to you or, if no refund is due, we will invoice you for those sums and You will be required to make payment in accordance with Clause 4.
6. EVENTS OUTSIDE OF OUR CONTROL
6.1 We will not be liable for any failure or delay in performing our obligations under the Contract where the failure or delay results from any cause that is beyond our reasonable control. Such causes include, but are not limited to: power failure, internet service provider failure, strikes, lock-outs or other industrial action by third parties, riots and other civil unrest, fire, explosion, flood, storms, earthquakes, acts of terrorism (threatened or actual), epidemic or other natural disaster, or any other event that is beyond our reasonable control.
7.1 Our total liability for loss or damage caused as a result of our negligence or breach of the Contract is limited to an amount equal to the price of the Services.
7.2 Nothing in the Contract is intended to or will limit or exclude our liability for death or personal injury caused by our negligence or for fraud or fraudulent misrepresentation.
7.3 You will indemnify us against any claims, expenses or costs brought against us by any third party as a result of any intellectual property, such as, but not limited to ideas, drawings or photographs supplied to us by You.
8. DATA PROTECTION
8.1 All personal information that we may use will be collected, processed, and held in accordance with the provisions of EU Regulation 2016/679 General Data Protection Regulation (“GDPR”) and your rights under the GDPR.
8.2 You may ask us what personal information we hold about you, to correct any information, or ask for information about you to be deleted, by giving us written notice.
9. OWNERSHIP OF RIGHTS
9.1 Any intellectual property rights in any and all parts of any draft, design, photographs or any other items or information which we give to You in hard copy or electronic form at any time shall at all times remain our exclusive property. You or someone on your behalf may use any such items or information for the sole purpose of implementing our design for you may not copy, reproduce or communicate to any third party any such item or information or use it for any other purpose without our prior written consent.
10.1 We may transfer (assign) Our obligations and rights under the Contract to a third party (this may happen, for example, if We sell Our business). If this occurs We will inform You in writing. Your rights under the Contract will not be affected and Our obligations under the Contract will be transferred to the third party who will remain bound by them.
10.2 You may not transfer (assign) Your obligations and rights under the Contract without Our express written permission (such permission not to be unreasonably withheld).
10.3 The Contract is between You and Us. It is not intended to benefit any other person or third party in any way and no such person or party will be entitled to enforce any provision of the Contract.
We would like to be able to disclose the fact that we have provided services to you in connection with the Project. We will be entitled to take photographs, video and any other recording of the Project to be used solely for the our professional business purposes. We may put details of the Project, including photographs and video, on our web site, in presentations to third parties and in press releases. If you have any objections to this please let us know. If we do not hear from you we will assume that you are happy for us to make such disclosures.
10.4 In the event of any dispute arising out of or relating to the Project, We and You shall attempt in good faith to resolve such dispute through negotiation. If negotiations not resolve the matter within 21 days of receipt of a written invitation to negotiate, We will both attempt to resolve the dispute in good faith through an agreed Alternative Dispute Resolution (“ADR”) procedure.
10.5 These Terms and Conditions and the Contract will be subject to English law, and the English courts will have jurisdiction in respect of any dispute arising from the Contract.
11. YOUR RIGHTS AS A CONSUMER
Nothing in the Contract is intended to or will exclude, limit, prejudice, or otherwise affect any of our duties or obligations to you, or your rights or remedies, or our liability to you under any consumer protection legislation.
© Kinder Design 2020–2023