Terms and Conditions of Sale

1. About us

1.1 Company details. Zikodrive is the trading name of Round Bank Engineering Limited (company number 08288866) (we, us and our). The company is registered in England and Wales and our registered office and trading address is at 2A & 2B Dean Hey Business Park, Cragg Vale, Hebden Bridge, England, HX7 5RU. Our VAT number is GB226504428. We operate the website zikodrive.com.

1.2 Contacting us. To contact us telephone our customer service team at +44 (0) 330 127 7928 or email [email protected]. How to give us formal notice of any matter under the Contract is set out in clause 14.2.

2. Our contract with you

2.1 Our contract. These terms and conditions (Terms) apply to the 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.

2.2 Entire agreement. 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.

2.3 Language. These Terms and the Contract are made only in the English language.

3. Placing an order and its acceptance

3.1 Placing your order. Please follow the onscreen prompts to place an order. Each order is an offer by you to buy the goods specified in the order (Goods) subject to these Terms.

3.2 Correcting input errors. Our order process allows you to check and amend any errors before submitting your order to us. Please check the order carefully before confirming it. You are responsible for ensuring that your order and any specification submitted by you is complete and accurate.

3.3 Acknowledging receipt of your order. After you place an order, you will receive an email from us acknowledging that we have received it, but please note that this does not mean that your order has been accepted. Our acceptance of your order will take place as described in clause 3.4.

3.4 Accepting your order. We will confirm our acceptance to you by sending you an email or other communication that confirms that the Goods are being dispatched (Dispatch Confirmation). The Contract between you and us will only be formed when we send you the Dispatch Confirmation.

3.5 If we cannot accept your order. If we are unable to supply you with the Goods for any reason, we will inform you of this by email and we will not process your order. If you have already paid for the Goods, we will refund you the full amount including any delivery costs charged as soon as possible.

4. Our goods

4.1 The images of the Goods on our site are for illustrative purposes only. Although we have made every effort to display colours accurately, we cannot guarantee that your computer's display of the colours accurately reflects the colour of the Goods. The colour of your Goods may vary slightly from those images.

4.2 We reserve the right to amend the specification of the Goods if required by any applicable statutory or regulatory requirement.

4.1 Zikodrive controllers are designed to be components incorporated within equipment manufactured by our customers and are not suitable for use by an end user. As such, they are not CE/UKCA marked. It is your responsibility to ensure that Zikodrive controllers and related products meet the required specifications for the applications in which they are to be used by you and to ensure compliance with all applicable regulations, including but not limited to CE/UKCA marking and product safety standards, when incorporating Zikodrive controllers into your products or systems.

4.2 The use of Zikodrive controllers in safety-critical applications is entirely at the buyer's risk. The buyer assumes full responsibility for determining the suitability of Zikodrive controllers for their intended application, including safety-critical applications. To the extent permitted by law, the buyer agrees to indemnify and hold harmless Round Bank Engineering Ltd from any claims, damages, suits, or expenses arising from such use.

5. Return and refund

5.1 You may cancel the Contract and receive a refund, if you notify us as set out in clause 5.3 within 14 days of your receipt of the Dispatch Confirmation.

5.2 However, this cancellation right does not apply in the case of:

(a) any Goods which have obvious signs of use or abuse, wear and tear or that have damaged or missing parts;

(b) custom parts and products which have been manufactured or modified to your specifications. These such products are non-refundable and sold as-is, without warranty, unless otherwise specifically agreed in writing; or

and it is a requirement that any Goods that are returned for a refund must be in a resellable condition.

5.3 To cancel the Contract, you can email us at [email protected] or contact our Customer Services team by telephone on +44 (0) 330 127 7928 or by post to 2A & 2B Dean Hey Business Park, Cragg Vale, Hebden Bridge, England, HX7 5RU. If you are emailing or writing to us please include full details of your order to help us to identify it. If you send us your cancellation notice by email or by post, then your cancellation is effective from the date you send us the email or post the letter to us. For example, you will have given us notice in time as long as you get your letter into the last post on the last day of the cancellation period or email us before midnight on that day.

5.4 If you have returned the Goods to us under this clause 5 because they are faulty or mis-described, we will refund the price of the Goods and will refund you on the credit card or debit card used by you to pay.

5.5 If Goods have been delivered to you before you decide to cancel the Contract then you must return them to us without undue delay and in any event not later than 14 days after the day on which you let us know that you wish to cancel the Contract. You can either send them back or hand them to our authorised carrier.

5.6 Where it is determined that the Goods received under this clause are resellable, you will receive a full refund or credit for the Goods returned, less the cost of shipping. Refunds will be processed within 7 to 14 business days after we receive the Goods and have considered their condition.

6. Delivery, transfer of risk and title

6.1 We will contact you with an estimated delivery date, which will be within 30 days after the date of Dispatch Confirmation. Occasionally our delivery to you may be affected by an Event Outside Our Control. See clause 13 for our responsibilities when this happens.

6.2 Delivery is complete once the Goods have been delivered to the address for delivery set out in your order and the Goods will be at your risk from that time.

6.3 You own the Goods once we have received payment in full, including of all applicable delivery charges.

6.4 If we fail to deliver the Goods and fail to provide replacements, our liability is limited to the cost of obtaining replacement goods of a similar description and quality in the cheapest market available, less the price of 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.

7. International delivery

7.1 In addition to the United Kingdom, we currently deliver to Austria, Belgium, Canada, Denmark, Finland, France, Germany, Ireland, Italy, Netherlands, Norway, Portugal, Spain, Sweden, Switzerland and the United States of America (International Delivery Destinations). However, there are from time to time restrictions or tariffs on some Goods for certain International Delivery Destinations.

7.2 If you order Goods from our site for delivery to one of the International Delivery Destinations, your order may be subject to import duties or tariffs and taxes which are applied when the delivery reaches that destination. Please note that we have no control over these charges and we cannot predict their amount. You will be responsible for payment of any such import duties and taxes. Please contact your local customs office for further information before placing your order.

7.3 You must comply with all applicable laws and regulations of the country for which the Goods are destined. We will not be liable or responsible if you break any such law.

8. Price of goods and delivery charges

8.1 The prices of the Goods will be as quoted on our site at the time you submit your order. We take all reasonable care to ensure that the prices of Goods are correct at the time when the relevant information was entered onto the system. However, please see clause 8.5 for what happens if we discover an error in the price of Goods you ordered.

8.2 Prices for our Goods may change from time to time, but changes will not affect any order you have already placed.

8.3 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.

8.4 The price of the Goods as displayed prior to checkout does not include delivery charges. Our delivery charges are as advised to you during the check-out process, before you confirm your order.

8.5 It is always possible that, despite our reasonable efforts, some of the Goods on our site may be incorrectly priced. If we discover an error in the price of the Goods you have ordered we will contact you to inform you of this error and we will give you the option of continuing to purchase the Goods at the correct price or cancelling your order. We will not process your order until we have your instructions. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as cancelled and notify you in writing. If we mistakenly accept and process your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may cancel supply of the Goods and refund you any sums you have paid.

9. How to pay

9.1 Unless separately agreed with us that you may pay by direct bank transfer (which shall be at our sole discretion), payment for the Goods ordered through the website shall be by Paypal or via Stripe (accepting credit or debit cards).

9.2 Payment for the Goods and all applicable delivery charges is in advance. We will not charge your debit card or credit card until we dispatch your Goods.

10. Our warranty for the goods

10.1 We do not warrant that the Goods comply with the laws, regulations or standards outside the UK.

10.2 We provide a warranty to you as the original purchaser that on delivery and for a period of 12 months from delivery, the Goods shall:

(a) subject to clause 4, conform in all material respects with their description; and

(b) be free from material defects in design, material and workmanship; and

10.3 Subject to clause 10.4, if:

(a) you give us notice in writing within a reasonable time of discovery that some or all of the Goods do not comply with the warranty set out in clause 10.2, together with proof of purchase;

(b) we are given a reasonable opportunity of examining the Goods; and

we will, at our option, provide replacement parts to repair the product or replace the defective product with the same or a comparable product, or refund the price of the defective Goods in full. Replacement parts or products will be new or serviceably used, comparable in function and performance to the original part or product and shall be warranted to the original purchaser for the remainder of the original warranty period. Any additional purchases or upgrades will not extend the warranty period.

10.4 We will not be liable for breach of the warranty set out in clause 10.2 if:

(a) you make any further use of the Goods after giving notice to us under clause 10.3;

(b) the defect arises as a result of us following any drawing, design or specification supplied by you;

(d) you alter or repair the Goods without our written consent;

(e) the defect arises as a result of improper use, fair wear and tear, wilful or accidental damage, negligence in use, maintenance or installation, incompatibility with electrical supply or abnormal storage or working conditions; or

(f) the Goods differ from their description or specification as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.

10.5 We will only be liable to you for the Goods' failure to comply with the warranty set out in clause 10.2 to the extent set out in this clause 10.

10.6 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.

10.7 These Terms also apply to any repaired or replacement Goods supplied by us to you, save that the warranty period in respect of such repaired or replacement Goods shall be for the remainder of the original warranty period.

11. Our liability to you in respect of the Goods

11.1 References to liability in this clause 11 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.

11.2 Nothing in these Terms limits or excludes our liability for:

(a) death or personal injury caused by our negligence;

(b) fraud or fraudulent misrepresentation;

(d) any other liability that cannot be limited or excluded by law.

11.3 Subject to clause 11.2, we will under no circumstances be liable to you for:

(a) any loss of profits, sales, contracts, business, or revenue; or

(b) loss or corruption of data, information or software; or

(d) loss of anticipated savings; or

(e) loss of goodwill or reputation; or

(f) any indirect or consequential loss.

11.4 Subject to clause 11.2 and clause 11.3, our total liability to you for all losses arising under or in connection with the Contract will in no circumstances exceed 200% of the price of the Goods.

12. Termination

12.1 Without affecting 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:

(a) you commit a material breach of any term of the Contract and (if such a breach is remediable) fail to remedy that breach within 7 days of you being notified in writing to do so;

(b) you fail to pay any amount due under the Contract on the due date for payment;

(c) you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business; or

(d) 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.

12.2 Termination of the Contract shall not affect your or our rights and remedies that have accrued as at termination.

12.3 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.

13. Events outside our control

13.1 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). An Event Outside Our Control could include but not be limited to (a) acts of God, flood, drought, earthquake or other natural disaster; (b) epidemic or pandemic; (c) terrorist attack, civil war, civil commotion or riots, war or armed conflict, threat of or preparation for war, imposition of sanctions, embargo, or breaking off of diplomatic relations; (d) any law or action taken by a government or public authority, including imposing an export or import restriction or a tariff, quota or prohibition; (e) disruption to supply chains or delivery networks; and (f) interruption or failure of utility service.

13.2 If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:

(a) we will contact you as soon as reasonably possible to notify you; and

(b) 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 where we remain in possession of the Goods, we will arrange a new delivery date with you after the Event Outside Our Control is over.

13.3 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 return (at our cost, as part of the refund) any relevant Goods you have already received or do receive after cancellation and we will refund the price you have paid, including any delivery charges, following receipt of the Goods.

14. Communications between us

14.1 When we refer to "in writing" in these Terms, this includes email.

14.2 Any notice given by one of us to the other under or in connection with the Contract must be in writing and be delivered by hand, sent by pre-paid first class post or airmail or commercial courier or email.

14.3 A notice is deemed to have been received:

(a) if delivered by hand, at the time the notice is left at the proper address;

(b) if sent by pre-paid first class post or commercial courier service, at 9.00 am on the second working day after posting;

(d) if sent by email, at 9.00 am the next working day after transmission.

14.4 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.

14.5 The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.

15. General

15.1 Assignment and transfer.

(a) We may assign or transfer our rights and obligations under the Contract to another entity but will always notify you in writing or by posting on this website if this happens.

(b) You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.

15.2 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).

15.3 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.

15.4 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.

15.5 Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.

15.6 Governing law and jurisdiction. The Contract is governed by English law and you and we each irrevocably agree to submit all disputes arising out of or in connection with the Contract to the exclusive jurisdiction of the English courts.