Standard Hire Conditions

1. Interpretation

The following definitions apply in this agreement:

• Business Day: a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business.
• Commencement Date: the date that the Lessee takes Delivery of the Equipment.
• Delivery: the transfer of physical possession of the Equipment to the Lessee at the Site.
• Deposit: the deposit amount set out in the Quote.
• Equipment: the items listed in the Quote, all substitutions, replacements or renewals, and all related accessories, manuals and instructions.
• Payment Schedule: as set out in the Quote, listing sums payable under this agreement.
• Quote: a quotation for hire made from the Lessor to the Lessee.
• Site: the Lessee's nominated premises in the Quote.
• Rental Payments: the payments made by or on behalf of the Lessee for hire of the Equipment.
• Rental Period: the period of hire as set out in the Quote.
• Total Loss: where the Equipment is, in the Lessor's reasonable opinion, damaged beyond repair, lost, stolen, seized or confiscated due to the Lessee's default.
• VAT: value added tax chargeable under the Value Added Tax Act 1994.

Clause, schedule and paragraph headings shall not affect the interpretation of this agreement. A reference to writing includes fax but not email.

2. Equipment Hire

The Lessor shall hire the Equipment to the Lessee subject to the terms and conditions of this agreement. The Lessor shall not, other than in the exercise of its rights under this agreement or applicable law, interfere with the Lessee's quiet possession of the Equipment.

3. Rental Period

The Rental Period starts on the Commencement Date and shall continue for a period of time as specified in the Quote.

4. Rental Payments and Deposit

The Lessee shall pay the Rental Payments in accordance with the Payment Schedule. All Rental Payments are exclusive of VAT and applicable taxes, which shall be payable by the Lessee.

All amounts due shall be paid in full without any set-off, counterclaim, deduction or withholding. If the Lessee fails to pay by the due date, interest shall accrue at 4% per annum above National Westminster Bank plc's base rate, calculated daily from the due date until actual payment.

The Deposit is held as security against default in payment or loss or damage to the Equipment. The Deposit (or balance thereof) shall be refundable within five (5) Business Days of the end of the Rental Period.

5. Delivery

The Lessor shall install the Equipment at the Site at the Lessee's expense. A duly authorised representative of the Lessee shall be present at installation. Acceptance of installation by that representative constitutes conclusive evidence that the Equipment is in good condition and fit for its intended purpose.

The Lessee shall provide all requisite materials, facilities, access and suitable working conditions to enable Delivery to be carried out safely and expeditiously.

6. Title, Risk and Insurance

The Equipment shall at all times remain the property of the Lessor. The Lessee shall have no right, title or interest in the Equipment save the right to possession and use subject to these conditions.

Risk of loss, theft, damage or destruction passes to the Lessee on Delivery and remains with the Lessee throughout the Rental Period and any Risk Period. The Lessee shall, at its own expense, obtain and maintain:

• Insurance of the Equipment to its full replacement value against all usual risks including fire, theft and accident.
• Third party and public liability insurance in such amounts as a prudent operator would carry.
• Any additional insurance required by law or reasonably required by the Lessor.

All policies must provide the Lessor with at least twenty (20) Business Days' prior written notice of cancellation or material change. The Lessee must notify the Lessor immediately in writing of any loss, accident or damage to the Equipment.

7. Lessee's Responsibilities

During the term of this agreement the Lessee shall:

• Keep and operate the Equipment in a suitable environment, using it only for its designed purpose, operated by trained competent staff.
• Take all steps necessary to ensure the Equipment is safe and without risk to health at all times.
• Maintain the Equipment in good repair at its own expense (fair wear and tear excepted), replacing worn, damaged or lost parts.
• Make no alterations to the Equipment without replacing any removed components immediately.
• Keep the Lessor fully informed of all material matters relating to the Equipment and its location.
• Permit the Lessor or its representatives to inspect the Equipment at all reasonable times.
• Not sell, lend, underlet or create any security interest over the Equipment without prior written consent.
• Not attach the Equipment to any land or building so as to make it a permanent fixture without prior written consent.
• Not use the Equipment for any unlawful purpose.
• Ensure the Equipment remains identifiable as the Lessor's property at all times.
• Return the Equipment at the end of the Rental Period or on earlier termination.
• Not do or permit anything which could invalidate the required insurances.

The Lessee shall indemnify the Lessor against all losses, liabilities, claims, damages, costs or expenses arising from the Lessee's negligence, misuse or any failure to comply with these terms.

8. Warranty

The Lessor warrants that the Equipment shall substantially conform to its specification, be of satisfactory quality and fit for any purpose held out by the Lessor. The Lessor shall use all reasonable endeavours to remedy, free of charge, any material defect manifesting within twelve (12) months from Delivery, provided the Lessee notifies the defect in writing within ten (10) Business Days and the defect is directly attributable to defective material, workmanship or design.

For equipment not manufactured by the Lessor, the Lessee shall be entitled only to such warranty as the Lessor has received from the manufacturer.

9. Liability

Business Customers

The Lessor's maximum aggregate liability for breach of this agreement shall not exceed the replacement value of the equipment hired. Neither party shall be liable for loss of profit, loss of revenue, loss of business, or any indirect or consequential loss, however caused.

Nothing in this agreement excludes liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any liability which cannot be excluded by law.

Consumers

If the Lessor fails to comply with these Terms, it shall be responsible for loss or damage that is a foreseeable result of the Lessor's breach or negligence. The Lessor is not responsible for any loss or damage that is not foreseeable.

The Lessor does not exclude or limit liability for: death or personal injury caused by negligence; fraud or fraudulent misrepresentation; breach of implied terms under the Sale of Goods Act 1979 or Supply of Goods and Services Act 1982; or defective products under the Consumer Protection Act 1987.

10. Your Rights to Cancel (Consumers Only)

The contract is formed when the Lessor sends you an order confirmation. Before Delivery, you may cancel within the following periods:

After Delivery has commenced, you may cancel with at least thirty (30) calendar days' written notice. Any advance payments for Equipment not yet provided will be refunded.

11. Termination

The Lessor may terminate this agreement with immediate effect by written notice if the Lessee:

• Fails to pay any amount due and remains in default for five (5) or more days after notification.
• Commits a material breach which is irremediable, or fails to remedy a remediable breach within fourteen (14) days of notice.
• Becomes insolvent, enters administration, liquidation or receivership, or makes a compromise with creditors.
• Suspends or ceases carrying on all or a substantial part of its business.
• (Being an individual) dies or becomes incapable of managing their own affairs.

This agreement shall automatically terminate if a Total Loss occurs in relation to the Equipment.

12. Consequences of Termination

Upon termination, the Lessor's consent to the Lessee's possession of the Equipment shall terminate. The Lessor may retake possession of the Equipment without notice and at the Lessee's expense. The Lessee shall pay all Rental Payments and other sums outstanding, plus any costs incurred in recovering the Equipment.

On termination due to Lessee default, the Lessee shall pay a sum equal to all Rental Payments that would have been payable for the remainder of the Rental Period (less a discount for accelerated payment as set out in the Payment Schedule).

13. Force Majeure

Neither party shall be in breach of this agreement nor liable for delay or failure to perform any obligation if such delay or failure results from events, circumstances or causes beyond its reasonable control. The time for performance shall be extended accordingly.

14. Confidential Information

Each party undertakes not to disclose the other party's confidential information to any person, except to employees, officers or advisers who need to know it for the purposes of this agreement, or as required by law or a court of competent jurisdiction. Confidential information shall not be used for any purpose other than performance of obligations under this agreement.

15–25. General Provisions

• Assignment (15): Neither party may assign, transfer or deal in any other manner with its rights and obligations under this agreement.
• Entire Agreement (16): This agreement constitutes the entire agreement between the parties and supersedes all previous agreements relating to its subject matter.
• Variation (17): No variation shall be effective unless in writing and signed by both parties.
• No Partnership or Agency (18): Nothing in this agreement establishes any partnership, joint venture or agency between the parties.
• Third Party Rights (19): No one other than a party to this agreement shall have any right to enforce its terms.
• Notices (20): Any notice must be in writing and delivered by hand, pre-paid first-class post, or fax to the registered office or principal place of business of the receiving party.
• Waiver (21): No failure or delay in exercising any right or remedy shall constitute a waiver of that right or remedy.
• Rights and Remedies (22): The rights and remedies under this agreement are in addition to, and not exclusive of, any rights or remedies provided by law.
• Severance (23): If any provision of this agreement is invalid or unenforceable, it shall be modified to the minimum extent necessary. If modification is not possible, the provision shall be deemed deleted without affecting the rest of the agreement.
• Governing Law (24): This agreement is governed by and construed in accordance with the law of England and Wales.
• Jurisdiction (25): The courts of England and Wales shall have exclusive jurisdiction to settle any dispute arising out of or in connection with this agreement.

Consumer Contract Cancellation Notice