Terms of Service

Agreement to These Terms

These terms of service form a binding agreement between you and KHCshop LLC, a company located at 440 E 100 N, Nephi - 84648-1512, United States (US). By using this website, by sending us an enquiry or by engaging our services you accept these terms. If you do not accept them, please do not use the website and do not engage the bench.

Where a separate written agreement or statement of work exists between you and KHCshop LLC, that document governs the specific engagement. These terms fill any gap that the engagement document does not address. If the two conflict on a point that the engagement document clearly covers, the engagement document prevails for that engagement only.

Please read the whole document before you send an enquiry. It is written in plain language, and every clause exists because a real conversation at the bench needed it.

Definitions

To keep the language clear the following words have fixed meanings.

• The company means KHCshop LLC, its employees, contractors and authorised representatives.
• The website means every page served from the khcshop.hair domain and its subdomains.
• The services means the computer integrated systems design work described on this website, including the six bench services named on the services page.
• The engagement means a specific piece of work agreed in a written statement of work, proposal or signed order.
• Deliverables means the software, configurations, documents and other materials the company produces for a client under an engagement.
• Client materials means everything a client supplies to the company, including data, access, documentation and third party accounts.

A reference to writing includes email unless the clause specifically requires a signed document.

Eligibility and Business Use

This website and the services are directed at professional and business users. By using them you confirm that you are at least eighteen years old and that you have authority to act for the organisation on whose behalf you are enquiring. If you are not sure whether you have that authority, please ask a colleague before you send a message on the organisation behalf.

You are responsible for ensuring that your use of the website and the services complies with the law that applies to your organisation. The company does not monitor your local obligations on your behalf, and the company does not provide legal advice.

Our Services

The company provides computer integrated systems design and related professional services. The six bench services described on the services page, namely Drawstring Desk, Hem Line Rounds, Stitch Band Weeks, Batch Cut Days, Fold and Fill Sessions and Lacing Check Evenings, are the standard working rituals of the company. They may be combined or adjusted to suit a particular engagement.

Descriptions on this website are informative rather than exhaustive. A description does not create a promise that a particular feature, outcome or timeframe will be delivered. A binding commitment exists only when it is written into an engagement document and accepted by both parties.

The company may decline an enquiry for any lawful reason, including a lack of capacity, a conflict of interest or a job that falls outside the bench area of skill. When an enquiry is declined the company will try to say why in a respectful way.

Enquiries and Proposals

A first message through the contact form or by email begins a conversation, not a contract. The company will review the request, may ask clarifying questions, and may offer a short introductory call. No fee is charged for an initial conversation unless the company clearly states otherwise in writing before the call takes place.

A proposal is valid for the period written on it, and if no period is written it is valid for thirty days from the date it is issued. A proposal becomes an engagement only when the client accepts it in writing and, where required, pays any deposit described in it. The company may revise a proposal if the facts change before acceptance.

Client Engagements

Each engagement is described in a written statement of work that sets out the scope, the deliverables, the fees, the schedule, the named contacts and the acceptance criteria. Both parties sign or otherwise accept that document before work begins. The statement of work is the shared reference for the engagement and is kept in the pouch of truth.

The company will perform the engagement with reasonable skill and care and in line with the standards described on this website. The company may use employees, contractors or specialist partners to deliver the work, and remains responsible to the client for the quality of what is delivered.

Unless the engagement document says otherwise, work is performed during normal bench hours, which are Monday to Friday from 8 in the morning to 5 in the afternoon with a shorter day on Saturday. After hours work may be arranged in advance and may be charged at a different rate.

Scope and Change Control

Scope changes are normal and the company welcomes them when they are named openly. A change is agreed by writing a short request, describing the effect on the batch cut, the schedule and the fee, and obtaining acceptance from both sides. No change is binding until that written step is complete.

Work performed outside an agreed scope is either deferred to a later batch or accepted as an additional engagement. The company will not silently absorb a change, and the client is not obliged to pay for work that was not agreed. This keeps the bench honest and protects both parties from surprises.

If a change makes earlier work redundant, the company will explain what can be reused and what must be unpicked. Where reuse is possible the fee for the replacement work is reduced accordingly.

Fees and Payment

Fees are stated in the engagement document, normally as a fixed amount per batch, a day rate or a monthly retainer. Unless the document states otherwise, invoices are issued at the start of each batch or month and are payable within fourteen days of the invoice date.

All amounts are stated in United States dollars and exclude any taxes that the law requires the client to pay. The client is responsible for those taxes except where the company is obliged to collect them. Where a deposit is agreed it is applied to the first invoice of the engagement.

If an invoice remains unpaid for more than thirty days the company may pause work, after giving written notice, until the balance is settled. Interest may be charged on an overdue amount at the rate stated in the engagement document, or at a reasonable rate if no rate is stated. The company will not suspend work over a disputed item that is being discussed in good faith, provided the undisputed part has been paid.

Client Responsibilities

The company can only deliver a clean seam when the client side of the bench is ready. The client agrees to provide accurate information about the systems in scope, to name a decision maker who can speak for the business, to make the relevant staff available for sessions and to give timely answers to questions.

The client is responsible for its own systems, licences and data. The client confirms that it has the right to share any material it sends to the company and that doing so does not breach the rights of a third party. Where a system is operated by a vendor, the client is responsible for obtaining any permission the vendor requires.

If the client delays a session, withdraws staff without notice or fails to provide access, the company may reschedule and may charge for a slot that could not be used. The company will warn the client before charging for a missed slot wherever it is practical to do so.

Access and Credentials

Where an engagement requires access to a client system the company will request the narrowest permission that will do the job. The client should provide a named account rather than a shared master account, keep the password in a secure channel, and remove the access when the person leaves the project.

The company stores secrets only in a dedicated password manager and does not write passwords into email, documents or notes. If the company believes that a credential may have been exposed it will tell the client immediately so that the credential can be rotated.

The client must not send production credentials in an initial enquiry. If a first message arrives with a secret attached, the company will delete the secret and ask for the message to be resent without it.

Deliverables and Ownership

On full payment of the fees for an engagement, the client receives ownership of the deliverables produced specifically for that engagement, together with a perpetual licence to use any general purpose code, patterns or tools that the company used to build them. The company retains ownership of its general methods, templates and internal tooling.

Where a deliverable incorporates an open source component or a third party product, the licence of that component applies. The company will identify such components in the handover pouch and will not hide a restrictive licence inside a deliverable.

Acceptance of a deliverable occurs when the criteria in the engagement document are met, or after ten business days from delivery if the client does not respond in that period. A client that finds a fault after acceptance may still ask the company to correct it under the warranty in these terms.

The company may keep a copy of the deliverables for its own records and for support, subject to the confidentiality clause below. The client may ask for the support copy to be deleted at any time.

Third Party Components

Integration work often depends on hardware, cloud services and software licences supplied by other companies. Those components are governed by their own terms. The company does not make any promise about a third party product beyond what that provider promises, and the company is not responsible for a provider decision to change a price, retire a feature or alter an interface.

Where the client already holds a third party account, the client remains the owner of that account. The company will work within the permissions the client provides and will not change the billing terms of a client account without written consent.

If a third party component stops working in a way that affects a deliverable, the company will help the client assess the options. Repair work of that kind may be treated as a new batch under the change control clause.

Acceptable Use of the Website

You agree to use this website lawfully and respectfully. In particular you must not attempt to gain unauthorised access to any part of the website or its hosting, submit malicious code, run automated scraping that places an unreasonable load on the server, or use the contact form to send spam, threats or unlawful content.

You must not misrepresent your identity when contacting the company, and you must not use the company name or marks in a way that suggests endorsement without written permission. The company may block an address or refuse a message that it reasonably believes breaks these rules.

The company may investigate any suspected misuse and may report it to the relevant authority. Where misuse causes a loss, the company reserves the right to recover that loss.

Intellectual Property

Every part of this website, including its text, layout, styling, code and visual construction, belongs to KHCshop LLC or is used with permission. You may read, download and print pages for your own reference. You may not copy the site wholesale, republish it as your own, or use its design in a competing product without written permission.

The company name, the bench names and the identifiable visual arrangements of this site are protected. A short quotation with attribution for commentary or review is welcome. A reproduction that implies a false association is not.

Any feedback you send about the website or the services may be used by the company to improve its work without any obligation to you, provided that the company does not disclose your identity without permission.

Confidentiality

Each party agrees to keep the other party confidential information private and to use it only for the engagement. Confidential information includes technical details, business plans, pricing, client lists and anything marked as confidential, as well as anything that a reasonable person would understand to be sensitive.

The company may disclose confidential information to an employee, contractor or adviser who needs it to do the work, provided that the recipient is bound by a similar duty. The company will not name a client in public material without written permission.

The duty of confidentiality does not apply to information that is already public, that the receiving party already knew without a duty, that is independently developed, or that the law compels the party to disclose. If a legal demand arrives the receiving party will give the other party notice where the law allows.

The duty continues for three years after the engagement ends, and indefinitely for trade secrets.

Warranties

The company warrants that the services will be performed with reasonable skill and care by competent people, that the deliverables will materially conform to the engagement document when delivered, and that the company has the right to grant the licences described in these terms.

If a deliverable does not conform at the point of acceptance, the client should notify the company within thirty days with a clear description. The company will correct the fault at no additional fee, or, where correction is not practical, will offer a reasonable reduction in the fee for that deliverable. This is the client primary remedy for a faulty deliverable.

The warranty does not cover faults caused by a client change, a third party change, a misuse of the deliverable or an environment that does not match the one described in the engagement document.

Disclaimers

Except for the warranties stated above, the website and the services are provided as they are. The company does not promise that the website will be free of every error, that it will be available without interruption, or that it will meet a purpose that the client has not described in writing.

The company does not provide legal, tax, accounting, security certification or regulatory advice. A client should obtain that advice from a qualified professional. A note in a runbook about a legal duty is a practical reminder, not a legal opinion.

Nothing on this website is a guarantee of a specific business result. Integration work improves the reliability of a seam, but the performance of a client business depends on many factors outside the company control.

Limitation of Liability

To the fullest extent permitted by law, neither party is liable for indirect, incidental, special or consequential loss, for lost profits, lost revenue, lost goodwill or lost data, even if that loss was foreseeable. This limitation applies to any claim arising from these terms or from an engagement.

The total liability of the company under an engagement is limited to the fees paid by the client for that engagement during the twelve months before the event that gave rise to the claim. Where the engagement has run for less than twelve months the limit is the fees paid so far.

Nothing in these terms excludes or limits liability for fraud, wilful misconduct, death or personal injury caused by negligence, or any other liability that the law does not allow to be excluded. If a jurisdiction does not permit a particular limitation, that limitation applies only to the extent the jurisdiction allows.

Indemnity

The client agrees to indemnify the company against any claim, loss or cost that arises from client materials supplied without the necessary rights, from a client instruction that breaks the law, or from a client use of a deliverable outside the purpose described in the engagement document.

The company agrees to indemnify the client against any claim that a deliverable created solely by the company infringes the intellectual property of a third party, provided that the client tells the company promptly, allows the company to control the defence, and does not settle the claim without consent. If such a claim arises the company may replace the affected part, obtain a licence for it, or refund the fee for that part.

Termination

Either party may end an engagement for convenience by giving thirty days written notice. Fees for work performed up to the end date remain payable, and the company will hand over the work in progress together with a short written note describing its state.

Either party may end an engagement immediately if the other party commits a material breach that is not corrected within fourteen days of a written notice, becomes insolvent, or engages in conduct that makes continuing the work unsafe or unlawful.

On termination the client must pay for all work completed and for any non cancellable commitments reasonably entered into for the engagement. The company must return or delete client materials as instructed and must keep a support copy only where the client asks for one. The clauses on confidentiality, intellectual property, liability and governing law survive termination.

Force Majeure

Neither party is liable for a delay or failure caused by an event beyond its reasonable control, including a natural disaster, a widespread network outage, a public health emergency, a change in law or an industrial dispute. The affected party must tell the other party promptly and must take reasonable steps to reduce the impact.

If such an event continues for more than sixty days either party may end the affected engagement by written notice. Fees for work already performed remain payable, and any prepayment for work that will not be performed is refunded.

Governing Law

These terms are governed by the laws of the State of Utah in the United States, without regard to conflict of law rules. The parties agree to the exclusive jurisdiction of the state and federal courts located in Utah for any dispute that cannot be settled by discussion.

Before starting formal proceedings the parties agree to make a genuine effort to resolve the matter through a written exchange and at least one meeting, in person or by video, within thirty days. A small bench would rather fix a seam than litigate it.

Nothing in this clause prevents either party from seeking urgent injunctive relief where that is necessary to protect a legal right.

General Provisions

These terms, together with any engagement document, form the entire agreement between the parties on their subject matter. They replace any earlier discussion, proposal or understanding on the same subject, except that a signed engagement document continues to govern its engagement.

If a clause is found to be invalid or unenforceable it is removed or reduced to the minimum extent necessary, and the remaining clauses continue in force. A failure to enforce a right on one occasion is not a waiver of that right on a later occasion.

Neither party may assign an engagement without the written consent of the other party, except that the company may assign it to a successor as part of a transfer of the business, provided the successor accepts these terms. A person who is not a party to these terms has no right to enforce them.

The company may update these terms from time to time. The version in force when an engagement begins governs that engagement, and a later version applies only to a new engagement. The effective date at the top of the page shows the date of the current version.

Contact

For a question about these terms, write to shop@khcshop.hair or call +16318107949 during bench hours. The company address is KHCshop LLC, 440 E 100 N, Nephi - 84648-1512, United States (US).

Please read the privacy policy alongside these terms so that you understand how information is handled. Both documents work together, and neither one changes the other.