Terms & Conditions

1.1. This website is owned, operated and maintained by Jemella Limited trading as "ghd" ("us"/"we"/"our"). It is hosted by Rackspace Ltd (Co. Regn. No. 03897010) of 4 The Square, Stockley Park, Uxbridge UB11 1ET.

1.2. Furthermore, this website is protected by both copyright and database rights. Your use of this website, including any information you may send to us or submit to the website and/or any goods purchased via this website is subject to the following terms and conditions ("the Terms and Conditions").

1.3. We reserve the right to make changes to this website and these Terms and Conditions at any time without notice and it is your responsibility to revisit this page from time to time to re-read this notice. Any revised terms shall take effect as at the date of its posting on this website and your continued use of this website indicates your acceptance of these Terms and Conditions (as revised or amended).

1.4. These Terms and Conditions incorporate our Data Protection and Privacy Policy, and Terms and Conditions of Sale.

1.5. If you have any queries regarding our website or any of the information or materials contained on or in it, please contact us by email at ghd-online@ghdhair.com or by telephone on +44 (0) 845 330 1133.

Disclaimer

2.1. This website may from time to time include information and/or opinion relating to hair care products, providers, and hair care in general. The information and/or opinion contained and/or expressed on this website is provided for general information purposes only. It is not intended to be comprehensive, nor specific professional advice, and it is therefore not intended to replace professional advice on any skin, hair or medical condition or medical consultation and/or diagnosis. We do not accept any responsibility and/or liability for the implementation of any information or opinion provided on this website. The information and/or opinions provided is no substitute for professional advice.

2.2. Whilst we endeavour to ensure that the content of our website is accurate and up-to-date, we do not make any representations nor give any warranties of any kind (express or implied) with respect to the contents or operation of this website, and any such representations and warranties are expressly excluded.

2.3. This website and the downloads made available on it are made available on the basis that (except in respect of fraud by us, whether trading as "ghd" or otherwise, or of death or personal injury caused by our negligence), all liability whatsoever for any losses, claims, actions or damage, whether direct or indirect, arising out of or in connection with your use of this website and/or any of the downloads made available on it, or your reliance upon the contents of this website are excluded to the fullest extent permitted by law including but not limited to any liability for computer service or system failure, access delays or interruption, data non-delivery or mis-delivery, computer viruses or other harmful components, breaches of security or unauthorised use of the system arising from "hacking" or otherwise.

2.4. We do not warrant that use of this website and/or any downloads and/or any wallpapers and/or screensavers downloaded from this website will be uninterrupted and error free. If we discover any typographical, clerical or other error or omission in any page posted on this website then such error shall be subject (as soon as practical) to correction or deletion (as appropriate) without any liability on our part.

2.5. Where you are provided with a password for use of this website, this is provided on a confidential basis and must not be used by and/or disclosed or provided to any third party.

2.6. We shall not be obliged to enforce these Terms and Conditions against any third party nor take any action against any third party for breach of these Terms and Conditions. Furthermore, we shall have no liability to you for any breach of these Terms and Conditions by any third party.

2.7. We reserve the right to make changes to this website and these Terms and Conditions at any time without notice and it is your responsibility to revisit this page from time to time to re-read this notice. Any revised terms shall take effect as at the date of its posting on this website.

2.8. The content of this website, any dispute arising out of this website, and your relationship with us are governed by English law and shall be subject to the exclusive jurisdiction of the English Courts.

Copyright & Trademarks

3.1. No material protected by copyright, trade mark or other proprietary rights shall be uploaded, posted, submitted or otherwise made available on this website without the express permission (and agreement to the terms hereof) of the owner of the copyright, trade mark or other proprietary right and the burden of determining that any material is not protected by such rights rests with you. You shall be solely liable and hereby undertake to indemnify us for any damages resulting from any infringement of copyrights, proprietary rights, or any other harm resulting from any uploading, posting or submission.

3.2. You may download, temporarily store, and use the information contained in or on one or more pages from this website including but not limited to the wallpapers and/or screensavers made available on this website for your own personal use and research. However, save where the same cannot be prohibited by law, you may not adapt, modify, copy, merge, translate, decompile, disassemble, permanently store (save in respect of wallpapers and/or screensavers downloadable from this website), republish, retransmit, redistribute or otherwise make such information or pages and/or wallpapers and/or screensavers available to any other party or available on any website, online service or bulletin board of your own or of any other party or make the same available in hard copy or on any other medium without our express prior written consent.

3.3. All designs, texts, graphics, codes and the selection or arrangement of them are the copyright or database rights of us and/or are utilised by us under appropriate licences.

3.4. All trade marks, brand names and business names or logos contained in this website are proprietary to us and/or are utilised under appropriate licences.

3.5. You hereby grant with full title guarantee to us a worldwide, royalty free, perpetual, irrevocable, non-exclusive right and licence to use, reproduce, modify, adapt, publish, translate, distribute and display any text and/or other materials posted on or submitted to this website by you, in whole or in part.

3.6. You hereby waive and/or agree to procure the waiver of any and all moral rights (as set out at Chapter IV of Part I of the Copyright, Designs and Patents Act 1998) in and in relation to any text or submission which you may make to this website save that we reserve the right to identify you as the author of any submission which is published in whole or in part on this website.

Downloads

4.1. Any licences granted in respect of downloads, including but not limited to those in respect of wallpapers and/or screensavers, shall, unless terminated early for breach, continue until such time as you cease to use the relevant download and/or until such time as our intellectual property rights in the same expire, whichever is the earlier.

4.2. All licences granted shall terminate automatically if you breach any of the terms of the licence including any provision of these Terms and Conditions.

4.3. Upon termination of the licence (save where such termination arises as a result of the expiration of our intellectual property rights) you shall destroy and/or erase all copies of the downloads under your control and stored on any medium. You hereby agree that you owe us a duty of confidentiality with regard to any download under your control that you cannot destroy and/or erase, which shall continue indefinitely.

4.4. Use of downloads is subject always to the full provisions of these Terms and Conditions.

Linking Policy

5.1. Whilst we retain the right to establish any hypertext links (being the means by which you can skip from one website to another or from one page to another within the same site) between our website and any third party website at our discretion, you agree that you will not create any hypertexts links or deep links (a deep link being a hypertext link which enables a user to enter a website whilst bypassing a home page) between this site and any third party site without our express written consent.

5.2. If you choose to use a hypertext link contained within this website then you may leave our website. Once you have left our website, whether or not you have realised that you have left, we are no longer responsible in any way for the material on the other website that you enter. In addition, hypertext links are included in order to provide further information and are not intended to signify that Jemella Limited trading as "ghd" endorses or approves of such website and/or its content. We exclude to the fullest extent permitted by law all liability that may arise in connection with or as a result of such external website material causing any damage, cost, injury or financial loss of any kind.

Data Protection & Privacy Policy

6.1. We are responsible for the processing and are therefore the data processors as well as the data controller of all the personal data which you provide to us or which we collect from you. We regard your privacy as very important and any personal information and data which you provide to us through this website will be dealt with in accordance with this Data Protection and Privacy Policy and these Terms and Conditions.

6.2. The provisions of this clause 6 describe how we will handle the data which you may provide to us and why we collect your data.

6.3. We reserve the right to make changes to this Data Protection and Privacy Policy at any time without notice and it is your responsibility to revisit this page from time to time to re-read this policy. Any revised terms shall take effect as at the date of posting.

6.4. If you have any queries regarding this Data Protection and Privacy Policy, please contact us by email at ghd-online@ghdhair.com or by telephone on +44 (0) 845 330 1133.

6.5. Data Protection

6.5.1. As a data controller, we will take all the necessary steps to comply with the Data Protection Act 1998 and its relevant subordinate legislation when handling any personal data which you may provide to us. This includes ensuring that data is fairly and lawfully processed; processed for limited purposes; adequate, relevant and not excessive; accurate; not kept longer than necessary; processed in accordance with your rights; and secure. Our data protection registration number is Z1663328.

6.5.2. Should you wish to obtain a copy of the personal data which we hold about you, please contact us at ghd, Unit 12, Ryefield Way, Silsden, West Yorkshire, BD20 0EF, enclosing a cheque or postal order for £10 made payable to Jemella Limited, to cover our administration costs. As soon as we are satisfied as to your identity, we will send you, within 40 days a copy of all the data we hold relating to you.

6.5.3. If you believe that any personal data or information which we hold about you is incorrect or incomplete, please write to the same address as set out in the above paragraph. Any information or data which is found to be incorrect will be corrected as soon as practical.

6.6. What Personal Data Do We Collect From You and Why?

6.6.1. We may collect personal data from you such as your name, email address, postal address, and telephone number when you respond to requests to submit personal information about yourself in order to obtain products and services which we may be offering. In the event that you no longer wish to receive the products or services for which you have submitted the information, you can at any time send an email to ghd-online@ghdhair.com in order for your details to be removed from the database.

6.6.2. We will use the personal information and data supplied by you to create a customer profile by keeping, for example, a record of the products or services which you have requested with such information being used by us for demographic, regional and market research purposes, and to send you details about any further products and services, bulletins or other information which we believe may be of interest to you, or to request Your feedback of our products or services from time to time. In addition, we may use the personal information and data supplied by you to attribute to you any information or questions submitted by you which may be published on this website.

6.7. To Whom Will We Supply Your Personal Data?

6.7.1. We will only supply data which personally identifies you to a third party or organisation in the following circumstances:

6.7.1.2. where we need to share or send the information to third parties or organisations who work with us or on our behalf to provide a product or service to you which you have requested, such persons or organisations may only use this information in order to provide such product or service and not for any other purpose;

6.7.1.3. where we need to share or send the information to third parties or organisations who work with us or on our behalf to provide services to us, for example in respect of customer profiling and the marketing of Jemella Group products and services;

6.7.1.4. where we are required to forward the information or data in order to comply with any regulatory or legal process;

6.7.1.5. where there is a sale and/or transfer of all or any part of our business.

6.7.2. Other than in the circumstances stated above, third parties will not have access to your personally identifiable data.

Security and Cookies

7.1. The servers used for this website are based within the European Economic Area. However, you hereby consent to the transfer of your personally identifiable data outside of the European Economic Area. We will endeavour to ensure the security of all personally identifiable data obtained through this website.

7.2. During the course of any visit to this website, the pages you see, along with something called a cookie, are downloaded to your computer. Most, if not all websites, do this to allow the website publisher to track, for example, whether you have visited the website before. We use cookies to monitor website traffic and to assist with the navigation and user experience of this website, including to provide You with the mechanisms for online shopping.

7.3. Any information which is supplied by cookies can help us to provide you with a better service and assist us to analyse the profile of our visitors. You are able to disable cookies using some browsers (for information on how to do this check your browser instructions/help facilities). If you do disable the cookies, we cannot guarantee the performance of our website or service.

Contacting Us

If you have any questions or comments about this Data Protection and Privacy Policy or any other aspect of this website, please contact the Customer Care team on the email address below:-

Registered office address:
ghd
Unit 12
Ryefield Way
Silsden
West Yorkshire
BD20 0ES
+44 (0) 845 330 1133
ghd-online@ghdhair.com

Registered in England.
Company registration number: 04115691

Merchant of Record

GHD Professional North America Inc
1493 E Bentley Drive, Suite 101
Corona, CA 92879
US

IMPORTANT: YOUR ATTENTION IS DRAWN TO CONDITIONS 2.1, 6.3 and 10.

1 INTERPRETATION

1.1 The definitions and rules of interpretation in this condition apply in these terms and conditions (Conditions):

Contract means the contract between You and Us for the sale of the Products and which incorporates these Conditions, the Order, the Order Confirmation and the Website and Retail Charter;

Confidential Information means any and all information provided by either party under the Contract that is either (i) marked as being confidential (or in the case of verbal discussions is later confirmed in writing to be confidential) or (ii) information (however communicated) that is of a type that the other party could reasonably have been expected to know that the information was confidential;

Delivery Location means the place where delivery of the Products is to take place under the Contract, as set out in the Order;

Order means any order made by You for Our Products through Our website at www.ghdhair.com;

Order Confirmation means Our written confirmation of the Order, incorporating these Conditions;

Price means the price payable by You for the Products, as notified by us;

Products means any goods to be supplied to You by Us under the Contract;

We, Our, Ours means Jemella Limited trading as 'ghd' (Company No: 4115691), a company incorporated in England and Wales whose registered office is at Unit 12, Ryefield Way, Silsden, West Yorkshire, BD20 0EF;

Website and Retail Charter means the Website and Retail Charter, a copy of which We can provide You, which is entered into by both You and Us if You intend to resell Our Products; and

You, Your, Yours means the person(s), firm or company who purchases the Products from Us.

1.2 Unless a contrary intention appears:

1.2.1 the masculine includes the feminine and the singular includes the plural, and vice versa;

1.2.2 a reference to any statute, enactment, order, regulation or other similar instrument shall be construed as a reference to the statute, enactment, order, regulation or instrument as amended by any subsequent statute, enactment, order, regulation or instrument or as contained in any subsequent re-enactment thereof;

1.2.3 headings are for ease of reference only and shall not affect the interpretation or construction of these Conditions;

1.2.4 any lists or examples following the word "including" shall be interpreted without limitation to the generality of the preceding words;

1.2.5 references to Conditions are, unless otherwise provided, references to clauses of these Conditions;

1.2.6 references to "writing" shall include facsimile and email.

2 FORMATION OF CONTRACT

2.1.1 Subject to Condition 2.3, the Contract shall be on these Conditions to the exclusion of all other terms and conditions (including any terms or conditions which You purport to apply under any purchase order, confirmation of order or other document).

2.1.2 Except as otherwise provided in these Conditions, all other terms, conditions, warranties and representations (whether oral or in writing) are excluded from the Contract between Us and You. These Conditions supersede any and all prior promises, representations, undertakings or implications.

2.1.3 No statement, illustration or drawing in any circular, advertisement, trade literature or other such communication shall be deemed to imply any representation, warranty or condition. Any such statement, illustration or drawing is for guidance purposes only and shall not form part of the Contract.

2.2 No terms or conditions endorsed on, delivered with or contained in an Order, specification or other document shall form part of the Contract simply as a result of such document being referred to in the Contract.

2.3 No variation to these Conditions shall have effect unless agreed in writing by one of Our directors.

2.4 Each Order shall be deemed to be an offer by You to purchase the Products from Us, subject to these Conditions.

2.5 No Order placed by You shall be deemed to have been accepted by Us, and no Contract shall be formed, until an Order Confirmation has been issued by Us.

3 WEBSITE AND RETAIL CHARTER

The Website and Retail Charter contains provisions relating to the use of Our brand for the Products. You shall comply with the Website and Retail Charter and shall act in accordance with the provisions contained therein.

4 PRICE

4.1 Unless agreed otherwise in writing by Us, all Prices are on ex works basis.

4.2 The Price is shown in UK pounds sterling.

4.3 Unless otherwise stated, the Price is exclusive of Value Added Tax which shall be added at the appropriate rate when We take Your payment for the Products You Ordered. If You require Us to deliver to a Delivery Location which is not within the UK, You are responsible for any importation taxes, sales taxes or other charges which may be levied at that Delivery Location. Additionally, please note that when ordering from www.ghdhair.com, You are considered the importer of record and must comply with all laws and regulations of the country in which You are receiving the goods.

4.4 We have the right to vary the Price of the Products from time to time on reasonable notice to You but We shall not exercise our right to vary the Price of the Products after We have issued an Order Confirmation.

4.5 Whilst We endeavour to ensure that all Prices displayed on Our website are accurate, errors may occasionally occur. We shall inform You as soon as We become aware of an error in the pricing of a Product. In that event, We shall also request Your confirmation whether You wish to proceed with the Order at the correct price or whether You wish to cancel Your Order. If We are unable to contact You for any reason, Your Order will be deemed cancelled. Any monies paid in respect of cancelled Orders shall be refunded in full within 30 days from the date of cancellation.

5 PAYMENT

The Price shall be due and payable by You in full and cleared funds at the time You place Your Order, unless otherwise agreed in writing by Us, and the time of payment shall always be of the essence of the Contract.

6 DELIVERY

6.1 Delivery of the Products shall take place at the Delivery Location. It is Your responsibility to ensure that the address of the Delivery Location is accurate. We shall not be responsible if this Delivery Location is incorrect.

6.2 Next day delivery is guaranteed in respect of Your Order if:

6.2.1 the Delivery Location is situated in the UK; and

6.2.2 Your Order is received before [5] pm GMT the preceding day; and

6.2.3 there is sufficient stock for Us to fulfil Your Order. We shall try to inform You, as soon as it is reasonable to do, if We find out that there is insufficient stock to fulfil Your Order. As a gesture of good will, We shall nevertheless try to deliver that part of Your Order which is in stock first, and then fulfil rest of Your Order when stock is in. However, We cannot fulfil the above commitments for any reason, this shall not entitle You to terminate this Contract.

6.3 Delivery times or dates in respect of deliveries outside the UK are estimates only and are not guaranteed.

6.4 The time for delivery shall not be of the essence of the Contract.

6.5 We shall be entitled to deliver the Products in separate instalments. Any delay or failure by Us to deliver, or any claim by You in respect of any one or more of the instalments in accordance with these Conditions, shall not entitle You to treat the Contract as a whole as repudiated.

6.6 We reserve the right, at Our sole option, to cancel or withhold the delivery of any Products, in whole or in part:

6.6.1 until receipt of Your payment for the Products;

6.6.2 if any of the events at Condition 11.1 occur.

6.7 On delivery of the Products, You shall check the Products against the delivery note. We shall not be liable for any damage, destruction, breakage or shortage of the Products delivered to You, unless You give Us notice of such damage, destruction, breakage or shortage within forty-eight (48) hours of the date of delivery. Risk in the Products shall pass to You on delivery.

6.8 If, for any reason, You fail to take delivery of any of the Products on the date of delivery, or We are unable to deliver the Products because You have not provided appropriate instructions, documents, licences or authorisations, We may store the Products until delivery at a later date, at Your cost (including but not limited to storage and insurance costs). If You fail to take delivery of the Products within fourteen (14) days following the date of the first attempted delivery, We may rescind the Contract and sell the Products to a third party.

6.9 Subject to the other provisions of these Conditions, We shall not be liable for any direct, indirect or consequential loss, including but not limited to, loss of profit, costs, damages, charges or expenses caused by any delay in the delivery of the Products (even if caused by Our negligence). Delay in delivery of the Products, howsoever arising, shall not entitle You to terminate the Contract.

7 NON-DELIVERY

7.1 We shall not be liable for any non-delivery of Products unless You give Us written notice within seven (7) days of receipt of Our advice of despatch.

7.2 Our liability for non-delivery of the Products shall be limited, at Our sole discretion, to:

7.2.1 delivering the Products within a reasonable time; or

7.2.2 issuing a credit note against any invoice raised for such Products, at the pro rata Contract rate based on the quantity of the Products which have not been delivered; or

7.2.3 refunding at the pro rata Contract rate the price paid for the quantity of the Products which have not been delivered;

and this shall be Your sole and exclusive remedy in relation to such non-delivery.

8 RISK AND TITLE

8.1 The Products are at Your risk from the time of delivery in accordance with Condition 6.7 above.

8.2 Notwithstanding Condition 8.1 above, the legal and beneficial ownership of the Products shall not pass to You until We have received in full and in cleared funds:

8.2.1 all sums due to Us in respect of the Products; and

8.2.2 all other sums due or becoming due to Us from You.

8.3 Until ownership of the Products has passed to You, You must:

8.3.1 hold the Products on a fiduciary basis as Our bailee;

8.3.2 store the Products, at no cost to Us, separately from other products belonging to You so they remain readily identifiable as Our property;

8.3.3 not destroy, deface or obscure any identifying mark or packaging on or relating to the Products;

8.3.4 maintain the Products in satisfactory condition, insured on Our behalf for their full price against all risks to Our satisfaction;

8.3.5 hold the proceeds of the insurance referred to in Condition 8.3.4 on trust for Us and not mix them with any other money nor pay the proceeds into an overdrawn bank account,.

8.4 In respect of Products of which ownership has not passed to You:

8.4.1 You may resell the Products, solely on the following conditions:

 (a) any sale shall be effected in the ordinary course of Your business at full market value; and

 (b) any such sale shall be deemed to be a sale of Our property on Your own behalf and You shall deal as principal when making such a sale[; and

 (c) You shall remain liable to Us in respect of the Price of the Products which You have resold]; and

8.4.2 We shall be entitled to:

 (a) recover payment for the Products notwithstanding that ownership of the Products has not passed from Us;

 (b) in the following circumstances, require You to deliver up the Products to Us, and if You fail to do so forthwith, We may recover the Products:

  (i) if You commit any material breach of any of Your obligations under these Conditions; or

  (ii) if any of the events at Condition 11.1occur.

8.5 You hereby grant Us, Our agents, sub-contractors and employees an irrevocable licence at any time to enter premises where the Products are or may be stored, to inspect these Products, or where Your right to possession has terminated, to recover these Products.

8.6 Where We are unable to determine whether Your right to possession has terminated in respect of any Products, You shall be deemed to have sold all Products in the order in which We invoiced such Products to You.

8.7 On termination of the Contract, howsoever arising, Our rights, but not Yours, under this Condition 8 shall remain in full force and effect.

9 FAULTY PRODUCTS

9.1 In the event that any Products are found to be faulty within the earlier of twenty-four (24) months:

9.1.1 of the date You purchased the Products for Your own use; or

9.1.2 of the date of the sale by You to an end user (if You purchased the Products not as an end user);

and such date of purchase or sale, whichever is appropriate, is duly evidenced to Our satisfaction by the provision of a copy of the relevant proof of purchase or sale, You shall be entitled to return such Products to Us, in such pre-paid delivery bags as We may provide from time to time on Your request.

9.2 In the event that We reasonably consider any Product returned in accordance with Condition 9.1 is:

9.2.1 not faulty; or

9.2.2 damaged or otherwise caused to be unworkable as a result of any of Your actions and/or that of the end user of the Product;

We may at Our sole discretion, return the same to You [and We reserve the right to require You to reimburse Us for Our reasonable expenses in examining and returning such Products to You]. We shall have no further obligations to You in respect of these Products.

9.3 Subject to Conditions 9.1 and 9.2, We shall, at our absolute discretion:

9.3.1 repair or replace faulty Products; or

9.3.2 refund the price of faulty Products, based on the quantity of the Products which are faulty, pro rata to the Price paid under the Contract.

10 LIMITATION OF LIABILITY

10.1 Nothing in these Conditions excludes or limits Our liability for death or personal injury caused by Our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be restricted by law.

10.2 Save as provided by Section 12 of the Sale of Goods Act 1979 and in these Conditions, all warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Contract.

10.3 Subject to Condition 10.1:

10.3.1 Our total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation or otherwise, arising in connection with or under the Contract shall be limited to the Price payable for the Products under the Contract; and

10.3.2 We shall not be liable in contract, tort (including negligence), statutory duty or otherwise howsoever for any claim, damage, loss or costs in respect of (whether direct or indirect):

 (a) loss of profit;
 (b) loss of use; 
 (c) loss of anticipated contracts and/or savings;
 (d) loss of goodwill; 
 (e) loss of opportunity;
 (f) loss of business and/or business interruption; or
 (g) any indirect loss or consequential or special loss or damage;

and both You and We hereby acknowledge that each type of loss under this Condition 10.3.2 shall be severable in accordance with Condition 14.2.

10.4 We shall also not be liable for, and You shall indemnify and keep indemnified Us against, any and all actions, awards, proceedings or claims, complaints, costs, expenses (including legal expenses and disbursements), penalties, damage or loss arising by reason of the sale and/or use of the Products after You become aware of any defect in the Products, or after circumstances have occurred which should reasonably have indicated to You of the existence of a defect in the Products.

11 TERMINATION

11.1 If You purchase the Products as a consumer, within the meaning of the Consumer Protection (Distance Selling) Regulations 2000, You have a right to cancel this Agreement within seven working days beginning with the day after the day on which this Agreement is concluded. If You wish to cancel the Agreement, You must let Us know in writing by letter, fax or email and comply with Our returns policy as shown here. We shall provide you with a full refund of the Price paid within 30 days from the date on which You give Us notice of cancellation.

11.2 We are entitled to terminate the Contract immediately on written notice if:

11.2.1 You fail to observe or perform any of Your obligations under the Contract; or

11.2.2 (being an individual or partnership):

 (a) You suspend, or threaten to suspend, payment of Your debts, or are unable to pay Your debts as they fall due, or admit Your inability to pay Your debts, or are deemed either unable to pay Your debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986;

 (b) You make or propose to make an arrangement or composition with Your creditors, or otherwise take the benefit of any statutory provision for the time being in force for the relief of insolvent debtors;

 (c) You are or propose to become the subject of a bankruptcy petition or order;

 (d) You die or, by reason of illness or incapacity (whether mental or physical), are incapable of managing Your own affairs or become a patient under any mental health legislation;

11.2.3 (being a company):

 (a) You are, or We reasonably consider You to be, unable to pay Your debts when they fall due, as defined in Section 123 of the Insolvency Act 1986;

 (b) You make or propose to make any arrangement or composition with Your creditors or make an application to a court of competent jurisdiction for the protection of Your creditors in any way;

 (c) a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with Your winding up;

 (d) an application is made to court, or an order is made, for the appointment of an administrator, or if a notice of intention to appoint an administrator is given or if an administrator is appointed over You;

 (e) a floating charge holder over Your assets has become entitled to appoint or has appointed an administrative receiver;

 (f) a person becomes entitled to appoint a receiver over Your assets or a receiver is appointed over Your assets;

11.2.4 You suffer actions analogous to those described in Conditions 11.2.2 and/or 11.2.3 in any jurisdiction;

11.2.5 We, acting reasonably, have serious doubts as to Your solvency;

11.2.6 any distraint is levied against You or Your property by any third party;

11.2.7 You cease, or threaten to cease, to carry on all or a substantial part of Your business; or

11.2.8 You are late in paying, or do not pay, any monies due to Us from You.

12 CONFIDENTIALITY

12.1 Each party shall, and shall procure that their employees, agents, representative and sub-contractors shall, keep secret and not disclose any Confidential Information in relation to the other party obtained by reason of the Contract, except information that is in the public domain.

12.2 The obligations under Condition 12.1 will not apply to the extent that the Confidential Information (based on documentary evidence):

12.2.1 is already publicly known at the time it is disclosed to the receiving party;

12.2.2 later becomes publicly known other than as a result of a breach by the receiving party of Condition 12.1;

12.2.3 was already known to the receiving party before it was disclosed;

12.2.4 is required to be disclosed by the receiving party by a court order or statutory law, provided that the receiving party will inform the disclosing party as soon as possible of any such obligation to disclose;

provided always that if the receiving party is seeking to rely upon any of the exceptions set out above then the Confidential Information shall not be deemed to be within one of the exceptions merely because it is in more general information within such exceptions. In addition, any combination of features disclosed will be deemed to be within the public domain only if both the combination itself and its use fall within the exceptions.

12.3 This Condition 12 shall apply during the continuance of the Contract and after its termination howsoever arising.

13 FORCE MAJEURE

We reserve the right to defer the date of delivery of the Products or to cancel the Contract without liability to You, and We shall not be liable for any failure to meet Our obligations under the Contract if We are prevented from, or delayed in, the carrying on of Our business due to circumstances beyond Our reasonable control, including, but not limited to, acts of God, governmental actions, war or national emergency, acts of terrorism, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, snow, explosion, flood, storm, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to Our workforce), failure of a utility service or transport network, or restraints or delays affecting carriers or inability or delay in obtaining supplies or adequate or suitable materials, or other similar events.

14 GENERAL

14.1 You expressly acknowledge and agree that, in entering into the Contract, You do not rely on any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether party to the Contract or not) relating to the subject matter of the Contract, other than as expressly set out in the Contract.

14.2 If any provision of the Contract or these Conditions is held invalid, illegal or unenforceable by any court of competent jurisdiction, such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if the Contract had been executed with the invalid, illegal or unenforceable provision eliminated.

14.3 Each of Our right or remedy under the Contract is without prejudice to any other rights or remedies belonging to Us, whether under the Contract or not.

14.4 Any failure or delay by Us in enforcing or partially enforcing any of Our rights or remedies under the Contract shall not be construed as a waiver of any of Our rights under the Contract and shall not prevent Us from later reasserting such rights or remedies.

14.5 Any notice or other communication given under these Conditions shall be in writing and shall be served by delivering it personally or sending it by pre-paid recorded delivery or registered post or fax or email to Our registered office and Your address, as set out in the Contract, or such other address as shall be notified by each party to the other from time to time.

14.6 Any such notice shall be deemed to have been received:

14.6.1 at the time of delivery, if personally delivered; or

14.6.2 forty-eight (48) hours from the date of posting in the case of pre-paid recorded delivery or registered post; or

14.6.3 at the time of transmission, if sent by fax; or

14.6.4 at the time the email is available to be read in the recipient's in-box, if sent by email;

but if notice is not received within business hours (meaning 9 am to 5 pm Monday to Friday, except a public holiday in the place of receipt), the notice shall be deemed to have been received when business next starts.

14.7 Except as otherwise provided in these Conditions or the Contract, a person who is not a party to the Contract shall have no rights pursuant to the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Conditions or the Contract.

14.8 You shall not be entitled to assign, sub-contract or otherwise dispose of the Contract or any part of it without Our prior written consent.

14.9 We may assign or sub-contract all or any part of Our obligations under the Contract to any person, firm or company.

14.10 The formation, existence, construction, performance, validity and all aspects of the Contract shall be governed by, and construed in accordance with, English law and both You and We submit to the exclusive jurisdiction of the English courts.

14.11 If You have any comments, questions or requests regarding the Products, please contact Us at Unit 12, Unit 12, Ryefield Way, Silsden, West Yorkshire BD20 0EF, telephone 0845 330 1133 (if You call from within the UK) or +44 1535 651 500 (if You call from outside the UK) or via the internet at the form provided here: http://www.ghdhair.com/uk/customer-care/contact-us.