General

All orders are accepted by Grinder.One on these conditions of which supersede any other terms previously published, unless otherwise specifically agreed in writing on Grinder.One headed documentation by a Director of Grinder.One, these terms & conditions of service, sale, design and development and service provision, override and exclude any other terms stipulated or incorporated or referred to by the Customer, whether in the purchase order or during any negotiations or any course of dealing established between Grinder.One and the Customer or Client, and constitute the entire understanding between Grinder.One and the Customer or client for the sale or negotiation of sale of products or services.

Offers and Acceptance

No obligation shall arise as a result of a quotation or any other offer, until Grinder.One accepts the order from a Customer seeking to make a purchase. Deposits Accepted against all work are non-refundable.

Orders

After initial discussion with Grinder.One, where possible orders should be made using a Customer’s name or Business’ name as a reference. We regret that we cannot confirm telephone orders until an official order has been received as hard copy via email. This is to include confirmation of Business Name, Registered Business Address and Business Details as required by Grinder.One and Local Law.

Grinder.One reserve the right to deliver part orders or hold orders, until all items are available as required, the only exception being when we have been requested to build a product to special order under our White Label / Brand X service. If products are delivered to the customer by post, and this is delivered as part orders, only one mail handling charge will be levied in respect of the total order, this mail charge will cover the total cost of shipping & or postage to the Customers designated delivery address.

No order may be cancelled without the previous written consent of Grinder.One on its headed documentation or through direct email from hi@grinder.one. In the event of part cancellation Grinder.One reserves the right to charge the Customer for any difference in selling price applicable to the quantity despatched up to the time of cancellation. Any and all deposits paid against part orders are non-refundable. New Orders will not be dispatched until full payment has cleared. This also applies to product samples sent in good faith for evaluation purposes which remain the property of Grinder.One.

Wholesale customers shall not edit, remove or in anyway change the branding, brand identity or packaging of a supplied product. The obscuring, removal or editing of any form of branding associated with any product supplied by Grinder.One or its distributors is strictly forbidden. Any customer, company or persons found to be in breach of this condition will be requested to return the products purchased and the ability to order Grinder.One Products permanently revoked.

Prices and VAT

Grinder.One will make a quotation to customers prior to commencing work on any project. In general we will endeavour to conform to that price but reserve the right to alter prices at any time without prior notice (this would only take place in a situation such as a supplier increasing prices for components that were supplied to Grinder.One). All prices that are quoted to customers in the UK are in £ Sterling, All prices that are quoted to customers in the EU are in Є Euros. All prices that are quoted to customers in the US and other parts of the world are in $ United States (US) Dollars. Currently VAT is not added to orders to the UK, ALL other orders include VAT & EORI Numbers must be provided at the point of order.

Inspection, Transit Delays and Non-Delivery

Grinder.One will use reasonable endeavours to meet delivery estimates but cannot accept any liability whatsoever for failure to do so however arising. Failure to meet a delivery date where deliveries are by instalment shall not prejudice Grinder.One’s right to make further deliveries by instalment under that contract. The Customer must inspect the products as soon as reasonably practicable after direct delivery and shall within 5 working days of such delivery, give notice to Grinder.One in detail of any defect in the products or of any other complaint which the Customer may wish to make about Grinder.One’s service.

No claim in respect of non-delivery of products will be considered unless written notification is given to Grinder.One within 5 days from the date the products are confirmed delivered to the Customer.

Payment

 1. Please ensure that Bank Transfers are Named & Referenced to: Grinder.One, and be deposited using the provided bank account details within 5 days of invoice, or the date due on any invoice issued, which ever falls sooner.

 2. Online transactions only are processed using third-party PayPal or Stripe Integration 

 3. Deposits, usually 50%, are required against all customised products before work is undertaken, 100% of the final invoice will be charged for new customers. Full balance payment is required before the shipping of any completed & packaged orders can commence.

Deposits for customised products should be made via BACS transfer, the details of which will be provided to the customer at the time of quotation/invoicing. 

ALL deposits are non-refundable.  

4. Credit Terms. Automatic credit account facilities are available to previous customers, clients registered to trade in the UK. Credit Terms are available to other business customers subject to status and annual estimated purchases of more than £500. Payment is due 14 days from the invoice date without any deductions whatsoever. If the Credit Customer fails to make any payment on the due date, then, without prejudice to any other right or remedy available to Grinder.One, it shall be entitled to;

 i. Cancel the order and suspend dealings with that Customer or Business.

 ii. Appropriate any payment made by the Customer to such of the products (or products supplied under any other order) as Grinder.One may see fit.

 iii. Charge an administration fee for any legal or other actions required to recover monies due

iv. Charge interest on the unpaid amount from the due date at a rate of 4% per month.

v. Reclaim and Recover any product, products, or units previously delivered to the Customer through appropriate legally binding recovery methods. This includes but is not exclusive to debt recovery agents & local authority / court orders.

Ownership

 1. The products shall be at the Customer’s risk as from delivery.

 2. In spite of delivery having been made properly, the products shall not pass from Grinder.One until:

 i. The Customer shall have paid the price in full; and

 ii. No other sums whatever shall be due from the Customer to Grinder.One.

 iii. Until Property in the products passes to the Customer in accordance with clause [2] the Customer shall hold the products and each of them on a fiduciary basis as bailee for Grinder.One. The customer shall store the products (at no cost to Grinder.One) separately from all other products in its possession and marked in such a way that they are clearly identified as Grinder.One’s property.

 3. Notwithstanding that the products (or any other item, including but not limited to, point of sale displays, accessories & other branding & promotional items) remain the property of Grinder.One the Customer may sell or use the products in the ordinary course of the customer’s business at full market value for the account of Grinder.One. Any such sale or dealing shall be a sale or use of Grinder.One’s property by the Customer on the Customer’s own behalf and the Customer shall deal as principle when making such sales or dealings. Until property of the products passes from Grinder.One the entire proceeds of sale or otherwise of the products shall be held in trust for Grinder.One and shall not be mixed with other money or paid into any overdrawn bank account and shall be at all material times identified as Grinder.One’s money, to include £ Pounds Sterling, Є Euros & $ US Dollars.

 4. Grinder.One shall be entitled to recover the price notwithstanding that property in any of the products has not passed from Grinder.One.

 5. Until such time as the property in the products passes from Grinder.One the Customer shall upon request deliver up such of the products as have not ceased to be in existence or resold to Grinder.One. If the Customer fails to do so Grinder.One may enter upon any premises owned occupied or controlled by the Customer where the products are situated and repossess the products. On the making of such request the rights of the Customer under clause [4] shall cease.

 6. The Customer shall not pledge or in any way charge by way of security for any indebtedness any of the Products that are the property of Grinder.One. Without prejudice to the other rights of Grinder.One, if the Customer does so all sums whatever owing by the Customer shall forthwith become due and payable.

 7. The Customer shall insure and keep insured the Products to the full price against ‘all risks’ to the reasonable satisfaction of Grinder.One until the date that property in the Products passes from Grinder.One and shall whenever requested by Grinder.One produce a copy of the policy of insurance. Without prejudice to the other rights of Grinder.One, if the Customer fails to do so all sums whatever owing by the Customer to Grinder.One shall forthwith become due and payable.

 8. The Customer shall promptly deliver the prescribed particulars of this contract to the Registrar in accordance with the Companies Act 1985 Part XII as amended. Without prejudice to the other rights of Grinder.One, if the Customer fails to do so all sums whatever owing by the Customer to Grinder.One shall forthwith become due and payable.

*General Descriptive Matter

Whilst every endeavour is made to ensure accuracy, all specifications, illustrations or other details contained in design drawings, artworks, such a logo’s or brand identities, schematics, program listings, sketches or circuit diagrams otherwise communicated to the Customer are intended merely to present a general idea of the product and nothing contained in any of them shall form part of the contract between Grinder.One and the Customer.

If the description of any products not of Grinder.One’s manufacture contained in any correspondence, varies from that of the manufacturer’s description, the manufacturer’s description will be deemed to be the correct description and shall take precedence over Grinder.One’s description. The manufacturer’s description is available from Grinder.One on request.

*Product Performance

Unless any product performance figures, tolerances or characteristics have been specifically and expressly warranted by Grinder.One in writing on Grinder.One headed documentation or by official email, Grinder.One shall be under no liability whatsoever for any failure to attain such figures whether attributable to Grinder.One’s negligence or otherwise. The responsibility for ensuring that products are sufficient and suitable for the Customer’s requirements is the Customer’s sole responsibility save insofar as Grinder.One have specifically advised the Customer in writing on Grinder.One headed documentation that the products are sufficient and suitable for the Customer’s purposes having been fully and accurately advised by the Customer of their requirements.

Warranty

Grinder.One warrants that it will, at its option, replace products supplied by Grinder.One in which under proper use defects appear, or repair the same, or refund or credit the purchase price thereof, subject to the claim being made in writing to Grinder.One within 24 months after despatch or collection, or such other period as may be indicated by Grinder.One for specific products from time to time, providing that products or parts to which the claim relates are returned to Grinder.One within that period suitably packaged and carriage paid at the Customers cost, with all associated parts, accessories and literature and, where relevant, in accordance with any particular instructions which Grinder.One may have notified to the Customer at the date of sale or provision. This warranty applies to general ‘wear & tear’ over the product’s lifetime & general usage. Purposeful & intended destruction of any of Grinder.One’s products or supplied units will invalidate this warranty. A full inspection of defective units will be carried out & any assessment deemed to be intentional damage will also invalidate any product warranty guaranteed at the point of sale or order.

Returned products together with all associated parts and literature must be accompanied by a proof of purchase such as a receipt or an invoice in respect of the products and details of the nature of any claimed defect together with such further information as Grinder.One may at the time of sale have stipulated. Any replaced products shall automatically become the property of Grinder.One.

Subject as expressly provided in these terms and conditions, and except where the products are sold to a person dealing as a consumer (within the meaning of the Unfair Contract Terms Act 1977), all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law.

Returns

Grinder.One will only accept the return of products after giving the customer authority in writing or by official email, from hi@grinder.one, to return the goods.

White Label Service

To engage with and be registered as a White Label customer, Grinder.One requires customers or clients to provide sufficient evidence of legitimate business registration & copyright protection.

This includes, but is not limited to, the provision of a registered business address, persons of significant control for that business, official phone number & registered email address, any trademark or intellectual property protection and rights granted to the registered business owner for the use of trademarked logo’s and brand identities. Permissions must be granted for the use of trademarked identities, in writing or by email to hi@grinder.one. All details for the use of Grinder.One’s white label service must be confirmed in writing or by email to Grinder.One’s full satisfaction before any work is undertaken. Failure to provide the requested details or insufficient proof of legitimacy will, at Grinder.One’s discretion, result in the refusal of white label service and any other business dealings with that customer or client.

Grinder.One reserves the right to conduct due diligence against all customers requesting a white label service, this includes, but is not limited to, background checks, company verification, verification of trademarking and intellectual property registration, credit checks and general compliance with local laws and regulations within standard business practices.

Intellectual Property and Information

 1. Grinder.One take all reasonable steps in the course of business to ensure that the products do not infringe any patent, design, trademark, copyright or any other rights of third parties.

 2. Grinder.One own full copyright in respect of designs and product specifications that are supplied to customers; this includes all material however it may be published or provided. As an example material published in paper or electronic form; such as CD-ROM, or on the Internet, by Grinder.One fall into this classification. The reproduction, storage in a retrieval system, or transmission, in any form, or by any means whether it be electronic, mechanical, physical, photocopy, recording or otherwise, in part or in whole, is prohibited by Grinder.One.

 3. Notwithstanding any other term of these conditions, title in any software program that forms part of the products purchased is retained and will not pass to the Customer. Such software programs may only be used in the products and must not be copied or altered or otherwise modified by the Customer.

 4. Grinder.One reserve the right to record and use customer information supplied by the customer including telephone conversations and electronic mail & messages with the customer in any form, on any platform used by Grinder.One. Other recorded information includes, but not limited to, Technical measurement data of the equipment such as IP address, identifiers in cookies and your surfing behaviour on our websites or other platforms, Location data, Information about the activities on our website, Internet browser and device type.

*Limitation of Liability

 1. The Customer will be responsible for ensuring the fitness for purpose of the products for the Customer’s application unless the purpose is previously notified to Grinder.One in writing.

 2. Grinder.One accepts no liability whatsoever or howsoever arising in respect of loss, damage or expense arising from errors in information or advice provided whether or not due to Grinder.One’s negligence or that of its employees, agents or sub-contractors save for any loss or damage arising from personal injury.

 3. Grinder.One shall not be liable to the Customer by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of contract with the Customer, for any indirect, special or consequential loss or damage (whether for loss of profit or otherwise), costs, expenses or other claims for compensation whatsoever (whether caused by the negligence of Grinder.One, its employees or agents or otherwise) which arise out of or in connection with the supply of the products or their use or resale by the Customer.

 4. The entire liability of Grinder.One under or in connection with the contract with the Customer shall not exceed the price of the products except as expressly provided in these terms and conditions.

Force Majeure

Grinder.One shall not be liable to the Customer or be deemed to be in breach of contract by reason of any delay in performing, or any failure to perform, any of Grinder.One’s obligations in relation to the products, if the delay or failure was due to any cause beyond Grinder.One’s reasonable control. Without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond Grinder.One’s reasonable control:

 1. Act of God, explosion, flood, tempest, fire or accident;

 2. war or threat of war, sabotage, insurrection, civil disturbance or requisition;

 3. acts, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority;

 4. import or export regulations or embargoes;

 5. strikes, lock-outs or other industrial actions or trade disputes (whether involving employees of Grinder.One or of a third party);

 6. difficulties in obtaining raw materials, labour, fuel, parts or machinery;

 7. power failure or breakdown in machinery.

Law

Any sales transacted by Grinder.One, is to be governed solely by English Law and the parties agree to submit to the exclusive jurisdiction of the English courts.

Consumer Protection

Nothing contained herein shall affect a Customer’s statutory rights if he/she ‘deals as a consumer’ as defined in Section 12 of the Unfair Contract Terms Act 1977.

For any further information please contact:

hi@grinder.one