Terms and Conditions of Hire // Correct as of 01/01/2018
1 - GENERAL
The following terms and conditions constitute the entire agreement between you (the Hirer) and LTN Productions Ltd (the Owners) for the hire of certain equipment. Unless otherwise agreed in writing by the Owners, these terms and conditions will apply to all transactions between the Hirer and the Owners to the exclusion of any terms and conditions put forward.
2 - HIRE CHARGES
The charges for rental shall be agreed at the commencement of the hire and shall be invoiced in advance. Rental periods of more than four weeks shall be invoiced four-weekly in advance. The term of the hire shall be for a minimum period of one week unless otherwise stated in our quotation and shall continue to be charged thereafter for COMPLETE rental periods. Weekly Rental Periods – the hire charges will be based on full weeks. A week is taken to be seven consecutive days (including Bank Holidays), including the day the hire commences. If the actual period of rental is shorter than the period of rental initially agreed at the commencement of the Hire, the Owners reserve to charge for the complete rental period in full. At any time during the hire the Owners reserve the right to alter rental charges, delivery and collection charges, and any discounts without prior notice.
3 - COMMENCEMENT AND TERMINATION OF HIRE
Commencement of Hire – The hire period shall commence on the day the equipment is either collected, or booked to be collected, by the Hirer from the Owners’ premises or delivered to the site advised by the Hirer. Termination of Hire – The equipment will not automatically be collected or off-hired by the Owners at the end of the initial period of hire, unless specifically requested in writing on the initial order. It is the Hirer’s sole responsibility to inform the Owners of their intention to terminate the hire prior to the expiry of the hire period and to arrange the return of the equipment at the Hirer’s cost. The Owners reserve the right to charge the Hirer for any further rental periods if the Hirer fails to notify the Owners of its intention to terminate the hire. The period of hire shall be deemed to end on the day the equipment is either returned to the Owners premises or collected by the Owners. It is the Hirer’s sole responsibility to ensure that the equipment is properly packaged for transportation before the equipment is made available for collection. Where the equipment is to be collected by the Owners or their appointed agents, it is the Hirer’s responsibility to ensure that the equipment is made available for collection at the time agreed. If the equipment is not made available for collection at the agreed time or not packaged suitably, the Owners reserve the right to charge the costs of the failed collection to the Hirer, subject to a minimum charge of £150, and to charge the Hirer for further rental periods until the equipment is returned to the Owners premises or successfully collected by the Owners. Where the Hirer has agreed to purchase the equipment, the hire will be deemed to terminate when the Hirer has paid the Owners for the equipment in full. Without prejudice to any other rights under these conditions and in particular to the Hirer’s responsibility to inform the Owners of the Hirer’s intention to terminate the hire, the Owners may terminate the hire of the equipment at any time by giving the Hirer seven days notice in writing.
4 - DELIVERY AND COLLECTION
In addition to the hire charge, separate charges will be made for delivery and collection of the equipment. The cost of transport charges will be provided on request. Where the Hirer’s own transport is used it is the Hirer’s responsibility to adequately pack and protect the equipment for the return transit to the Owners’ premises. All cases must be marked fragile. It is the Hirer’s responsibility to agree the method of delivery and collection to be used prior to the commencement of hire and to obtain the Owners’ permission when the Hirer’s own transport is used. All packaging materials are chargeable if not returned or returned damaged at termination of hire.
5 - ACCEPTANCE CONDITIONS
Acceptance of delivery of the equipment by the Hirer or its appointed agent will be conclusive evidence that the said equipment has been examined and found to be complete in accordance with the manufacturer’s description, in good order and condition, fit for any purpose for which it may be required and in every way satisfactory.
6 - INDEMNITIES
Any claim for damages by the Hirer against the Owners arising out of the Hirer’s use of the equipment shall, subject to the Owners admitting liability or being found liable for such damages, be limited in amount to the total amount of the rental payments paid by the Hirer for the equipment to the Owners as at the date of the Owners receiving notification of any such claim. The Hirer shall be solely responsible for and hold the Owners fully indemnified against any loss or damage (excluding death or personal injury caused by the Owners negligence) to the equipment and any loss of profit, cost or expenses and any loss or damage (excluding death or personal injury caused by the Owners negligence) to any property arising in connection with any of the said equipment or as a result of the use thereof. The Owners shall not be liable for any loss (excluding death and personal injury caused by the Owners negligence) which may arise out of or in connection with the failure of the said equipment for whatever reason. Save as provided by Law, the Owners exclude all warranties relating to the equipment and the Hirer’s use thereof except as specifically stated herein.
7 - HIRER'S OBLIGATIONS
The Hirer agrees with the Owners during the continuance of the contract of hire as follows: (a) To keep the equipment at the delivery address and in the Hirer’s own possession unless otherwise agreed in writing by the Owners. (b) Not to allow the said equipment to be transferred to any country prohibited by the Department of Trade and Industry or the Bureau of Export Administration. (c) To permit the Owners or their authorised representatives at all reasonable times to enter upon the premises or vessel where the equipment may from time to time be kept to inspect, maintain, repair and test the same. (d) To repay to the Owners on demand all costs, charges and expenses incurred in any way by reason of any breach of these terms and conditions by the Hirer including, but not by way of limitation, all costs, charges and expenses incurred in ascertaining the whereabouts of the equipment or recovering possession of the equipment from the Hirer or other person and any consequential loss and/or costs suffered by the Owners as a result of the failure of the Hirer to return the equipment in accordance with these terms and conditions. (e) To keep the equipment in good condition and not subject to any misuse or wear and tear over and above that consistent with normal and reasonable use (including but not limited to use conflicting with the equipment manufacturer’s recommendations). (f) To preserve the Owners’ and manufacturer’s identification numbers or marks or any nameplates that there should be upon the said equipment. (g) (i) For deliveries within the European Union to assume upon receipt of the equipment until returned to the Owners or the Owners’ appointed agents the entire risk of loss or damage to the equipment from any occurrence whatsoever. For deliveries outside the European Union to assume for the duration of the period of hire as set out in these terms and conditions the entire risk of loss or damage to the equipment from any occurrence whatsoever. The Hirer undertakes to arrange at its own expenses appropriate insurance cover with an approved insurance company against all insurable risks and to produce on request to the Owners evidence of such insurance and the payment of premiums thereunder. (ii) As an alternative to clause 7(g)(i) above the Owners may agree, under the terms set out in 7(m) below, to assume the risks of loss or damage to the equipment whilst in the Hirer’s possession. (h) To notify the Owners in writing immediately of any loss or damage to the equipment and on demand to reimburse the Owners in respect thereof within 30 days of the occurrence. The Owners shall continue to charge the Hirer the full cost of hire for the equipment until such payment is received. The Hirer shall be liable for the full replacement cost of the equipment as new. (i) To keep the equipment free from distress execution or other legal process and not create or allow to be created any lien over the equipment. (j) Not to sell, assign, let on hire or transfer the benefit of hire contract in whole or in part or to part with possession of the said equipment or any part of it at any time during the hire. (k) Not to make any alterations, modifications, or adjustments or attempt any repairs to the equipment. (l) In the event of any breakdown or alleged defect in the equipment: (i) The Hirer shall give written notice to the Owners within 24 hours (which shall be deemed to be given once received by the Owners) of the discovery of the alleged defect specifying the nature of the defect. (ii) The Hirer shall make no further use of the equipment alleged to be defective after the time at which the Hirer discovers that it is defective. (m) As an alternative to clause 7(g)(i) above and subject to an advance payment of a fee calculated at a minimum rate of 10% of the gross hire charge, the Owners undertake to cover the risks of loss or damage to the hire equipment from any occurrence whilst in transit from the Owners’ premises to Hirer’s premises as agreed, whilst there and during subsequent re-delivery to the Owners’ premises. This cover will be subject to the following limitations: (i) This option must be agreed and exercised prior to commencement of hire. (ii) Minimum weekly fee of £100. (iii) Excluding rust, corrosion and electrical or mechanical derangement unless caused by a defined accident and excluding equipment left unattended on an unsecured site. (iv) Excluding theft unless following violent and forcible entry or exit from Hirer’s premises. (v) Liability is limited to a total at any one transit and/or location of £250,000. (vi) Cover is not applicable to equipment hired for open exhibition purposes. (vii) All accessories and consumables are excluded. (viii) “Premises” includes motor vehicles. (ix) Equipment left in vehicles is covered provided the vehicle is securely garaged. (x) An excess of a minimum of £10,000 for any one claim. (xi) Exclusive of loss or damage arising from the Hirer’s negligent or wilful acts or omissions or his servants, agents or contractors or the breach of any provisions of this agreement. (xii) Exclusive of loss/damage caused by ionising radiations from or contamination by radioactivity from any nuclear fuel or from any nuclear waste or from the combustion of nuclear fuel. (xiii) Exclusive of loss/damage caused by the radioactive, toxic, explosive or other hazardous or contaminating properties of any nuclear installation, reactor or other nuclear assembly or nuclear component thereof. (xiv) Exclusive of loss/damage caused by any weapon of war, employing atomic or nuclear fission and/or fusion or other like reaction or radioactive force or matter. (xv) Exclusive of loss/damage caused by pressure waves caused by aircraft or other aerial devices travelling at sonic or supersonic speeds. (xvi) Exclusive of loss/damage caused by war, civil war, revolution, rebellion, insurrection, or civil strife arising therefrom, or any hostile act by any belligerent power.
8 - OWNERS' OBLIGATIONS
The Owners will maintain the said equipment at no cost to the Hirer and will provide such service at the Owners’ premises during normal business hours save that the Hirer will be liable for the cost of any repairs necessary as a result of a breach of clauses 7(k) or 9. In the event of failure of any item of equipment whilst on hire, the Owners shall use reasonable endeavours to supply free of charge an identical or similar item of equipment within 24 hours of notification for UK based equipment.
9 - CONDITIONS OF USE
The Hirer will, in its use of the said equipment, observe all the manufacturer’s instructions and other regulations that may be issued for the proper use thereof and shall be entirely responsible for any damage caused to the said equipment through failure to observe such instructions or regulations or failure to use the same in a proper manner. The Hirer will also take all reasonable and practical steps to ensure its use of the said equipment conforms with the terms and conditions laid down in the Health & Safety at Work, etc., Act 1974 (in particular section 2(2)(b) and 2(2)(c) thereof) or any subsequent governing legislation. The Owners make the said equipment available purely for rental purposes and the Hirer has no purchase rights or options, unless previously agreed in writing, regardless of the hire period.
10 - DELIVERY DATES
Delivery dates quoted are intended as estimates only although reasonable endeavours will be made to adhere to them. In no circumstances shall the Owners be liable for delay in delivery arising from any cause whatsoever.
11 - CANCELLATION
11.1 Any Order you place will constitute an offer capable of acceptance by us. We will not be obliged to accept an Order and we reserve the right to refuse an Order without giving any reason.
11.2 You may cancel an Order at any time prior to commencement of the Rental Period (which for the avoidance of doubt shall be deemed to begin when the Equipment is ready for collection or delivery) by giving us written notice. You agree to pay us a reasonable administration charge, in addition to a proportion of the Charges as calculated in accordance with Condition 11.3.
11.3 If you cancel an Order, you will be liable to pay us:
11.3.1 25% of the Charges if you cancel within 3 weeks of the commencement of the Rental Period;
11.3.2 50% of the Charges if you cancel within 2 weeks of the commencement of the Rental Period;
11.3.3 75% of the Charges if you cancel within 1 week of the commencement of the Rental Period;
11.3.4 100% of the Charges if you cancel within 72 hours of the commencement of the Rental Period.
11.4 Each Order if accepted by us shall constitute a separate severable contract.
11.5 We shall provide the Equipment to you subject to and in accordance with these Conditions. We reserve the right to amend these Conditions from time to time, any such changes are effective immediately from the time they are notified to you.
12 - PAYMENT TERMS
(a) Payment of all charges including hire charges and delivery charges is strictly net by return. (b) Any discounts made available to the Hirer are only applicable if full payment is received in accordance with clause 12 (a) above. (c) Payments sent by post are at the risk of the Hirer. (d) The Owners may charge and the Hirer shall pay interest at the rate of 5% above the Bank of England base rate per annum on all sums which, from time to time, may be due from the Hirer to the Owners hereunder and for the time being unpaid, such interest being calculated from the due date until the payment is received. (e) The Owners reserve the right to alter the credit terms at any time when in the Owners’ opinion the Hirer’s financial condition or previous payment record so warrants. (f) No payment is deemed to be made until received in the Owners’ bank account. (g) The Hirer shall not be entitled to withhold payment of any amount payable to the Owners because of any disputed claim of the Hirer in respect of faulty equipment or any other alleged breach of this or any other contract between the Hirer and the Owners, nor shall the Hirer be entitled to set off against any amount payable under this contract any monies which are not then presently payable by the Owners or for which the Owners dispute liability.
13 - OWNERSHIP
The equipment is and shall remain the sole property of the Owners save that for purposes connected with financing of the said equipment the property in the equipment may be vested in a third party. The consent of the Hirer will not be required for the assignment or transfer of this Agreement or the benefit thereof from or to the Owners to or from any bank leasing company or finance house being the owner of the equipment. The Hirer shall not do or permit or cause to be done anything whereby the rights of the Owners in respect of the equipment are or may be prejudicially affected and the Hirer is not allowed to claim capital allowances on the equipment.
14 - DEFAULT
If the Hirer shall default in making any payment for any period in excess of thirty days or if the Hirer is in breach of these Conditions of Hire, or becomes insolvent or compounds with its creditors or has distress or execution levied upon its property or is wound up or goes into liquidation (except for the purposes of a solvent reconstruction) or has a receiver, administrative receiver or administrator appointed of the whole or any part of its assets or suffers any similar process under the law of its domicile then the Owners shall be entitled to terminate the agreement forthwith and enter upon the Hirer’s premises and to remove the equipment without notice to the Hirer. The Owners are hereby indemnified by the Hirer in respect of all and any damage or loss to the Hirer or any third party resulting from the exercise by the Owners of its rights therein reserved. This shall include the Owners recovering all amounts outstanding and payable as a result of such action.
15 - LTN PRODUCTIONS LTD WARRANTY
The Owners hereby warrant to the Hirer that at the commencement of the rental period the equipment complies with its Manufacturer’s description. The benefit of this warranty may not be assigned by the Hirer to any other party. In no event shall the Owners be liable to the Hirer for any consequential incidental or exemplary damages such as loss of revenues or use of any equipment or down time costs. The Owners shall not be responsible for any delays or failures in delivery of equipment or in making repairs, recalibration or replacement due to unavailability of parts, or labour, or industrial disputes, delays in transportation or other causes beyond its reasonable control. The foregoing warranty shall not apply to any damage to equipment caused by accident, misuse or abuse. The Owners do not warrant the merchantability of the equipment or its fitness or suitability for any particular purpose or use.
16 - PERFORMANCE
Whilst application advice may be given no responsibility is accepted for incorrect results due to circumstances external to the equipment hired.
17 - PATENTS AND COPYRIGHTS
Equipment may be the subject of patent rights and/or legal protection.
18 - FORCE MAJEURE
If either the Owners or the Hirer are rendered unable wholly or in part by Force Majeure to carry out their obligations under this contract the party affected shall give to the other prompt written notice of the Force Majeure with reasonable full particulars concerning it whereupon the obligation of the party giving the notice so far as it is affected by the Force Majeure shall be suspended during but not longer than the continuance of the Force Majeure. The affected party shall use all reasonable diligence to remove the effects of the Force Majeure as quickly as possible. The term Force Majeure as employed in this contract should be deemed to include but shall not be limited to any war, riot, act of God, fire, flood, government regulation or act, any natural or accidental disaster, any strike, lockout or industrial dispute or shortage of raw materials or fuel or any breakdown of machinery or any other cause outside the reasonable control of the party suffering such Force Majeure, but not in any circumstances including financial inability. If a party is rendered unable wholly or in part by Force Majeure substantially to carry out its obligations under this contract for a period of one year or more, then either party may declare the contract to be abandoned forthwith by written notice to the other party to that effect.
19 - GOVERNMENT PROCUREMENT
No Government Procurement regulation shall be included hereunder or be binding on either party unless specifically agreed to in writing and expressly incorporated herein.
20 - DELAY
The Owners shall not be liable for delays in performance hereunder due to unforeseen circumstances or due to causes beyond its control including but not limited to acts of nature, acts of government, labour disputes, delays in transport and delays in delivery or non delivery by the Owners’ suppliers.
21 - FEES & EXPENSES
The Owners shall be entitled to recover from the Hirer all fees and expenses (whether or not formal legal action is instituted) incurred as a result of any breach of these terms by the Hirer or need to enforce same or in any other way arising in connection with these Conditions of Hire.
22 - DAMAGES
The remedies provided herein are the Hirer’s sole and exclusive remedies. In no event shall the Owners be liable for direct, indirect, special, incidental or consequential damages (including loss of profits) whether based on contract tort or any other course of action
23 - AGGREGATE LIABILITY
The aggregate liability of the Owners (whether in contract or for negligence or breach of statutory duty or otherwise howsoever) to the Hirer for any loss or damage of whatsoever nature and howsoever caused shall be limited to and in no circumstances shall exceed the hire charges paid to the Owners in relation to the equipment.
24 - EXPORT CONTROL
Overseas rentals arranged by the Hirer are subject to the terms and conditions listed herein. Attention is drawn to the fact that the Owners bear no responsibility for any charges, fees, or fines, V.A.T. or duty payments imposed by any authority, their agents or shipping agent in the UK or overseas. Further it is the obligation of the Hirer to ensure that all overseas import/export duties have been paid to the appropriate authorities and the Hirer is responsible for any fines which may be imposed by any authority on the equipment which has been impounded due to the Hirer’s negligence or wilful acts. In addition the Hirer’s attention is drawn to the existence of various statutes governing customs regulations in particular the Export of Goods (Control) Order 1994 with regard to equipment which may be subject to security control. Should the Hirer abandon the Owners’ equipment anywhere in the United Kingdom or overseas or should the equipment be impounded by any customs authorities in the UK or overseas the rental will continue until the equipment is returned to the Owners’ premises or the equipment is purchased by the Hirer at full cost as new.
25 - MISCELLANEOUS
(a) If any of these conditions or any part of one of these conditions is rendered void by any legislation to which it is subject it shall be void to that extent and no further. (b) Any waiver, indulgence or forbearance by either party of any of these Conditions of Hire and/or any breach thereof shall apply only in the particular instant or instances in which such waiver, indulgence or forbearance occurs, and shall not affect or impair the further continuance in force of such terms and conditions, or the right of either party to avail itself of such terms and conditions upon any subsequent breach or breaches thereof. (c) The exercise or implementation of or reliance upon any of the terms and conditions by the Owners shall not give rise to any right by the Hirer to cancel any contract with the Owners. (d) If any provisions of these Conditions of Hire are found by a court or other competent authority to be void and unenforceable, such provisions shall be deemed to be deleted from the Conditions of Hire and the remaining provisions shall remain in full force and effect.
26 - VALUE ADDED TAX (VAT)
All prices quoted are exclusive of V.A.T., which will be charged at the rate in operation at the relevant tax point date.
27 - NOTICE
Any notice, demand, statement or other written communication required or permitted to be given to the Hirer by the Owners shall be deemed to have been validly given, delivered or sent by post or left at the address of the Hirer stated in this Agreement or at the Hirer’s present or last known address.
28 - RIGHT OF SET-OFF
The Owner is irrevocably and unconditionally authorised at any time and from time to time without notice to the Hirer to apply by way of set off any amount due and payable to the Owner under these Conditions of Hire against any other sums due and owing to the Hirer by the Owners, provided that any such amounts are not the subject of a bona fide dispute between the Hirer and the Owners.
29 - GOVERNING LAW
Any contract between the Hirer and the Owners shall be governed by and construed in accordance with the Laws of England and the Hirer agrees to be subject to the exclusive jurisdiction of the English Courts.