This Damon Vehicle Reservation Agreement (this “Agreement”) is entered into between you and Damon Motors Inc. (“Damon”, “we”, “our” or “us”) and sets forth the terms and conditions that apply to your online reservation (a “Reservation”) for a Damon motorcycle. This Agreement is only for the Reservation of a Damon motorcycle, and is not a contract of sale.
BY SUBMITTING A RESERVATION OR CLICKING ON THE “I ACCEPT” OR SIMILAR BUTTON, YOU ARE INDICATING YOUR ACCEPTANCE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT ACCEPT THIS AGREEMENT, YOU MUST NOT SUBMIT A RESERVATION. IF YOU ARE DISSATISFIED WITH THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO CANCEL YOUR RESERVATION IN ACCORDANCE WITH THE CANCELLATION PROCESS DESCRIBED BELOW.
IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “YOU” OR “YOUR” WILL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE SERVICES.
Ability to Enter into this Agreement
In order to enter into this Agreement, you must have reached the legal age of majority in your jurisdiction of residence, and be fully able and competent to enter into the terms, conditions, obligations, affirmations, representations and warranties set forth in this Agreement, and to abide by and comply with this Agreement. It is your responsibility to ensure that you are legally eligible to enter into this Agreement under any laws applicable to you. If you accept this Agreement, you represent that you have the capacity to be bound by it.
Submitting and paying for a Reservation allows you the opportunity to be one of the first to purchase a Damon motorcycle (a “Vehicle”). When submitting a Reservation, you must provide your [first and last name, email address and credit card information], and you must ensure that this information is accurate, current and complete. You must promptly notify us by email at [email protected] in the event any of your information that you submitted as part of your Reservation changes or otherwise becomes inaccurate.
By submitting a Reservation, you consent to being billed for the Reservation by Damon’s third party payment processor. Once processed by our third party payment processor, your Reservation will be paid to Damon.
You further acknowledge and agree to the following:
- your submission and our acceptance of a Reservation does not constitute (a) an offer or agreement for the purchase of a Vehicle, (b) a down payment in connection with the purchase of a Vehicle, or (c) a guarantee of a Vehicle or delivery of a Vehicle within a specific time period;
- any statements provided by us regarding the expected production, release or delivery date for a Vehicle are purely informational in nature and are not guarantees;
- the amount you pay as part of your reservation will not accrue interest or change in value during the term of your Reservation;
- Vehicle pricing indicated at the time of Reservation represents our current expected pre-tax price for the Vehicle and we reserve the right to increase or decrease pricing or impose additional fees at any time in our sole discretion, with or without notice;
- we reserve the right to cancel and refund any of your Reservations;
- Vehicle models and images are shown for illustration purposes only and may include features that are not available on the production model. We reserve the right to change specifications, equipment and options at any time in our sole discretion, with or without notice; and
- you are not permitted to sell, give away or otherwise transfer your Reservation to any person without our prior written consent;
Please note that the Vehicles available for Reservation are pre-production models and there is a risk that that the Vehicle you have reserved may never be produced or that the release date will be significantly delayed. DAMON DOES NOT REPRESENT, WARRANT OR GUARANTEE THAT THE VEHICLE YOU HAVE RESERVED WILL BE AVAILABLE FOR PURCHASE BY YOU.
Changes to this Agreement
We may amend any part of this Agreement by adding content, deleting content, or changing the existing content. These amendments may be made at any time and could occur very close together, or very far apart, depending on the circumstances.
We reserve the right to change or modify these Terms at any time and at our sole discretion. If we make changes to these Terms, we will provide notice of such changes, such as by posting a notice on our Site and/or updating the “Last Updated” date above or via email to the email address you indicated in your Reservation.
If you disagree with any amendment, you may cancel this Agreement by cancelling your Reservation at any time. If the amendment increases your obligations under this Agreement, or decreases our obligations under this Agreement, then you can also cancel your reservation. In either case, there is no cost or penalty for cancelling because you disagree with an amendment. If you do not cancel your Reservation within 30 days of Damon providing notice, then by your continued use, you are considered to have accepted the proposed amendments.
Purchase of Vehicle
We will notify you, via email to the email address you indicated in your Reservation, when the Vehicle you have requested becomes available. If you wish to proceed with purchasing a Vehicle, you must follow the instructions specified in the email notice we provided; a failure to do so may lead to your Reservation being cancelled, delayed or suspended. At the time of purchase of a Vehicle, you may choose to apply your Reservation to such purchase. Any purchase of a Vehicle will be subject to your acceptance of Damon’s terms and conditions of sale for the Vehicle in effect at the time of purchase.
Cancellations and Refunds
Your Reservation is fully refundable at any time up to the point in time which you elect to apply your Reservation to the purchase of a Vehicle. You may request to cancel your Reservation and receive a refund by contacting us by email at [email protected] Following receipt of your refund request, we will process your refund by crediting the credit card you provided to us at the time of Reservation. If you wish for your refund to be paid via another method, please indicate this in your cancellation request.
We reserve the right to cancel your Reservation for any reason, including without limitation: (a) your failure to comply with this Agreement; (b) if we are unable to contact you; (c) if we are unable to supply the Vehicle you have requested; or (d) the occurrence of any event beyond our reasonable control. If we cancel your Reservation, we will refund your Reservation by crediting the credit card you provided to us at the time of Reservation.
A refund in accordance with this section will be your only remedy in connection with any cancellation of your Reservation.
Disclaimer of Warranties
THIS SECTION IS NOT APPLICABLE TO QUEBEC CONSUMERS.
DAMON’S RESERVATION SYSTEM IS PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS. DAMON DISCLAIMS ALL REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND WITH RESPECT TO YOUR USE OF DAMON’S RESERVATION SYSTEM, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, PERFORMANCE, SYSTEM INTEGRATION, QUIET ENJOYMENT, TITLE AND NON-INFRINGEMENT. DAMON SPECIFICALLY DOES NOT WARRANT THE ACCURACY OR COMPLETENESS OF VEHICLE DESCRIPTIONS, AVAILABILITY OR PRICING.
Exclusive Remedy and Limitation of Liability
THIS SECTION IS NOT APPLICABLE TO QUEBEC CONSUMERS.
YOU AGREE THAT, UNDER NO LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO NEGLIGENCE, BREACH OF WARRANTY OR CONDITION, BREACH OF CONTRACT OR TORT, WILL DAMON OR ITS OWNERS, OFFICERS, DIRECTORS, AFFILIATES, CONTRACTORS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY ACTING ON YOUR BEHALF FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES OR DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, OR THE COST OF ANY SUBSTITUTE EQUIPMENT, FACILITIES OR SERVICES (EVEN IF DAMON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM OR RELATING TO THIS AGREEMENT. DAMON’S TOTAL AGGREGATE LIABILITY FROM ANY AND ALL CLAIMS UNDER THIS AGREEMENT IS LIMITED TO THE RESERVATION AMOUNT YOU PAID TO DAMON. TO THE EXTENT ANY PROVINCE, STATE OR JURISDICTION DOES NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, DAMON’S LIABILITY IN SUCH PROVINCE, STATE OR JURISDICTION WILL BE LIMITED TO THE FURTHEST EXTENT PERMITTED BY LAW. YOU FURTHER AGREE THAT THE FOREGOING LIMITATIONS WILL APPLY WITH RESPECT TO THIRD PARTY LIABILITY OF ANY KIND.
You agree to indemnify, defend, and hold harmless Damon, and its subsidiaries, affiliates, co-branders, all third-party advertisers, technology providers, service providers or other partners, and each of their respective officers, directors, agents, shareholders, employees and representatives (together, the “Indemnified Parties”), from and against any third party claim, demand, loss, damage, cost, or liability (including, reasonable attorneys’ fees) (collectively and individually,“Claims”) incurred by or made against the Indemnified Parties in connection with any Claims arising out of or relating to this Agreement, including but without limitation in relation to your violation or alleged violation of this Agreement. Damon reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Damon and you agree to cooperate with Damon’s defense of these Claims. You agree not to settle any matter without the prior written consent of Damon. Damon will use reasonable efforts to notify you of any such Claims upon becoming aware of it.
THIS SECTION IS NOT APPLICABLE TO QUEBEC CONSUMERS.
BY AGREEING TO THIS AGREEMENT, YOU AGREE THAT YOU ARE REQUIRED TO RESOLVE ANY CLAIM THAT YOU MAY HAVE AGAINST DAMON ON AN INDIVIDUAL BASIS IN ARBITRATION AS SET FORTH IN THIS SECTION. THIS WILL PRECLUDE YOU FROM BRINGING ANY CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION AGAINST DAMON, AND ALSO PRECLUDE YOU FROM PARTICIPATING IN OR RECOVERING RELIEF UNDER ANY CURRENT OR FUTURE CLASS, COLLECTIVE, CONSOLIDATED OR REPRESENTATIVE ACTION BROUGHT AGAINST DAMON BY SOMEONE ELSE.
YOU ARE AGREEING TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED IN ARBITRATION.
YOU HEREBY EXPRESSLY GIVE UP YOUR RIGHT TO HAVE A TRIAL BY JURY.
YOU HEREBY EXPRESSLY GIVE UP YOUR RIGHT TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS IN ANY LAWSUIT, INCLUDING, BUT NOT LIMITED TO, CLASS ACTION LAWSUITS INVOLVING ANY SUCH DISPUTE.
All disputes arising out of or in connection with this Agreement, or in respect of any defined legal relationship associated therewith or derived therefrom, shall be referred to and finally resolved by arbitration under the applicable Rules of Procedure of the Vancouver International Arbitration Centre. The appointing authority shall be the Vancouver International Arbitration Centre. The case shall be administered by the Vancouver International Arbitration Centre in accordance with its Rules. The place of arbitration shall be Vancouver, British Columbia, Canada.
Each party will cover its own fees and costs associated with the arbitration proceedings; however, if the arbitrator finds that you cannot afford to pay the fees and costs reasonably associated with the arbitration proceedings, we will pay them for you.
The award of the arbitrator will be final and binding, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The parties agree that they will not appeal any arbitration decision to any court.
Notwithstanding the foregoing, we may seek and obtain injunctive relief in any jurisdiction in any court of competent jurisdiction, and you agree that this Agreement specifically enforceable by us through injunctive relief and other equitable remedies without proof of monetary damages.
No action, regardless of form, which arises from or is related in any way whatsoever to this Agreement, may be commenced by you more than twelve (12) months after such cause of action accrues.
The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
If any portion of this Agreement is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, this Agreement as a whole will not be deemed unlawful, void or unenforceable, but only that portion of this Agreement that is unlawful, void or unenforceable will be stricken from this Agreement.
You agree that if Damon does not exercise or enforce any legal right or remedy which is contained in the Agreement (or which Damon has the benefit of under any applicable law), this will not be taken to be a formal waiver of Damon’s rights and that those rights or remedies will still be available to Damon.
The sections of “Disclaimer of Warranties”, “Exclusive Remedy and Limitation of Liability”, “Indemnity”, “Disputes” and “Miscellaneous” will survive any actual or purported termination or expiry of this Agreement and continue in full force and effect.
This Agreement is the entire agreement between us related to the subject matter in this Agreement. This Agreement replaces and supersedes any other prior or contemporaneous agreement, representation or discussion, oral or written, and may not be changed except in writing signed by us, regardless of whether or not the parties act under an unsigned “electronic” agreement or rely on such an unsigned agreement.
You may contact us by email at [email protected], or by mail at Attn Legal, 704 Alexander St. Vancouver, BC, Canada, V6A1E3.