Wholesale Terms and Conditions

 

1. About Us
   • Company details. Kymani Collection Limited (CRN: 13589510) (we and us). We operate the website kymanicollection.com.
   • Contacting us. To contact us email our customer service team at kymanicollection@gmail.com. How to give us formal notice of any matter under the Contract is set out in clause 1.

 

2. Our Contract with You
   • These terms and conditions (“Terms”) apply to any order by you and supply of goods by us to you (“Contract”). No other terms are implied by trade, custom, practice or course of dealing.
   • The Contract is the entire agreement between us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.
   • These Terms and the Contract are made only in the English language.

 

3. Placing an Order & It’s Acceptance
   • Please complete and sign our order form, or process an order on our Stockist member site, to place your order. Each order is an offer by you to buy the goods specified in the order (“Goods”) subject to these Terms.
   • The Goods are handmade to order, and our acceptance of your order, only takes place when we send you an email to you an email confirming we are able to dispatch the Goods. The Contract between you and us will come into existence upon dispatch of the Goods. If we are unable to supply you with the Goods, or any part of the Goods, for any reason, we will inform you of this by email and we will cancel or amend your order accordingly. If you have already paid for the Goods, we will refund you the full amount for any cancelled items as soon as possible.
   • Our wholesale pricing is only applicable to large quantity orders, with a total value of £500 GBP (“Minimum Order Value” or “MOV”) or more. You must meet the MOV to benefit from our wholesale pricing. The failure to achieve this will give us the right to refuse your Order.

 

4. Our Goods
   • The images of the Goods on our site are for illustrative purposes only. Although we have made every effort to be as accurate as possible, because our Goods are natural and handmade, all sizes, weights, capacities, dimensions and measurements indicated on our site have a 5% tolerance. Please note, natural wax is prone to imperfections, and therefore any irregularity in the wax, or loss of adhesion to glass will not be considered a defect.
   • The packaging of your Goods may vary from that shown on images on our site.
   • We reserve the right to amend the specification of the Goods, provided that the changes do not adversely affect the quality of the products. We will give notice of any changes to our specifications, including changes to the scents we offer, as soon as reasonably practicable.
   • We shall maintain product liability insurance with a reputable insurer. We shall provide a copy of the insurance policy to you on request.

 

5. Price of goods and delivery charges
   • The prices of the Goods will be based on our latest price list and are quoted exclusive of VAT or other taxes that may become applicable from time to time. A copy of our price list is available on request. We take all reasonable care to ensure that the price of the Goods is correct at the time when the relevant information was provided.
   • The price of the Goods does not include delivery charges. Our delivery charges are based on the weight of your total order, and an estimate is provided on your order form. The actual shipping fee will be confirmed via email prior to dispatch.
   • Prices for our Goods may change from time to time, but changes will not affect any order you have already placed. Changes to pricing will affect future orders and you will be notified of the increase before you place your order.
   • The price of Goods excludes VAT (where applicable) at the applicable current rate chargeable in the UK for the time being. However, if the rate of VAT changes between the date of your order and the date of delivery, we will adjust the VAT you pay, unless you have already paid for the Goods in full before the change in VAT takes effect.

 

6. How to pay
   • We shall invoice you in pounds sterling, and all invoices must be paid, in full, within 10 days from the date of the invoice. Payment for the Goods and all applicable delivery charges must be made in advance of dispatch.
   • All amounts due under this Contract shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
   • Payment is to be made via our website, or by bank transfer to:

 

• Payment shall only be deemed to have been made, once we have received it in cleared funds in our account.

 

7. Delivery, transfer of risk and title
   • We will contact you with an estimated delivery date, when we email you to confirm our acceptance of your order. Occasionally our delivery to you may be affected by an Event Outside Our Control. See clause 12 (Events outside our control) for our responsibilities when this happens.
   • All deliveries will be sent via a trackable service and with insurance covering their full value. Delivery is complete once we have notified you that the Goods have left our premises and provided you with the tracking details. The Goods will be at your risk from that time and it is your responsibility to store them appropriately or obtain business insurance, if necessary.
   • Any and all expenses, costs and charges incurred by you in the performance of your obligations under this Contract shall be paid by you, unless we expressly agree in advance and in writing to pay such expenses, costs or charges.
   • You will only own the Goods once we have received payment in full, including of all applicable delivery charges and taxes.
   • If we fail to deliver the Goods, our liability is limited to the cost of replacing the goods. However, we will not be liable to the extent that any failure to deliver was caused by an Event Outside Our Control, or because you failed to provide adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.
   • Unfortunately, we do not deliver to addresses outside the UK. The Goods are intended for use only in the UK. We do not warrant that the Goods comply with the laws, regulations or standards outside the UK.

 

8. Problems with your order
   • In the unlikely event that there is a problem with the Goods, you must notify us, in writing, within 3 days of delivery, stating that some or all of the Goods are defective and providing images of the items in their original packaging. We will then investigate the issue and respond to you within 7 days. During our investigation, we may need to examine the Goods, and you agree to assist us if we request to do so.
   • If we discover that the Goods are defective, we will, at our option, repair or replace the Goods, or refund the price of the defective Goods in full.
   • We will not be liable to repair or refund you, if:
     • You make further use of the Goods, after giving notice to us under this clause;
     • The defect arises as a result of any special requests or considerations supplied by you;
     • You alter or repair the Goods without our written consent;
     • The defect arises as a result of fair wear and tear, wilful damage, negligence or inappropriate storage conditions for the Goods; or
     • The Goods vary from their original description or specification as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.
   • The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 are, to the fullest extent permitted by law, excluded from the Contract.
   • These Terms also apply to any repaired or replacement Goods supplied by us to you.

 

9. Advertising and Promotion:
   • You understand that our products and branding comply with UK regulations relating to the Goods, and as such, you shall not:
     • Tamper with or alter our branding, our packaging or the Goods in any way. For the avoidance of doubt, this shall include any warning labels, or usage instructions supplied with the Goods;
     • Advertise the products for sale, under any other brand name, including your own;
     • Make any statement as to the quality or manufacture of the Goods, without prior written approval from us;
   • The Goods are sold with a minimum retail price (“MRP”), stated on our current price list. A copy of our price list is available on request. You shall not, under any circumstances, offer the goods for sale for a price that is less than the MRP. You retain the right to sell the Goods at a higher price than the MRP, if you wish. We reserve the right to vary the MRP, at any time and for any reason, and will notify you of any changes to the MRP 10 days before they come into effect.

 

10. Our Liability
    • References to liability in this clause 10 include every kind of liability arising under or in connection with the Contract including but not limited to liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.
    • Nothing in these Terms limits or excludes our liability for:
      • death or personal injury caused by our negligence;
      • fraud or fraudulent misrepresentation;
      • breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or
      • any other liability that cannot be limited or excluded by law.
    • Subject to clause 1, we will under no circumstances be liable to you for:
      • any loss of profits, sales, business, or revenue;
      • loss of business opportunity;
      • loss of anticipated savings;
      • loss of goodwill; or
      • any indirect or consequential loss.
    • Subject to clause 1, our total liability to you for all losses arising under or in connection with the Contract will in no circumstances exceed the total value of your order (excluding VAT and delivery charges).
    • Except as expressly stated in these Terms, we do not give any representations, warranties or undertakings in relation to the Goods. Any representation, condition or warranty which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, we will not be responsible for ensuring that the Goods are suitable for your purposes.

 

11. Termination
    • Without limiting any of our other rights, we may suspend the supply or delivery of the Goods to you, or terminate the Contract with immediate effect by giving written notice to you if:
      • you commit a material breach of any term of the Contract and (if such a breach is remediable) fail to remedy that breach within 5 days of you being notified in writing to do so;
      • you fail to pay any amount due under the Contract on the due date for payment;
      • you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business; or
      • your financial position deteriorates to such an extent that in our reasonable opinion your capability to adequately fulfil your obligations under the Contract has been placed in jeopardy.
    • On termination of this Contract, you shall immediately pay all of our outstanding unpaid invoices, and interest where applicable.
    • Where the Contract terminates, we shall have the option to buy back any stock of the Goods, at the same price you paid for them. To exercise this option, we will give you notice within 30 days of termination and you shall return the Goods to us within 30 days of receiving our notice. You shall be responsible for the costs of packaging, insurance and delivery for the Goods.
    • Termination of the Contract shall not affect your or our rights, remedies, obligations or liabilities that have accrued as at termination, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination.
    • Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.

 

12. Events Outside our Control
    • We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Event Outside Our Control).
    • If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:
      • we will contact you as soon as reasonably possible to notify you; and
      • our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects our delivery of Goods to you, we will arrange a new delivery date with you after the Event Outside Our Control is over.
    • You may cancel the Contract affected by an Event Outside Our Control, which has continued for more than 30 days. To cancel please contact us. If you opt to cancel, you will have to return (at your cost) any relevant Goods you have already received and we will refund the price you have paid, excluding any delivery charges that have already been incurred.

 

13. Communications Between Us
    • When we refer to "in writing" in these Terms, this includes email.
    • Any notice or other communication given by one of us to the other under or in connection with the Contract must be in writing and be delivered personally, sent by pre-paid first-class post or other next working day delivery service, or email.
    • A notice or other communication is deemed to have been received:
      • if delivered personally, on signature of a delivery receipt.
      • if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second working day after posting; or
      • if sent by email, at 9.00 am the next working day after transmission.
    • In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to the specified email address of the addressee.
    • The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.

 

14. General
    • Change of Control. The Distributor shall inform the Supplier immediately of any changes in ownership or Control of the Distributor, and of any change in its organisation or method of doing business that might be expected to affect the performance of the Distributor's duties in this Contract.
    • Assignment and transfer. We may assign or transfer our rights and obligations under the Contract to another entity but will always notify you by posting on our webpage if this happens. You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.
    • If there is any conflict or ambiguity between the Terms, and any terms contained within the Order Form, the terms of the Order Form shall prevail.
    • Variation. Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).
    • Waiver. If we do not insist that you perform any of your obligations under the Contract, or if we do not exercise our rights or remedies against you, or if we delay in doing so, that will not mean that we have waived our rights or remedies against you or that you do not have to comply with those obligations. If we do waive any rights or remedies, we will only do so in writing, and that will not mean that we will automatically waive any right or remedy related to any later default by you.
    • Severance. Each paragraph of these Terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
    • Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.
    • Governing law and jurisdiction. This Contract is governed by English law and each party irrevocably agrees to submit all disputes arising out of or in connection with this Contract to the exclusive jurisdiction of the English courts.